HomeMy WebLinkAboutCC Resolution 7248 (Maintenance Service Agr)RESOLUTION NO. 7248
A RESOLUTION AUTHORIZING THE SIGNING
OF A MAINTENANCE SERVICE AGREEMENT
WITH TEL PLUS COMMUNICATIONS, INC.
(Commencing 12/21/85 at $8,700 for one year)
THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows:
The MAYOR and CITY CLERK are authorized to execute, on behalf
of the City of San Rafael, a Maintenance Service Agreement with
TEL PLUS for a period of one (1) year, commencing on December 21,
1985, at a cost of $8,700 for the year, a copy of which is hereby
attached and by this reference made a part hereof.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael,
hereby certify that the foregoing resolution was duly and
regularly introduced and adopted at a Regular meeting of the
City Council of said City, held on Monday , the 16th day
of December , 1985, by the following vote, to wit:
AYES: COUNCILMEMBERS:Breiner, Frugoli, Nave, Russom & Mayor Mulryan
NOES: COUNCILMEMBERS:None
ABSENT: COUNCILMEMBERS:None
JEA �M-LEONCINI, 6ity Clerk
C��GVNAL
x�
Mainten- n.ce Service A,_Aoreement
NO.
Headquarters Office: 180 Grand Avenue, Oakland, California 94612
Tel Plus Communications, Inc.
For the consideration herein provided,
("Seller") hereby agrees to provide the maintenance services described in paragraph 2 below to:
City of San Rafael
Firm Name
(hereinafter referred to as "Customer") at
1400 5th Avenue, San Rafael, CA 94901
Address
Same
Address of Installation
(hereinafter referred to as "Premises").
for the System described per the attached System Itemization Listing (being hereinafter referred to as the
"System") for the term of this Agreement.
1. Term and Amount
The term of the agreement shall be for a period of
one years) commencing on 12/21/35
and shall be automatically renewed from year to
year thereafter at Seller's then prevailing rates, un-
less either party gives the other party written notice
of termination at least thirty (30) days prior to the ex-
piration of the term, or extended term.
Customer shall pay $ 725.00 per month
for the maintenance service set forth below.
2. Maintenance Service
(a) Seller shall regularly inspect the equipment
at such intervals and provide such service
and repairs as may be reasonably necessary
to keep the equipment operating in good
working order.
Z
(c)
Seller shall use its best efforts to respond to
normal malfunctions originating within the
switching equipment or the station equip-
ment within one business day after notice
thereof. Business day shall be understood to
mean Monday through Friday, 8 a.m. to 5
p.m., except any holidays observed by
either Seller or Customer. Service provided
outside of the business day shall be sur-
charged at Seller's then current surcharge
rate.
Seller shall use its best efforts to respond to
malfunctions originating with the switching
equipment which prevent the system from
processing incoming and/or outgoing calls
on the equipment within three (3) hours
after receiving nonce thereof.
(d) Maintenance shall include the labor, soft-
ware recoding, and parts required to repair
or replace equipment which has become de-
fective through normal wear and usage.
(e) See Exhibit A
3. Exclusion From Service
Expressly excluded from the service provided
for under this agreement are:
(a) Repair or maintenance for damages to or
failure of the System(s) resulting from
misuse, negligence, tampering, accident,
abuse, fire, flood, wind, act of God or public
enemy, wiring, repair, or alteration by
anyone other than Seller without Seller's
prior written approval; improper installa-
tion by anyone other than Seller, its subcon-
tractors or affiliates; use in violation of in-
structions by Seller, damages caused by
equipment or lines of the serving telephone
utility company, parts which have been
damaged or consumed by pests or domestic
animals, or lost or stolen and any other
repairs, replacement or maintenance except
repairs, replacement or maintenance
resulting from normal use of the equip-
ment. Repairs necessitated by any of the
above excluded causes shall be made by
Seller if so requested by Customer and
Customer agrees to pay Seller for such
repairs at Seller's then current rate.
(b) Additions, Relocation and Removal. Seller
shall upon the Customer's written request,
provide such services as are necessary and
available with respect to the System to add
to, change or relocate the System. The
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Customer agrees to pay additional charges
for such service at Seller's then current rate.
Additional equipment or features ordered
by the Customer are subject to the prevail-
ing price at the time orders are placed.
4. Obligations of Customer
(a) Customer shall pay to Seller, all charges,
plus applicable taxes as set forth below:
(i) For all of the maintenance service
covered in Paragraph 2, Customer
shall be obliged to pay the amount set
forth in Paragraph 1.
(ii) Charges for services provided as
specified in Paragraph 3.
(iii) The price for additional equipment
and features ordered as specified in
Paragraph 3.
