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Item C04 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: December 16. 2009 Bulk Item: Yes XX No Division: AitJx>rts Staff Contact Person: Pedro MercadolPeter Horton AGENDA ITEM WORDING: Approval of sole source award of Key West International Airport Security Systems Improvements. ITEM BACKGROUND: A new Fire and Security System was installed at the airport in both the new terminal building and the renovated terminal building during the construction and renovation of the buildings. The Fire and Security systems were installed by a company called Integrated Fire and Security Systems (IFSS). IFSS was the successful bidder for the Fire and Security systems installation in the new terminal building and the renovated tenninal building and was hired by Morganti to complete the initial work following, the advertisement, bid and award of work by Morganti pursuant to County procedure. All of the work contracted for and contemplated in the original bid has been completed. Subsequent to the completion of the work, the County has now received an FDOT grant for enhancements to the security system. The security system contains proprietary software which the County is licensed to use through its agreement with IFSS. If the County were to attempt to bid the security enhancement work out, the County would risk Fire and Security system malfunctions while a new vendor installed its proprietary software and integrated the security enhancements into the existing system. County staff believes it to be to be in the best interest of the County to declare IFSS a sole source for the Fire and Security System enhancements due to the complexity of the system and the need to integrate the enhancements with the existing systems through the use of the proprietary software currently installed by IFSS while maintaining security and fire protection. PREVIOUS RELEVANT BOCC ACTION: NONE CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATIONS: Approval TOTAL COST:$162.629 COST TO COUNTY: BUDGETED: Yes XX No $0 SOURCE OF FUNDS: 100% FDOT Grant REVENUE PRODUCING: Yes ~o ~UNT PER MONTH Year APPROVED BY: County Art/,..%FbMVurcbasing _ Risk Managemen~ DOCUMENTATION: Incbfded XX Not Required_ DISPOSITION: AGENDA ITEM # Integrated Fire and Security Solutions SYSTEM QUOTATION 'IFSS Filename: Date: Version: Job No: r"~~l1rated Fire &- Security .'j'olutio"fII E~'OOOI 08J Total: $162,629.45 Job Name: EYW Security Systems Improvments To: Key West Inter Airport (EYW) 3491 S Roosevelt Key West, FL 33040 IFSS Contact: John Peterson II Attn: Larry Flowers Qtj Cat No Description MSRP Discount Sell 2 Sony LCD 52" Video Wall monitors negative edge $ 7,342.00 $ 4,772.30 $ 9,544.60 3 Avigilon HD View Site License $ 985.00 $ 689.50 $ 2,068.50 2 Avigilon 24 Camera Channel NVRs w 5TB each $ 13,950.00 $ 9,765.00 $ 19,530.00 3 Avigilon 16 Megapixel Cameras $ 9,850.00 $ 6,895.00 $ 20,685.00 3 Canon 85mm Lens $ 3,896.00 $ 2,727.20 $ 8,181.60 1 Avigilon ENC Mount Braket $ 55.00 $ 38.50 $ 38.50 3 Avigilon 4Port Encoders $ 345.00 $ 241.50 $ 724.50 ~~^^ "L .. n <; 7') 1\1\ ~ '" ""Inn An $ - 1 CAT 6 Video Drop POE $ 285.00 $ 199.50 $ 199.50 4 Generic 2 Med Wall Mt brackets $ 545.00 $ 381.50 $ 1,526.00 14 Axis 211 M W IP Megapixel Parking Cameras $ 749.00 $ 636.65 $ 8,913.10 14 Axis 206/207 Fixed Outdoor Vandal Housing $ 299.00 $ 254.15 $ 3,558.10 1 Axis 291 1 U rack mount $ 399.00 $ 339.15 $ 339.15 2 Sony 32" LCD Video WIS Displays $ 925.00 $ 275.00 $ 550.00 4 Axis 243 Q 4 channel blade encoder $ 999.00 $ 849.15 $ 3,396.60 g Axis 216FD Indoor Cameras $ 629.00 $ 534.65 $ 4,811.85 3 Axis 211 Outdoor Cameras $ 599.00 $ 509.15 $ 1,527.45 $ - $ - 2 Lenel Workstation software changes $ 1,950.00 $ 3,900.00 1 Lot Travel & Living $ 1,620.00 $ 1,620.00 1 Lot Labor installation $ 71,515.00 $ 71,515.00 TOTAL 1$ 162,6291 RECEiVED t' '.'T' 6 2009 de, 1 AiRPORT GRANTS 7587 Drew Circle, Suite 15 Fort