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HomeMy WebLinkAboutresolution.council.073-08RESOLUTION # ~3 (Series of 2008) A RESOLUTION APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN, COLORADO, AND AV-TECH ELECTRONIC INC. SETTING FORTH THE TERMS AND CONDITIONS REGARDING PROVIDING AND INSTALLATION POLICE EQUIPMENT IN TOYOTA HIGHLANDER VEHICLES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT WHEREAS, there has been submitted to the City Council a contract between the City of Aspen, Colorado, and AV-Tech Electronic Inc., a copy of which contract is annexed hereto and made a part thereof. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO: Section 1 That the City Council of the City of Aspen hereby approves that contract between the City of Aspen, Colorado, and AV-Tech Electronic Inc. regarding providing and installation police equipment in Toyota Highlander vehicles a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager of the City of Aspen to execute said contract on behalf of the City of Aspen. Dated: l~ C?a~ ~~ . ~~~~ Michael C. Ireland, I4layor I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meeting held August 11, 2008. Kat S. Koch, City Clerk AGREEMENT FOR PROFESSIONAL SERVICES This Agreement made and entered on the date hereinafter stated, between the CITY OF ASPEN, Colorado, ("City") and AV-TECH ELECTRONIC INC., ("Professional"). For and in consideration of the mutual covenants contained herein, the parties agree as follows: 1. Scope of Work. Professional shall perform in a competent and professional manner the Scope of Work as set forth at Exhibit "A" attached hereto and by this reference incorporated herein. 2. Comnletion. Professional shall commence work immediately upon receipt of a written Notice to Proceed from the City and complete all phases of the Scope of Work as expeditiously as is consistent with professional skill and care and the orderly progress of the Work in a timely manner. The parties anticipate that all work pursuant to this agreement shall be completed no later than September 15, 2008. Upon request of the City, Professional shall submit, for the City's approval, a schedule for the performance of Professional's services which shall be adjusted as required as the project proceeds, and which shall include allowances for periods of time required by the City's project engineer for review and approval of submissions and for approvals of authorities having jurisdiction over the project. This schedule, when approved by the City, shall not, except for reasonable cause, be exceeded by the Professional. 3. Payment. In consideration of the work performed, City shall pay Professional on a time and expense basis for all work performed. The hourly rates for work performed by Professional shall not exceed those hourly rates set forth at Exhibit "B" appended hereto. Except as otherwise mutually agreed to by the parties the payments made to Professional shall not initially exceed $45,014.16. Professional shall submit, in timely fashion, invoices for work performed. The City shall review such invoices and, if they are considered incon•ect or untimely, the City shall review the matter with Professional within ten days from receipt of the Professional's bill. 4. Non-Assi¢nability. Both parties recognize that this contract is one for personal services and cannot be transferred, assigned, or sublet by either party without prior written consent of the other. Sub-Contracting, if authorized, shall not relieve the Professional of any of the responsibilities or obligations under this agreement. Professional shall be and remain solely responsible to the City for the acts, errors, omissions or neglect of any subcontractors officers, agents and employees, each of whom shall, for this purpose be deemed to be an agent or employee of the Professional to the extent of the subcontract. The City shall not be obligated to pay or be liable for payment of any sums due which maybe due to any sub-contractor. 