HomeMy WebLinkAboutIII(F) Approval And Authorization For Mayor And City Clerk To Execute Agreements For The Purchasing Of Equipment And Services From Sprint And PC Mall Agenda 2-19-2002
Item III F
"CENTER OF GOOD LIVING-PRIDE OF WEST ORANGE" MAYOR•COMMISSIONER
S.SCOTT VANDERGRIFT
(..--------
CITYOcoee COMMISSIONERS
OF OCOEEDANNYHOWELL
�,' SCOTT ANDERSON
/- 150 N.LAKESHORE DRIVERUSTY JOHNSON
,a O OEE,FLORIDA34761-2258
— I`Y. (407)905-3100 NANCY J.PARKER
ACTING CITY MANAGER
JIM GLEASON
STAFF 1t/EPOIEUT
TO: The Honorable Mayor and City Commissioners
FROM: Brian Ross, Information Systems Manager pit/
DATE: February 6, 2002
RE: Telecommunications Service for modular trailer at 301 Maguire Road
ISSUE
Should the City enter into agreements with Sprint to provide telecommunication services for the
new modular trailer at 301 Maguire Road?
BACKGROUND/DISCUSSION
The City requires phone and data services be installed at 301 Maguire Road. Sprint is assigned as
the Communications Local Exchange Carrier(C-LEC)for this property;therefore, they must
provide the telecommunication services. This includes installation of communications lines to the
property line on Maguire Road for 3 823 and the installation of underground conduit and cable
from the street to a pedestal behind the modular trailer for a cost between%UN and $30,000
depending upon unknown underground obstacles.
Inside the building, network and voice equipment is necessary to provide service throughout the
trailer. Sprint installed the current system in the City, and their technicians are intimately familiar
with the City's setup and configuration. This enables them to maintain a common set of
functionality throughout the City in regards to the phone and data service. Additionally, because
the maintenance contract for the existing equipment is still with Sprint, they hold the
administrative access required to expand the existing systems to provide access to the new
modular trailer. The equipment urchase, installation, and reconfiguring equipment for employees
moving to the new trailer costs, 27,298 for voice and 23 33T6i80 for data.
Information Systems contacted four vendors to provide the wiring inside the building. Sprint was
the lowest bidder with a cost of Sf8O'-39:9. Other vendors included, SourceLink Communicatio
at $6,616; Commercial Communications Systems at $10,314; and WorldWide fiber optics at
$11,197.41.
Protect Ocoee'sWater Resources t \
"CENTER OF GOOD LIVING-PRIDE OF WEST ORANGE" MAYOR•COMMISSIONER
4Y;`2,✓ S.SCOTT VANDERGRIFT
;_000cCi:.,' . COMMISSIONERS
CITY OF OCOEE DANNYHOWELL
7f p, SCOTT ANDERSON
' / :401k -�;. 150 N.LAKESHORE DRIVE RUSTY JOHNSON
f o` OCOEE,FLORIDA 34761-2258 NANCY J.PARKER
,:- (407)905-3100
ACTING CITY MANAGER
JIM GLEASON
OFu.GOCpi.�.
Information.Systems also contacted three vendors to provide an uninterruptible power supply
(UPS)for the telecommunications equipment in the wiring closet. The lowest bidder was PC
Mall at §1,708.2 Bids were also received from CDWG for$1,720.32 and MicroWare House
for$1,962.74.
This brings the total for installation and moving of telecommunications equipment in the new
trailer to a range from$90,000 to $93,000. Funds will come from the 1999 Capital Improvement
Bond Issue.
RECOMMENDATION
Staff respectfully recommends approving and signing all necessary agreements and purchasing
telecommunications equipment and services totaling $93,000 from Sprint and PC Mall for the
modular trailer located at 301 Maguire Road with funding from the 1999 Capital Improvement
Bond Issue.
poie
Protect Ocoee's Water Resources
•
•
CONTRACT#
_A • Service & Equipment Agreement 02MWA1573JJQ
—v. Sprint®
CUSTOMER ADDRESS: BILLING ADDRESS:
Name Name
City of Ocoee City of Ocoee
Street Address Street Address
150 North Lakeshore Drive 150 N.Lakeshore Drive
City State ZIP City State ZIP
Ocoee • FL 34761 Ocoee FL 34761 •
Site Contact Site Contact Phone Billing Contact Billing Telephone No.
Brian Ross (407)905-3100 Accounts Payable (407)905-3100 Xx1516
This Service&Equipment Agreement("Agreement")dated February 5,2002 between Sprint-Florida Incorporated hereinafter"
Sprint'and City of Ocoee("Customer"). This Agreement sets forth the terms and conditions for the provision of certain •
telecommunications services and/or equipment by Sprint to Customer.
•
The contract price will be paid as follows:
Purchase Price' . _ -.
Total Equipment and Installation $5,805.99
Payment Terms(for Equipment only)_f:';":":.,,;�._:; -.=r�:;:`_� ,N;,;,;;...;:,' ,•-;',r:�:.'.:: a w
Down Payment Due $0.00
Amount Due Upon Delivery of Equipment •
$0.00
Amount Due Upon Installation $0.00 .
Amount Due Upon Customer Acceptance $5,805.99
•The Purchase Price does NOT include any sales,use,excise,property,or other taxes. Applicable taxes will be added to the
Purchase Price and appear on the invoice when it is issued.
This provision of services and/or equipment by Sprint is subject to the terms and conditions set forth in the Attachments attached
hereto and incorporated herein. Customer acknowledges by his signature,that he has read and understands all terms and
conditions set forth herein above and in the Attachments and Schedules as applicable. IN WITNESS HEREOF,SPRINT and
Customer have executed this Agreement or each has caused it to be executed on their behalf,on the dates indicated below their
signatures. This Agreement is not binding until signed by an authorized representative of SPRINT at its headquarters.
AGREED: •
Sprint-Florida Incorporated City of Ocoee
Company Customer Name
By: By:
Printed: Printed:
•
Title: •
Title:
Date: Date:
Address for Notices:
Address for Notices: -
Sales Administration
14111 Capital Blvd •
Wake Forest,NC 27587
•
Sales rep:Marie W.Abadi •
Sales rep phone:(407)661-5643'
Sales rep fax:(407)661-0094
•
•
- 1 -
•
j_� r�� ATTACHMENT A CONTRACT#
p ® 02MWAI573JJQ
INSTALLATION ADDRESS:
Name
City of Ocoee
Street Address
150 North Lakeshore Drive
City State ZIP
Ocoee FL 34761
installation Contact Telephone No. Customer PO#
Brian Ross (407)905-3100 pending
•
Equipment List
-Quantity Item Description
8000 CAT-3 NON-PLENUM 4pr/24awg(BEIGE)
1600 CAT-5 NON-PLENUM 4pr/24awg(YELLOW)
38 4 PORT FACEPLATE, IVORY
44 4 PORT SURFACE BOX, IVORY (Leviton)
164 6p/6c SPRINT VOICE JACK, IVORY
164 8P/8C SPRINT CAT-5 E
4 568B PANEL 48 CAT-5 V7500 S164 PG
5 WIRE MGM PANEL(FRONT MOUNT) 19"X 3.5"
1 Shelf MID-Mount(19"X 17.25"X 19.5") BLACK
1 Relay Rack 19"x 7'ALU
1 FLOOR MT HWD
1 AT&T BLK 100-110 W/C-4
1 AT&T BLK 300-110 W/C-4
3 Designation Strips(6 per)(073093)
1 110 Labels Blue(STA)90 STRIPS
1 Miscellaneous Material
The provision of equipment by Sprint is subject to the terms and conditions set forth in the Schedule A
attached hereto and incorporated herein.•
-2-
•
_�Sprit SERVICE & EQUIPMENT SCHEDULE A
AGREEMENT
TERMS AND CONDITIONS
1.EQUIPMENT Sprint hereby provides and Buyer hereby purchases the Equipment,services end D. Sprint hereby disclaims any liability whatsoever for loss or damage to Buyer or any other entity
associated materials listed on Attachment A(hereinafter Equipment)under the terms end conditions resulting from the fraudulent or unauthorized use of the equipment purchased hereunder by panties
set forth herein.Buyer assumes the risk of bee and/or damage to the Equipment,or any part thereof, known or unknown,including employees,agents or associates of Buyer.Buyer hereby expressly
horn the dale of its delivery to the Buyer's premises set forth on the face of this Agreement. assumes the risk of bee associated with such unauthorized use and acknowledges that it le Buyer's
2.PRICE AND PAYMENT TERMS Buyer agrees to pay the total price according to the payment obligation to take all reasonable and necessary steps to protect against such loss.Buyer assumes
terms set out on the face hereof.All payments are due upon receipt of invoice and are subject to late such obligation whether or not Sprint has advised Buyer of the potability of such bee,how such loss
payment charge of 1-1/2%per month,or the maximum amount permitted by law,whichever is might occur or how to prevent against such ices.
greater,on the balance in arrears for more than thirty(30)days from the date of the Invoice.Buyer 5. INDEMNIFICATION Each party shall indemnify and hold the other party,its officers,agents and
shall pay al sales,use,privilege and/or excise taxes and shall reimburse Sprint for such payments if employees,harmless from and against arty claims or causes of action for personal injury or death to
made by Sprint.Telephone number listings,access lines or other services are not Included in the persona,or bus or damage to property(including but not limited to personal injury or property
price,unless specifically so staled,and are the responsibility of Buyer.In the event Buyer damage suffered by either Party's own employees or agents),which is the reeuft,directly or
repudiates,gives notice of cancellation,or otherwise breaches this Agreement,prior to delivery of indirectly,from the indemnifying party's negligence or intentional misconduct.
the Equipment to the Installation site,Buyer will pay Sprint as fated,aetled and liquidated damages, 6. FAILURE TO PERFORM In the event that Buyer shall be in default under this Agreement,
and not as a penalty,its down payment or 25%of the Purchase Price,whichever is greater.Buyer's Sprint may exercise,in addition to any other remedies available to Sprint In law Of ill equity,either of
payment is without right of set-off and shall not be withheld or delayed due to dispute of any nature the tolbwing options:a)declare all unpaid sums immediately due and payable,and retain at auma
with any other legal entity including affiliates of Seller. theretofore paid as a setoff against expenses Incurred;orb)terminate this Agreement,retake
3.DELIVERY AND INSTALLATION OF EQUIPMENT possession of the Equipment,and retain all sums theretofore paid as a setoff against expenses
A.Sprint shall use commercially reasonable efforts to provide Buyer with timely delivery and incurred.