Myers FL 33967 1 of 4 voice 239-415-4374 fax 239-415-4378 IFSS EC00010B5 Confidential Information Integrated Fire and Security Solutions SYSTEM QUOTATION INTEGRATED FIRE & SECURITY SOLUTIONS. Inc 7857 Drew Circle, Suite 15 - . Fort Myers, FL 33967 Voice (239) 415-4374 fax (239) 415-4378 EC0001085 Project: YW Security Systems Improvmen Customer Reference: Filename: IFSS Reference: 0 Date: Date: Sale Price: $162,629.45 INTEGRATED FIRE & SECURITY SOLUTIONS Terms and Conditions of Sale 1. LIMITATION OF WARRANTY: Purchaser underslands thaI IFSS is not an Insurer. Subject to the limitations below, IFSS warrants thai Ihe Producl(as distinguished from Software) be Iree from defects in malerial and workmanship under normal use lor a period of one year from the dale of firs! beneficial use of all or any part of this Product or 18 months after Product shipment whichever is earlier provided, however, thai IFSS sole liability, and purchaser's sote remedy, under said warranty, hall be limited 10 the repair or replacement of any Producl. or part thereof. which IFSS determines 10 be defective at IFSS sole option and subject to the availability of service personnel and parts, as determined by IFSS IFSS warrants expendable items including. but not limited to, video and print heads, television camera tubes, video monitor display tubes, batteries and certain other products in accordance wi1h the applicable manufacturer's warranty. IFSS' does not warrant devices designed to fail in protecting a system such as, but nol limited to fuses and circuit breakers, IFSS' warrants that any . IFSS ' Software described in this Agreement, as welt as thai Software contained in or sold as part of any Product described in this Agreement. Will reasonably conform to its published specifications in effect at the time of delivery and for ninety (90) days after delivery. However, Purchaser agrees and acknowledges that the Software may have inherent defecls because of its complexity, IFSS' sole obligation with respect to Software, and purchasers sole remedy, shall be to make available published modifications, designed to correct inherent defects. which become available during the warranty period. 2. VALIDITY PERIOD: The price quotes provided are valid for 3D days unless otherwise specified in writing by' IFSS . 3. INTEGRA TED FIRE & SECURITY SOLUTIONS: Purchaser others agrees that' IFSS ' offers various levels of services and that the Purchaser, after reviewing the same, has contracted with , IFSS ' to perform only the services described in wriling in this Agreement. . IFSS ' denies liability for materials, supplies or work provided by other persons, Unless specifically contracted for. . IFSS ' denies any supervisory role and this Agreement shall nol commit' IFSS ' to any supervisory rote, including, but nol limited 10 the placement or routing Df any wires or other Product If this Agreement includes a QUDte for MDnitoring Services to be supplied by IFSS' Purchaser agrees for himself, and any assignees 10 this Agreement that IFSS' shall have no duty to perlorm such Monitoring Services until and unless the Purchaser, and any assignee including but nol limited to the end-user, agree to and sign a ' IFSS' Monitoring Agreement approved and signed by and signed by an authorized representative of' IFSS ' 4. CANCELLATION: Any cancellation musl be made in writing, Recognizing that ' IFSS ' damages arising from cancellatiDn will be difficult tD estimate or determine, the fDllowing changes shall be conslrued as liquidated damages representing an approximation of the administrative, engineering, and other costs' IFSS ' will actually incur in reliance upon this Agreement and not as a penally: If, prior 10 shipment. Purchaser cancels this Agree right tD any portion thereof, for any reason not aUributable to . IFSS " Purchaser agrees to pay' IFSS ' an amount equal to 20% of the price of the products canceled if the cancellation occurs more than 21 days after' IFSS' receives Purchaser's order or Purchaser accepts this Agreement. If Purchaser cancels after shipment, Purchaser agrees to pay the above 20% of the price of the products canceled, return the products already shipped, and to pay' IFSS ' an additional amount equal 10 30% of the value of the returned products to cover the estimated costs of transportation and restocking. 