HomeMy WebLinkAbout5.252 Original ContractDATE: June 14, 1993
MEMORANDUM
JUN 61993
TO: Becky Upton, City Clerk
FROM: Dennis C. Dickson, Sr. Assistant City Attorney
RE: AT &T Maintenance Aareement
ij
CITY' Of CLEO J
In follow -up to our conversation concerning the apparent lack of
complete documentation in your file concerning the AT &T Maintenance
Agreement, please be advised that I did follow -up with the Police
Department. Garrett Thomas advised me that the files concerning the
phone system, which formerly had been kept by Assistant Chief Bill
Myers, had been forwarded to Charles Kasicki. I then contacted
Charles, who advised that he was not aware of the contents of the
files that he had inherited from Bill Myers. He therefore did not
know if there was a Maintenance Agreement file, or documentation
concerning that issue. I explained to Charles your concern at not
having complete documentation as to the contract and further not
having the original contracts. Charles stated that he would check
through his files to determine if they contained documentation
relative to the contract and supply the necessary documentation to you
for completion of your file.
I also asked Charles to provide me with a copy of the most recent
addition of the Maintenance Agreement and current information
regarding prices.
Rrpectfully submitted,
i' C. Dickson,
Sr. Assistant City Attorney
DCD:jd
cc: v*fharles Kasicki
A
i `information Systems
AT &T Information Systems inc. "AT&T -1S
Address
2901 3rd Avenue, Suite 600
$Pattle. WashinatnrnZ1
AT&T-IS and Customer agree as follows:
1. COVERAGE
A. AT&T-IS will provide to Customer, on the terms and conditions set forth
in this Agreement, maintenance service for the products described on
any Maintenance Agreement Equipment Supplement(s) signed by Cus-
tomer and accepted by AT&T-IS including any associated intrasystem
winng, unless AT&T-IS is precluded from providing such service by state
regulation The Equipment Supplement(s) when accepted by AT&T-IS
shall become an integral part of this Agreement.
B. Associated intrasystem wire shall be defined as wire interconnecting
the products and /or connecting the products to the network interface.
except for riser and campus wire, as determined by AT&T-IS. AT&T-IS will
only perform maintenance on intrasystem wire when Customer either
owns such wire or obtains written authorization from the owner of such
wire for AT&T-IS to perform such maintenance.
C. AT &T IS's maintenance service includes, as determined by AT&T-IS.
scheduled preventive maintenance and remedial maintenance required
by products when used under normal operating conditions. Replace-
ment parts and products may, at the discretion of AT &T -IS, be new,
remanufactured, or refurbished, and will be furnished on an exchange
basis. The removed parts and products will become the property of
AT&T-IS.
D. Customer may report a defect or failure 7 days a week, 24 hours a day
by telephone call to the AT&T-IS Service Center
E. The Major Failure Response Coverage Period ("Coverage Period is
either (1) 8 AM to 5 PM, Monday through Friday, or (2) 24 hours a day, 7
days a week, as indicated on the Maintenance Agreement Equipment
Supplement.
F. AT&T-IS will respond within four (4) Coverage Period hours or begin
remote diagnosis within two (2) Coverage Period hours. if appropriate, of
the trouble report for failures which materially affect the operation of the
products or system ("major system failures as determined by AT&T-IS
G. AT&T-IS will respond within twenty -four (24) hours of the trouble report
for service- affecting minor failures (as determined by AT&T-1S); provided
that AT&T-IS shall only perform such work during the hours of 8.00 AM
to 5'00 PM, Monday through Friday, excluding AT&T-IS-designated
holidays.
H. Any equipment purchased from AT&T-1S by Customer and co- located
with similar equipment covered by maintenance under this Agreement,
including equipment acquired subsequent to the effective date of this
Agreement, shall upon expiration of any applicable warranty be included
in maintenance provided under this Agreement subject to the effective
monthly maintenance charges for such equipment, and the period of
maintenance for such eq bF with the period of
'Art a manner beyond the
work required as a
8 `Maintenance Not
ges.
maintenance for the covered
I. Maintenance Work
coverage selected by
result of an action a
Covered" may be provided
J. Dispatch of AT&T-le stomer's premises is
limited to specified ..aya --reserves the Wahl to
impose additional charges for travel oUtildt those areas.
