HomeMy WebLinkAboutResolution - 2004-R0459 - Voice Product Addendum To Master Agreement For Phone Switch Maintenance - 09_28_2004Resolution No. 2004-RO459
September 28, 2004
Item No. 16
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to
execute for and on behalf of the City of Lubbock a Voice Product Addendum to a Master
Agreement for phone switch maintenance, and any associated documents, by and between
the City of Lubbock and SBC Global Services, Inc., a Delaware Corporation, a copy of
which Voice Product Addendum are attached hereto which shall constitute and be a part
hereof as if fully copied herein in detail.
Passed by the City Council this 28th day of
ATTEST:
Re ecca Garza, City Secretary
APPROVED AS TO CONTENT:
--
Marf Yearw , Information ethnology Director
APPROVED AS TO FORM:
G. Vandiver, Attorney of Counsel
Mres/SBCphoneRes
September 14, 2004
Resolution No. 2004—RO459
VOICE PRODUCT ADDENDUM TO MASTER AGREEMENT
Addendum No. 1
This ADDENDUM is an attachment to the Master Agreement entered into by
SBC and Customer (the 'Agreement') and is incorporated into the Agreement.
In the event of a conflict between this Addendum and the Agreement, the terms
of this Addendum shall govern.
SBC Affiliate: SBC
Customer Name: City of Lubbock-Attn Telecom Dent
Customer Billing Address: 916 Texas Ave. P.O. Box 2000
Lubbock, Texas 79457
Customer Billing Telephone Number: BTN 806 775-3000 /Contact 775-2376
Location of Equipment (Delivery/Installation Site Address):
916 Texas Avenue
Lubbock. Texas 79457
Date of Submission: _ Lessor:
Delivery Date: _ Installation/Cutover Date:
PURCHASE PRICE
1. Total Price of Product ................................................. 1
2. Total Charge for Installation/Cutover .........................
3. Total Purchase Price .................................................... I
* Taxes & Shipping will be listed separately on the invoice.
PAYMENT TERMS'
Optionl Option2 Option3 Option4
Downpayment: 20% 25% 50% j_� 0.00
Delivery: 50% $0.00
Cutover: 30% 75% 50% j_� 0.00
TOTAL: 0.00
'Option 1 is only allowed if the Purchase Price is over $50,000 and the
scheduled Cutover date is more than 90 days after execution of this
Addendum. Option 2 should be used for all other situations. Option 3 will
be defined and approved by SBC Credit and Collections.
SELECTION OF MAINTENANCE PLAN_ (For Warranty see Section 4
Initial Term: From 7/20104 To 7/19/07
Maintenance Plan: EssentialSERV Yearly Price: $ 85,793.14
(Plus tax, it applicable)
❑ Maintenance Declined - Customer Initials:
Maintenance Payment Terms (default is annual):
❑ Prepayment x Annual ❑ Semi -Annual
❑ Quarterly ❑ Monthly ❑ Financing
This Addendum may be withdrawn by SBC if not signed and returned by
the Customer within ninety (9 days from the to of Submission shown
above.
SO AGREED:
CUSTOMER
By:
Printed Na e: I Marc McDougal
Title: I Mayor I
Date: —September , 2004
SBC
By:
Printed Name: Brad Suggs
Title: Delegated by Regional Vice President
Date: September 8, 2004
T:
PTIE (SBC - For Internal Use): �� 2 yy
Voice Product Addendum ca Garza ONF`lit 1AL (NFORMAT101
This Agreement is for use by authorized employees of the Parries and is not for gener
Page 1 of 3
Master Agreement No
Attachments:
1. Statements of Work e.g. SOW, SCOW, PIG ❑
2. Bill of Materials for Equipment and Services ❑
3. Invoicing Schedule and Payment Terms ❑
4. Implementation Timeline ❑
5. Certificate of Acceptance ❑
6. Other: COL Site List (Att. A) & Attachment B ❑
1. SCOPE. (a) This Addendum covers SBC's sale
of voice customer premise equipment ("CPE' or
"Equipment") to Customer, installation, and the
maintenance Services for such Equipment to be
provided by SBC under the Maintenance Plan
identified above. Under the Maintenance Plan,
SBC will provide maintenance Services to
Customer upon Customer's request in order to
repair CPE that malfunctions due to wear and
tear resulting from normal use in accordance with
standard operating instructions. Items excluded
from coverage under the Maintenance Plan are
headsets, portable telephones, answering
machines, UPS systems, power conditioners and
power supplies (including batteries and
chargers), consumables and any software which
is at a revision level not supported by the
software licensor.