5. LIMITATION OF REMEDY: II is understood and agreed thai since it is impractical and extremely difficult 10 fix actual damages, if any, or ascertain what, it any, portion of any loss of injury would be proximately caused by the failure of 'IFSS Product andlor Software 10 operate, or to operate properly, or 'IFSS to perform any of its obligations or services described herein, UNDER NO CIRCUMSTANCES WILL' IFSS LIABILITY FOR ANY DAMAGES. INCLUDING BUT NOT LIMITED TO THOSE ARISING IN ANY WAY OUT OF THE INSTALLATION USE DESIGN OR FUNCTION OR FAILURE TO FUNCTION OF ANY PRODUCT AND SOFTWARE SOLD BY IFSS. BE IN EXCESS OF THE PURCHASE PRICE PAID FOR THE PRODUCT. SOFTWARE AND/OR SERVICES. THIS SUM SHALL BE THE PURCHASER.S SOLE, A COMPLETE AND EXCLUSIVE REMEDY AND SHALL BE PAID AND RECEIVED AS LIQUIDATED DAMAGES OR A LIMITATION OF LIABILITY AMOUNT AGREED ON BY THE PARTIES AND NOT AS A PENALTY. IN NO CIRCUMSTANCES WILL' IFSS ' BE HELD LIABLE FOR ANY CLAIMS, LOSSES. DAMAGES OR INJURIES ARISING FROM OR CAUSED BY THE PURCHASER'S OR ANY OTHER PARTY'S MATERIAL, EQUIPMENT, ACTIONS, OR OMISSIONS. If Purchaser wishes' IFSS' to increase the amount of the above limilation of liability or liquidated damages amounl staled in this Agreement, Purchaser may inquire about obtaining .an increase to this amount in exchange for an increased purchase Dr contract price. Under no circumstances will an increase in the purchase or contracl price be construed to mean that IFSS' is an 6, INSURANCE OBLIGATIONS: It is understood and agreed by the Purchaser that IFSS' is nol an insurer and that it is l~e Purchaser's obligation 10 obtain and maintain any insurance covering any losses to propeny or personal injUry or any other damage which may occur at the premises where the IFSS' Product, Software or Services. Which fro Ihe basis of this Agreement are deli....ered, assembled, Installed, used, or performed. The Purchaser agrees to list' IFSS ' as an additional insured on aU such policies and to provide IFSS' a copy of the Cenificate of Insurance upon request. Purchaser funher agrees that the Ceniflcate of Insurance shall contain a provision thai coverage afforded under the policies will no! be canceled or materially altered until at leas! thirty (30) days after written notice is given to IFSS' 7587 Drew Circle, Suite 15 Fort Myers FL 33967 30f4 voice 239-415-4374 fax 239-415-4378 IFSS EC0001085 Confidential Information Integrated Fire and Security Solutions SYSTEM QUOTATION 7. WAIVER OF SUBROGA liON: Purchaser does hereby for itself and all other parties claiming under it release and discharge . IFSS . from and agair,st all hazards cOlJered by Purchaser's insurance. It being expressly agreed and understood that no insurance company insurer. or any other third party will have any right of subrogation against' IFSS . 8. LIMITATION OF ACTIONS: The Purchaser hereby agrees Ihat no claim, sull or action of any kind shall be brought againsl IFSS', Its agents, employees, and/or officers more than one year after the claim arises. whether known or unknown when the claim arises, pro\lided however, Ihat it there is a claim, suit, or cause of aclion arising under the Warranty, it must be brought, jf at all, within six months of expiration of the Warranty period slated atJove. This clause is in no way 10 be interpreted as an extension of the Express Warranty stated in paragraph 1 above 9. DRUG FREE WORKPLACE POLICY: . IFSS has a written drug free workplace policy available for review by writlen request. 