K. At Customer request, AT&T-IS will allow Customer to designate minor
failures as motor system failures. AT&T-IS will respond in the same man-
ner as specified tor major system failures in 1.E, preceding. Customer
agrees to pay AT&T-IS on a per call basis for the work performed.
2. TERM
This Agreement shall become effective when signed by Custorner and
accepted in wnting by AT&T-IS and shall continue until terminated by
either party upon thirty (30) days' wntten nonce. If this Agreement is
terminated upon thirty (30) days' notice by either party as provided
herein, all Equipment Supplements hereunder will continue under the
tems of this Agreernent as if the Agreement had not been terminated
and will expire upon their first normal expiration date thereafter wtthout
renewal unless previously terminated for cause pursuant to Section 14
Maintenance Agreement Equipment Supplements shall be for a term of
one (1) year from their commencement dates and shall be automatically
Maintenance Agreement d
2
Contract No. M8
Er ln 00275000
Customer Name Customer")
City of Port Angeles
Address
140 W. Frnnt Street. Port Ancples. WA. 9R36?
renewed tor successive one (1) year terms at the charges and on the
terms and conditions in effect at the time of renewal unless either party
gives the other written notice of termination at least thirty (30) days in
advance of the expiration of the Maintenance Agreement Equipment
Supplement. If AT&T-IS notifies Customer of an increase in charge for
maintenance which will take effect less than thirty (30) days prior to the
expiration of a Maintenance Agreement Equipment Supplement, Cus-
tomer may terminate that Equipment Supplement by giving written notice
any time within thirty (30) days after AT &T IS's mailing of such notice
notwithstanding its normal expiration date The period of maintenance
coverage for additions to products already covered by an existing Equip-
ment Supplement will be coterminous with the existing Equipment
Supplement
3. PRICE AND PAYMENT
Customer agrees to pay the monthly charges set forth on the Equipment
Supplement for the initial one (1) year term and the applicable charges
for any renewal term. Payment of invoices is due within thirty (30) days of
the invoice date.
4. TAXES
Customer agrees to pay any applicable local. state and Federal taxes.
however designated (excluding taxes on AT &T IS's net income), imposed
on or based upon the provision or use of services rendered under this
Agreement, unless Customer provides AT&T-IS a certificate of
exemption
5. OWNERSHIP
Customer warrants that it is the owner of the products covered by this
Agreement or that it has the product owner's authorization to enter into
this Agreement
8. CUSTOMER'S RESPONSIBILITIES
Throughout the term of this Maintenance Agreement Customer agrees to
(a) Follow all AT &T -IS's installation, operation and maintenance
instructions
(b) Provide the proper environment and electrical and telecommunica-
tions connections as specified by AT&T-IS.
(c) Provide access to the products to enable AT &T -IS to perform
maintenance
(d) Provide adequate communications facilities, work space and storage
space for AT&T-IS spare parts.
(e) Have a representative at the equipment location during any AT &T -IS
maintenance activity on the premises.
7. EQUIPMENT RELOCATION OR MODIFICATION
Customer agrees to advise AT&T-IS promptly of any change in the ad-
dress of any product covered by this Agreement. If Customer moves or
modifies any product covered by this Agreement. and in the opinion of
AT&T-IS. such move or modification impedes or increases the cost of
AT &T IS's testing or repairs, creates a safety hazard or is likely to cause a
product malfunction, AT&T-IS may, at its option, either terminate the
Equipment Supplement, effective as of that date, as to that product or,
with Customer's concurrence, eliminate any safety hazard and continue
to perform the maintenance and charge Customer for any extra costs it
incurs because of the move or modification. AT&T-IS reserves the right to
inspect the product before determining whether it will terminate the
Equipment Supplement as to such product
8. MAINTENANCE NOT COVERED
This Agreement does not cover maintenance required to repair dam-
ages, malfunctions or service failures caused by:
(a) Customer's failure to follow AT &T IS's installation, operation or mainte-
nance instructions;
(b) Customer's repair, modifications or move of the products, or
attachment to the products of non-AT&T-IS equipment,
(c) Abuse, misuse or negligent acts; and
(d) Power failure or surges, lightning, fire, flood, pest damage. accident.
actions of third parties and other events outside AT &T IS's reasonable
control or not ansing under normal operating conditions
AT&T-IS may agree to perform maintenance services in such instances
on a time and matenais basis.