installation,however,his expressly understood between the parties hereto that all stated delivery 7. SECURITY INTEREST Buyer hereby grants Sprint a purchase money security interest in the
and/or installation dates are for approximation purposes only.Under no circumstances shall Sprint be Equipment,together with all replacements,parts,additions,repairs and accessories incorporated'
liable for damages,consequential or otherwise,for delays In delivery or Installation.If Buyer fails to therein or affixed thereto,and all proceeds thereof,until all charges set forth in this Agreement
reject the equipment,in writing,as unserviceable or not in accordance with the contract,within seven (including Interest,if any)are paid In full.Buyer agrees to execute and deliver any documents
days after the date of the system cutover,Buyer shall be conclusively presumed to have accepted reasonably requested by Sprint for the purposes of filing or recording,as maybe necessary lo
the installed equipment.If Buyer timely rejects the installed Equipment as unserviceable or not In perfect the security interest created by this Agreement.The parties agree that the Equipment shall
accordance with This Agreement,Sprint shell have the right to cure any defects In performance, remain personal property,not a part of the land or building,regardless of the manner of affixation.
within a reasonable time,taking into account the necessity of procuring replacement Equipment or 8. ASSIGNMENT The rights and obligations of either parry shall neither be assigned nor delegated
parts,and correcting or modifying the installation of the Equipment Upon completion of Installation, without the prior written consent of the other party,which consent shall not be unreasonably withheld
Sprint(or Sprint's subcontractor,agent,or assignee)wit perform Sprint's standard testing procedures or delayed.However,either party may assign its rights and obligations,In whole or in part,b any
on the Equipment.Upon successful completion of such tests,Sprint will notify Buyer that the parent,subsidiary,affiliate,or successor In interest,provided it gives the other party advance written
Equipment has been Installed and is operating in accordance with applicable test and performance notice thereof and the assignee agrees in writing to be bound by and assume all obligations and
specifications and Buyer shall promptly execute Sprint's acceptance document. lability under the teens of the Agreement
B.Buyer shall,at its expense on the date of delivery of the Equipment to Buyer's premises,and at Third Party Financing(if applicable).Should you elect to finance your purchase trough a third
all times thereafter during the period of Installation: party financing company,you must properly complete the required financing documentation and be
1)Unless otherwise noted on the face hereof,allow employees or agents of Sprint reasonable accepted by the third party financing company before the Equipment you are purchasing wilt be
access to premises and facilities where the equipment is located or ie lo be installed,at Buyer's installed.After you have accepted the Equipment pursuant la the terms of Section 3,this sales
regular business hours,to allow Sprint to fulfil its obligations with regard to the Equipment's agreement will be assigned to the selected third party financing company as long as it is an approved
installation or warranty. Sprint third party financing company.
C.Buyer shall,at its expense,prior to the dale of delivery of the Equipment,and at at times S. WAIVER OF BREACH No waivers,whether expressed or implied,by either of the parties
thereafter during the period of installation,throughout the warranty or maintenance period: hereto of any breach by the other party of any of the covenants,agreements,conditions or duties of
1)Guarantee and warrant that the premises upon which the work is to be performed are totally this Agreement shall operate as a waiver of any subsequent breach of the sane covenants,
free of asbestos(whether encapsulated or exposed),or other hazardous materials as defined by agreements,conditions or duties.
federal or state law.If such warranty or guarantee can be made prior to signing this agreement, 10. ENTIRE AGREEMENT This Agreement supersedes all prior or contemporaneous proposals and
Sprint shall have the following options in addition to anyy other
other legal or equitable remedies:1)void negotiations and constitutes the entire agreement between Sprint and Buyer with respect to the
this agreement,and retain any down payment previously paid by buyer,2)decline to make any purchase of the Equipment.No representations or statement not expressed herein is bndng upon
equipment installations in areas known or suspected of containing asbestos:or 3)unilaterally make Sprint.Any modification must be In writing and executed by an authorized representative of the party
an adjustment to the purchase price to reflect any Increased costa of performance because of known against whom enforcement is sought.Any provision of this Agreement which is in conthct with any
or suspected asbestos on the premises. applicable statute or regulation shall be deemed null and void only to the extent that it may conflict,
2)Provide necessary openings and ducts for cable and conductors in floors and walls,and floor and all other provisions of this Agreement shall remain in hit force and effect This Agreement Is
plans emitter prints showing the location of each openings and ducts.The floor plan and/or prints will deemed made and govemed by the laws of the state of where the Equipment is located.
also show the locations and types of Equipment to be installed. 11. MISCELLANEOUS:
D.It is understood that any change in Equipment type or location may change the quoted price. A Purchase Orders.Any purchase order or terms contained therein issued by Buyer shall be
Such additional charges will be based on time and material costs incurred by Sprint deemed to have been Issued for its own purchasing,accounting,and other record keeping purposes
E.Buyer will be responsible for and provide or arrange for separate electric source,circuits and only and shall not be deemed to be part of this Agreement
power with suitable outlets at its own expense;suitable space meeting operating environment B. Fume Majeure.Sprint shall not be liable for arty failure to perform any part of this Agreement
requirements;heat,air conditioning,light,and security and other operating environmental due to federal,state,or local government action,statute,ordinance or regulation,strike or other labor
requirements for the Equipment.The premises will be dry and free from dust and in such condition trouble,riot or other civil disturbance,sabotage,fire,flood,lightning or electrical storm,
as to not be injurious to the Equipment or the empbyeea,agents,subcontractors or assignees of environmental hazard,or acts of God,Inability to secure the Equipment or necessary ancillary
Sprint material or supplies,or,without limiting the foregoing,by any other cause,contioya,..y,or
F.Buyer acknowledges that foreign voltages and lightening effects on telephone equipment can be circumstance within or without the United States not subject to its control which prevents or hinders
significant during electrical storms.Accordingly,Buyer will be reaponable for all ground wire Sprints performance of this Agreement.
connections to Buyer's premises. C. Notices.Any notice required or permitted to be given under any of the provisions of this
G.Unless otherwise agreed,Buyer shall obtain any necessary consents,approvals,licenses,and Agreement or governing law shall be given in writing and either hand delivered or sera by first-class
permits for installation the Equipment on the Premises where the Equipment is to be installed mail,postage prepaid,to the other party at its address on the face of this Agreement.
during all hours consistent
with the requirements of inataltalicn.Buyer shall defend,indemnify and D. Atomey's Fees.In the event either party must pursue legal action to compel cortplance with
hold harmless Sprint,together with is officers,agents and employees,against tap damages,claims, the terms of this Agreement,the prevailing party shall be entitled to recover from the other party
liabilities or expenses(including reasonable attorneys'fees,court costs,and allocated in-house reasonable attorneys fees and costs and allocated in-house counael legal expenses,as well as any
counsel legal expenses)arising out of or resulting in any way from Buyer's failure to obtain such collection costs Incurred.
permits,licenses,consents,or the like. E. Credit Check.Buyer consents to a search by Sprint of is credit history and financial stability
a.J IMITFf1 WARRANTY.DISCI AIMFRS ANT)RFMFTTIFR with any credit or reporting company or agency.In the event Sprint determines,in Its sole discretion,
A Sprint warrants that all Equipment,inducting software residing therein,sold and Installed under that Buyer fails to meet Sprint credit guidelines,Sprint may requite that adequate payment
this Agreement will be free from defects in design,material and workmanship and will function aeeuraroea be provided or may terminate the Agreement.
substantiallyin accordance with the manufacturer's published specifications provided it Is not F. Risk of Loss. Risk of loss of the Equipment shall pass from Sprint to Buyer upon delivery to the
damaged by exteral causes and is used according to manufacturer's standard operating installation site designated on page 1 hereof.
instructions,for a period of one(1)year from the Acceptance Date.The obligation of Sprint under G. Title.Title to the Equipment shall pass from Sprint to Buyer upon Buyer's payment of the Total
this warranty is limited to the repair or replacement of Equipment found to be defective and the Equipment Purchase Price and any applicable taxes of such Equipment.
provision of software bug fixes made available by the manufacturer at no additional cost to Sprint. H. Third Party Beneficiary.This Agreement shall not be construed or interpreted to create any
Under no circumstance will Sprint be required to provide software upgrades,updates or the like at no direct,indirect or third party rights or benefits whatsoever n favor of any person or entity of any kind
additional charge. The warranty contained herein Is in lieu of any other warranty obligation or between any persons or entities other than the Sprint and Buyer.
liability,r express or implied, ieso including but rot limited to,warranties of merchantability or fitness for a I. Property of Sprint.Buyer acknowledges that Sprint what install a data colecoon device and
particular purpose or warranties of non-Infringement. other Sprint Equipment al Buyer's location to be used In performing services hereunder.All such
B.Sprint shell provide warranty service at the Buyer's Installed Equipment addressn set forth on the property and Equipment shall remain the property of Sprint.Buyer is purchasig only that Equipment
face hereof,the parts and labor requited to service the Equipment.The warranty service does specifically described on Attachment A hereof.At the expiation or termination of this Agreement or
notr Include replacement of parts lost,stolen or damaged by negligence,acts of God,or causes any service plan hereunder,Sprint shell be entitled to enter Buyer's premises to remove al Sprint
other than ordinary use,nor dose it include additions to,rearranges,relocation or removal of the property
•
Equipment.Any maintenance or service performed by the Buyer or anyone not approved in writing 12. LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER PROVISIONS OF THE
by Sprint shall cause this warranty to become null and void. AGREEMENT,IN NO EVENT SHALL SPRINT BE LIABLE FOR INDIRECT,INCIDENTAL,OR
C.BUYER WILL BE SOLELY RESPONSIBLE FOR ENSURING THE COMPATIBILITY OF ANY CONSEQUENTIAL DAMAGES(INCLUDING LOST PROFITS)SUSTAINED OR INCURRED IN
EQUIPMENT NOT ACQUIRED FROM SPRINT WHICH IS ADDED TO,OR WHICH IS CONNECTION WITH SERVICES OR EQUIPMENT PROVIDED OR TO BE PROVIDED UNDER
OTHERWISE USED IN CONJUNCTION WITH THE EQUIPMENT PROVIDED BY SPRINT.USE THIS AGREEMENT,REGARDLESS OF THE FORM OF ACTION,WHETHER OR NOT SUCH
OF NON-COMPATIBLE EQUIPMENT WILL,AT THE OPTION OF SPRINT,VOID ANY DAMAGES WERE FORESEEN OR UNFORESEEN.IN NO EVENT SHALL SPRINT BE LIABLE
REMAINING WARRANTY AS TO ANY ITEM OF SPRINT-PROVIDED EQUIPMENT WHICH IS FOR DAMAGES,LOSS OR EXPENSES OF ANY NATURE WHATSOEVER THAT MAY RESULT
AFFECTED BY THE NON-COMPATIBLE EQUIPMENT. FROM THE FRAUDULENT OR UNAUTHORIZED USE OF EQUIPMENT,SERVICES,OR
FACILITIES PURCHASED OR ACQUIRED HEREUNDER.