10. INST ALLA TlON: The installation of any Product is NOT INCLUDED unless specifically provided for in this Agreement. 11. TITLE: The Software and any relevant Product as described in this Agreement shall remain the personal propeny of IFSS , even if attached 10 realty or other property. CLJstomer shall not sell, assign, encumber of remove the Product of Software without the prior writ1en consent of IFSS . Cuslomer shall perform all necessary acts to preserve and protect the right. litle and interest of IFSS in the Product and Software including but not limited to signing any financing statements or other documenls requested by IFSS or its agents. IFSS may inspect the product and Software during normal business hours and may affix labels Of notices of ownership on the Product and Software. 12. FORCE MAJEURE: IFSS shall not be liable for any loss or damage of any kind resulting from delay, inability to deliver, or install, or to perform any other work under this Agreement on account of fire, flood, labor problems, access to premises, accidenls, acls of civil or military authorities, acts of God, or from any other causes beyond IFSS control. 13. DRAWINGS: AU drawings an wire diagrams provided by IFSS in connection with this Agreement are protected under United Slates Copyright laws and professional. Intended solely for the use of the installing contractor as a general guide for the installation of the System. Those drawings and wire diagrams are prepared in accordance with the project plans and specifications available to JFSS at the lime of the bid and are NOT intended to be System design or approval documents. IFSS is not a design professional. Under no circumstances is any clause in this agreement or any actions taken by IFSS 10 De construed in such a way as 10 impose upon IFSS the duties or liabilities of a design. 14 CHANGE ORDERS: This Agreement can be modified, amended or allered only by an Agreement in writing, signed by both parties or their duty authorized representatives. 15. SOFTWARE LICENSE AND USE: Software Products provided by IFSS are licensed, not sold. In the Cuslomer. Customer has only a non-exclusive, non- lransferable license to use the software ('license'). IFSS retains all right, tille and interest to the Software. In some cases. IFSS may have a right to re-Iicense the Software. 'Software. shall mean any pan of Software provided by IFSS in machine readable from indicated on this Agreement or contained in any IFSS Product indicated on this agreement 10 ordered subsequenUy, any modified versions and all related documentation. Customer shall use the Software only on the Product and all the Product Site listed herein. Any Software received by Customer at any lime is subject to this agreement. The License term begins upon delivery of the Software and continues until the last use of the Software with the Product, unless terminated IFSS may terminate this License if Customer. (1) Fails to perform any obligation under the Agreement; (2) ceases to do business as a going concern; (3) has its assets assigned or attached by law. Within five (5) days after the License terminates. Customer shall, at its expense, return the Software to IFSS and destroy all copies of the Software, inCluding memory or slorage copies, 16 PROTECTION AND NON-DISCLOSURE: Customer shall maintain the Software in strict confidence and sliall disclose it only to its employees requiring access. Customer shall implement adequate procedures controlling access to and use of the Software consistent with the protection of IFSS rights. Customer may duplicate Software only for Internal use on the Product according to IFSS instructions. The IFSS THIS QUOTATION AND ANY RESULTING CONTRACT SHALL BE SUBJECT TO THE GENERAL TERMS AND CONDITIONS CONTAINED HEREIN Order By: Integrated Fire & Security Solutions 7857 Drew Circle, Suite 15 Fort Myers. FL 33967 Voice (239) 415-4374 fax (239) 415-4378 Accepted By: Company Name: Address. Representative Name: Representative Signature: John Peterson Representalive Name Representative Signature: Tille: P.O.