AT
Information Systems
AT &T Information Systems Inc. "AT &T -IS
Address
2901 3rd Avenue, Suite 600
Seattle. Washington 981,21
AT &T -IS and Customer agree as follows
1. COVERAGE
A. AT &T -IS will provide to Customer, on the terms and conditions set forth
in this Agreement, maintenance service for the products described on
any Maintenance Agreement Equipment Supplement(s) signed by Cus-
tomer and accepted by AT &T -IS including any associated intrasystem
wiring, unless AT &T -IS is precluded from providing such service by state
regulation The Equipment Supplement(s) when accepted by AT &T -IS
shall become an integral part of this Agreement.
B. Associated intrasystem wire shall be defined as wire interconnecting
the products and /or connecting the products to the network interface,
except for riser and campus wire, as determined by AT &T -IS AT &T -IS will
only perform maintenance on intrasystem wire when Customer either
owns such wire or obtains written authorization from the owner of such
wire for AT &T -IS to perform such maintenance
C. AT &T -IS's maintenance service includes, as determined by AT &T -IS,
scheduled preventive maintenance and remedial maintenance required
by products when used under normal operating conditions Replace-
ment parts and products may, at the discretion of AT &T -IS, be new,
remanufactured, or refurbished, and will be furnished on an exchange
basis The removed parts and products will become the property of
AT &T -IS
D. Customer may report a defect or failure 7 days a week, 24 hours a day
by telephone call to the AT &T -IS Service Center
E. The Major Failure Response Coverage Period "Coverage Period is
either (1) 8 AM to 5 PM, Monday through Friday, or (2) 24 hours a day, 7
days a week, as indicated on the Maintenance Agreement Equipment
Supplement
F. AT &T -IS will respond within four (4) Coverage Period hours or begin
remote diagnosis within two (2) Coverage Period hours, if appropriate, of
the trouble report for failures which materially affect the operation of the
products or system "major system failures as determined by AT&T-IS
G. AT &T -IS will respond within twenty -four (24) hours of the trouble report
for service- affecting minor failures (as determined by AT &T -IS), provided
that AT &T -IS shall only perform such work during the hours of 800 AM
to 5.00 PM, Monday through Friday, excluding AT &T- IS- designated
holidays
H. Any equipment purchased from AT &T -IS by Customer and co- located
with similar equipment covered by maintenance under this Agreement,
including equipment acquired subsequent to the effective date of this
Agreement, shall upon expiration of any applicable warranty be included
in maintenance provided under this Agreement subject to the effective
monthly maintenance charges for such equipment, and the period of
I b�
gocerrninous with the period of
maintenance for such eq
maintenance for the covered
I. Maintenance work •c =na }In a manner beyond the
coverage selected by work required as a
result of an action or "i' 9ctio%% 8 "Maintenance Not
Covered" may be provided ges
J. Dispatch of AT &T ts` =i� customer's premises is
specified g limited to s &'WS reserves the right to
impose additional charges for travel outsi ddthose areas
K. At Customer request, AT&T-IS will allow Customer to designate minor
failures as major system failures AT &T -IS will respond in the same man-
ner as specified for major system failures in 1 F., preceding Customer
agrees to pay AT&T-IS on a per call basis for the work performed.