-3-
'Sprint.
TECHNICAL SCOPE OF WORK
* Quote is for installing (50) station locations with (1) CAT-3 (voice) and
(2) CAT-5 (4-pair) non-plenum cables. The 4-pair voice cable will be split
between (2) RJ-11 modules at the faceplate and terminated on 110-typE
connecting blocks at the MDF. Each CAT-5 cable will be terminated on a 'CAT-5e
RJ45 module at the faceplate and on a CAT-5e patch panel port mounted in
Sprint provided 7' free standing equipment rack at the MDF. The equipment rac]
will be equipped with (1) CAT-5e 24-port patch panels, (2) CAT-5e 48-port-patc]
panels, (4) horizontal wire managers, and (1) equipment shelf (mid-mount) .
Patch panel ports allow for approximately 20% growth.
* Quote assumes (38) station locations with pre-stubbed conduits and (12) statio)
locations that will require Sprint to drill through the floor and install a surfac(
mounted box at the baseboard with a 4-port faceplate.
•
•
•
CONTRACT#
—411L—S •
pit®
Service & Equipment Agreement 02MWAI573LCF
CUSTOMER ADDRESS: BILLING ADDRESS: •
Name Name
City of Ocoee City of Ocoee
Street Address Street Address
150 North Lakeshore Drive 150 N.Lakeshore Drive
City State ZIP City State ZIP
Ocoee • FL 34761 Ocoee FL 34761
Site Contact Site Contact Phone Billing Contact Billing Telephone No.
Brian Ross (407)905-3100 Accounts Payable (407)905-3100 Xx1516
•
This Service&Equipment Agreement("Agreement")dated February 5,2002 between Sprint-Florida Incorporated hereinafter"
Sprint"and City of Ocoee("Customer"). This Agreement sets forth the terms and conditions for the provision of certain •
telecommunications services and/or equipment by Sprint to Customer.
The contract pride will be paid as follows:
Purchase Pr
. Total Equipment and Installation $27,529.87
Payment Terms(for Equipment only)
Down Payment Due $0.00
Amount Due Upon Delivery of Equipment $0.00
Amount Due Upon Installation $0.00
Amount Due Upon Customer Acceptance $27,529.87
The Purchase Price does NOT include any sales,use,excise,property,or other taxes. Applicable taxes will be added to the
Purchase Price and appear on the invoice when it is issued.
This provision of services and/or equipment by Sprint is subject to the terms and conditions set forth in the Attachments attached
hereto and incorporated herein. Customer acknowledges by his signature,that he has read and understands all terms and
conditions set forth herein above and in the Attachments and Schedules as applicable. IN WITNESS HEREOF,SPRINT and
Customer have executed this Agreement or each has caused it to be executed on their behalf,on the dates indicated below their
signatures. This Agreement is not binding until signed by an authorized representative of SPRINT at its headquarters.
• AGREED:
•
Sprint-Florida Incorporated City of Ocoee
Company Customer Name
By: By:
•
Printed: Printed:
Title: • Title:
Date: Date:
Address for Notices:
Address for Notices:
Sales Administration •
14111 Capital Blvd
Wake Forest,NC 27587
Sales rep:Marie W.Abadi
Sales rep phone:(407)661-5643
Sales rep fax:(407)661-0094
•
-1 -
j_� ATTACHMENT A CONTRACT#
--,� pnL e 02MWAI573LCF
INSTALLATION ADDRESS:
Name
City of Ocoee
Street Address -
150 North Lakeshore Drive
City State ZIP
Ocoee FL 34761
installation Contact Telephone No. Customer PO#
Brian Ross (407)905-3100 Pending
Equipment List
Quantity =. . Item Description
4 TRAFFIC RATED PULLBOX 30"X48"X36"
4"SCHEDULE-40 PVC 1-LOT
1-LOT
1-LOT
SWEEPS AND COUPLERS 1-LOT
1-LOT
1-LOT
1-LOT
1-LOT
INNERDUCT(BLUE,GREEN,ORANGE) 1-LOT
-2-
The provision of equipment by Sprint is subject to the terms and conditions set forth in the Schedule A
attached hereto and incorporated herein.
-3-
•
_�SPrint. SERVICE & EQUIPMENT SCHEDULE A
Y AGREEMENT
TERMS AND CONDITIONS
1.EQUIPMENT Sprint hereby provides and Buyer hereby purchases the Equipment,services and D. Sprint hereby disclaims any liability whatsoever for loss or damage to Buyer or any other entity
associated materials listed on Attachment A(hereinafter Equipment)under the terms and conditions resulting from the fraudulent or unauthorized use of the equipment purchased hereunder by parties
set forth herein.Buyer assumes the risk of loss and/or damage to the Equipment,or any part thereof, known or unknown,including employees,agents or associates of Buyer.Buyer hereby expressly
from the date of its delivery to the Buyer's premises set forth on the face of this Agreement. assumes the risk of loss associated with such unauthorized use and acknowledges that it is Buyer's
2. PRICE AND PAYMENT TERMS Buyer agrees to pay the total price according to the payment obligation to take all reasonable and necessary steps to protect against such loss.Buyer assumes
terms set out on the face hereof.All payments are due upon receipt of invoice and are subject to late such obligation whether or not Sprint has advised Buyer of the possibility of such lose,how each lose
payment charge of 1.1/2%per month,or the maximum amount permitted by law,whichever is might occur or how to prevent against such loss.
greater,on the balance in arrears for more than thirty(30)days from the date of the invoice.Buyer 5. INDEMNIFICATION Each party shall indemnify and hold the other party,its officers,agents and
shall pay all sales,use,privilege and/or excise taxes and shall reimburse Sprint for such payments if employees,harmless from and against any claims or causes of action for personal Injury or death to
made by Sprint.Telephone number listings,access lines or other services are not included in the persons,or loss or damage to property(including but not limited to personal Injury or property
price,unless specifically so stated,and are the responsibility of Buyer. In the event Buyer damage suffered by either Party's own employees or agents),which is the result,directly or
repudiates,gives notice of cancellation,or otherwise breaches this Agreement,prior to delivery of indirectly,from the indemnifying party's negligence or Intentional misconduct.
the Equipment to the Installation site,Buyer will pay Sprint as feed,settled and liquidated damages, B. FAILURE TO PERFORM In the event that Buyer shall be In default under this Agreement,
and notes a penalty,its down payment or 25%of the Purchase Price,whichever Is greater. Buyer's Sprint may exercise,In addition to any other remedies available to Sprint.in law or in equity,either of
payment Is without right of set-off end shall not be withheld or delayed due to dispute of any nature the following options:a)declare all unpaid sums immediately due and payable,and retain all sums
with any other legal entity including affiliates of Seller. theretofore paid as a setoff against expenses incurred;orb)terminate this Agreement,retake
3.DELIVERY AND INSTALLATION OF EQUIPMENT possession of the Equipment,and retain all sums theretofore paid as a setoff against expenses
A.Sprint shall use commercially reasonable efforts to provide Buyer with timely delivery and incurred.
Installation,however,it is expressly understood between the parties hereto that all slated delivery 7. SECURITY INTEREST Buyer hereby grants Sprint a purchase money security interest in the
and/or installation dates are for approximation purposes only.Under no circumstances shall Sprint be Equipment,together with all replacements,parts,additions,repairs and accessories incorporated
liable for damages,consequential or otherwise,for delays In delivery or installation.If Buyer fails to therein or affixed thereto,and all proceeds thereof,until all charges set forth In this Agreement
reject the equipment,In writing,as unserviceable or not in accordance with the contract,within seven (including interest,If any)are paid in full.Buyer agrees to execute and deliver any documents
days after the dale of the system cutover,Buyer shall be conclusively presumed to have accepted reasonably requested by Sprint for the purposes of filing or recording,as may be necessary to
the installed equipment. If Buyer timely rejects the installed Equipment as unserviceable or not in perfect the security interest created by this Agreement.The parties agree that the Equipment shall
accordance with this Agreement,Sprint shall have the right to cure any defects in performance, remain personal property,not a part of the land or building,regardless of the manner of affixation.
within a reasonable time,taking into account the necessity of procuring replacement Equipment or B. ASSIGNMENT The rights and obligations of either party shall neither be assigned nor delegated
parts,and correcting or modifying the installation of the Equipment.Upon completion of installation, without the prior written consent of the other party,which consent shall not be unreasonably withheld
Sprint(or Sprint's subcontractor,agent,or assignee)will perform Sprint's standard testing procedures or delayed.However,either party may assign its rights and obligations,in whole or in part,to any
on the Equipment.Upon successful completion of such testa,Sprint will notify Buyer that the parent,subsidiary,affiliate,or successor in interest,provided it gives the other party advance written
Equipment has been Installed and is operating In accordance with applicable test and performance notice thereof and the assignee agrees in writing to be bound by and assume all obligations and
specifications and Buyer shall promptly execute Sprint's acceptance document. liability under the terms of the Agreement.
B.Buyer shall,at its expense on the date of delivery of the Equipment to Buyer's premises,and at Third Party Financing(if applicable).Should you elect to finance your purchase through a third
all times thereafter during the period of installation: party financing company,you must properly complete the required financing documentation and be
1)Unless otherwise noted on the face hereof,allow employees or agents of Sprint reasonable accepted by the third party financing company before the Equipment you are purchasing will be
access to premises and facilities where the equipment is located or is to be installed,at Buyer's installed.After you have accepted the Equipment pursuant to the terms of Section 3,this sales
regular business hours,to allow Sprint to fulfill Its obligations with regard to the Equipment's agreement will be assigned to the selected third parry financing company as long as it is an approved
installation or warranty. Sprint third party financing company.