(b) This Addendum does not cover malfunctions or
defects resulting from abnormal or nonstandard
uses or conditions including, but not limited to,
the following types of causes: failure to provide a
suitable environment for the CPE, including
exposure to improper temperature, humidity,
chemicals or airborne agents, Customer abuse,
misuse or use contrary to standard operating
instructions; improper electrical voltages or
currents; power or lightning surges or power
interruption; improper storage or placement of
the CPE; damage caused by unauthorized
attachments or modification; use with or
interconnection of the CPE to incompatible
electrical or mechanical devices; accidents,
conduct or actions not subject to SBC's control;
the installation, maintenance or disassembly,
repair or alteration of the CPE by any person
other than SBC, or an entity expressly approved
by SBC in writing; damage caused by acts of
God or public enemy, such as fire, flood, wind,
lightning, vandalism, riots and war. In such
excepted cases, Customer will pay SBC in
accordance with SBC's then prevailing rates for
its services in diagnosing such excepted
problems and for any resulting repairs.
(c) SBC's responsibility with respect to its obligation
to provide maintenance Service under this
Addendum shall be limited to the Customer side
of the point of connection between the CPE that
SBC maintains and the equipment provided by
the local telephone utility and to the provision of
such services for: (i) the CPE and/or associated
system software stated herein; and (ii) such other
equipment and/or software which is subsequently
added to this Addendum by a written agreement
of the Parties. In the event that SBC responds to
Customers request for Service and Customer's
claim of CPE malfunction is due to problems on
the local telephone utility's side of the point of
connection between the CPE and the equipment
provided by the local telephone utility or due to
malfunctions in equipment or softwa a other than
that covered by this Addendum, C stom will r
AP s to form:
V distribution in or outside the respectiv companies. f ity Attorney
Addendum No. I
(d)
(e)
(f)
(g)
`A
3.
VOICE PRODUCT ADDENDUM TO MASTER AGREEMENT
be responsible for additional charges for such response in
accordance with SBC's then prevailing rates.
SBC's maintenance Services provided under the
Maintenance Plan shall include preventive and remedial
maintenance, as required by the CPE manufacturer's
specifications or by SBC. Replacement parts and products
may be new or equivalent to new in performance. Such
parts and products will be fumished on an exchange basis
and the retumed parts and products will become the
property of SBC. SBC's preventive and remedial
maintenance service obligations hereunder do not include,
and SBC is not otherwise obligated to provide replacement
parts, software releases, second tier help desk support,
updates, upgrades or maintenance service resulting in CPE
functionality which exceeds that expressly provided in
manufacturers' or suppliers' specifications at the time such
product was installed (including Year 2000 functionality).
SBC will perform its Services in a professional and
workmanlike manner in accordance with prevailing industry
standards. SBC makes no guarantee as to parts availability
on manufacturer -discontinued products. In the event a
manufacturer discontinues producing any CPE or in the event
the CPE has outlived the manufacturer's suggested product life
cycle, then SBC shall continue to provide maintenance
services for as long as parts are readily available. In the event
repair parts are not readily available, SBC shall advise
Customer and Customer shall have the option to replace the
CPE with a similar product at SBC's then prevailing rates. In
the event Customer declines to authorize such replacement,
SBC shall delete such CPE from this Addendum and SBC will
issue, if applicable, a pro rata refund for such deletion.
