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86-154 World Communications Consultants - Telecommunicartions Group (and Trafton-Laughlin in 1990)(ATTACHMENT) (We--ee�) %q, f!00 15 City of Cupertino AGREEMENT NO. BY THIS AGREEMENT made and entered into on the 18th day of August 19 Bb by and between the CITY OF CUPERTINO (Hereinafter referred to as CITY) and Name (1) WORLD COMMUNICATIONS GROUP (2) Address HLET BLVD. #21 City SAN MATEO _Zip 94409 Phone 415 570-5444 (Hereinafter referred as CONTRACTOR), in consideration of their mutual covenants, the parties hereto agree as follows: CONTRACTOR Shall provide or furnish the following specified services and/or materials: TELECOMMUNICATIONS CONSULTANTS. DELIVERY: Per attached. EXHIBITS: The following attached exhibits hereby are made part of this Agreement: 1. Fee Schedule. 2. Request for Proposal. See attachments TERMS The services and/or materials furnished under this Agreement shall commence on and shall be completed before COMPENSATION For the full performance of this Agreement, CITY shall pay CONTRACTOR: Not to exceed $14,400. GENERAL TERMS AND CONDITIONS Hold Harmless. Contractor agrees to save and hold harmless the City, its officers, agents and employees from any and all damage and liability of every nature, including all costs of defending any claim, caused by or arising out of the per- formance of this agreement. City shall not be liable for acts of Contractor in performing services described herein. Insurance. Should the City require evidence of insurability Contractor shall file with City a Certificate of Insurance before commencing any services under this agreement. Said Certificate shall be subject to the approval of City's Director of Administrative Services. Non -Discrimination. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, ancestry, religion or sex of such person. Interest of Contractor. It is understood and agreed that this agreement is not a contract of employment in the sense that the relation of master and servant exists between City and undersigned. At all times Contractor shall be deemed to be an independent contractor and Contractor is not authorized to bind the City to any contracts or other obligations in executing this agreement. Contractor certifies that no one who has or will have any financial interest under this agreement is an officer or employee of City. Changes. This agreement shall not be assigned or transferred without the written consent of the City. No changes or variations of any kind are authorized without the written consent of the City. CONTRACT CO-ORDINATOR and representative for CITY shall be: Name Dorothy Cornelius Department City Clerk Address 10300 Torre Avenue Cupertino, CA 95014 Telephone (408) 252-4505 This Agreement shall become effective upon its execution by CITY, in witness thereof, the parties have executed this Agreement the day and year first written above. J CO TO CITY OF CUP 1INO: By. By Title t%� Title j A-) 5. PROPOSED OP WoridCom's fees are based on actual hours expended by consultants on the project. Our current rate is $90.00 per hour. The estimated maximum hours required to complete each phase of the project is listed below. Report generation, copy expenses and other nominal business expenses are included in our hourly rate. Only extraordinary expenses such as travel beyond 100 m i I es, overnight I odg i ng, or spec 1 a I outs i de comp uter sery i ces, w i l l be b i l l ed at cost. Extraordinary expenses are not foreseen for this project. FEE SCHEDULE: Phase 1 — Inventory the present voice and data communications equipment and conduct a thorough Needs Assessment Survey. Estimated not to exceed 28 hours ($2,520). Phase 2.— Analyze various voice and data communications solutions and recommend a specific "best" course of action, including total system design and City's telecommunication management and staff Ing requirements. Estimated not to exceed 32 hours ($2, 880). Phase 3 --Assist City staff in preparing a deta i I ed Request For Proposal (RFP) covering voice and data communications requirements. Estimated not to exceed 20 hours ($1,800). Phase 4 — Assist staff in distributing and evaluating the responses to the RFP(s), and selection of the "best" service offering. Estimated not to exceed 24 hours ($2,160). Beyond those consulting services requested by the City, WorldCom proposes to: Phase 5 — Assist the City with all contracts preparation Dnegotiation. Estimated not to exceed 16 hours (51,440). :�,JD) Phase 6 — And to supervise the. installation, training and acceptance testing of any new voice or data communications systems. Estimated not to exceed 40 hours ($3,600). Telcmr=octiorls Plarmrg & M=gemer t Request for Proposal Telecommunications Study City of Cupertino, California I. The City of Cupertino is soliciting proposals for a consultant to provide specialized assistance in two areas: 1. City Telephone System Upgrade. 