C.Buyer shall,at its expense,prior to the date of delivery of the Equipment,and at all times 9. WAIVER OF BREACH No waivers,whether expressed or implied,by either of the parties
thereafter during the period of installation,throughout the warranty or maintenance period: hereto of any breach by the other party of any of the covenants,agreements,conditions or duties of
1)Guarantee and warrant that the premises upon which the work is to be performed are totally this Agreement shall operate as a waiver of any subsequent breach of the same covenants,
•free of asbestos(whether encapsulated or exposed),or other hazardous materials as defined by agreements,conditions or duties.
federal or state law.If such warranty or guarantee cannot be made prior to signing this agreement, 10. ENTIRE AGREEMENT This Agreement supersedes all prior or contemporaneous proposals and
Sprint shall have the following options in addition to any other legal or equitable remedies:1)void negotiations and constitutes the entire agreement between Sprint and Buyer with respect to the
this agreement,and retain any down payment previously paid by buyer;2)decline to make any purchase of the Equipment.No representations or statement not expressed herein is binding upon
equipment installations In areas known or suspected of containing asbestos;or 3)unilaterally make Sprint.Any modification must be in writing and executed by an authorized representative of the parry
an adjustment to the s on the
purchase price to reflect any increased costs of performance because of known against whom enforcement is sought.Any provision of this Agreement which Is in conflict wth any
or suspected asbestos on th premises. applicable statute or regulation shell be deemed null and void only to the extent that it may conflict,
2)Provide necessary openings and ducts for cable and conductors in floors and walls,and floor and all other provisions of this Agreement shall remain in full force end effect This Agreement is
plans and/or prints showing the location of such openings and ducts.The floor plan and/or prints will deemed made and govemed by the laws of the state of where the Equipment is located.
also show the locations and types of Equipment to be Installed. 11. MISCELLANEOUS:
D.It is understood that any change in Equipment type or location may change the quoted price. A. Purchase Orders.My purchase order or terms contained therein issued by Buyer shall be
Such additional charges will be based on time and material costs incurred by Sprint deemed to have been issued for its own purchasing,accounting,and other record keeping purposes
E.Buyer will be responsible for and provide or arrange for separate electric source,circuits and only and shall not be deemed to be part of this Agreement
power with suitable outlets at its own expense;suitable space meeting operating environment B. Force not Majeure.Sprint shall not be liable for any failure to perform any part of this Agreement
requirements;heat,air conditioning,light,and security and other operating environmental due to federal,state,or local government action,statute,ordinance or regulation,strike or other labor
requirements for the Equipment.The premises will be dry and free from dust and In such condition trouble,riot or other civil disturbance,sabotage,fire,flood,lightning or electrical storm,
as to not be injurious to the Equipment or the employees,agents,subcontractors or assignees of environmental hazard,or acts of God,inability to secure the Equipment or necessary ancillary
Sprint material or supplies,or,without limiting the foregoing,by any other cause,contingency,or
F.Buyer acknowledges that foreign voltages and lightening steals on Telephone equipment can be circumstance within or without the United States not subject to is control which prevents or hinders
significant during electrical storms.Accordingly,Buyer will be responsible for all ground wire Sprints performance of this Agreement.
connections to Buyer's premises. C. Notices.Any notice required or permitted to be given under any of the provisions of this
G.Unless otherwise agreed,Buyer shall obtain any necessary consents,approvals,licenses,and Agreement or governing law shall be given in writing and either hand delivered or sent by first-class
permits for Installation of the Equipment on the Premises where the Equipment is to be installed mail,postage prepaid,to the other party at Its address on the face of this Agreement.
during all hours consistent with the requirementss of of Installation.Buyer shall defend,indemnify and D. Attorneys Fees. In the event either party must pursue legal action to compel compliance with
hold harmless Sprint,together with its officers,agents and employees,against all damages,claims, the terms of this Agreement,the prevailing party shall be entitled to recover from the other parry
liabilities or expenses(including reasonable attorneys'fees,court coals,and allocated in-house reasonable atomeya fees and costs and allocated in-house counsel legal expenaea,as well as any
counsel legal expenses)arising out of or resulting In any way from Buyer's failure to obtain such collection costs Incurred.
permits,licenses,consents,or the like. E. Credit Check.Buyer consents toe search by Sprint of its credit history and financial stability
4.J IMITFD WARRANTY.DISCLAIMERS AND REMEDIES with any credit or reporting company or agency.In the event Sprint determines,In is sole discretion,
A.Sprint warrants that all Equipment,including software residing therein,sold and installed under that Buyer fails to meet Sprint credit guidelines,Sprint may require that adequate payment
this Agreement will be free from defects in design,material and workmanship and will function assurances be provided or may terminate the Agreement.
substantially In accordance with the manufacturer's published specifications provided It is not F. Risk of Loss. Risk of loss of the Equipment shag pass from Sprint to Buyer upon delivery to the
damaged by external causes and is used according to manufacturer's standard operating Installation site designated on page 1 hereof.
instructions,for a period of one(I)year from the Acceptance Dale.The obligation of Sprint under G. Title.Title to the Equipment shall pass from Sprint to Buyer upon Buyer's payment of the Total •
this warranty Is limited to the repair or replacement of Equipment found to be detective and the Equipment Purchase Price and any applicable taxes of such Equipment.
provision of software bug fixes made available by the manufacturer at no additional cost to Sprint. H. Third Party Beneficiary.This Agreement shall not be construed or Interpreted to create any
Under no circumstance will Sprint be required to provide software upgrades,updates or the like at no direct,indirect or Third party rights or benefits whatsoever in favor of any person or entity of any kind
additional charge. The warranty contained herein Is in lieu of any other warranty obligation or between any persons or entities other than the Sprint and Buyer.
liability,express or implied,including but not limited to,warranties of merchantability or fitness fore I. Properly of Sprint.Buyer acknowledges that Sprint shall Install a data collection device and
particular purpose or warranties of non-infringement. other Sprint Equipment at Buyer's location to be used in performing services hereunder.All such
B.Sprint shall provide warranty service at the Buyer's Installed Equipment address set forth on the property and Equipment shall remain the property of Sprint.Buyer is purchasing only that Equipment
face hereof,including parts and labor required to service the Equipment. warranty warranan t'service does specifically described on Attachment A hereof.At the expiration or termination of this Agreement or
not include the replacement of parts lost,stolen or damaged by negligence,acts of God,or causes arty service plan hereunder,Spent shall be entitled to enter Buyer's premises to remove all Sprint
other than ordinary use,nor does it include additions to,rearranges,relocation or removal of the property.
Equipment.Any maintenance or service performed by the Buyer or anyone not approved in writing 12. LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER PROVISIONS OF THE
by Sprint shall cause this warranty to become null and void. AGREEMENT,IN NO EVENT SHALL SPRINT BE LIABLE FOR INDIRECT,INCIDENTAL,OR
C.BUYER WILL BE SOLELY RESPONSIBLE FOR ENSURING THE COMPATIBILITY OF ANY CONSEQUENTIAL DAMAGES(INCLUDING LOST PROFITS)SUSTAINED OR INCURRED IN
EQUIPMENT NOT ACQUIRED FROM SPRINT WHICH IS ADDED TO,OR WHICH IS CONNECTION WITH SERVICES OR EQUIPMENT PROVIDED OR TO BE PROVIDED UNDER
OTHERWISE USED IN CONJUNCTION WITH THE EQUIPMENT PROVIDED BY SPRINT.USE THIS AGREEMENT,REGARDLESS OF THE FORM OF ACTION,WHETHER OR NOT SUCH
OF NON-COMPATIBLE EQUIPMENT WILL,AT THE OPTION OF SPRINT,VOID ANY DAMAGES WERE FORESEEN OR UNFORESEEN.IN NO EVENT SHALL SPRINT BE LIABLE
REMAINING WARRANTY AS TO ANY ITEM OF SPRINT-PROVIDED EQUIPMENT WHICH IS FOR DAMAGES,LOSS OR EXPENSES OF ANY NATURE WHATSOEVER THAT MAY RESULT
AFFECTED BY THE NON-COMPATIBLE EQUIPMENT. FROM THE FRAUDULENT OR UNAUTHORIZED USE OF EQUIPMENT,SERVICES,OR
FACILITIES PURCHASED OR ACQUIRED HEREUNDER.
-4-
AA, Sprint.
TECHNICAL SCOPE OF WORK
* Cut and remove asphalt in conflict with proposed route.
* Trench to place 2-way 4" PVC schedule 40 conduit.
* Place four (4) 30"x 48"x36" pullboxes (no bottom / gravel base only) in route.
* Place 2-way 4" schedule 40 conduit under existing trailer.
* Tie in and sweep conduits to TER, pullboxes, and Sprint pedestal location.
* Place three (3) 1 'A" subducts (tri-color: blue, green, orange w/ pullstrings) in one of the two 4" conduits.
* Verify and place a pullstring in the remaining vacant 4" conduit.
* Cap and seal all conduit and subduct ends.
"Terms & Conditions"
* This bid proposal is not inclusive of asphalt restoration. Proposed
trenching will be backfilled and compacted only. Asphalt restoration
will be the responsibility of the customer/owner.
UL111LY LULaLCS W111 OC LC4UCSLCLL 40 11UUL5 pLIUL LU CXUaVa4111Y. 11
the customer is not a member of or contacted by "Sunshine", or has
known buried utilities, they will be responsible for locating said
assume responsibility for any unmarked or improperly marked buried
* This bid proposal is based on the assumption that the agreed upon
conduit infrastructure route is reasonably free of unforeseeable
obstructions. Please be advised that additional costs will apply in
be modified due to direct conflict with any obstruction whereby the
construction cost of said route modification exceeds that which was
originally estimated. The customer will be notified of any design
of said route modification exceeds that which was originally
will be notified of any design and/or cost changes prior to
x
_ • CONTRACT#
Spit Service & Equipment Agreement 02MWAI57407N
•
CUSTOMER ADDRESS: BILLING ADDRESS:
Name Name .
City of Ocoee City of Ocoee
Street Address Street Address
150 North Lakeshore Drive 150 N.Lakeshore Drive
City State ZIP City State ZIP
Ocoee ' FL 34761 Ocoee FL 34761
Site Contact Site Contact Phone Billing Contact Billing Telephone No.
Brian Ross (407)905-3100 Accounts Payable (407)905-3100 Xx1516
This Service&Equipment Agreement("Agreement')dated February 6,2002 between Sprint-Florida Incorporated hereinafter"
Sprint"and City of Ocoee("Customer"). This Agreement sets forth the terms and conditions for the provision of certain
telecommunications services and/or equipment by Sprint to Customer.