The periodic charges specified herein include all the stated
maintenance Services performed at any time in connection
with any Emergencies and any non -Emergencies performed
during SBC's Normal Business Day. A "Normal Business
Day" is defined as Monday through Friday, 8:00 a.m. to 5:00
p.m. local time ("Normal Business Hours"), excluding SBC's
holidays. Services performed for non -emergencies outside
of the Normal Business Day or outside the scope of this
Addendum will be charged on a per occurrence basis billed
in fifteen (15) minute increments with a minimum of two (2)
hours at SBC's then prevailing hourly or premium hourly rate
including travel time to and from Customers site. Customer
shall also be responsible for travel and living expenses,
when required. Any services performed outside of the
Normal Business Day shall be performed within mutually
agreed to time periods.
In the event SBC responds to Customer's request for
Service and SBC reasonably determines that the problem
was not caused by the Equipment maintained herein,
Customer will be responsible for additional charges for such
response at SBC's then prevailing rates.
SHIPPING AND DELIVERY. All shipping, transportation
and delivery charges for the Equipment, including expedites,
shall be paid by Customer. SBC shall use commercially
reasonable efforts to deliver the Equipment by the delivery
date specified in this Addendum. Customer may, upon
written notice to SBC no later than ten (10) days prior to
delivery, postpone the delivery, installation or Cutover dates
specified in this Addendum one (1) time.
Such postponement shall not exceed thirty (30) days from
the originally scheduled delivery, installation or Cutover
dates and is subject to price changes.
INSTALLATION AND CUTOVER. In the event SBC
connects the Equipment or installs the Software on such
Customer owned equipment, SBC shall not be liable for any
damage to such Customer owned equipment, unless due to
Master Agreement No.
SBC's sole negligence. SBC shall use commercially
reasonable efforts to complete installation and Cutover of
the Equipment by the dates specified in this Addendum.
Cutover shall be deemed accomplished upon connection to
the telephone network to place and receive calls. Cutover of
Equipment that is not dependent on the telephone network
will occur when the Equipment is operational.
4. WARRANTY AND WARRANTY EXCLUSIONS. (a) The
"Warranty Period" for Equipment shall be twelve (12) months
from the date of Cutover when SBC provides installation,
otherwise it shall be twelve (12) months from the date of
delivery. SBC warrants that during the Warranty Period, the
CPE shall materially conform to the manufacturer's published
specifications. If Customer notifies SBC of a material defect
during the Warranty Period, SBC shall, at SBC's sole option,
repair or replace the Equipment, free of charge to Customer.
SBC's repair or replacement of CPE shall be Customer's sole
remedy for breach of the warranty as stated herein. All
warranty services will be performed during SBC's Normal
Business Day.
(b) During the Warranty Period, any change in the location of CPE
must be performed by SBC and shall be at Customer's
expense.
(c) Customer may request maintenance Service twenty-four (24)
hours a day, seven (7) days a week by calling SBC. If
Customer's problem is an Emergency, SBC will use its best
efforts to respond to Customer's report of a malfunction by
dispatching a technician to the site or by beginning remote
diagnosis, as appropriate within two (2) business hours for
PBX systems and four (4) business hours for key, hybrid or
any other system, and will complete the appropriate repairs as
soon as reasonably practical. An Emergency shall be defined
herein as any malfunction that leaves Customer unable to
place or receive calls through the CPE, or any other failure
agreed to in writing by the Parties.
(d) In the event the problem is a non -emergency, SBC shall
use reasonable efforts, within eight (8) business hours after
Customer's problem is reported, to either: (i) commence
repair or replacement from a remote location, (ii) dispatch
service personnel to Customer's site, or (iii) ship
replacement CPE as soon as practical, provided, however,
Customer must return the defective CPE within ten (10)
days or SBC shall invoice Customer for the full replacement
cost. SBC reserves the right to inspect all defective CPE and
SBC shall have final determination of the status of such
CPE.