5. Termination. The Professional or the City may terminate this Agreement, without specifying the reason therefor, by giving notice, in writing, addressed to the other party, specifying the effective date of the termination. No fees shall be earned after the effective date of the PS1-971.doc Page 1 drawings, maps, models, photographs, reports or other material prepared by the Professional pursuant to this Agreement shall become the property of the City. Notwithstanding the above, Professional shall not be relieved of any liability to the City for damages sustained by the City by virtue of any breach of this Ageement by the Professional, and the City may withhold any payments to the Professional for the purposes of set-off until such time as the exact amount of damages due the City from the Professional may be determined. 6. Covenant Against Contingent Fees. The Professional warrants that s/he has not employed or retained any company or person, other than a bona fide employee working for the Professional, to solicit or secure this contract, that s/he has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gifts or any other consideration contingent upon or resulting from the award or making of this contract. 7. Independent Contractor Status. It is expressly acknowledged and understood by the parties that nothing contained in this agreement shall result in, or be construed as establishing an employment relationship. Professional shall be, and shall perform as, an independent Contractor who agrees to use his or her best efforts to provide the said services on behalf of the City. No agent, employee, or servant of Professional shall be, or shall be deemed to be, the employee, agent or servant of the City. City is interested only in the results obtained under this contract. The manner and means of conducting the work are under the sole control of Professional. None of the benefits provided by City to its employees including, but not limited to, workers' compensation insurance and unemployment insurance, are available from Ciry to the employees, agents or servants of Professional. Professional shall be solely and entirely responsible for its acts and for the acts of Professional's agents, employees, servants and subcontractors during the performance of this contract. Professional shall indemnify City against all liability and loss in connection with, and shall assume full responsibility for payment of all federal, state and local taxes or contributions imposed or required under unemployment insurance, social security and income tax law, with respect to Professional and/or Professional's employees engaged in the performance of the services agreed to herein. 8. Indemnification. Professional agrees to indemnify and hold harmless the City, its officers, employees, insurers, and self-insurance pool, from and against all liability, claims, and demands, on account of injury, loss, or damage, including without limitation claims arising from bodily injury, personal injury, sickness, disease, death, property loss or damage, or any other loss of any kind whatsoever, which arise out of or are in any manner connected with this contract, if such injury, loss, or damage is caused in whole or in part by, or is claimed to be caused in whole or in part by, the act, omission, error, professional error, mistake, negligence, or other fault of the Professional, any subcontractor of the Professional, or any officer, employee, representative, or agent of the Professional or of any subcontractor of the Professional, or which arises out of any workmen's compensation claim of any employee of the Professional or of any employee of any subcontractor of the Professional. The Professional agrees to investigate, handle, respond to, and to provide defense for and defend against, any such liability, claims or demands at the sole expense of the Professional, or at the option of the City, agrees to pay the City or reimburse the City for the defense costs incurred by the City in connection with, any such liability, claims, or demands. If it is determined by the final judgment of a court of competent jurisdiction that such injury, loss, or damage was caused PS1-977.doc Page 2 in whole or in part by the act, omission, or other fault of the City, its officers, or its employees, the City shall reimburse the Professional for the portion of the judgment attributable to such act, omission, or other fault of the City, its officers, or employees. 