2. TERM
This Agreement shall become effective when signed by Customer and
accepted in wnting by AT &T -IS and shall continue until terminated by
either party upon thirty (30) days' written notice If this Agreement is
terminated upon thirty (30) days' notice by either party as provided
herein, all Equipment Supplements hereunder will continue under the
terms of this Agreement as if the Agreement had not been terminated
and will expire upon their first normal expiration date thereafter without
renewal unless previously terminated for cause pursuant to Section 14
Maintenance Agreement Equipment Supplements shall be for a term of
one (1) year from their commencement dates and shall be automatically
Maintenance Agreement 6 a
Contract No. MB
corgoII 0027000
Customer Name Customer
City of Port Angeles
Address
140 W. Front Street. Port Angeles. WA. 98362
renewed for successive one (1) year terms at the charges and on the
terms and conditions in effect at the time of renewal unless either party
gives the other written notice of termination at least thirty (30) days in
advance of the expiration of the Maintenance Agreement Equipment
Supplement If AT &T -IS notifies Customer of an increase in charge for
maintenance which will take effect less than thirty (30) days prior to the
expiration of a Maintenance Agreement Equipment Supplement, Cus-
tomer may terminate that Equipment Supplement by giving written notice
any time within thirty (30) days after AT &T -IS's mailing of such notice,
notwithstanding its normal expiration date The period of maintenance
coverage for additions to products already covered by an existing Equip-
ment Supplement will be coterminous with the existing Equipment
Supplement
3. PRICE AND PAYMENT
Customer agrees to pay the monthly charges set forth on the Equipment
Supplement for the initial one (1) year term and the applicable charges
for any renewal term Payment of invoices is due within thirty (30) days of
the invoice date
4. TAXES
Customer agrees to pay any applicable local, state and Federal taxes,
however designated (excluding taxes on AT &T -IS's net income), imposed
on or based upon the provision or use of services rendered under this
Agreement, unless Customer provides AT &T -IS a certificate of
exemption
5. OWNERSHIP
Customer warrants that it is the owner of the products covered by this
Agreement or that it has the product owner's authorization to enter into
this Agreement
6. CUSTOMER'S RESPONSIBILITIES
Throughout the term of this Maintenance Agreement Customer agrees to
(a) Follow all AT &T -IS's installation, operation and maintenance
instructions
(b) Provide the proper environment and electrical and telecommunica-
tions connections as specified by AT &T -IS
(c) Provide access to the products to enable AT &T -IS to perform
maintenance
(d) Provide adequate communications facilities, work space and storage
space for AT&T-IS spare parts
(e) Have a representative at the equipment location during any AT &T -IS
maintenance activity on the premises
7. EQUIPMENT RELOCATION OR MODIFICATION
Customer agrees to advise AT &T -IS promptly of any change in the ad-
dress of any product covered by this Agreement If Customer moves or
modifies any product covered by this Agreement, and in the opinion of
AT &T -IS, such move or modification impedes or increases the cost of
AT &T -IS's testing or repairs, creates a safety hazard or is likely to cause a
product malfunction, AT &T -IS may, at its option, either terminate the
Equipment Supplement, effective as of that date, as to that product or,
with Customer's concurrence, eliminate any safety hazard and continue
to perform the maintenance and charge Customer for any extra costs it
incurs because of the move or modification AT &T -IS reserves the right to
inspect the product before determining whether it will terminate the
Equipment Supplement as to such product
8. MAINTENANCE NOT COVERED
This Agreement does not cover maintenance required to repair dam-
ages, malfunctions or service failures caused by
(a) Customer's failure to follow AT &T -IS's installation, operation or mainte-
nance instructions;
(b) Customer's repair, modifications or move of the products, or
attachment to the products of non- AT &T -IS equipment,
(c) Abuse, misuse or negligent acts; and
(d) Power failure or surges, lightning, fire, flood, pest damage, accident,
actions of third parties and other events outside AT &T -IS's reasonable
control or not arising under normal operating conditions
AT &T -IS may agree to perform maintenance services in such instances
on a time and materials basis
9. WARRANTIES
AT&T-IS MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, AND
SPECIFICALLY DISCLAIMS ANY WARRANTIES OF MERCHANTABIL-
ITY OR FITNESS FOR A PARTICULAR PURPOSE.