#: Date: Date: Date: Sale Price: 5162.629.45 7587 Drew Circle, Suite 15 Fort Myers FL 33967 4 of 4 voice 239-415-4374 fax 239-415-4378 IFSS EC0001085 Confidential Information Effective November 2007 OnGuard Solutions ~(Q)~\l Order Forms ,,/ Order Forms END USER SOFTWARE LICENSE ACCEPTANCE FORM THIS PAGE IS DESIGNED AND APPROVED FOR DUPLICATION. By signing this form, you indicate your acceptance of the terms of this legal agreement ("Agreement") between you and Lenel Systems International, Inc. ("Lenel") Copyright/Proprietary Protection: This Software (the computer application program, OnGuard Application Software) and the Documentation (all of the printed or online materials included with the Software) are owned by Lenel Systems International, Inc. and are protected by United States and international copyright laws and international treaty provisions. You must treat this software like any other copyrighted material, with the exceptions outlined in the following License Grant. Any violation of this agreement will automatically terminate your right to use this Software, and you must immediately return it to Lenel. License Grant: A. Lenel grants you a nonexclusive license to copy this Software onto the hard disk of a single (dedicated) computer, and to make one copy for archival purposes. B. You may not make copies of the Software for any purpose other than what is stated in the above section A; and except for additional computers that you have purchased additional license copies of the Software for. C. You may not copy the Documentation for any reason. D. You may not reverse-engineer, disassemble, decompile or attempt to discover the source code of the Software. E. You may not sublicense, rent or lease any portion of the Software, except in accordance with herein. F. You may transfer your rights under this Agreement on a permanent basis to another person or entity provided that you transfer this Agreement, all original and updated Software and Documentation, and that you not retain any copies of the Software. You must notify Lenel in writing of your transfer, and the recipient must also agree to the terms of this Agreement. G. Lenel hereby grants the Reseller the right to transfer this Agreement to its end user customer. Limited Warranty: Lenel warrants the physical compact disk(s) on which the Software is distributed to be free from defects in materials and workmanship and that the Software will function in substantial accordance to the specifications for a period of one (1) year from the date of shipment of the Software to Reseller. General and specific limitations on this warranty are described in Lenel's "Warranty" statement, and are incorporated by reference. THE WARRANTIES DESCRIBED HEREIN AND/OR ACCOMPANYING PRODUCTS ARE IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS AND, SAVE AS OTHERWISE PROVIDED HEREIN, LENEL MAKES AND THERE ARE NO OTHER WARRANTIES OR CONDITIONS OR REPRESENTATIONS OF ANY KIND WHETHER EXPRESS OR [MPLIED, AND LENEL EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. LENEL DOES NOT REPRESENT OR WARRANT THAT THE PRODUCTS WILL MEET ANY OR ALL OF ANY ORGANIZATION'S PARTICULAR REQUIREMENTS, THAT THE OPERATION OF THE PRODUCTS WILL BE ERROR FREE OR UNINTERRUPTED OR THAT THE PRODUCTS WILL PREVENT OCCURRENCES OF PROPERTY DAMAGE, THEFT, LOSS OR PERSONAL INJURY. Any written or oral information or advice given by Lenel Resellers, distributors, agents or employees will in no way increase the scope of this warranty. You may have other legal rights, which vary from state to state. No Liability for Consequential or Incidental Damal!es and Limitation of Liability: IN NO EVENT SHALL LENEL, ITS SUPPLIERS OR RESELLERS/CHANNEL PARTNERS BE LIABLE FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, OTHER. PECUNIARY LOSS OR ATTORNEY FEES) ARIS[NG OUT OF THE USE OF OR THE INABILITY TO USE THIS SOFTWARE, EVEN IF LENEL OR ITS SUPPLIERS OR RESELLERS/CHANNEL PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. FURTHER, TO THE EXTENT PERMITIED BY LAW, IN NO EVENT SHALL LENEL'S LIABILITY AS TO ANY AND ALL DAMAGES ARISING OUT OF THIS AGREEMENT OR THE USE OF SOFTWARE EXCEED THE AMOUNT PAID BY YOU FOR THE RIGHT TO USE THIS SOFTWARE. Lenel, a UTe Fire & Security Company Reprint Date: 11/20/07 Value Added Reseller Pricing RECt:\VED Gel 1 3 2009 A\RPOR1 ~~~~I~ormation ,;. Page Number: 199 ---~ . _. - - 'I. ~-~"-"~~~---r -..