9. Professional's Insurance. (a) Professional agrees to procure and maintain, at its own expense, a policy or policies of insurance sufficient to insure against all liability, claims, demands, and other obligations assumed by the Professional pursuant to Section 8 above. Such insurance shall be in addition to any other insurance requirements imposed by this contract or by law. The Professional shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to Section 8 above by reason of its failure to procure or maintain insurance, or by reason of its failure to procure or maintain insurance in sufficient amounts, duration, or types. (b) Professional shall procure and maintain, and shall cause any subcontractor of the Professional to procure and maintain, the minimum insurance coverages listed below. Such coverages shall be procured and maintained with forms and insurance acceptable to the City. All coverages shall be continuously maintained to cover all liability, claims, demands, and other obligations assumed by the Professional pursuant to Section 8 above. In the case of any claims-made policy, the necessary retroactive dates and extended reporting periods shall be procured to maintain such continuous coverage. (i) Workers' Compensation insurance to cover obligations imposed by applicable laws for any employee engaged in the performance of work under this contract, and Employers' Liability insurance with minimum limits of FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) for each accident, FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) disease - policy limit, and F[VE HUNDRED THOUSAND DOLLARS ($500,000.00) disease -each employee. Evidence of qualified self-insured status may be substituted for the Workers' Compensation requirements of this pazagraph. (ii) Commercial General Liability insurance with minimum combined single limits ofONE MILLION DOLLARS ($1,000,000.00) each occurrence and ONE MILLION DOLLARS ($1,000,000.00) aggregate. The policy shall be applicable to all premises and operations. The policy shall include coverage for bodily injury, broad form property damage (including completed operations), personal injury (including coverage for contractual and employee acts), blanket contractual, independent contractors, products, and completed operations. The policy shall contain a severability of interests provision. (iii) Comprehensive Automobile Liability insurance with minimum combined single limits for bodily injury and property damage of not less than ONE MILLION DOLLARS ($1,000,000.00) each occurrence and ONE MILLION DOLLARS ($1,000,00- 0.00) aggregate with respect to each Professional's owned, hired and non-owned vehicles assigned to or used in performance of the Scope of Work. The policy shall contain a severability of interests provision. If the Professional has no owned automobiles, the requirements of this Section shall be met by each employee of the Professional providing services to the City under this contract. PS 1-971.doc Page 3 (iv) Professional Liability insurance with the minimum limits of ONE MILLION DOLLARS ($1,000,000) each claim and ONE MILLION DOLLARS ($1,000,000) aggregate. (c) The policy or policies required above shall be endorsed to include the City and the City's officers and employees as additional insureds. Every policy required above shall be primary insur- ance, and any insurance can•ied by the City, its officers or employees, or carried by or provided through any insurance pool of the City, shall be excess and not contributory insurance to that provided by Professional. No additional insured endorsement to the policy required above shall contain any exclusion for bodily injury or property damage arising from completed operations. The Professional shall be solely responsible for any deductible losses under any policy required above. (d) The certificate of insurance provided by the City shall be completed by the Professional's insurance agent as evidence that policies providing the required coverages, conditions, and minimum limits aze in full force and effect, and shall be reviewed and approved by the City prior to commencement of the contract. No other form of certificate shall be used. The certificate shall identify this contract and shall provide that the coverages afforded under the policies shall not be canceled, terminated or materially changed until at least thirty (30) days prior written notice has been given to the City. (e) Failure on the part of the Professional to