HomeMy WebLinkAbout5.937 Original Contract
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/ iAR-26-2009~D:26 AM PORT ANGELES PUBLIC WRKS 360 417 4542
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QWEST PRIVATE SWITCH/AlTTOMATIC LOCATION IDENTIFICATION SEIlVICE
Agreement Number
Billing Number
This awest Corporation Private Switch/Automatic Location Identification Service Agreement ("Agreement") ili between City (If Port
Angeles ("Customer") and awest Corporation, ("Qwest").
1. SCope,
1.1 Owest will provide, and Customer will purchase, the Owest Private Switch/Automatic Location Identification servicE! provided
under this Agreement ("Service"). $Eln/ice allows cul:ltomars ul:ling a private telephone switch sucf1 as a Private Branch Exchange ("PBX/,
Cellular or other telephone service switch located on a customer premises to forward Automatic Number Identification ("ANI") infonnalion,
identifying an if)t:lividual statIon Une to a 911 systBm. Service is employed to allow Customer to establish and maintain a record identifying
the locatIon aS$ociated With each station line that will be used for the retrillVaI of Automatic L.ocatlon Identmt;atlon. ("ALl") on a 911 call,
and/or for selectively routing that call to the appropriate Public Safety Answering Point r'PSA?1). The Iilccuracy of the records fOr All and
Selective Routing Is established based on the information provided by Customer to Qwest. Owest cannot guarantee or confinn the
accuracy of Customer-provided informatkln. Customer's private awitch main locatlons to be included in this agreement are found in
Attachmenl1, incorporated by reference. Ser1Iice Is also available to Centrex/Centran customers who wish to provide the 911 system with
more Ilpecific location and routing information.
1,2 Any Owest tariff, price list, price schedule, administrative guidelin.. catalog, and other ratlil and term schedules (hereinafter,
whether IndivIdually Or together, "Tariff") applicable to the Service is incorporated Into the Agreement by reference and made a part of
the Agreement. The Servlee wiU be govemed by: (8) the Tariff applicable to the Service: and (b) to the extent a comparable Tariff term
or condition does n01 apply to the Service, the terms and conditions set forth in this Agreement. Owest reserves the right to amend,
change, withdraw, or file additional Tariffs In its sole discretion, with Iluch updated Tariffs effective upon posting or upon fulfillment of
any necessary regulatory requirtlmlilnts. Qw~ milY provido cer11i11n other serVices to Customf!tf In conjunction with Service (such as
exchange aocess). Whloh are not I/'Icluded In this Agreement. Owest and Customer will be responsible for any other liervicell In
accordance with existing Tariffs, Including payment of applIcable c.harges. Nothing In this Agreement is intended to waive, limit, or aller
those Tariffs,
2. T~rm. This Agreement 'Mil commence on the latest signalure date, provided mandatory filfng requirements are met. Service will
be provided on a month-to-month basis.
3. Inatallatlon. The estfmated installation date for SeNice Is
of Service regardless ofthe reason.
4. Payment, Cultlomer agrees to pay the Charges for Service as specified on Attachment 1A incorporated by this reference.
Customer must pay OW~lIlt all chargaa by the dats on the Inl/oice, Any amount not paid when due will be subject to a late charge as
specified by the Tariff, or If there Is no sl1ch late ch1;1rge specified in the T/!lriff, the amount dUB will be subject to late interest at the
lesser of 1 ~% per month or the highest rate permitted by applicable law, Customer must also pay Owesl any applicable federal, state,
and loeal taxes. surcharges, and other simIlar charges ("Taxer;") assessed in connection with Customer's Service. Taxes are SUbject
to change. Owest may reasonably modify the payment terms or require other assurance of payment based on Customer's payment
history or a material and adverse change In Customer's financial condition.
; hOwever, Owest will not be liable for delays in the installation
5. Cust,omer'$ Responsibilities.
5.1 Customer ml.lllt prov;~ a single point ot contact ar; well as written documentation to Owest and the Public 911 jurisdiction stating
that the affected PSAPs are abh:t to accept and dispatch cans for those records established for the private switch, and to identify area
boundaries and to provide any Master Street Address Guida ("MSAG") edditions or modifications that are requlreQ,
5.2 Customer's private switch mlJ$t provide a full seven-digit numbering system and the associated ANI for each within the private
switch for which a record hall been established. This information must be approved by Owesl prior to implementation to assure that no
conflict exllits between the private switch numbering plan end the Qwest ovBrall numbering plan.