The contract price will be paid as follows:
Purchase • - • -
Total Equipment and Installation $27,298.00 .
Payment Terms.(forEquipment:onlY).......... ... .. .., ., •
Down.Payment Due $0.00
Amount Due Upon Delivery of Equipment $0.00
Amount Due Upon Installation $0.00
Amount Due Upon Customer Acceptance $27,298.00
'The Purchase Price does NOT include any sales,use,excise,property,or other taxes. Applicable taxes will be added to the
• Purchase Price and appear on the invoice when it is issued.
•
This provision of services and/or equipment by Sprint is subject to.the terms and conditions set forth in the Attachments attached
hereto and incorporated herein. Customer acknowledges by his signature,that he has read and understands all terms and
conditions set forth herein above and in the Attachments and Schedules as applicable. IN WITNESS HEREOF,SPRINT and
Customer have executed this Agreement or each has caused it to be executed on their behalf,on the dates indicated below their
signatures. This Agreement is not binding until signed by an authorized representative of SPRINT at its headquarters.
•
AGREED: •
Sprint-Florida Incorporated City of Ocoee
Company Customer Name
By: By: -
Printed: Printed:
Title: Title:
Date: Date:
Address for Notices:
Address for Notices: •
•
Sales Administration •
14111 Capital Blvd
Wake Forest,NC 27587
Sales rep:Marie W.Abadi
Sales rep phone:(407)661-5643
Sales rep fax:(407)661-0094
•
-1 -
ATTACHMENT A CONTRACT#
_- pr��® 02MWAI574Q7N
INSTALLATION ADDRESS:
Name
City of Ocoee
Street Address
150 North Lakeshore Drive
City State ZIP
Ocoee FL 34761
installation Contact Telephone No. Customer PO#
Brian Ross (407)905-3100 Pending
•
Equipment List •
Quantity Item Description `-
1 OPT-11 C MINI LOCAL PACKAGE
1 LMX CARD
2 T-1 LINK CABLE
1 LMX CABLE
1 OPT-11C 100-TN'S ENTERPRISE
2 ADTRAN CSU-WITH POWER SUPPLY
2 CSU/NETWORK CABLE
2 RFQ 5437B-25 CSU/CPE CABLE
2 LOOPBACK CABLE
2 ONEAC T1 Protector
1 OPT-11C MINI REMOTE PACKAGE
2 T-1 LINK CABLE
3 DIGITAL LINE CARD
1 ANALOG LINE CARD
2 ADTRAN CSU-WITH POWER SUPPLY
2 CSU/NETWORK CABLE
2 RFQ 5437B-25 CSU/
2 - LOOPBACK CABLE •
2 ONEAC T1 Protector
HOST/REMOTE MDF HARDWARE
1 PBX Ground Bar vendor 8370
•
20 Cable Amped F-X C25X 50'
•
50 Grd Wire#6AWG Green •
2 AT&T BLK 300-110 W/C-5
6 188B1 Backboard Rings W/O LEGGS(METAL)
6 110A2 WITH LEGS(JUMPER TROUGH)
10 Designation Strips(6 per)
1 110 Labels Purple(PBX)90 STRIPS
1 Miscellaneous Material
The provision of equipment by Sprint is subject to the terms and conditions set forth in the Schedule A
attached hereto and incorporated herein.
-2-
7
•
-Sprint® SERVICE & EQUIPMENT SCHEDULE A
AGREEMENT
TERMS AND CONDITIONS
1.EQUIPMENT Sprint hereby provides and Buyer hereby purchases the Equipment,services and D. Sprint hereby disclaims any liability whatsoever for loss or damage to Buyer or any other entity
associated materials listed on Attachment A(hereinafter Equipment)under the terms and conditions resulting from the fraudulent or unauthorized use of the equipment purchased hereunder by parties
set forth herein.Buyer assumes the risk of loss and/or damage to the Equipment,or any part thereof, known or unknown,including employees,agents or associates of Buyer.Buyer hereby expressly
from the date of its delivery to the Buyer's premises set forth on the face of this Agreement assumes the risk of loss associated with such unauthorized use and acknowledges that tt is Buyer's
2.PRICE AND PAYMENT TERMS Buyer agrees to pay the total price according to the payment obligation to take all reasonable and necessary steps to protect against such ices.Buyer assumes
terms set out on the face hereof.All payments are due upon receipt of invoice and are subject to late such obligation whether or not Sprint has advised Buyer of the possiility of such loss,how such ices
payment charge of 1-1/2%per month,or the maximum amount permitted by law,whichever Is might occur or how to prevent against such ices.
greater,on the balance in arrears for more than thirty(30)days from the date of the invoice.Buyer 5. INDEMNIFICATION Each party shell Indemnity and hold the other party,its offxxare,agents arid
shall pay all sales,use,privilege and/or excise taxes end shall reimburse Sprint for such payments if employees,harmless from and against any claims or causes of action for personal injury or death to
made by Sprint.Telephone number listings,eccese lines or other services are not included In the persons,or loss or damage to property(including but not limited to personal injury or property
price,unless specifically so stated,and are the responsibility of Buyer.In the event Buyer damage suffered by either Partys own employees or agents),which is the result,directly or
repudiates,gives notice of cancellation,or otherwise breaches this Agreement,prior to delivery of indirectly,from the indemnifying party's negligence or intentional misconduct
the Equipment to the installation site,Buyer will pay Sprint as fixed,settled and liquidated damages, 8. FAILURE TO PERFORM In the event that Buyer shall be in default under this Agreement,
and not as a penalty,is down payment or 25%of the Purchase Price,whichever is greater.Buyer's Sprint may exercise,in addition to any other remedies available to Sprint in law or in equity,either of
payment is without right of setoff and shall not be withheld or delayed due to dispute of any nature the following options: a)declare all unpaid sums immediately due and payable,and retain all sumo
with any other legal entity including affiliates of Seller, theretofore paid as a setoff against expenses incurred;or b)terminate this Agreement,retake
3.DELIVERY AND INSTALLATION OF EQUIPMENT possession of the Equipment,and retain all sums theretofore paid as a setoff against expenses
A.Sprint shall use commercially reasonable efforts to provide Buyer with timely delivery and incurred.
installation,however,it is expressly understood between the parties hereto that all stated delivery 7. SECURITY INTEREST Buyer hereby grants Sprint a purchase money security interest in the
and/or installation dates are for approximation purposes only.Under no circumstances shall Sprint be Equipment,together with all replacements,parts,addilsxna,repairs and accessories Incorporated'
liable for damages,consequential or otherwise,for delays in delivery or Installation. If Buyer fails to therein or affixed thereto,and all proceeds thereof,until all charges set forth in the Agreement
reject the equipment in writing,as unserviceable or not in accordance with the contract,within seven (including Interest,if any)are paid in full. Buyer agrees to execute and deliver any documents
days after the date of the system cutover,Buyer shall be conclusively presumed to have accepted reasonably requested by Sprint tor the purposes of filing or recording,as may be necessary to
the installed equipment.If Buyer timely rejects the installed Equipment as unserviceable or not in perfect the security interest created by this Agreement.The parties agree that the Equipment shall
accordance with this Agreement Sprint shall have the right to cure any defects in performance, remain personal property,rote part of the land or building,regardless of the manner of affaation.
within a reasonable time,taking into account the necessity of procuring replacement Equipment or 8. ASSIGNMENT The rights and obligations of either party shall neither be assigned nor delegated
parts,and correcting or modifying the installation of the Equipment.Upon completion of installation, without the prior written consent of the other party,which consent shall not be unreasonably withheld
Sprint(or Sprint's subcontractor,agent,or assignee)wilt perform Sprint's standard testing procedures or delayed.However,either party may assign its rights and obligations,In whole or in part,to any
on the Equipment.Upon successful completion of such tests,Sprint will notify Buyer that the parent,subsidiary,affiliate,or successor in interest,provided it gives the other party advance written
Equipment has been installed and is operating In accordance with applicable test and performance notice thereof and the assignee agrees in writing to be bound by and assume all obligations and
specifications and Buyer shall promptly execute Sprint's acceptance document. liability under the terms of the Agreement.
B.Buyer shall,at its expense on the date of delivery of the Equipment to Buyer's premises,and at Third Party Financing(if applicable).Should you elect to finance your purchase through a third
at times thereaher during the period of installation: party financing company,you must properly complete the required financing documentation and be
1)Unless otherwise noted on the face hereof,allow erpioyeea or agents of Sprint reasonable accepted by the third party financing company before the Equipment you are purchasing wig be
access to premises and facilities where the equipment is located or Is to be installed,at Buyer's installed.After you have accepted the Equipment pursuant to the terms of Section 3,this sales
regular business!burs,to allow Sprint to fulfill its obligations with regard to the Equipment's agreement will be assigned to the selected third party financing company as long as it Is an approved
. installation or warranty. i Sprint third party financing company.