procure or maintain policies providing the required coverages, conditions, and minimum limits shall constitute a material breach of wntract upon which City may immediately terminate this contract, or at its discretion City may procure or renew any such policy or any extended reporting period thereto and may pay any and all premiums in connection therewith, and all monies so paid by City shall be repaid by Professional to City upon demand, or City may offset the cost ofthe premiums against monies due to Professional from City. (f) City reserves the right to request and receive a certified copy of any policy and any endorsement thereto. (g) The parties hereto understand and agree that City is relying on, and does not waive or intend to waive by any provision of this contract, the monetary limitations (presently $150,000.00 per person and $600,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, Section 24-10-101 et seq., C.R.S., as from time to time amended, or otherwise available to City, its officers, or its employees. 10. Citv's Insurance. The parties hereto understand that the City is a member of the Colorado Intergovernmental Risk Sharing Agency (CIRSA) and as such participates in the CIRSA Property/Casualty Pool. Copies of the C[RSA policies and manual are kept at the City of Aspen Finance Department and are available to Professional for inspection during normal business hours. City makes no representations whatsoever with respect to specific coverages offered by CIRSA. City shall provide Professional reasonable notice ofany changes in its membership or participation in CIRSA. PS 1-971.doc Page 4 11. Completeness of Agreement. It is expressly agreed that this agreement contains the entire undertaking of the parties relevant to the subject matter thereof and there are no verbal or written representations, agreements, warranties or promises pertaining to the project matter thereof not expressly incorporated in this writing. 12. Notice. Any written notices as called for herein may be hand delivered to the respective persons and/or addresses listed below or mailed by certified mail return receipt requested, to: City: Professional: City Manager City ofAspen AV-Tech Electronics Inc. 130 South Galena Street 12851 West 43`~ Drive, Unit 1 Aspen, Colorado 81611 Denver, CO 80403 13. Non-Discrimination. No discrimination because of race, color, creed, sex, marital status, affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or religion shall be made in the employment of persons to perform services under this contract. Professional agrees to meet all of the requirements of City's municipal code, Section 13-98, pertaining to non-discrimination in employment. 14. Waiver. The waiver by the City of any term, covenant, or condition hereof shall not operate as a waiver of any subsequent breach of the same or any other term. No term, covenant, or condition of this Agreement can be waived except by the written consent of the City, and forbearance or indulgence by the City in any regard whatsoever shall not constitute a waiver of any teen, covenant, or condition to be performed by Professional to which the same may apply and, until complete performance by Professional of said term, covenant or condition, the City shall be entitled to invoke any remedy available to it under this Agreement or by law despite any such forbeazance or indulgence. I5. Execution of Agreement by City. This agreement shall be binding upon all parties hereto and their respective heirs, executors, administrators, successors, and assigns. Notwithstanding anything to the contrary contained herein, this agreement shall not be binding upon the City unless duly executed by the Mayor of the City of Aspen (or a duly authorized official in his absence) following a Motion or Resolution of the Council of the City of Aspen authorizing the Mayor (or a duly authorized official in his absence) to execute the same. 16. Illegal Aliens -CRS 8-17.5-101 & 24-76.5-101. a. Pumose. During the 2006 Colorado legislative session, the Legislature passed House Bills 06-1343 (subsequently amended by HB 07-1073) and 06-1023 that added new statutes relating to the employment of and contracting with illegal aliens. These new laws prohibit all state agencies and political subdivisions, including the City of Aspen, from