5.3 Customer Is I'alIponsible for configuring Its private switch to forward the associated ANI of each station line within the private
switch to the 911 system in accordance with OWeat Technical Publication 77338, "Qwest Enhanced 911 for Private Swilched/Automatic
Location Identification SaNtee Network Interface Specificatlon&," CUlitomer further agrees to maintain a wlid address location record
associated with each statIon line preserlted to Qwest. '
5.4 If Customer el6l1s to use Integrated Switched Digital' Network Primary Rate Service ("ISDN PRS") transport, which is l!I_saparatB
service and not provided under this Agreement. in association with this Service, Customer understands and acl<nowledges the possiblllty
that a private $witch's main number ANllnformatlon may be forwarded to a PSAP instead of the intended station line's ANI informatIon.
Customer hereby agrees to release Qwest from any lIablUty If an Incorrect telephone number Is forwarded to a PSAP as a result of private
. switch and/or ISDN PRS translations made by Customer, a third party, or by Owes\.
5.6 If the severr-digit number 16 not dlalabla (is not capable of receiving incoming calls). Customer Is responsIble 10 idenllty the
assocfated call back number to be populated in the database in a standard fonnat as provlded by Qwest. The use of non-dialablB numbers
must be approved In writing by awes! prior to implementation.
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5.6 CUlltomer mUllt also maintain and provide to Qwest complete and ourrent telephone number and address data in the agtwd-
upon format and wlthin the required time sehedute. CUlltomer will be noltfied of telephone number and address data errors that are
identified during tha AU database processing phase or by the PSAP, such as mhm;lUtes and No Record Found C'NRF") tfllephone
numbers. Customer is responsIble for issuing a correction to the ALl databalle.wlthil'l one business day of being notified. Untillhese
errors are corrected, the affected telephone number(s) and associated addresses may not be available in the AU database. Customer
accepts any \lability for the absence or inaccllraey of this Information.
5.7 CLlstamers private switch must be capable of recognizing the -91'" or "9911" code as a complete dialing sequence and routing
those calls to the SalViee trunk group.
5.a Customer must develop, validate and install PC hardware (or equivalent) and software for ongoing Customer record update
programs and processes. Customer is responsible for any data base corrections identified by Qwesl
5.9 Customer must meet Owest hardWare. software and file specification requirements as defined in the Owest PS/ALI Specification
and InstallatIon Guide,
5.10 CU$tomer <lgr~s to provide updates or positive acknowledgment of zero updates to Owest. Customer may choose !he
frequency of the updates (daily, weekly, or monthly) and wiff advise Qwest in writing of the frequency chosen. Customer may change the
frequency of Its update!l by written notice to awes!.
6. QlNtnlt'. Responslbilttle1l. : . . . .
6.1 Owest will provide to Customer the Information required to order the private switch interface specifications, Sel'lice data file
format !lpeclflcatlons, and the Qwest C\Jstom Sel\lice Order Transfer System ('SOTS") file softWare including software Installation and file
transfer instructions.
6.1 QwestwlU maintain the 911 database using updates as provided by Custome".'.','.' .;. '.
8.3 Qwest will retain Customer's update file for $even days for back-up and/orrecovery purposes.
7. MOVes, Change,. Any changes to this Agreement may be made only by written amendment signed by both parties hereto.
8. Termination. Either party may terminate this Agreement by prollldlng the other party 30 days written notice of termination. .
S. Confidentiality; Publicity. Neither party will, without the prior written consent of the other party: (e) disclose any of the terms
of the Agreement or use the name or marks of the other party or its Affiliates; or (b) disclose or use (except as expressly PE'rmltted by,
or required to Mhleve the purposes of, the Agreement) the ConfidentiallnformaUon of the other party. Qwest's conllent may only be
glvan by Its Legal Department., A party may disclose Confidential Information If required to do so by a governmental agency, by
operation of law, or If neoessary in any proceeding to est~bliah rights or Obligations under the Agreement. provided that the disclosing
party gives the non-disclosing party feasonabll;l prior written notice. .Confidentlal Information" means any information that is not
generally available to the public, whether of a technical, business or other nature Elt'ld that: (o) the receiving party knows or has reason
to know is oonfldentlal, proprietary ar lrlade secret information of the disclosing party; and/or (d) is of sueh a nature thai the receivIng
party should reasonably understand that the di6dosing party desires to protect such information against unrestricted disclosure.
Confidential Information will not include Information that Is In the public domain through nO breach of this Agreement by the receiving
party or Is already known Or is independEmtly deve/oped by the receiving party. Customer Information contains names, addresses and
telephone numbers of Customer's subscribers, including non-published and non-listed telephone service, and the partIes understand and
agree that there are certain duties and re6ponsibiliti~lil imposed by this Agreement and by law or Tariff with regard to the U!le and
distribution of sudl information.