2. Data Communication System. Ii. The consultant shall focus directly on the development of recommendations for 1) upgrading the present telephone system and 2) data ccmmuni.cations capabilities. These projects represent two key segments of a coordinated telecommunications development process and the consultant must give due consideration to the immediate and long term impact that any recommended action might have on the development of any other City ccm mziications system. III. The City of Cupertino employs a staff of ninety-six who work in seven locations throughout the City. The majority, however, are located within City Hall, which is scheduled to undergo remodeling for one year starting September 1, 1986. In addition, a new Community Center is scheduled for construction Summer, 1987. During the .remodeling, City Hall staff will be housed in a temporary facility. The consultant will be expected to address the issue of taking the present telephone system to the temporary facility and installing a new system as part of the remodeling or selecting a new system to have installed in the temporary facility and then moved to the remodeled City Hall. The existing telephone system is AT&T's SMA located in City Hall. The system consists of 2 consoles and 95 touch tone instruments, 26 of them located outside of City Hall. The system has twelve trunks; no tie lines or FEX service. The City expects to make use of data transmission to three remote sites (future Community Center, Service Center and Monta Vista Community Center) in the near future. The need to address the future requirements in light of the current technology, existing telephone system, future City plans and the technical complexity of the issue requires a study by a highly qualified independent consultant. IV. The work necessary, as presently viewed, will include: 1. Familiarization with City facilities, with all existing or Projected communications activity. -1- a. telephone system and projected needs. b. data communications requirements. 2. Telephone System Upgrade a. Analyze available options for replacing the existing SGlA switch and other ancillary telephone equipment and review those options with City staff. b. R--COMMend a specific course of action and provide a rationale as well as an economic analysis/justification for the system selected. The telephone system selected is expected to be cost effective in terms of operation, maintenance and expansion capabilities, as well as offering a high-quality transmission. C. Prepare a detailed telephone system design, including switch, station equipment, wiring, on and off -premise interconnections and overall telecommunications system interrelationship requirements. d. Define the City's telecommunications management and staffing requirements for the system selected and advisability of contract services for such needs. e. Assist staffinember in preparing a detailed bid specifications for equipment and/or services as required. f. Assist staff in evaluating the responses to any bid specifications as required. 3. Data Ccno-inications a. Analyze methods of interconnecting work stations at City Hall to those at the Service Center, future Carni =ty Center and Monta Vista Community Center and review those alternatives with City staff. b. Recommend a specific course of action and provide a rationale as well. as an economic analysis/justification for the system selected. C. Assist in preparing detailed bid specifications for equipment and/or services as required. d. Assist in evaluating the responses to any bid specifications that may be required. -2- V. Consultant shall submit a proposed work plan to accomplish the project and shall include: 1. Task descriptions. 2. Estimated staff -days and personnel level. 