knowingly hiring an illegal alien to perform work under a contract, or to knowingly contract with a subcontractor who knowingly hires with an illegal alien to perform work PS1-971.doc Page 5 under the contract. The new laws also require that all contracts for services include certain specific language as set forth in the statutes. The following terms and conditions have been designed to comply with the requirements of this new law. b. Definitions. The following terms are defined in the new law and by this reference are incorporated herein and in any contract for services entered into with the City of Aspen. "Basic Pilot Program" means the basic pilot employment verification program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, that is administered by the United States Department of Homeland Security. "Public Contract for Services" means this Agreement. "Services" means the furnishing of labor, time, or effort by a Contractor or a subcontractor not involving the delivery of a specific end product other than reports that are merely incidental to the required performance. c. By signing this document, Professional certifies and represents that at this time: (i) Professional shall confirm the employment eligibility of all employees who are newly hired for employment in the United States; and (ii) Professional has participated or attempted to participate in the Basic Pilot Program in order to verify that new employees are not employ illegal aliens. d. Professional hereby confirms that: (i) Professional shall not knowingly employ or contract new employees without confirming the employment eligibility of all such employees hired for employment in the United States under the Public Contract for Services. (ii) Professional shall not enter into a contract with a subcontractor that fails to confirm to the Professional that the subcontractor shall not knowingly hire new employees without confirming their employment eligibility for employment in the United States under the Public Contract for Services. (iii) Professional has verified or has attempted to verify through participation in the Federal Basic Pilot Program that Professional does not employ any new employees who are not eligible for employment in the United States; and if Professional has not been accepted into the Federal Basic Pilot Program prior to entering into the Public Contract for Services, Professional shall forthwith apply to participate in the Federal Basic Pilot Program and shall in writing verify such application within five (5) days of the date of the Public Contract. Professional PS1-971.doc Page 6 shall continue to apply to participate in the Federal Basic Pilot Program and shall in writing verify same every three (3) calendar months thereafter, until Professional is accepted or the public contract for services has been completed, whichever is earlier. The requirements of this section shall not be required or effective if the Federal Basic Pilot Program is discontinued. (iv) Professional shall not use the Basic Pilot Program procedures to undertake pre-employment screening of job applicants while the Public Contract for Services is being performed. (v) If Professional obtains actual knowledge that a subcontractor performing work under the Public Contract for Services knowingly employs or contracts with anew employee who is an illegal alien, Professional shall: (1) Notify such subcontractor and the City of Aspen within three days that Professional has actual knowledge that the subcontractor has newly employed or contracted with an illegal alien; and (2) Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the new employee who is an illegal alien; except that Professional shall not terminate the Public Contract for Services with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. (vi) Professional shall comply with any reasonable request by the Colorado Department of Labor and Employment made in the course of an investigation that the Colorado Department of Labor and Employment undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. (vii) If Professional violates any provision of the Public Contract for Services pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City of Aspen may terminate the Public Contract for Services. If the Public Contract for Services is so terminated, Contractor