5. MAINTENANCE PLAN DESCRIPTIONS.
(a) EssentialSERVSM 24x7 Maintenance Plan. (i) SBC shall
provide maintenance services, including parts, for CPE as
well as any intra—building distribution cables provided by
SBC in connection with the CPE listed hereto, which may
include wire, terminals, protectors or connectors.
(ii) Customer may request maintenance Service twenty-four
(24) hours a day, seven (7) days a week by calling SBC. if
Customer's problem is an Emergency, SBC will use its best
efforts to respond to Customer's report of a malfunction by
dispatching a technician to the site or by beginning remote
diagnosis, as appropriate, within two (2) hours for PBX
systems and four (4) hours for key, hybrid or any other
system, and will complete the appropriate repairs as soon as
reasonably practical. An Emergency shall be defined as any
malfunction which leaves Customer unable to place or
receive calls through the CPE, or any other failure agreed to
in writing by the Parties.
(iii) In the event the problem is a non -emergency, SBC shall use
reasonable efforts, within eight (8) business hours after
Customer's problem is reported, to either: (i) commence
Voice Product Addendum CONFIDENTIAL INFORMATION
This Agreement is for use by authorized employees of the Parties and Is not for general distribution in oroutside the respective companies.
Page 2 of 3
VOICE PRODUCT ADDENDUM TO MASTER AGREEMENT
Addendum No. )
repair or replacement from a remote location, (ii) dispatch
service personnel to Customers site, or (iii) ship
replacement CPE as soon as practical, provided, however,
Customer must return the defective CPE within ten (10)
days or SBC shall invoice Customer for the full replacement
cost. SBC reserves the right to inspect all defective CPE and
SBC shall have final determination of the status of such
CPE.
(b) SBC will provide a designated Technical Support
Engineer JAC) and backup with input from Customer for
selection, to the maintenance accounts to provide Tier I and
Tier II support. Customer will have access to the designated
engineer Monday - Friday from 8:00-5:00 pm central time.
Upon request, the designated engineer will answer technical
Tier I and Tier II questions and provide consultative support
in increments of ten (10) minutes or less.
(c) SBC will provide preventative maintenance bi-yearly to
all Customer sites, log results in the logbook, and provide
copies of preventative maintenance paperwork on site.
(d) SBC and the Customer will set quarterly meetings as
determined by both parties to discuss any outstanding
issues and product changes.
(e) Any time SBC personnel needs to visit one of Customer
sites and/or access one of the systems, notification must
first be made with Customer Telecommunication staff.
6. TERM. (a) During the term of this Addendum, Customer will
not permit any other person to maintain, repair or modify the
CPE or to connect any other equipment. To the extent
necessary for SBC to perform its Services under this
Addendum, Customer agrees that SBC will be Customers
agent to represent Customer in any dealings with any
telephone company or government agency with respect to
CPE maintenance provided hereunder. Customer assumes
all ongoing responsibility of directory listings, credit cards,
system security, billing arrangements and other items not
related to Equipment or Services provided by SBC unless
expressly stated otherwise, under this Addendum or some
other express written agreement between Customer and
SBC.
(b) For a multi -year Addendum, SBC will have the right and
option of conducting Equipment reviews semi-annually each
year the Addendum remains in effect. SBC shall then have
the right to amend this Addendum to cover all CPE additions
and/or deletions which may have occurred and adjust the
maintenance price accordingly. Any changes to the CPE
listing since the inception of this Addendum shall be covered
at the rates stated in this Addendum for a co-terminous
period.