3. Task start and finish date. Consultant shall submit a bi-weekly status report which will summarize project progress to date and contain a schedule of activities to be completed to end -of -project. At the completion of the project consultant should anticipate malting an oral presentation to the City Manager and Senior Management Group. The project shall begin within ten working days after bid award and shall be completed within thirty working days thereafter. Consultants may provide a different Statement of Work and its schedule should they believe that the same objectives can be met in a more expeditious manner. VI. General Information City of Cupertino Contacts Robert W. Quinlan City Manager (408) 252-4505 Dorothy Cornelius City Clerk (408)252-4505 All property rights, including publication rights of all reports produced by the consultant in connection with the project, shall be vested in the City of Cupertino. The consultant shall not publish or release any of the results of the study without the express written permission of the project director. In the event of termination of the contract prior to its completion, the consultant shall, at the option of the City, promptly deliver to the project director all working papers and data previously collected by the consultant for possible use in connection with further studies. The City is not liable for any cost incurred by a consultant responding to this RFP. -3- VII. All questions regarding procedures to be followed in the submission of a response to this RFP should be directed to: Dorothy Cornelius City Clerk 10300 Torre Avenue Cupertino, CA 95014 (408)252-4505 The consultant selected for the study must provide the City with evidence of acceptable levels of insurance coverage, including casualty, liability, and workers' cassation insurance to protect the City. After a consultant is selected by the City, the contents of the submitted proposal will become a contractual obligation. Failure Of the consultant to agree to include the proposal as part of the contractual agreement may result in the cancellation of the award. The City reserves the right to accept any part of the proposal and will not be obligated in any way to accept those parts that do not meet with the approval of the City. Proposals must include a Cost Section, which should contain the following price elements: 1. Maximum cost including all fees and other expenses for telecammuacations upgrade and data communications, 2a 3a and b. 2. Hourly rates for any additional work requested by the City. Costs for installation assistance, if required, will be negotiated. All cost figures shall hold firm for at least ninety (90) days from the closing date for receipt of proposals. A payment schedule will be negotiated with the consultant at the time of award. The City reserves the right to accept or reject any or all proposals. The City also reserves the right to terminate this project at anytime. The proposal shall include: A. Resumes of Consultant Personnel The consultant shall include a resume of each professional staff member who will be working on the project. No substitution will be allowed without the approval of the -4- VIII. project director. Professional personnel may be subject to personal interviews by a Selection Co mnittee, should they deem it necessary. B. Client References The consultant shall. include a list of client references that City staff may contact. References shall include the ccunpany or organization name, a contact person, address, telephone number and a summary of work performed. C. Affidavit of Non -Affiliation The consultant shall include an affidavit of non -affiliation certifying that the consultant is not affiliated with nor has any financial interest in any manufacturer, distributor, supplier, or other company supplying any type of telephone, teleccmmmmications, or data equipu ent. In addition, the consultant will certify that he will not solicit, receive or accept remuneration of any type from any manufacturer, distributor, supplier or other company for reccnmending and/or installing any of their products or services. • ••� •� Y 1.'u�YY • ' ►li � � r ru A. Response Submission In oder to facilitate the evaluation process, five (5) copies of each proposal are required. All proposals must be sealed in a package showing the following information on the outside: 1. Addressed to: Dorothy Cornelius City Clerk 10300 Torre Avenue Cupertino, CA 95014 2. Consultant's Name and Address 3. Teleccum=ications Study Proposal 4. Proposal Due Date The proposal package must be mailed or delivered to the above address prior to the closing date and time for receipt of proposals. Consultants mailing or shipping their proposals must allow sufficient delivery time to ensure timely receipt of their proposals by the time specified. Late proposals may not be accepted -5- C. loll E. Closing Date All proposals must be received by the City Clerk by 3:00 p.m. on Friday, June 6, 1986. Consultant Pre-Suhmission Conference A consultant conference prior to proposal submission will he held at Cupertino City Hall, 10300 Torre Avenue, Cupertino, 8:30 a.m.