C.Buyer shall,at its expense,prior to the dale of delivery of the Equipment,and at all times 9. WAIVER OF BREACH No waivers,whether expressed or implied,by either of the parties
thereafter during the period of installation,throughout the warranty or maintenance period: hereto of any breach by the other party of any of the covenants,agreements.conditions or duties of
1)Guarantee and warrant that the premises upon which the work Is to be performed are totally this Agreement shall operate as a waiver of any subsequent breach of the same covenants,
free of asbestos(whether encapsulated or exposed),or other hazardous materials as defined by agreements,conditions or duties.
federal or state law.If ouch warranty or guarantee cannot be made prior to signing this agreement, 10. ENTIRE AGREEMENT This Agreement supersedes all prior or contemporaneous proposals and
Sprint shag have the foibwing options In addition to any other legal or equitable remedies: 1)void negotiations and constitutes the entire agreement between Sprint and Buyer with respect to the
this agreement,and retain any down payment previously paid by buyer,2)decline to make any purchase of the Equipment.No representations or atalemeet not expressed herein is binding upon
equipment installations in areas known or suspected of containing asbestos;or 3)unilaterally make Sprint.Any modification must be in writing and executed by an authorized representative of the party
an adjustment to the purchase price to reflect any increased coats of performance because of known against whom enforcement is sought.Any provision of this Agreement which is in conflict with any
or suspected asbestos on the premises. applicable statute or regulation shall be deemed null and void only to the extent that it may conflict,
2)Provide necessary openings and ducts for cable and conductors in floors and walls,and floor and all other provisions of this Agreement shall remain in full tome and effect.This Agreement is
plans and/or prints showing the location of such openings and ducts.The floor plan and/or prints will deemed made and governed by the laws of the stale of where the Equipment is boated.
also show the locations and types of Equipment to be installed. 11. MISCELLANEOUS:
D.It is understood that any change in Equipment type or location may change the quoted price. A. Purchase Orders.Any purchase order or terms contained therein issued by Buyer shall be
Such additional charges will be based on time and material costs incurred by Sprint deemed to have been issued for its own purchasing,accounting,and other record keeping purposes
E.Buyer will be responsible for and provide or arrange for separate electric source,circuits and only and shall not be deemed to be part of this Agreement
power with suitable outlets at its own expense;suitable space meeting operating environment B. Force Majeure.Sprint shall not be liable for any failure to perform any part of this Agreement
requirements;heal,air conditioning,light and security and other operating environmental due to federal,state,or local government action,statute,ordinance or regulation,strike or other labor
requirements for the Equipment.The premises will be dry and free from dust and in such condition trouble,riot or other civil disturbance,sabotage,fire,food,lightning or electrical storm,
as to not be injurious to the Equipment or the employees,agents,subcontractors or assignees of environmental hazard,or acts of God,inability to secure the Equipment or nerwierrery ancillary
Sprint. material or supplies,or,without limiting the foregoing,by any other cause,contingency,or
F.Buyer acknowledges that foreign voltages and lightening effects on telephone equipment can be circumstance within or without the United Stales not subject to its control which prevents or hinders
significant during electrical storms.Accordingly,Buyer will be responsible for all ground wire Sprint's performance of this Agreement.
connections to Buyer's premises. C. Notices.Any notice required or permitted to be given under any of the provisions of this
G.Unless otherwise agreed,Buyer shall obtain any necessary consents,approvals,licenses,and Agreement or governing law shall be given in writing and either hand delivered or sent by first-class
permits for installation of the Equipment on the Premises where the Equipment is to be installed mail,postage prepaid,to the other party at its address on the face of this Agreement.
during all hours consistent with the requirements of installation.Buyer shall defend,indemnify and D. Attorneys Fees. In the event either party must pursue legal action to compel compliance with
hold harmless Sprint,together with its officers,agents and employees,against all damages,claims, the terms of this Agreement the prevailing party shall be entitled to recover from the other party
liabilities or expenses(including reasonable attorneys'fees,court coats,and allocated in-house reasonable attorneys fees and coats and allocated in-house counsel legal expenses,as well as any
counsel legal expenses)arising out of or resulting in any way from Buyers failure to obtain such collection costs Incurred.
permits,licenses,consents,or the like. E. Credit Check. Buyer consents to a search by Sprint of its credit history and financial stability
4.LIMITED WARRANTY.DISCLAIMERS AND REMEDIES with any creditor reporting company or agency. In the event Sprint determines,in its sole discretion,
A.Sprint warrants that all Equipment,Including software residing therein,sold and installed under that Buyer fails m
to meal Sprint credit guidelines,Sprint may require that adequate payment
this Agreement will be free from detects in design,material and workmanship and will function assurances be provided or may terminate the Agreement.
substantial In accordance with the manufacturer's published specifications provided It is notLoss.
damaged extend causes and is used according to manufacturer's standard operating F. Risk of de Risk of loss of the Equipment shall pass from Sprint to Buyer Lyon delivery o the
9 by installation site designated on page 1 hereof.
instructors,for a period of one(1)year from the Acceptance Dale.The obligation of Sprint under G. Title.Title to the Equipment shall pass from Sprint to Buyer upon Buyer's payment of the Total
this warranty Is limited to the repair or replacement of Equipment found to be defective and the Equipment Purchase Price and any applicable taxes of such Equipment.
provision of software bug fixes made available by the manufacturer at no additional cost to Sprint H. Third Party Beneficiary.This Agreement shall not be construed or Interpreted b create any
Under no circumstance will Sprint be required to provide software upgrades,updates or the like at no direct,Indirect or third party rights or benefits whatsoever n favor of any person or entity of any kind
additional charge. The warranty contained herein Is In lieu of any other warranty obligation or between arty persons or entities other than the Sprint and Buyer.
liability,express or implied,including but not limited to,warranties of merchantability or fitness fore I. Property of Sprint.Buyer acknowledges that Sprint shall Install a data collection device and
particular purpose or warranties of non-infringement. other Sprint Equipment at Buyer's location to be used in performing services hereunder.All such
B.Sprint shall provide warranty service at the Buyer's installed Equipment address set forth on the property and Equipment shall remain the property of Sprint. Buyer is purchasing only that Equipment
face hereof,including pails and labor required to service the Equipment.The warranty service does specifically described on Attachment A hereof.At the expiration or termination of this Agreement or
not include the replacement of parts bet,actin or damaged by negligence,acts of God,or causes any service plan hereunder.Sprint shall be entitled to enter Buyer's premises to remove all Sport
• thanrearranges,ordinary use,nor does it Include additions to, relocation or removal of the FroPeM
Equipment.Any maintenance or service performed by the Buyer or anyone not approved In writing 12. LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER PROVISIONS OF THE
by Sprint shall cause this warranty to become null and void. AGREEMENT,IN NO EVENT SHALL SPRINT BE LIABLE FOR INDIRECT,INCIDENTAL,OR
C.BUYER WILL BE SOLELY RESPONSIBLE FOR ENSURING THE COMPATIBILITY OF ANY CONSEQUENTIAL DAMAGES(INCLUDING LOST PROFITS)SUSTAINED OR INCURRED IN
EQUIPMENT NOT ACQUIRED FROM SPRINT WHICri IS ADDED TO,OR WHICH IS CONNECTION WITH SERVICES OR EQUIPMENT PROVIDED OR TO BE PROVIDED UNDER
OTHERWISE USED IN CONJUNCTION WITH THE EQUIPMENT PROVIDED BY SPRINT.USE THIS AGREEMENT,REGARDLESS OF THE FORM OF ACTION,WHETHER OR NOT SUCH
OF NON-COMPATIBLE EQUIPMENT WILL,AT THE OPTION OF SPRINT,VOID ANY DAMAGES WERE FORESEEN OR UNFORESEEN. IN NO EVENT SHALL SPRINT BE LIABLE
REMAINING WARRANTY AS TO ANY ITEM OF SPRINT-PROVIDED EQUIPMENT WHICH IS FOR DAMAGES,LOSS OR EXPENSES OF ANY NATURE WHATSOEVER THAT MAY RESULT
AFFECTED BY THE NON-COMPATIBLE EQUIPMENT. FROM THE FRAUDULENT OR UNAUTHORIZED USE OF EQUIPMENT,SERVICES,OR
FACILITIES PURCHASED OR ACQUIRED HEREUNDER.
-3-
TECHNICAL SCOPE OF WORK
* Quote is for adding (1) expansion cabinet to the existing local "host site" ,
(1) mini-carrier remote cabinet, and (100) software TN' s. The local cabinet
will be equipped to support the (1) analog and (3) digital line cards included
in the mini-carrirer remote cabinet. Quote includes installation of the local
and remote cabinets, assocoiated hardware, database removal/input of up to (30)
station users, and installation of up to (30) customer provided telephone
instruments on customer provided cabling. No trainnig is included in this quote
but is available at the prevailing rates if requested/required in addition tc
this quote.
* Some of the system hardware/software upgrades will be required to be completed
after normal business hours and will need to be co-ordinated between the customer
and the Sprint installation team. Normal business hours are Mon-Fri -8 : 00azn-5 : 00pn
excluding holidays.
* Quote assumes customer provided cabling meets Sprint standards and customer will
provide accurate cable records and floorplans appropriately marked with cable
numbers and extention numbers. Any labor to correct cabling and/or cable records
could be billable in addition to this quote. Sprint has provided a separate
quote for cabling that if purchased would eliminate this statement.
* Customer has been made aware of issues when dialing "911" from a remote location.
Sprint will assume no liability should any issue(s) arise from a "911" placed call
2(
_�Sprint® Centurion Service Agreement Account Manager Marie W.Abadi
Signature Page
This Centurion Service Agreement(the"Agreement")is made and entered into February 6,2002,by and between Sprint-Florida Incorporated-
14111 Capital Blvd,MS:NCWKFR0225,Wake Forest,NC,27587 ("Sprint"),and City of Ocoee("CUSTOMER")located at 150 North Lakeshore
Drive ,Ocoee, FL 34761.
•
Standard Plan Extended Plan
8am-5pm,local time 24 hours a day
Monday through Friday 365 days a year •
excluding Sprint holidays
12 Months Limited Warranty $0 $0
Annual Centurion Price $3,168.00 $3,696.00 •
Plan selection Standard Plan X Extended Plan
Total Centurion contract price $7,392.00
(excludes taxes)
Number of years of Centurion 2.00
Billing option Monthly
Effective Date 02/07/2003
Expiration Date 02/06/2005
Custom/Optional services No
This Agreement consists of this signature page and the following attachments that are incorporated into this Agreement by this
reference: Exhibit A-Covered Equipment List and Exhibit B-Terms and Conditions.
This Agreement is the complete agreement between the parties hereto concerning the subject matter of service and maintenance and
replaces any prior or contemporaneous oral or written communications between the parties. In the event of conflict between the terms
of this Agreement and the terms of an Exhibit,the terms of the Exhibit shall govern. There are no conditions,understandings,
agreements,representations,or warranties,expressed or implied,which are not specified herein. This Agreement may only be
modified by a written document executed by the parties hereto.
This Agreement is not binding until signed by an authorized representative of Sprint.
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be duly executed. Each party warrants and represents that
its respective signatories whose signatures appear below have been and are on the date of signature duly authorized to execute this
Agreement.
Customer Sprint
Authorized signature:
Printed name:
Title:
Date:
Company name: City of Ocoee Sprint
The"Best Value"Plan may only be purchased concurrent with the sale of new equipment.