(b) "Payment"—The maintenance service
charges set forth in Paragraph 1 of this
Agreement shall be due and payable in ad-
vance on the commencement date and each
anniversary thereof throughout the main-
tenance term. All other charges shall be due
and payable upon receipt of invoice.
(c) To permit performance of Services herein
mentioned, Customer hereby grants Seller
full access to the business premises of
Customer.
Default
(a) If Customer is delinquent in payment of
sums of money owing to Seller for equip-
ment or services invoiced under the provi-
sions of this or any other agreement bet-
ween Seller and Customer, Seller shall have
the right, after written notice, to cease per-
formance of maintenance service here-
under until such time as such delinquencies
are cured. Such suspension in service shall
not extend the term of this agreement
beyond the term herein provided.
(b) In addition to all remedies available to
Seller at law or in equity in the event of a
default by Customer hereunder or under
the terms of any other contract between
Seller and Customer, Seller shall be entitled
to collect interest upon the sum then due
and owing at a maximum rate of 18% per
annum from the due date of the last pay-
ment until such default by Customer has
been cured. It is expressly agreed and
understood that in no event shall the ag-
gregate interest exceed 'the maximum rate
of interest which can be charged under the
applicable state law.
(c) Should Seller be obliged to institute legal ac-
tion to enforce its rights hereunder, the pre-
vailing party in such action shall be entitled to
recover reasonable attorneys' fees in the
amount allowed by the court.
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IAL 11,11, Jul MEBa=EM
Z - Exhibit 3, attached)
represent
have the authority to enter • the AgreementPand
the same constitutes a • and. obligation of
each party. The provisions contained in the foregoing
• attached System Itemizationconstitute
agreement between Seller and the Customerand any
alterations or •. • • must be in writing,
invalidreference this Agreement and be executed by both par -
If any provisions(s) of this Agreement are held to be il-
or • • .
void,shall be deemed null and without invalidating
the g provisions
"TE -L PLO
COMMUNICATIONS INC
a/•41
2(e) Response time for emergency service will not exceed 2 hours as
provided for in Section 10 of the purchase agreement which is
below hereto and made a part of this service agreement.
2. Section 10. Limited Warranties of said System Order Agreement is hereby
amended by deleting the third sentence of the second paragraph and substi-
tution of the following therefor:
''Emergency repair service during the warranty period will
be provided without charge to customer seven (7) days a week
and twenty-four (24) hours per day. Tel Plus Ccmmmications shall
respond to requests for emergency repair service within two (2)
hours after receipt of notice from customer's designated personnel
that repairs are necessary, during warranty and thereafter.
Emergencies are defined as follows:
A_ 25% of trunks in the local CO or DID trun)cs
out of service.
R. Console out of service.
C. Inability of system to make or receive calls or to
process internal calls.
D. Certain designated phones out of service in Police
and Fire Departments.
•;45 Portal Avenue, Cotati, Cahlomia 91928 (707) 66=1-8155
Mam'jtenpnce
S A t Via, ;a:ma . 4
1 - Citation Tele -phone System and All Associated E-,pi-ment.
SELLER
Rich Mollison
Name—Please Print
Ooerations Manaaer 1.2/11 A65
Title Date
CUSTOMER
City of San Rafael
j Firm Name
By -
Lawrence E. Mulryan
Name—Please Print
Mayor December 16, 1985
Title Date
6/84
CPSL-203
Attest:
�a�e Leoncini,
City Clerk
Approved as to form:
Gary T. Ragghianti, City Attorney
rE-j .
OMMUNICA710N5 INC
AMENDED CONDITIONS
1. INDEMNIFICATION:
Tel Plus amTranications expressly agrees to idemnification and save
customer harmless frau and against any and all claims, loss damage to
or destruction of real or tangible personal property or bodily injury
(including death) caused by the negligence of Tel Plus Communications,
its anployees, agents or subcontractors in the performance of work
under this Agreement, except that the provisions of this paragraph
shall not apply to claims, loss, damage to or destruction of real or
tangible personal property or bodily injury (including death) caused
by the negligence of customer, its employees, agents or subcontractors.
2. LIABILITY INSURANCE:
Tel Plus CcnTm nications shall, at the time of execution of this agreement,
provide the City with proof of liability insurance in the following
amounts: not less than $1,000,000.00 for personal injuries to one
person and $500,000.00 for personal injuries to more than one person and
$500,000.00 property damage. The liability endorsement shall name the
City of San Rafael, its officers, agents, and employees as additional insureds
with respect to liability arising out of Tel Plus' performance under this
contract. It shall also provide that the policy will not be cancelled or its limits
reduced without giving the City at least 30 days adance written notice.
+� Portal avenue. Cotati, Cahlornia 94928 ^ (707) 66-1,8155