-11:00 a.m., Friday, May 30, 1986, to discuss and clarify this RHP. Oral Presentations Consultants shall make oral presentations, including Professional staff interviews, to supplement proposals, if requested by the City. These presentations would be held subsequent to the receipt of the proposals to assist the City in evaluating the proposal and the qualifications of the consultant. The City will schedule a time for each oral presentation which it requests. Recordings may be made of all oral presentations for further study and analysis. Should a consultant refuse to honor the request for an oral presentation or interview it may result in the rejection of the proposal by the City. Submittal Format Consultant's submittal should conform to the following guidelines: 1. Name, address, telephone number and other identifying information of the consultant's firm. 2. Signed consultant's statement authorizing subni.ttal of the proposal. 3. 4. 5. 6. 7. 8. 9. Name, address, and telephone nuTber of the project manager. Proposed work plans (Section IV and V). Proposed cost (Section VI). Reounes of consultant personnel. Client references. List of last three switches and suppliers recuended. Affidavit of non -affiliation." IX. PROJECT SELECTION CRIT1;RIA All proposals submitted as a result of this RFP will be evaluated by a ccmunittee composed of City staff, and the prospective consultant selected principally on the following criteria: 1. Satisfactory ams and recognition of the overall project objectives. Specificity, clarity and comprehensiveness of the project plan and its degree of responsiveness to the project tasks. 2. The application of an appropriate methodology and realistic work schedule. 3. The appropriateness of the designated staff to the project approach. Especially important is evidence of major experience suited to the requirements of the project. 4. The demonstrated ccunpetence and prior experience of the consultant's project manager. 5. Demonstrated corporate and staff ccmlpetence in previous work of a telecommunications nature. . 6. The accuracy of factual statements contained in the proposal and evidence of existing knowledge in the project area. 7. The subjective judgment of the City project director and the evaluation staff as to the ability of the consultant to bring adequate staff and facilities to bear upon the project to ensure a high probability of successfully timely accomplishment of project objectives. Cost estimates will receive consideration, but will not be the most important selection criterion. Staff and expense costs will be considered in light of the professional qualifications of the proposed staff. -7- White - AGREEMENT CITY OF CUPERTINO P.O. Box 580 Cupertino, CA 95015 252-4505 BY THIS AGREEMENT made and entered into on the 27rh day of -y by and between the CITY OF CUPERTINO (Hereinafter referred to as CITY) and Name (1 1 rffri - ' .w`•aE* (2) _\O, 15 Cj' ./'..7.5 1,7•; 010 NO. a -r 7 �1 19 1.,7 Address City Zip Phone (Hereinafter referred as CONTRACTOR), in consideration of their mutual covenants, the parties hereto agree as follows: CONTRACTOR Shall provide or furnish the following specified services and/or materials: s pier attac_:eC EXHIBITS: The following attached exhibits hereby are made part of this Agreement: TERMS The services and/or materials furnished under this Agreement shall commence on 11ay 6. , i is 7 and shall be completed before ,� a_ Il , �-3--,a COMPENSATION For the full performance of this Agreement, CITY shall pay CONTRACTOR: ,Ila ar. . GENB AL`QfE�N(ScA`I��CbNb'ITIONS Hold Harmless. Contractor agrees to save and hold harmless the City, its officers, agents and employees from any and all damage and liability of every nature, including all costs of defending any claim, caused by or arising out of the per- formance of this agreement. City shall not be liable for acts of Contractor in performing services described herein. Insurance. Should the City require evidence of insurability Contractor shall file with City a Certificate of Insurance before commencing any services under this agreement. Said Certificate shall be subject to the approval of City's Director of Administrative Services. Non -Discrimination. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, ancestry, religion or sex of such person. Interest of Contractor. It is understood and agreed that this agreement is not a contract of employment in the sense that the relation of master and servant exists between City and undersigned. At all times Contractor shall be deemed to be an independent contractor and Contractor is not authorized to bind the City to any contracts or other obligations in executing this agreement. Contractor certifies that no one who has or will have any financial interest under this agreement is an officer or employee of City. Changes. This agreement shall not be assigned or transferred without the written consent of the City. No changes or variations of any kind are authorized without the written consent of the City. CONTRACT CO-ORDINATOR and representative for CITY shall be: IN � DEPARTMENT This Agreement shall become effective upon its execution by CITY, in witness thereof, the parties have executed this Agreement the day and year first written above. CONTTOR: a� CITY OF CUP TI /6� — By Bye Tifle Title%t Soc. Seca/ APPROVALS CONTRACT AGREEMENT The fol I ow i ng Is a formal agreement between the City of Cupertino (hereafter called the Client) and World Communications Group (hereafter cal led WorldCom). The purpose of this agreement is for the Client to retain WorldCom to: o Oversee planning for Voice and Data Communications at remodeled City Hall; o Coordinate preparation of floor plans and other specific information for deinstallation and reinstallation of the telecommunications system; o Investigate and coordinate any changes or reprogramming required for system relocation; o Assist City with implementation of telephone call accounting program; o Coordinate relocation of Pacific Bell services as necessary; o Provide professional assistance as necessary for successful relocation and operation of the City's voice and data communications systems. COST: - $90.00 per hour estimated not to exceed 35 working hours, _ $3,000.00 METHOD OF PAYMENT: Actual time expended will be b i l l ed monthly as work progresses, payable upon receipt of itemized invoice. Agreed to: Consultant WORL MMUNICATIONS OU By: — Title: V. CI le-` CITY TitI Date: Date: Telammmu-ioat ons Plc Tft&M=gemer t .; Asii', Cites of curerti"o City of Cupertino 10300 Torre Avenue Cupertino, California 95014 (408) 252-4505 To: Robert W. Quinlan, City Manager From: Dorothy Cornelius, City Clerk Subject: MOVING TELEPHONE SYSTEM Date: May 27, 1987 As per previous discussion, here is the contract authorizing World Communications Group (Don Trafton) to oversee the moving of voice and data communication to City Hall. The hourly rate for services remains the same; the time estimated is not to exceed 35 hours. Therefore, the total will not exceed $3,000. I have signed as contract co-ordinator, but feel it is appropriate for you to sign as "Department Head". If you have any questions or want to discuss this further, please give me a call (217). i' 10300 Torre Avenue Cupertino, CP.. 35014-3255 Telephone: (408) 252-4505 FAX: (408) 252-0753 DEPARTMENT OF THE CITY CLERK 1loMMber 29, 1.990 '11rafton-Laughlin. 531 Vernon Street Roseville, CA 95678 AGREEMENT 'IF-'IFSETAGREEMENT •- Usa-r Mr. Laughlin, P.O. Box 580 Cupertino; CA 95015-0580 We are: enclosing to you the com LF to Agre�at,, -It any and1et�reen the City of Cupertino and Traftm Lal.#'Iin, wl-li.ch I have signed. bulc{ you please mrplete by signing under contractor and stunt- to Jn=:�.I cavil:; rinturn your spy to srou. Than}c you for your coob-rera4iOn. CQ CITY CLERK CITY Or CUI=-'INO DC/so encl. AGREEMENT CITY OF CUPERTINO P.O. Box 580 Cupertino, CA 95015 252-4505 Acct // 110-2000-761 NO. BY THIS AGREEMENT made and entered into on the 1st day of November 19 90 by and between the CITY OF CUPERTINO (Hereinafter referred to as CITY) and Name (1)_ Traf ton—Laughlin (2) Address 531 Vernon Street, Suite C City Roseville Zip 95678 Phone 16 961-4554 (Hereinafter referred as CONTRACTOR), in consideration of their mutual covenants, the parties hereto agree as follows: CONTRACTOR Shall provide or furnish the following specified services and/or materials: Telemanagement services EXHIBITS: The following attached exhibits hereby are made part of this Agreement: Exhibit A TERMS The services and/or materials furnished under this Agreement shall commence on November 1, 1990 and shall be completed before June 30, 1991 COMPENSATION For the full performance of this Agreement, CITY shall pay CONTRACTOR: $55/hr. not to exceed $2,000 GENERAL TERMS AND CONDITIONS Hold Harmless. Contractor agrees to save and hold harmless the City, its officers, agents and employees from any and all damage and liability of every nature, including all costs of defending any claim, caused by or arising out of the per- formance of this agreement. City shall not be liable for acts of Contractor in performing services described herein. Insurance. Should the City require evidence of insurability Contractor shall file with City a Certificate of Insurance before commencing any services under this agreement. Said Certificate shall be subject to the approval of City's Director of Administrative Services. Non -Discrimination. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, ancestry, religion or sex of such person. Interest of Contractor. It is understood and agreed that this agreement is not a contract of employment in the sense that the relation of master and servant exists between City and undersigned. At all times Contractor shall be deemed to be an independent contractor and Contractor is not authorized to bind the City to any contracts or other obligations in executing this agreement. Contractor certifies that no one who has or will have any financial interest under this agreement is an officer or employee of City. Changes. This agreement shall not be assigned or transferred without the written consent of the City. No changes or variations of any kind are authorized without the written consent of the City. CONTRACT CO-ORDINATOR and representative for CITY shall be: NAME Dorothy Cornelius DEPARTMENT City Clerk This Agreement shall become effective upon its execution by CITY, in witness thereof, the parties have executed this Agreement the day and year first written a-beve:- �7 CONTRACT(),/. CITY OF CUP RTIN Title Title r Soc. Sec./ APPROVALS Department Heao Dat City Cl Date White - City Clerk Copy Green - Finance Canary - Contractor's Copy Pink - Receiving Copy Goldenrod - Department Copy �,'" ' � ��� ,• 'a�. T 531 Vernon Street, Suite G Roseville, CA 95678 Sacramento Voice Mail No. ( 916) 961--4554 TELEMANAGEMENT SERVICES PROVIDED 1. Call only ONE SERVICE COMPANY to facilitate and manage all of your telecommunication service calls, orders, troubleshooting, billing problems, or informational needs. ?. Your company will now benefit from GROUP BUYING POWER by joining the many other companies enjoying TRAFTON-LAUGHLIN TELEMANAGEMENT SERVICES. 3. Your local Bell Company BILLS WILL BE REVTEWED to determine the number of lines being billed. You will be advised when more cost effective Bell services are found. 4. Every six months, telephone long distance SERVICES AND RATES WILL BE REVIEWED to determine your m:�st cost aI.L. I-ve services such as DATA lines, TIF: Lines, OPX a_ncoming and outgoing WATS lines, and other long distance services that will benefit you the most. 5. RELIABLE INFORMATION AND ADVICE are available when you have inquiries regarding your telecommunications voice or data services, new products, telephone systems, software, void mail, etc. 6. WE WILL DO YOUR LEG WORK AND FOLLOW-UP when you are too bus,,, or don't want to spend your own valuable time on service or equipment needs. 7. Client has the option to select any of the telemanagement services that will best serve cli_ent.'s needs. 8. TRAFTON-LAUGHLIN TELEMANAGEMENT SERVICES shall provide client with up to �_ hour)of service per month. Extensive or special telemanagement services requested by client shall be billed at fixed cost estimates, and paid in full upon completion. A late charge of 1.5% per month shall. be added to outstanding account balances 30 days past due. 9 .Client agrees to pay vendor service company's overt._me Hourly .nates if work is requested at times other than normal business hours (Monday thru Friday, 8 a.m.•5 p.m.). Page 1 of 2 10. Vendors' work order requests shall be signed by client or client's employee requesting service. 11. TRAFTON-LAUGHLIN TELEMANAGEMENT SERVICES agrees to direct all non -emergency service calls within 24 hours and follow-up until resolved. All emergency calls should_ first go directly to the vendor affected and then to TRAFTON-LAUGHLIN TELE - MANAGEMENT SERVICES for follow-up. 12. Client hereby appoints TRAFTON-LAUGHLIN TELEMANAGEMENT SERVICES as its General Agent for services requested by client and agrees to sign attached Letter of Agency for this purpose. 13. Bell, long distance company or vendor services requested by the client shall be the full responsibility of the client and payable as normally required by the appropriate service company. 14. Client may choose between two long distance carrier options: A. Carrier participating in compensation with TRAFTON- LAUGHLIN TELEMANAGEMENT SERVICES at no cost to cl.ient, or B. Carrier not participating in compensation with TRAFTON- LAUGHLIN TELEMANAGEMENT SERVICES for a fee of an aP1.0-dllt equal to client's first six months' savings. 