___.__Snri•nt® Centurion Service Agreement
� r— Covered Equipment List
Exhibit A
SITE ADDRESS BILLING ADDRESS
Business Name City of Ocoee - Business Name City of Ocoee
Site Contact Brian Ross Billing Contact Accounts Payable
Street Address 150 North Lakeshore Drive Street Address 150 N.Lakeshore Drive
City Ocoee City Ocoee
State FL State FL
ZIP 34761 ZIP 34761
Phone (407)905-3100 Phone (407)905-3100 Xx1516
Description Quantity
Category"V" Products
1
Number of ports 64
(Key=Active,PBX=Equipped) 0
Number of"switch only"ports 2
Number of T1's 0
Number of PBX VM Ports 0
Number of Key VM Ports 0
Number of Attendant Consoles 0
Number of Centrex Stations 0
Number of Centrex Add-on Modules 0
Number of Paging speakers 0
Number of Printers&Terminals
Additional Products Quantity-
1 1
2 1
3 1
4 1
5 1
•
6 1
7 1
8 1
9 1
10 1
11 1
12 1
13 - 1
14 1
15 1 ,
Description of optional services - -
Centurion Service Agreement
Terms and Conditions
Exhibit B
IN CONSIDERATION of the payments made to Sprint by Customer in accordance with Section 3,Sprint shall provide Service,as defined below,for the specified
equipment listed in Exhibit A per the terms and conditions contained herein.
1 DEFINITIONS •
1.1 Business Hours-means 8:00 a,m.to 5:00 p.m.,local time,Monday through Friday,excluding Sprint observed holidays.
1.2 Covered Hours-
a) For the Standard Plan covered hours means 8:00 a.m.to 5:00 p.m.,local time,Monday through Friday,excluding Sprint observed holidays.
b) For the Extended Plan and"Best Value"Plan,covered hours means 24 hours a day,365 days a year.The"Best Value"Plan can only be purchased
at the time of sale of the equipment.
1.3 Equipment-refers to the hardware and software to be covered by this Agreement as listed in Exhibit A.
1.4 Maintenance Release-means an incremental release of Software that provides maintenance fixes and may provideadditional Software features.
1.5 Major Release-means a release of Software that provides additional Software features and/or functions.
1.6 Major Outage-a malfunction consisting of one or more of the following conditions:
a) Complete failure of the system. No incoming or outgoing communications to or from the Customer's premise;
b) No internal communications within the system;
c) Inoperative attendant console;
d) Inoperative message accounting system;
e) 20%of all telephones out of service;
f) 20%of all trunk circuits out of service;or
g) Severe loss of network operation or severely impaired network performance for a sustained period of time.
1.7 Minor Outage-a"non-emergency",defined as any malfunction other than that of a Major Outage.
1.8 Remote Work-activities performed without a Sprint employee or Sprint contractor on Customer's site.
1.9 Response time-means the time interval between when a trouble call is made to Sprint's National Business Operations Center(by the appropriate
Customer personnel or by an automatic notification system)and the time Sprint service personnel begin analyzing the system in search of the cause of
the trouble(remotely or on-site).
1.10 Service-means the services provided by Sprint to Customer under this Agreement.
1.11 Software-means the machine-readable object code software programs licensed to Customer.
2 TERM
This Agreement shall remain in effect from the"Effective Date"to the°Expiration Date°indicated on the signature page.Thereafter,the Agreement shall renew
automatically for twelve(12)month terms at Sprint's then current rates unless either party terminates this Agreement by giving written notice to the other party in
accordance with Section 18 at least thirty(30)days before the end of the initial term or any renewal term.
3 PAYMENT
3.1 Payments will be due in advance. Failure to make timely payment may result in immediate termination of the Agreement at the option of Sprint.
3.2 Payments will be made by mail to Sprint and the invoice number will be noted on the payment checks. Charges which are not paid when due will be
subject to interest at 1.5%monthly or at the maximum rate permitted by law,whichever is greater,from the first day after the date due.
4 SCOPE OF SERVICE
4.1 Service responsibilities of Sprint:
a) Sprint will use commercially reasonable efforts to provide two(2)hour response time,remote or on-site,for Major Outage requests during Covered
Hours.
b) Sprint will use commercially reasonable efforts to provide next-business-day response time,remote or on-site,for Minor Outages,provided both the call
and determination that service is required has been made before 4:00 p.m.local time the prior day.
c) Sprint will provide parts,labor,and material required to maintain Equipment in compliance with manufacturer's service specifications. Replacement
parts will be,at Sprint's sole discretion,either new or of like-new quality.
d) Sprint will ensure that all labor and services will be performed in a workmanlike manner,and in accordance with recognized industry standards.
e) Sprint will install all manufacturer supplied mandatory engineering change notices.
f) Sprint will provide assistance by telephone,facsimile,or electronic mail for information related to Equipment configuration and troubleshooting.
g) Sprint will generate work-around solutions to reported Software problems using reasonable commercial efforts.
h) Sprint will provide one(1)PBX preventive maintenance service call annually upon Customer request.
i) Sprint will provide two(2)hours of PBX end-user training annually upon Customer request.
j) Sprint will provide other optional services as agreed to on the Exhibit A.
4.2 Service responsibilities of Customer:
a) Customer will provide reasonable access to the Equipment through the Internet or via modem such that problems may be diagnosed and corrected
remotely. This includes providing a dedicated local telephone line.
b) Customer will purchase and use the then-most-current or the immediately-prior(if supported by the manufacturer)Major Release of Software for the
Equipment.
c) Customer will purchase and use the latest release of Software if necessary to correct a reported Software problem.
d) Customer will identify each problem report as either a Major or Minor Outage using the definitions described above.
e) Customer agrees to back up Software images and configurations on a regularly scheduled basis and to provide such images and configurations to
Sprint personnel in connection with Service activities.
4.3 Services not covered by this Agreement:
a) Services to resolve software or hardware problems resulting from products provided by parties other than Sprint or causes beyond the control of
Sprint.
b)Service of attached,related,collateral or ancillary equipment or software not covered by this Agreement or not listed in Exhibit A.
c) Making Customer specified software changes such as scripting or other customized application development.
d) Making Customer specified hardware changes,adding or removing accessories,attachments or other devices,or moving or relocating the Equipment.
e) Any hardware and/or software upgrades,including any hardware upgrade required to run new or updated software.
f) Repair or replacement of lost or stolen parts or materials.
g) Repair or replacement of parts,materials,or software damaged through accident,negligence,abuse,misuse,failure of electrical power,air
conditioning or humidity control,riot or other civil disturbance,strike or other labor trouble,sabotage,fire,flood,lightning or electrical storms,or other
acts of God.
h) Repairing damage caused by service of Equipment by persons other than Sprint,or its authorized contractors.
i) Work on any Equipment that is not located at the site address provided on Exhibit A.
5 MOVES,ADDS,CHANGES AND BILLABLE SERVICE CALLS
All moves,adds and changes("MAC")plus any services beyond those listed in Section 4.1 are Billable Service Calls. Sprint shall have the option to accept or decline
requests for performance of such Billable Service Calls. Should Sprint accept a request to perform such a Billable Service Call,the services will be billed at the
then-current Centurion Labor Rates.
•
Overtime Rate: All Billable Service Calls performed outside of Business Hours will billed at then-current Centurion Overtime Labor Rates.
Service Charge:A service charge to cover Sprint's travel time will be applied to each billable site visit. The charge will be at the then-current Centurion Service Charge
Rates.
Expedite Fees: An expedite fee will be applied whenever the Customer requests that Sprint expedite Services beyond normal response times. The charge will be at the
then-current Centurion Expedite Fee Rates.
Rules with respect to Billing Increments,Billing Minimums,MAC Response Times,Centurion Labor Rates and others will be applied and may be adjusted from time to
time.
6 ADDITIONAL EQUIPMENT
Customer may,for an additional fee,add equipment for coverage under this Agreement,provided,however,Sprint has the right to inspect such equipment to determine
whether it is in acceptable condition. Sprint,in its sole discretion,may exclude any such equipment which it believes cannot be properly and/or economically maintained.
All repairs,adjustments or upgrades necessary to bring Customer's equipment to a condition acceptable to Sprint shall be made at the Customer's cost and expense
prior to adding it to this Agreement. For any accepted additional equipment,Sprint shall update the Customer record detailing all added equipment and the additional
fee.
7 GENERAL TERMS AND CONDITIONS
7.1 Customer site must be located within 125 miles of a Sprint service center.
7.2 Customer will maintain environmental conditions at the site in accordance with specifications established by the manufacturer of the Equipment.
7.3 Customer will maintain a clean,dust-free,ventilated environment with a temperature range of 55 degrees-90 degrees Fahrenheit and 30%-50%
relative humidity.
7.4 Customer agrees to provide electric current and outlets,and local telephone extension(or toll free domestic and international access to Sprint)for the
use of service personnel in the Equipment's physical location.
7.5 Customer will furnish Sprint employees and subcontractors full and free access to the Equipment to make inspections,tests or repairs,subject to
Customer's reasonable internal security requirements.
7.6 Customer will provide necessary openings and ducts for cable and conductors in floors and walls,and floor plans and/or prints showing the location of
such openings and ducts.The floor plan and/or prints will also show the locations and types of Equipment installed.
7.7 Services under this Agreement performed by Sprint employees and subcontractors will be accomplished only in a safe working environment which
complies with state and federal regulations and law. Sprint has not included any charges or any expenses associated with handling,dealing with,
removing or disposing of any hazardous materials at the site. In the event that hazardous materials are encountered in the performance of this
Agreement,Sprint shall cease performance of Services that would necessitate exposure to such hazardous materials until the hazardous materials are
removed and immediately notify Customer of the existence of such hazardous materials. Sprint shall be excused from the performance of this Agreement
until such time as the hazardous material situation is resolved.
7.8 Customer will provide all electrical work external to the Equipment plus installation of communication facilities or connections.
7.9 Customer will be responsible for all ground wire connections to Customer's premises and electrical outlets.
7.10 Unless otherwise agreed to in writing,Customer shall obtain any necessary consents,approvals,licenses,and permits for Service of the Equipment on
the premises where the Equipment is installed. Customer shall defend,indemnify and hold harmless Sprint,together with its officers,agents and
employees,against all damages,claims,liabilities or expenses(including reasonable attorneys'fees,court costs,and allocated in-house counsel legal
expenses)arising out of or resulting in any way from Customer's failure to obtain such permits,licenses,consents,or the like.
8 PROPERTY OF SPRINT
Customer acknowledges that Sprint may install a data collection device and other Sprint equipment at Customer's location to be used in performing services hereunder.
All such property and equipment shall remain the property of Sprint. At the expiration or termination of this Agreement,Sprint shall be entitled to enter Customer's
premises to remove all Sprint property or equipment.
9 ABORTED SERVICE CALL
In the event Sprint dispatches a representative to Customer's site but is unable to perform Service through no fault caused by Sprint,the Customer will be charged a
Service Charge plus one(1)hour labor at Sprint's then current Centurion Labor Rates.