10,. Interruptions to Sel'Vlee. Tariff apedfies ttw credit allowance due Customer, if any, for interruptions to Service which are not
caused by Customer's negligence. In the event Service is provided where there is no Tariff, the provisions of the F.C.C.1 Access
Service Tariff will apply with respect to credit atlowancas due Customer.
11. PIINlGnal Injury, Death, and Property Damage. Each party will be re:spofl&ible for the actual. physical damages It directly
causes to the other party In the course of Ite plJrformance under the Agreement, Umfted to damages reaultlng from personal injury Or
death to a party's employee$ and loss or damage to a party's personal tangible property arising from the negligent acts or omissions of
the liable party; PROVIDED. HOWEVER, THAT NEITHER PARTY, ITS AFFILIATES. AGENTS, OR CONTRACTORS WILL BE
LIASLE fOR ANY INOIRECT, INCIDENTAL. SPECIAL, REI-lANCE, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR FOR ANY
LOST PROFITS OR REVENUES OR LOST DATA OR COSTS OF COVER.
12. Indemnlflcatfon. Except as prohibited or limited by law, Custom~r will def(!ncf alnd Indemnify Qwest. ita Affiliates, agents,
and contractors against all third party clalm!4, lIabHltles, costs, expenses. and rea$onalllB ~ttcmeys' fees, arising from or re/ateet to the
use, modification, or resale of the Service by Customer or End USflrs, induding. without limitation, any claim for Invasion of privacy.
'End User. means Customers member5, and users, customers, or any other third parties who usa or access the Service or the Qwest
network via the Service. "Affiliate' means any entity controlled by. controlling, or under common control with a party.
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13. L.lmltatlon of I.lablllty. NEITHER PARn', ITS AFFILIATES, AGENTS, OR CONTRACTORS WILL BE LIABLE FOR ANV
INDIRECT, INCIDENTAL, SPECIAL, RELIANCE, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR FOR ANY LOST PROFITS O~
REVENUES OR lOST DATA OR COSTS OF COVER RELA rING TO THE SERVICE OR THE AGREEMENT, REGARDLESS OF THE
lEGAL THEORY UNDER WHICH SUCH LIABILIty IS ASSERTED. WITH REGARD TO ANY SERVICE RELATED CLAIM BY
CUSTOMER FOR DAMAGES THAT IS NOT LIMITED BY THE PRECeOING SENTeNCE, CUSTOMER'S EXCLUSIVE REMEDIES
FOR SUCH CLAIM WILL BE LIMITED TO THE APPLICABLE OUT.OF.SERVICE CREDITS, IF ANY. Thia limitation of liability will not
apply to a party's indemnification obligations or Customer's payment obligation for charges under the Agreement, (e.g., Service
charges, Taxes, ihterest, 8flO termination or cancellation oharges).
14. No Wilrlllr'ltls8. aWeST DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION,
WARRANTIES OF TITLE, NON INFRINGEMENT, MERCHANTABILIty OR FITNESS FOR A PARTICULAR PURPOSE. NO ADVICE
OR INFORMATION GIVEN BY QWEST, ITS AFFILIATES, AGENTS, OR CONTRACTORS OR THEIR RESPECTIVE EMPLOYEES
WILL CREATE ANY WARRANTY. CUSTOMER ASSUMES TOTAL RESPONSIBILITY F"'OR use OF THE SERVICE,
15, Gowmln9 I-aw; OI"putG Resolution. '
15.1 Goveming Law; Forum. This Agreement will be gOllen'ied by the laws of the state of Colorado, eXclilpt with regard to matters
Which are within the exclusive jurisdiction of the IItaie or federal regulatory agency. Those matten; ahme will be governed by the laws
of the appropriate jurisdiction. Any legal proceeding relating to this Agreement will be brought In a U.S. District Gourt, or absent
federal jurisdiction, In a Slate court of competent jurlsdlcllon, In the locallon of the party to this Agreement not initiating the action, al:l
indicated In the Notices seotIon. But Owest may, at its discretion, initiate proceedings in. Denver, Colorado to collect undisputed
amounts billed, This provision is not intended to deprive a small claims court or state agency of lawful Jurlsdlctlon that would otherwise .
exil.1 over a claim or controv"rl.y between the parties.
15.2 Walve.r.of JUlY Trial and Clasa Action, Each party, to the extent permitted by law, knowingly, voluntarily, and intentiomdly
waives its right to a jury trial and any right to pursue any claim or action relating to this Agreement on a class or consolidated basis or
in a representative capacity.
16. Notices. Unless otherwise provided herein, all required notices to Owest must be In writing, sent to 1801 California St, #000.