shall be liable for actual and consequential damages to the City of Aspen arising out of Professional's violation of Subsection 8-17.5-102, C.R.S. (ix) If Professional operates as a sole proprietor, Professional hereby swears or affirms under penalty of perjury that the Professional (1) is a citizen of the United States or otherwise lawfully present in the United States pursuant to federal law,(2) shall comply with the provisions of CRS 24-76.5-101 et seq., and (3) shall produce one of the forms of identification required by CRS 24-76.5-103 prior to the effective date of this Agreement. PS1-977.doc Page 7 17. General Terms. (a) It is agreed that neither this agreement nor any of its terms, provisions, conditions, representations or covenants can be modified, changed, terminated or amended, waived, superseded or extended except by appropriate written instmment fully executed by the parties. (b) If any of the provisions of this agreement shall be held invalid, illegal or unenforceable it shall not affect or impair the validity, legality or enforceability of any other provision. (c) The parties acknowledge and understand that there are no conditions or limitations to this understanding except those as contained herein at the time of the execution hereof and that after execution no alteration, change or modification shall be made except upon a writing signed by the parties. (d) This agreement shall be governed by the laws of the State of Colorado as from time to time in effect. IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly authorized officials, this Agreement in three copies each of which shall be deemed an original on the date hereinafter written. [SIGNATURES ON FOLLOWING PAGE] ATTESTED BY: CI Y OF ASPEN/, C/OLORADO~:~ By: , Title: d " PS1-971.doc PageB Date: ~5' / 3 b~ PROFESSIONAL: WITNESSED BY: her Title: ,$h/c~ /y/~-,/.c.{ f - Date: ~c~ y 3 / a ~ o PSI-971.doc Page 9 EXFIIBIT "A" to Professional Services Agreement Scope of Work AV-Tech Electronics Inc. will provide and install the materials listed in Exhibit A, in ten (10) separate City of Aspen 2008 Highlander vehicles. The Scope is slightly different for the patrol cars than the administration cars and is labeled appropriately. PS1-971.doc Page 10 e. y ~~p~q.~~+ ~(et..Audm!lLY~Plop 8y. G1 MtOX 1 ~ °~ '+x, PRIC&0001'E e ?• 8 ~~ m~, ~~ EGEC3Ft4NICS tNC. , „~,,,, ~, ,~,W~TU~o~ ~....t ,o, ~~ ~~~,ro ~ ~ ( ]88-0373 a~eA.. {3B3j 389-1128-FA% -~--~..i~ tilh IYgA~ «waxm~roxeaen, cma+~a xaamotnr •A4E.IM 51 HQ YOE IM 9t10i 1111 Ng1e0 tM\t C0.`% ftNr.tRp CygRP.R lY4lM F.Q& T!n TN (CI~iYdle tVJY/ya IEln M15 typYy inlpfJt Mw! 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MaM Bm 102 WpR1,[08t81/ -__ CPSMfIP.O. W*VN F.0.& FaMM VW ~'NIPISnOd MSTPIE NET 5004YS ~NI~P ProiiMtliw 011eMA Vrl PHR lrm106 ,pa~O ym I.OW EncH a.W4 18A0 YMTERH! W FCpMECIIXO(Ii BRKTLU8T~,1 AVT 1.0W EACH J80W TSAO CHSI'OM BRAQQ•:T CUSTOM MOUM FOR CENCfdA H! CiNT FR CONSJI E BRKT~d18TpA PVT 1.000 EAtfl ZIq.OW 100.W CYISTdl4PACID:T tugmndeckMmrtnxR, SMLLStM6P, MMMFVimn@yW YIOePSyamm W INg1n MOfFPME CO MSC 2~OW EACH 3100 4.84 MICC4P AOD PEAR BATTERY Fdt DATASii NUMOHILE VfSbH •pCyyO X000 4ACH 11SOW nSW aeugbe0e:e M149 CM 1404 EAp1 N5W x150 ]CQAf(PWMIW RPKT.CUSiOM AVT 1.040 EACH 41.40D C0.1b CUSTOM BRACNEi MOVNtPOR iRUCKYAIA.T EOH50 MN4 LOW FACH 210.0W 230.00 INSTKLETIlNRrvE94 VA1N 1EAMPFlJ34 REM GLT191Y00 PS1-971.doc Page 12 ss~csE:~aa Fr. ~L~CTRt}~IGS, ING. 12951 WEST 43RD DRIVE UNLC I GOLDBdi,CO 89403 (303) 28B-0313 {393) 2en•Iaz9-FAx NYTa CRY OF ASPEN POLICE DEPT. SOLE: [daN 9x162 A,pq CO 8a8Tt Cellx'Ta PktxiOPOv Peet PRICE QUOTE MxNwAeP ao~eP~ aederd9F OIB'ZOOB CeexexRNnb! 16,A$P1005 964Ta GT Y OF ASPEN PoI.I~E pEPi. 60BE. Nax fio 162 Agx4 CO S10t1 px3per P.O. SIpMA FN$ Tws VN 6411~xnaeT M19TALL NET90 MYB eMNePAx PMWLb OKeM {Se! i'ibP 1MNSIFR INSTALWT AVY 1.000 EACH ]02.366 OQ2.30 AV~TEd1x19TALLMT FRONT FUSE KR, WIRE NNUE99, PW /lAPOR r.w.+ w..n LABOR CHARGE ~Rl9crannrsr t.6W EAGN M19C AUtERW.BeSTALL M5000TE REFlECT4 METOTAL fl6CETO tITflIPTiE WLVOANO iP}N9FEPALL EGDaaaENi IMO ME NE W Ni6N W IOEP, IT!NftV~P9 ALL NMONG, 2ND &4TtERY SETUP WiTN ~LCENOW AM At90 t&W BULLBM PU9a BUMvF.ft CurtOnxr Dax ......________.