7. RENEWAL. (a) At the end of the Term, to avoid service
interruption, this Addendum will automatically extend for
consecutive one (1) year terms at SBC's then prevailing
price for such services, and continue until terminated by
either party upon at least thirty (30) days written notice prior
to the expiration of the then existing term. Upon extension
of the Maintenance Plan, the maintenance services provided
by SBC shall remain unchanged (except with respect to
pricing) unless both parties agree in writing to any changes
at the time of extension.
(b) SBC may only increase the price of the Maintenance
provided herein at: (i) the expiration of the initial term; (5) the
commencement of any subsequent extension term; or (iii)
the time CPE is changed, upgraded or additional CPE is
added to this Addendum. SBC shall provide Customer with
a thirty (30) day written notice of such increases.
8. TERMINATION AND DEFAULT. (a) Either party may
terminate this Addendum following written notice in the
Master Agreement No.
event the other parry is in default as to any of its material
obligations hereunder provided that (1) the defaulting party
receives notice of termination containing a reasonably
complete description of the default, and (ii) the defaulting
parry fails to cure such default within thirty (30) days of
receiving such notice or ten (10) days of such notice if
the default is nonpayment.
(b) In the event of Customers default, SBC has the right to
suspend performance and Customer shall pay all expenses
associated with termination, including reasonable attorneys'
fees incurred by SBC to enforce any of its rights under the
Agreement and/or applicable law. Customer shall also be
liable for the termination charges set forth below.
(c) If Customer cancels in whole or in part any Equipment ordered
herein prior to the date of delivery of the Equipment, Customer
shall pay as liquidated damages, and not as a penalty, an
amount equal to twenty percent (20%) of the total purchase
price of the Equipment canceled. Once the Equipment is
delivered to Customer, the Equipment may not be canceled.
(d) Customer may elect to terminate this Addendum by providing
thirty (30) days written notice to SBC. In the event Customer
terminates this Addendum pursuant to this Section, Customer
shall be liable for an amount equal to fifty percent (50%) of the
fees for the remaining term of this Addendum plus any non-
recoverable costs including, but not limited to, those amounts
paid or due and payable to third parties as incurred by SBC
directly in connection with the provisioning of such Equipment
and Services for Customer.
(e) In the event Customer elects to terminate portion(s) or
reduce the grade of the maintenance Services provided
hereunder, Customer shall be liable for fifty percent (50%) of
the fees for the terminated or reduced portion of the
maintenance for the remainder of the term of this Addendum
plus any non -recoverable costs including, but not limited to,
those amounts paid or due and payable to third parties as
incurred by SBC directly in connection with the provisioning
of such Equipment and Services for Customer.
(f) SBC may terminate this Addendum or any portion thereof if
Customer utilizes anyone other than SBC to provide
maintenance Services elected for the CPE listed hereto.
(g) In the event of Customer's default, SBC has the right to
suspend performance.
9. SBC CAPITAL SERVICES ("SBC-CS") FINANCING
OPTION.
ustomer initials]
ustomer elects to finance the Total Purchase Price through
SBC-CS. Customer hereby requests that SBC invoice SBC-
CS and arrange for payment as described below:
SBC will invoice Customer in care of SBC-CS for 100% of
the Total Purchase Price upon Cutover (as defined in the
Master Agreement) and the invoice shall be paid promptly
after its delivery to SBC-CS, provided that all required lease
documentation has been properly executed and received by
SBC-CS. If all lease documentation is not executed and
received by SBC-CS as required in the previous sentence,
Customer agrees and will pay the Total Purchase Price to
SBC upon receipt of an invoice.
10. GOVERNING LAW - This Contract shall be governed by,
subject to, and construed according to the laws of the State
of Texas.
END OF DOCUMENT
Voice Product Addendum CONFIDENTIAL INFORMATION
This Agreement is for use by authorized employees of the Parties and is not for general distribution in or outside the respective companies.
Page 3 of 3
Resolution No. 2004-RO459
Attachment A
City of Lubbock Phone Switch Maintenance
3 Year Agreement
7/20/04 - 7/19/07
W�^ '.