10. EXCLUSIVE REMEDIES
Customer's sole remedies against AT &T -IS, its affiliates, or any affiliated
subcontractor or supplier for loss or damage caused by or arising in
connection with the performance or non performance of maintenance
services under this Agreement, regardless of the form of action, whether
in contract, tort including negligence, strict liability or otherwise, shall be
the lesser of the amount of actual direct damages which are proven or
$50,000 These remedies shall be exclusive of all other remedies at law
or in equity except for Customer s right to claim damages for bodily tnfury
to any person caused by the negligence of AT &T -IS
11. LIMITATIONS
Notwithstanding any other provisions of this Agreement
(a) Neither AT &T -IS nor its affiliates, subsidiaries, parent corporation, or
any of its parent's affiliates or subsidiaries shall be liable for any indirect,
incidental, or consequential damages (including lost profits) sustained or
incurred in connection with maintenance or repair work performed under
this Agreement regardless of the form of action, whether in contract, tort
including negligence, strict inability or otherwise, and whether or not such
damages are foreseen or unforeseen
(b) Neither AT &T -IS nor its affiliates, subsidiaries, subcontractors, parent
corporation, or any of its parent's affiliates or subsidiaries shall be liable
in any way for delay, failure in performance, loss or damage due to any of
the following force mafeure conditions fire, strike, embargo, explosion,
power blackout, earthquake, volcanic action, flood, war, water, the ele-
ments, labor disputes, civil or military authority, acts of God, public
enemy, inability to secure raw materials. inability to secure products, in-
ability to secure fuel transportation facilities, acts or omissions of carri-
ers, or other cases beyond its reasonable control, whether or not similar
to the foregoing,
(c) AT &T -IS shall not be liable for any delay, loss, damage or product
failure attributable to any service, product or actions of any person other
than AT &T -IS, its employees and agents
(d) Any legal action arising from or in connection with maintenance or
repair work performed for Customer or any other activity in connection
with this Agreement must be brought within two (2) years after the cause
of action arises, and
12. ASSIGNMENT
This Agreement may not be assigned by either party without the written
By
City Port Ange
(cus
(Authonzed Signature)
Ca rl aton Rtiin1 p1 t^PP
(Typed Name)
Accosting Manager
(Tate)
Jan. 7, 1985
On
(Date)
Contract No. MB
t CX) CJ U
00267674
consent of the other, except that AT &T -IS may, without Customer's con-
sent assign this Agreement to an affiliate or subsidiary and may assign
its right to receive payments hereunder
13. SUBCONTRACTING
AT &T -IS may subcontract any or all of the work to be performed by it
under this Agreement but shall retain responsibility for the work
subcontracted
14. TERMINATION FOR CAUSE
Customer may terminate or cancel any Supplement under this Agree-
ment if AT &T -IS fails to perform or observe any material term or condition
of this Agreement with respect to such Supplement ana such failure shall
continue unremedied for thirty (30) days after AT &T -IS's receipt of notice
thereof from Customer Customer will be in default of this Agreement and
AT &T -IS may terminate this Agreement or any Supplements accepted
hereunaer if Customer fails to pay any charge when due or fails to per-
form or observe any term or condition of this Agreement, if such failure
shall continue unremedied for thirty (30) days after receipt of written no-
tice thereof from AT &T -IS
15. GENERAL
A. Any modification or waiver of any provision of this Agreement must be
in writing and signed by authorized representatives of both parties, ex-
cept that AT &T -IS may, upon ninety (90) days prior written notice to Cus-
tomer, modify the terms and conditions of this Agreement, which
modifications will be effective only as to renewals and new Maintenance
Agreement Equipment Supplements placed by Customer and accepted
by AT&T-IS after the effective date of such modification.
B. If any term or provision of this Agreement shall be held invalid or unen-
forceable, the remainder of this Agreement shall not be affected thereby
and each term and provision hereof shall be valid and enforced to the
fullest extent permitted by law
C. The waiver by either party of any breach of this Agreement by the
other party in a particular instance shall not operate as a waiver of subse-
quent breaches of the same or different kind The failure of either party to
exercise any rights under this Agreement in a particular instance shall
not operate as a waiver of the party's right to exercise the same or differ-
ent rights in subsequent instances
D. This Agreement shall be construed in accordance with and governed
by the laws of the State of New Jersey
E. THIS IS THE ENTIRE AGREEMENT BETWEEN THE PARTIES WITH
RESPECT TO THE MAINTENANCE SERVICE PROVIDED HERE-
UNDER AND SUPERSEDES ALL PRIOR AGREEMENTS, PROPOS-
ALS OR UNDERSTANDINGS WHETHER WRITTEN OR ORAL.
AT &T INFORMATION SYSTEMS INC.