__ AV.SbCR6NCeuaen Frc. ri0 mheli,Wefwary drK,k=.6ml muuFCd"ea,w i~c~lla,admuSe ri,NyoaofNhxxlbaoquewmliAlyrowlKpaDmxkRN AviWlmeamtglec.rma et¢meUk iw boukgvnd M1qur.A~6<Rerye'Td°PUJoaly}OP'NRM tV aeut<Wef NPMYimpwrvla. Tave NLLJatleYe6m mvdae Cnn. mhna0rwim9nnfM. 1-IR%aeme D'+x®W vx k Mwptlm ~~ P+t ~. ~ee.~ ,~xad,mxn,.mK.x.«x~.m>w..w~o~xu.u6vc ~+x.zswra~r sta. P~om.~aa m.a>w:e na.»~+~e,~a. 3a~+ldayaa.w.w.xawaxwnxxrexnea branm '17175 QUOTE EXPIRES AFTER 90 DAXS S! 2.80B.W0 2.966 20P8W 2868) NNONa: LS/n.ee Ltee 016tDIM ff[O Felek' GW 90KKT~. 600 ONrTUOL d.5I0.Oe ,y-i 4 Yg. 08 PSL971.doo Page 13 P.P. , t~css~er~ la,- ~.~ 5hr PHICE QUOTE awrwl.eee DmepaD aeawwNl Emrmbb { //'~'+~ ~}~y(~~~f ~n ~~~l`f~~5 ~ ~ `` ~~++ I~l 1 L lt o. anwpr.~ cc+ 12831 WE8T A3FD DINVE ~"`~ ` w~ ~ ' IINIT1 1` ~ ~ ~/ ~ GOI.DF.N, CO 89463 J ~~ J ~ ~,IS (303)288-0313 VV __ (~3) 289-tA2O-FAX eeMTa rPT= Citt OFA~'ENPOLICE CHT. GTYOE AEPFNPWCE APT. SOSE.MW BM tPT SORE. MPro Srie<% AipMI. W 61811 Aspen,CO 818it <k~eTa f&NNPryor CW>~PXL &.ONA FOIL TYn NM At)MN AIDTIJA NET JO ryaYB PiMMLM QbM 66aMeeMee _ __. IY P6s lIW ~ Atpb~ Po%W 99(ibY~a UwR -20C6TWwa NVNwW^'(wY&IW1 9TRIPV9LV0 XG9DAf~ MBTRLL 4RLl LIGNf3. GENCOM„SIflFN S~MERaV1aR fRtli& MOBLEYISIa{REAfl TALCii,RADp, P1A8l6.!f6R AIOCHARGER,TRwCXVaeX.T Ostrombtedetbinwnl f(~terronMM FBe0DS6 6Ei 1,mJ8 EaGb ZD&LG'O 2pLW P840p STEEL P119N BUMPER 9 W MBHw awl lQW EACH 1D.BS0 lase AwiENNa CPNiE LBTBiW AMI tC80 FAtl1 a.60D A.90 L BRACKET ~Ia'TRMB( QWi6p awl 1ttID EACH 88A0 B® ANTEef% O W+RTEB wavE ANTENwa pEilppp.i Rfl 1DBD EACH 9850 A85 PFY~i sea uNE CmXm WwN. BSDIIaC VkIL aODD EACH 30D00 110.0D NICE-A- WAYGI fM51 ROBEGaY WMI~ NTD. <.iq0 EACH AH00 IA DD WATEPPRC~i%CNeECT~RNR WMPB WNL aADD EAGI L500 SB.W WATETiPR00EC91LaECTatI(IT BPo(TCUSTCM AYT i.~ EACH )50W T6.aW CflSTGABRACRET Ca9nuo0 PS1-971.doc Page 14 ~~~ r ~t((t (j~(am1,~ ~~yy[[~M~yNN{jj`//y~ Ei~~M~i\VIii~3 ~~~s. 12651 WEST 43873 DRIVIG T7N17' 1 GOLDISN, C4 60403 (303)366-0313 (3o3)zaA-lsm-Pnx sxaTa am ai +sPET+ RoucE DEPT. 808E. Mem a 1m AepMS CO aTnf CapFeto: PrAw vy« Paps 2 PRICE QUOTE oatirtaac u(wooo OatMrOMS. b9'A08 tA.~owrw.es foasofrof •w~ aTr of ASFg1 Pa~CE DEPT. soee MYn so ioz Aspen c3o afsn pawefPA e11p0U FAt. / 1118TPIA Tai FffT 30 W'~ 1R! Bwn Mie4s 9wdt11i~ MYd IY1t Pllu AbW! CUSTOM MaW f FOP C6NCAM W CF.NTERCON40lE ew(TGUBTOM A1? T.dW FAai 20p.000 db.OC G)STOM WUa<ET Cumnixecittmnuup.9Mper Man.MOMe Vebe Oblltl vlaea gsMR~aM mrcir mdombs C-j M8C 20W F.ACN 34W 880 MIO CaW AOO SPA BATT9IT FOR DATA 911 P1NM0&lE V13gN .~~ 1.000 R/W 1T6,f.0] 1TS00 odlcseybelbrk eaw aN +mo FACH as5ao 4f w pOArtyidentld AVT 1 000 FILW 40.000 40A0 BRKt.CUSTdA . WSTCM BRACKET MOU1LiCR1RVCKVAULi C9190 MR8 7.000 EACH Y30.000 Zw.00 IN81'AlLFJ1 N4RIffi88 YATN 1M AAW FUBE R9AR IN9TALLgT A!T tA00 EACN 002,800 9P7.40 AkTECN WBTALL 10T FRET FUSEKN~ YITREY4N$1b$$~ POU rtA00R TOJO EACH Z884.W0 2,864.00 . IABC{f CHARGE CMAnuE PS1-971.doc Page ]5 Pqs `t ~ PR[CE QUOTE DrmnP.ae w~D { ~s ~{~~~...~ OW.rOr[ earmos ~S~.~V'~~~r11~Li4/~7T ~~ eroa.w cci .. .. 12851 W&S7 93RD DRIVE UNTT 7 GOLDEN, CO 811903 (303)288-6313 (303) 289.1920 • FAX WiTa GT Y ai A9pFN PIX.1~ DEPT.. E06 E. Mtln Sa 102 /~pxi. a0 6t0tt mrwra iaaam Prya armrni.us 10q$Pt001 BIbTa CaYOPABPEN POtJCE 0191. 008 E. MeN Eb 102 Ayrn, a0 810YY Owb0a1P.0, AOa1N l4VN __.__......... P.O.B. INBTILLL Tar 1ET 36 Ml'B MI e®lMiibf PiadWlM tlNod VA 11b0 Iaaad MExtMT4V5T 1000 EACX 28B.BW aOB.& N190 MAfEPaL W9TAU. TtAS auDTE P:ri.wESaEawvrt+0aueaue+YENr THE vaw uoTPAHSPaxD iM0 MCdB/JiDER PoaOr011: 9,d01S3 ;<AS10TClS _. _.~._.. __~._~ ~~,_.._~_~..- 8^A~!°°_.._____. .__.._.~._ 4ea Mimut 0.00 AV.tMYi Ekcemlp lry..wi~(MWti6llebsp bal Miroetem'sA~P4auv~Y Ibo-Nn~V FRad1C 0.W wiviya dOe MadMn+~.waialvlnYbw~M1ap~d+iwMa'ua AV.T~ti bNaa~~ira,tre.uru 9eW Tpc 0AD ~upwuENfaatlmwYmia2eM<M"dc+OWiMmaMtmabV>A9~~'n!t aD~P0.aaMd+a~nnamiu, piliiYL 4~AL4 2aac Na 30aNDrtc erv~eaawYnaOniw+a RaYnd i.tR%iMnaMmm~hrri9 MsAgyadm nJwae,M 6+,. Rimwe p@rcNMneMmewitlrrn bceme{udwltlnru eugniafwa,0dwif%+`Alnsn,]Sk ranekM Re. // (J ~ flexma oxe EemNnwi4w~fOGryaNimaka $+ue1Je~R~a~wmnmeEaakennbn~ePUM keavdit Gl t 7U Nb. 7`HIS QUOTE EXPIRES AFT&R 90 DAYS !! PS]-971.doc Page 16 EXHIBIT "B" to Professional Services Agreement Rate Schedule AV-Tech Electronics Inc. will provide and install the materials for ten (10) 2008 Highlander vehicles listed in Exhibit A for a sum not to exceed $45,014.16. PS1-971.doc Page 17