--.- _UJ -...-....... -......................J............................... ..nn.. ......, t'.V'...j~IVU III 1.111':> r'LOI';I\:illlCIIL LV Ul; Illegal, unenforceable, invalid, or to be overreaching, in whole or in part and for any reason, such illegal, unenforceable, invalid or overreaching provisions or part thereof shall be stricken from this Agreement, and such provision shall not affect the legality, enforceability, or validity of the remainder of this Agreement. This Agreement is governed by the laws of the State of New York, excepting its laws concerning the selection of jurisdiction, and any disputes or claims arising hereunder shall be under the exclusive jurisdiction of the state and federal courts situated in the County of Monroe, State of New York. (TYPE OR PRINT THE FOLLOWING INFORMATION) End User Information COMPANY NAME, 1::.f~ ~~ CONTACT TITLE: ~ ~u~ CITY, STATE. ZIP: V:.,j + =--=-t_ ~ Ft.. S30~O 30..>- - ~J. - 3S'7B hlf :I( ~ffJe-C,Dr(. roJe.t CONTACT NAME: 1.e...t~ ~ 'lJ~ ADDRESS: 3t.tCf I fJS&b s ~~ 8(vJ. PHONE: ~€6'- SO, ,... S-.:o 0 FAX: E-MAIL: WEB SITE: M,,~ . beve tfe~ N./)Urf)e. toClN.fr.t - Flu f/Q'I Reseller Information COMPANY NAME: H. Jl3?-QIS ... YJ78 t()tutO . If 55 t'. Co "'-"\. 72 ADDRESS: CONTACT NAME: \ J ~ ( cJ~1.J ~tsoto 7 fJ,t l1uu ~ sk 1.59..ITY, STATE, ZIP: FAX. J2>cr J.{ IS=- '-(3 74 ~I- 2.2,1.- . j r ~ e i~i . u;> WEB SITE: CONTACT TITLE: PHONE: E-MAIL: , Reseller Signature & Date: 1J(~"o~~ RES ELLER'S P.O. NUMBE eyU;.. P!P11o"'! Csffc6 /tUMtlKPo:#: O!;oJ "17'i3 TYPE OF DONGLE NEEDED: USB (Default) [ZJ OR PARALLEL D NOTE: USB Dongles will be shipped if no choice ha~CG~ Oel 1 3 2009 AIRPORT GRANTS Value Added Reseller Pricing Confidential Information Lenel, a UTC Fire & Security Company Reprint Date: 11/20107 Page Number: 200 --- ---.--- ;"'. ~ Lene' systems International, Inc. 1212 pittsford- Victor Road pittsford, New York 14534 Tel 585.248.9720 Fax 585.248.9185 WWW.lenel.com . LeneL A UTC Fire & Soalrily Company V AR OF RECORD POLICY FOR LENEL SYSTEMS IN"rERNA TIONAL, INC. Lenel has consistently maintained the following VARof Record Policy to protect the confidentiality of OnGuard system-users: . Lenel is prohibited from providing any quotation that requires restricted, confidential information about the system-user's OnGuard system except to the VAR of Record, this occurs most frequently when SUSP or software upgrade quotes are required. . Lenel is prohibited from providing technical support assistance that requires the release of restricted, confidential information except when requested by the V AR of Record. . System-users may designate multiple VARs of Record to install. configure and service their OnGuard system and such designation must be provided to Lenel in writing, on company letterhead and signed by an authorized agent of the system-user. . Where the system-user opts to designate multiple VARs of record, the system- user must designate a principal VAR of Record. . Lenel will only provide database and software configuration assistance to the principal VAR of Record. . This policy is in no way intended to restrict the system-user's right to purchase Lenel product from the VAR of their choice. . This policy does not affect the purchase of hardware on behalf of the end-user. The VAR of Record is determined by the following criteria: 1. 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