Opt81 C,
Avaya/Octel,
Citv of Lubbock - Municipal Square
916 Texas Ave
Avotus
7/20/2004
$ 40,827.52
24X7
City of Lubbock - LP&L Business Center
1301 Broadway
O tl 1 C, TALC
7/20/2004
$ 5,066.57
24X7
City of Lubbock - Parks and Recreation
9th and Texas
Fiber Remote
7/20/2004
$ 1,460.16
8X5
City of Lubbock - Mahon Library
1306 9th St
Fiber Remote
7/20/2004
$ 1,825.20
8X5
City of Lubbock - Health Dept
1902 Texas Ave
Fiber Remote
7/20/2004
$ 2,190.24
8X5
CitV of Lubbock - Civic Center
1501 6 St
Fiber Remote
7/20/2004
$ 1,825.20
8X5
City of Lubbock - Municipal Building
1625 13th St
O t11C
7/20/2004
$ 11,343.10
24X7
City of Lubbock - Municipal Hill
600 Municipal Dr
O tl1C
7/20/2004
$ 8,310.46
24X7
5401 N Marth Luther
City of Lubbock - Airport
King
O tl 1 C
7/20/2004
$ 3,029.95
24X7
508 Davis Drive
City of Lubbock - Police Academy
Reese Center
O t11 C
7/20/2004
$ 2,062.86
8X5
City of Lubbock - Airport Operations
5900 N. Walnut
Norstar Ox32
7/20/2004
8X5
City of Lubbock - Animal Services
401 N Ash Ave
Norstar Ox32
7/20/2004
$ 1,168.83
24X7
Norstar Ox32,
StarTalk Flash 4
City of Lubbock - Water Reclamation
3202 E 36th Street
Voice Mail
7/20/2004
$ 1,191.65
24X7
City of Lubbock - Fire Administration
1515 Ursuline
Norstar Ox32
7/20/2004
$ 2,378.03
24X7
City of Lubbock - LP& L- Cooke Plant
3500 Slaton Hwy
orstar Ox32
7/20/2004
$ 1,351.35
24X7
'City of Lubbock - Water Treatment
6001 N Guava
Norstar Ox32
7/20/2004
$ 1,762.02
24X7
$ 85,793.14
Resolution No. 2004 RO459
CITY OF LUBBOCK
Phone Switch Maintenance 2004
Attachment B
Mutual Agreements in addition to Voice Product Addendum
• All terms and conditions of RFP #081-041RW shall be binding to both parties (The City
of Lubbock and SBC) except as noted in SBC's response to afore mentioned RFP.
• Emergencies shall be defined as any one of the following conditions:
1) Loss of one PRI or Point -to -Point Trunk
2) 20% or more stations out of service or if deemed less than 20% of emergency phones
3) Loss of service on the Attendant Console
4) Total loss of incoming or outgoing service
5) Any down call processing application
6) Loss of ability to dial 911
The course of this agreement shall extend from July 20, 2004 through July 19, 2007, with
provision for two additional one-year options with the exception of Octel Voice Mail coverage.
The manufacturer of Octel Voice Mail (Avaya) currently declines to guarantee availability of
parts past 48 months from present, so SBC is unable to guarantee Year Five coverage of Octel
Voice Mail pending final product end -of -life decisions by Avaya. Maintenance services
provided during interim months between onset of coverage by SBC and the beginning of The
City's fiscal year of October I shall be invoiced on a monthly basis. Thereafter, services
included in the agreement are to be invoiced annually, with site specific cost information
provided The City.
EXECUTED THIS 28th #Dav of September . 2004
CITY OF LUBBOCK:
ATTEST:
Rebecca Garza, Ci Secretary
APPROVED AS TO CONTENT: cmr_",� 4"
Mary Yearwoo
Info ion Technology Direct
APPROVED AS TO FORM:
Attorney
SBC: 2,
Brad Suggs
Delegated by Regional Vice President