15. TRAFTON-LAUGHLIN TELEMANAGEMENT SERVICES is acting only as a service or project facilitator on behalf of the client. Client agrees to hold TRAFTON-LAUGHLIN TELEMANAGEMENT SERVICES harmless from claims or damages arising from services rendered or not, by client's vendors, Dell Company, long distance companies, or any other related telephone equipment or service companies. 16. Either client or TRAFTON-LAUGHLIN TELEMANAGEMEI4T SERVICES can terminate Telemanagement Service with 30 days written notice. Traftarl-La ghlin Te emanagement Services Date 'DO ze li b -5 Name & Title 1/1 Page 2 of 2 -ry/o Date //-7 * �v C_ /eXA RM,1� r; 034E r 4RfWI EED J4 `+' IF R E i L -E T) BY i }2.''�1 / 9i Er -'i r i T LIRr; 1 ltia=i�"i i `�' , - -- — Contract No. Master Customer No. � ( District 1041 W PF, 02%1. 3/x71 Tel Plus Communications, Inc. A Siemens Company MAINTENANCE SERVICE AGREEMENT Company Address r01 f-7 nt F1�-a�rr r7ai� i�nr r R t r �7f 73LIR7 Customer Name F. T T( P [I PMT T fait , Tel Plus ICAT ICk,,15) Inc. ("Company") agrees 2• to provide maintenance services to Customer on,cartain equipment listed in Exhibit A at the address listed below under the terms and conditions provided in this agreement. ` F�i'IE S i-<isCN `F PT R T 1741-. Equipment site location Maintenance Services Company shall provide the following maintenance services: 1.1 Non Emergency Service. Company shall use its best efforts to respond to normal malfunctions within one business day after receiving notice thereof. Business day shall be understood to mean Monday through Friday, 8 a.m. to 5 p.m., except any holidays observed by the Company. Service provided outside of the business day shall be charged at Company's then current rate. Contract coverage outside of the business day hours can be contracted for at the option of the customer. 1.2 Emergency Service. Company 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 four (4) hours after receiving notice thereof. Response in all cases may mean remote interrogation via a maintenance port, without a technician on site. 1.3 Parts and Labor Included. Maintenance service shall include the labor, software recoding, and parts required to repair or replace equipment which has become defective through normal wear and usage during contract hours and all parts, independent of business hours, required to repair or replace equipment except as otherwise provided for in the exclusion section of this agreement. Parts replaced under the terms and conditions of this contract become the property of the Company. Address If -11R15 �;Tr 11 TM; MA.n f"t If , TTf il, Cr 9 EC14 Price and Terms of Payment for Maintenance Services 2.1 The price for maintenance services pro- vided during the contracted hours shall be $ monthly, plus all applicable taxes, for the initial term of this agreement and shall be subject to increase on renewal at Company's then current rate. 2.2 Customer agrees to pay for the maintenance services in advance by one of the following methods which shall be selected and initialed by Customer's authorized representative. — Prepaid annual rate of $ 1lO ' s 92 . (This rate represents a 4% discount for annual payment.) Customer's initials: Prepaid quarterly rate of $ 288.00 Customer's initials: Annual rwount. $1,152.00 + alapl i.cablF- t -ax 3. Service Area. The normal service area is 50 miles from the center of serviced cities. If equipment is located outside of the 50 mile radius, a surcharge will apply. 4. Terms. The term of this agreement shall be months commencing, on (2/299/91 and shall be automatically renewed from year to year at Company's then prevailing rates, unless either party gives the other party written notice of termination at least thirty (30) days prior to the end of the term or extended term. 5. Exclusions from Maintenance Service. EXPRESSLY EXCLUDED FROM MAINTENANCE SERVICES PROVIDED UNDER THIS AGREEMENT ARE MAINTENANCE OR REPAIRS CAUSED BY ALTERATIONS BY ANY ONE OTHER THAN COMPANY INCLUDING IMPROPER WIR- ING, INSTALLATION OR REPAIR, THEFT, ACCIDENT, MISUSE IN VIOLATION OF MANUFACTURER'S INSTRUC- TIONS, ABUSE, FIRE, WIND OR FLOOD OR OTHER ACTS OF GOD INCLUDING WITHOUT LIMITATION LIGHTNING, COMPANY CUSTOMEFJ/ TEL PLUS ; Ci�)i`1<`�.�Y`�]?%l=�i {-I �� ,. - �L/ By �1 r� ,� By Title M�' fi, t.� �,�. + Title Date �- 4 �� 1 Date SEE REVERSE FOR ADDITIONAL TERMS WHITE: Contract Administration GREEN: Customer PINK: Operations