Denver, CO 80202; Fax #: 888.77a~054; Attn.: Legal Dep 't. , and to Customer at its then current addren as reflected II'! Qwesl's
recordsj Attn,: General Counselor other person designated lor notIces, Unless otherwise provided herein. all notices Will be deemed
given: (a) when delivered in pert.on to the recipient named a1l01l8; (b) three business days after mailed via regular U.S, M<iil; (c) when
delivered Ilia overnight courier mail; or (d) when Qslivered by fax If duplicate notice Is also sent by regular U.S. Mall.
17. General, CU$tomer may not a~l;ljgn the Agreement or any of its rights or obligations under the Agre1;lwent without the prior
written consent of Owest, which consent will not be unreasonably withheld. Customer may not assIgn to a reseller or
telecommunications earrier under any circumstances and represents that II will not resell the. Service. The Agreement is intended
solely for Owest and Customer limd not to bljlnefrt any other person or entlty. (e.g., End Users). If any term of the Agreement is held
unenforceable, such term will be construed as nearly as possible to reflect the original intent or the parties and the remaJr:'llng terms will
remaIn In effect, Neither party's failure to Insist upon strict performance of any provision of the Agreement will be construed as a
waiver of any of its rights hereunder. All terms of the Agreement that should by their nature survive the termination of the Agreement
will so survive. In the event of 8 conflict in !i\[1Y term or condition of any documents that govern the provi$ion of the Service hereunder,
the following order of preoedence will appty in descending order of control: the Tariff, this Agreement, and Qwest records. Neither
party will be liable for any delay or failure to perform its Obligations hereunder if l;luch delay or failure Is caused by a Force Majeure
Event. "Force Majeure Event" means an unforeseeable eVent beyond the reasonable control of.that party. inclUding without limitation;
:;let of God, fire, flood, labor strike, sabotage, fiber. C1lts, acts of terror, material shortages or unavailability, government laws or
regulations, war or eMf disorder, or failures oi suppliers of goods and services. Except for TarIff or ServIce modifications initiated by
Owest, all amendments to the Agreement must be In wrltlng and signed by the parties' authorized representatives. However, any
change in rates, charges, or regulations mandated by the legally constltuted authorities will act as a modification of any contract to thflt
elltent without ftJrther notice. Each party reserves the right at any time to reject any handwritten change to the Agreement.
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QWEST PRIVATE SWITCH/AUTOMATIC LOCATION IDENnFICATlON SERVICE
18. Entire Agr9l1msnt.Thls Agreement constitulell the entire agreement between Customer and Owest ;and supersedas all prior oral
Or written agreements or understandings relating to this subJact matter.
~ of Port Angelea
~~
Auth~ized Sigmtture
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Name Typed or Printed
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TItle
3/').3/ o~
Date
Qw~
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. . ad 'nature
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Name Typed or Printed
11-1"1 rvL
Title
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Dale
Customer Address:
Al-WY/WMNVOT
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iiPR-02-2,Q09::Q:2S':1M . ?ORT,iNGEL~SPU8LIC. WR:<S 360 417 4542
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QWEST PRIVATE SWITCH/AUTOMATIC LOCATION IDENTIFICATION SERVICE .
ATTACHMENT 1
TO
QWEST PRIVATE SWITCH/AUTOMATIC LOCATION IDENTIFICATION SERVICE
PRIVATE SWITCH LOCATION; 321 East Fifth Street, Port Angeles, WA
SERVING CENTRAL OFFICE: PT ANWA01
911 CONTROl-OFFICE: SEATTLE DUAL 911 TANDEMS)
911 SYSTEM:
Clallam County E911
.. '~', ~ ) .:.; ." .
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J?R-D2-2009 10:25 qn ?ORTANGf~E[~UBLlC WRKS 360 417 4542
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QWeST PRIVATE SWITCH/AUTOMATIC LOCATION IDENTIFICATION SERVICE
ATTACHMENT1A
TO
QweST PRIVATE SWITCHIAUTOl\AATlC LOCATION IDENTIFICATION SERVICE
(For Colorado. Idaho. Washington and Wyoming only)
The$(! charges are based on Owest receiving updates from one single location for the Private Switch listed on Allachmenl1. The
updates will pe In separate "account file,," one for each 911 system. Owesl wUI not accept updates on a call-In basis. Any scheduled
updates mIssed by Customfir' will wait and occur at the next scheduled update time,
1. ServlCb Feature: UnIt Prlcel Unit Prlcel Total Prlcel Total Pricel
Recurringl . Nonrecurrlngl Recurring NonreCUrring
Per 100 records" $ 6.32 $ 0.46 $ 44.24. ~ 3.22
Set Up Charge per System $ 1,447.74 $ 1,447.74
· Rounded up to tM nl!lSrest 100.
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CONFIDENTIAL
Copyright C Owest. All RIghts Reserved.
v1.121008