On
(Date)
ORIGINAL
ames R. Hirschy
Branch Manager
(Title)
at 2901 3rd Ave Suite 600
(Address)
Seattle} Wa 98121
(City, State, Zip)
►T
Information Systems
Additional Page
MB
uuu190110 Mu No O J I3 DZ 276 Page Z Of 2/
Product Description Price Element Quantity Unit Monthly Total Monthly
Code Maintenance Maintenance Charge
Charge
Location 011 -019 -3737 140 W. Front
18- Button Call Director E30EPKDS +T 1 6.25 6.25
Line Equipment E6OFFKLD 23 .50 10.00
Key System Common Equipment E66FPKSEKB 2 10.25 20.50
Common Equipment Additional Line E6OFFKSN 14 .25 3.00
6- Button Telephone E30APKVX +6 7 1.25 2.50
Line Status Indicator 8 Line E3VHPLSO +X 4 3.75 7.50
Touch- A -Matic Dialer E31GPTAX +T 2 3.75 7.50
Supplemental Equipment E54CF2CK +X 1 35.00 35.00
Line Carrier E64CF2CL 2 13.00 26.00
Line Circuit Pack E64CF2CN 33 2.00 66.00
Trunk Circuit Carrier E64CF2C0 1 11.75 11.75
Auxiliary Trunk Cir. Pack E64CF2CU 1 4.25 4.25
Touch -Tone Receiver E64CF2CW 4 2.50 10.00
Memory Circuit Pack E64CF2CX 16 3.50 36-.00
Dimension Common Equip. E64CP2CZ +X 1 122.00 122.00
Console E64CF2D7 +T 1 14.00 14.00
Trunk Circuit Pack E64CF2TQ 8 3.00 30.00
Tie -Line Circuit Pack E64CF2TS 2 3.00 6.00
Paging Interface E64CF2EX 1 3.25 3.25
18- Button Call Director -Jack Equipped E30DPKDU +T 2 6.25 12.50
50W Amp E53APPZC 1 2.00 2.00
Paging Speaker E53FPPZO 9 .25 2.25
Paging Speaker /Horn E53FPPZT 1 .50 .50
Location 011 019 -3935 102 E. 5th
6- Button Set E30APKVX +6 1 1.25 1.25
Line Equipment E6OFFKSN 1 .25 .25
Line Equipment E6OFFKLD 1 .50 .50
Location 011 -019 -4131 240 W. Front
Line Status I>n41
Line Status-Irt
sig
Location 011 -01
6- Button Telt o" E30APKVX +6 4 1.25 5.00
Line Equipment E6OFFKSN 1 .25 .25
Line Equipment E6OFFKLD 1 .50 .50
Location 011- 019 -5336 102 E. Front
Maintenance Agreement
Equipment Supplement
E3VHPLSO +X 2 3.75 7.50
E3VHPLSS +X 1 5.25 5.25
ORIGINAL
Line Equipment E6OFFKLD 1 .50 .50
Total This Page
$479.15
AI$ -1347
(12.83)
Pages
:AT&T
(nfckmation Systems
Customer Name
Address
Address
City
Port
Customer Requests
Referenced Above
Product Description
See Attached
Coverage Period
City of Port Angeles
140 W. Front
Angeles State WA
lij8am 5 p m. Mon Fri
24 Hours, 7 Days
Zip 98362
The Provision Of Maintenance Service For The Following Products Subject To The Terms And Conditions Of The Contract
Notices required by said contract regarding these products must be sent to the address shown above
Equipment Location, (Address) ``''"ti
f tats:
Zip
98362
City
Port Angeles
Maintenance Service Commencement Date G �S
C le ton .14T.
Aut 1C -t. er Si. y re
Typed ame
Accounting Manager
Title
1 -7 -85
Date
Price Element Quantity
Code
Maintenance Agreement
Equipment Supplement
Contract No
MB 800190110
AT &T Information Systems Inc.
Branch Address
2901 Third Avenue, Suite 600
pity
Seattle S tate WA Zip 98121
Total This Page
Sub Total(s) From Attached Additional Pages
Grand Total
AT &T Information Systems Inc.
ORIGINAL
Receive
A VA
Td N.
Ja -s R. Hirschy
Ti s. J
Branch Manager
Address
2901 3rd ave Suite 600
City State
Seattle Wa
Accepte
Date
Supplement No
MBE
Order No
49/4302.776
Unit Monthly Total Monthly
Maintenance Maintenance Charge
Charge
0.00
079.15
$479.75
Zip
98121
ms-1339
(12 -831