10 SUBCONTRACTING
Sprint may,at its option,subcontract services provided to Customer. Such subcontract will not release Sprint from any of its obligations. Non-union employees may be
utilized by Sprint.
11 DISASTER RECOVERY
Customer recognizes that the use of computer products entails a substantial risk of loss of magnetically stored data,and that industry standards dictate the systematic
use of products which provide comprehensive backup of data so as to prevent such loss. Accordingly,Sprint does not assume any risk of loss of Customer's
magnetically stored data in any way related to or resulting from the services,product,equipment,or systems provided by Sprint or any handling of magnetically stored
data by Sprint. Customer hereby releases Sprint from any liability for loss of magnetically stored data from any and all causes.
Customer recognizes that industry standards dictate the development of a Disaster Recovery Plan for all mission critical business operations. In the telecommunications
industry this includes,but is not limited to,data backup,power backup,power/surge protection,spare system parts,system redundancy,site redundancy,escalation
procedures,emergency support agreements with hardware and software vendors,public network based call forwarding to alternate locations,and documented recovery
policies and procedures. Customer understands that developing and testing a Disaster Recovery Plan is Customer's responsibility and is not a service provided by
Sprint.
The disclaimer of liability for damages will not be affected if any remedy provided shall fail of its essential purpose. Customer accepts this disclaimer of liability for
damages as part of the bargain for Services and understands the price of the Services would be higher if Sprint were requested to bear additional liability for such
damages.
12 INTELLECTUAL PROPERTY OWNERSHIP
Customer understands that all software programs and software components provided by Sprint and Sprint vendors are licensed and not sold.No license is granted by
this Agreement. Licenses,if any,will be granted under a separate agreement.
13 LIMITED WARRANTY
ANY AND ALL SERVICE AND DELIVERABLES PROVIDED HEREUNDER SHALL BE PERFORMED IN A WORKMANLIKE MANNER,AND IN ACCORDANCE WITH
RECOGNIZED INDUSTRY STANDARDS.
IN THE EVENT OF A BREACH BY SPRINT OF THE FOREGOING WARRANTY OF WHICH CUSTOMER NOTIFIES SPRINT IN WRITING DURING THE WARRANTY
PERIOD,SPRINT'S SOLE OBLIGATION AND CUSTOMER'S EXCLUSIVE REMEDY SHALL BE FOR SPRINT TO CORRECT THE PORTION OF THE WORK THAT
DOES NOT CONFORM TO SUCH WARRANTY.IF SPRINT IS UNABLE TO MAKE SUCH CORRECTIONS TO THE SERVICES OR DELIVERABLES,CUSTOMER'S
EXCLUSIVE REMEDY AND SPRINT'S SOLE OBLIGATION SHALL BE FOR CUSTOMER TO RECOVER THE COMPENSATION PAID TO SPRINT FOR THE
SERVICES GIVING RISE TO SUCH WARRANTY FAILURE.
THIS WARRANTY DOES NOT APPLY IF:I)CUSTOMER BREACHES THE TERMS OF THIS AGREEMENT,II)THE NON-CONFORMITY WAS CAUSED BY
CUSTOMER(INCLUDING CUSTOMER'S EMPLOYEES,AGENTS OR CONTRACTORS),SUCH AS ABUSE,MISUSE,DAMAGE,MISOPERATION OR USE IN A
MANNER OTHER THAN INTENDED,OR III)DAMAGE BY ANY CAUSE NOT ATTRIBUTABLE TO SPRINT INCLUDING WITHOUT LIMITATION,POWER
IRREGULARITIES,FIRE,EARTHQUAKES OR ACTS OF GOD OR NATURE. SPRINT MAKES NO WARRANTY FOR ANY EQUIPMENT OR SOFTWARE THAT IS
PROVIDED BY THIRD PARTIES.
THIS LIMITED WARRANTY AND THE REMEDIES FOR A FAILURE OR BREACH OF SUCH LIMITED WARRANTY ARE EXCLUSIVE.THEY ARE GIVEN TO
CUSTOMER IN LIEU OF ALL OTHER WARRANTIES,WRITTEN OR ORAL,STATUTORY,EXPRESS OR IMPLIED,INCLUDING WITHOUT LIMITATION,THE
IMPLIED WARRANTIES OF MERCHANTABILITY,NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE,WHICH SPRINT SPECIFICALLY
DISCLAIMS.
14 LIMITATION OF LIABILITY
SPRINT'S LIABILITY TO CUSTOMER FOR ANY CLAIM FOR DAMAGES CAUSED BY SPRINT'S PERFORMANCE OR NONPERFORMANCE UNDER THIS
AGREEMENT SHALL BE LIMITED TO THE AMOUNT OF ACTUAL DAMAGES ACTUALLY PROVEN NOT,HOWEVER,TO EXCEED THE AMOUNT BILLED TO
CUSTOMER DURING THE PREVIOUS TWELVE(12)MONTHS PRIOR TO THE DAMAGES OR INJURY WHICH IS THE BASIS OF THE CLAIM.IN NO EVENT
SHALL SPRINT OR ITS AGENTS BE LIABLE FOR LOSS OF PROFITS OR BUSINESS,INCIDENTAL,CONSEQUENTIAL,OR SPECIAL DAMAGES OF ANY KIND
CONNECTED IN ANY WAY TO FURNISHING,PERFORMANCE,MAINTENANCE OR USE OF ANY ITEM,EQUIPMENT OR SERVICE UNDER THIS AGREEMENT.
IN NO EVENT WILL SPRINT OR ITS AGENTS BE LIABLE FOR DAMAGES,LOSS OR EXPENSES OF ANY KIND WHATSOEVER THAT MAY RESULT FROM THE
FRAUDULENT OR UNAUTHORIZED USE OF EQUIPMENT,SERVICES OR FACILITIES PROVIDED UNDER THIS AGREEMENT,INCLUDING BUT NOT LIMITED
TO FRAUDULENT OR UNAUTHORIZED LONG DISTANCE TELEPHONE CALLS. CUSTOMER SHALL HOLD SPRINT HARMLESS FROM ALL CLAIMS,SUITS OR
ACTIONS BY ANY PERSON,ENTITY,GOVERNMENT OR GOVERNMENT AGENCY,INCLUDING REMOVAL OR REMEDIATION COSTS ARISING FROM THE
PRESENCE OF HAZARDOUS MATERIALS, ABOUT,BENEATH OR MIGRATING FROM CUSTOMER'S PROPERTY OR PREMISES.
15 INDEMNIFICATION
Each party shall indemnify and hold the other party,its officers,agents and employees,harmless from and against any claims or causes of action for personal injury or
death to persons,or loss or damage to property(including but not limited to personal injury or property damage suffered by either party's own employees or agents),to
the extent the result,directly or indirectly,is from the indemnifying party's negligence or intentional misconduct.
Customer shall indemnify,defend and hold Sprint,its officers,agents and employees,harmless from and against all claims or causes of action brought by third parties
which arise out of or is related to Sprint's performance under this Agreement.
16 FORCE MAJEURE
Except for the obligation to pay monies due and owing,neither party shall be liable for any delay or failure in performance due to events outside the defaulting party's
reasonable control,including without limitation acts of God,earthquake,labor disputes,shortages of supplies,riots,war,fire,epidemics,or delays of common carriers or
other circumstances beyond its reasonable control. The obligations and rights of the excused party shall be extended on a day to day basis for the time period equal to
the period of the excusable delay.
17 DISPUTE RESOLUTION
In the event of any dispute between the parties relating to or arising out of any provision of this Agreement,the representatives of the parties shall meet promptly in a
good faith effort to resolve the dispute extrajudicially. The representatives shall be senior level executives who have authority to resolve the dispute. The disputing party
shall arrange for the meeting at a time and place mutually acceptable to both parties. Prior to the meeting,the disputing party shall deliver to the other party a written
summary of the dispute and evidence and arguments substantiating its dispute. If it proves impossible to arrive at a mutually satisfactory solution as a result of such
meeting,the parties shall be free to pursue other legal remedies. In the event of legal action,the prevailing party of such legal action shall be entitled to recover from the
other party reasonable attorneys'fees and costs,any allocated in-house counsel legal expenses,as well as any collection costs incurred.
18 NOTICES
Communications relating to this Agreement must be communicated by certified mail,return receipt requested,telex,facsimile or overnight mail to the addresses
designated on the signature page.
19 TERMINATION
Either party may terminate this Agreement"for cause"if the defaulting party fails to cure such"cause"within thirty(30)days after receipt of written notice of same. The
term"for cause"includes,but,is not limited to:
a) Failure to carry out any of the obligations created by this Agreement;or
b) If either party should be adjudicated bankrupt,or make a general assignment for the benefit of creditors,or if a receiver should be appointed on
account of its insolvency;or
c) Sprint reasonably determines that Customer is misusing or abusing services under this Agreement,or is using such services for an unlawful or unsafe
purpose;or
d) Customer provides Sprint with false or misleading information in connection with the Services covered by this Agreement;or
e) Customer's improper wiring,failure to maintain proper environmental conditions for the Equipment,or repair or maintenance service on the Equipment
by anyone other than an authorized Sprint representative.
Sprint may terminate this Agreement immediately by providing written notice to Customer if Customer fails to pay any invoiced and undisputed charge(including charges
not incurred under this Agreement)within ten(10)days after receipt of written notice from Sprint identifying the default.
20 SPRINT AS AN INDEPENDENT CONTRACTOR
Sprint is an independent contractor for all purposes and at all times. Sprint has the responsibility for,and control over,the means and details of performing the Services.
Sprint will supervise its employees and set the hours of work,policies and procedures for its personnel. As an independent contractor,neither Sprint nor Sprint's staff is,
or shall be deemed,Customer's employees. In its capacity as an independent contractor,Sprint agrees and represents,and Customer agrees,that Sprint has the right to
perform Services for others during the term of this Agreement. Nothing contained herein will be construed as creating any agency,partnership,joint venture or other
form of joint enterprise between the parties.
21 NO WAIVER
Failure by either party to enforce any of its rights under this Agreement shall not be deemed a waiver of any right which that party has under this Agreement.
22 SEVERABILITY
Should any provisions of this Agreement be declared unenforceable or invalid,that provision shall be construed,limited,modified or if necessary,severed,to the extent
necessary,to eliminate its invalidity or unenforceability. All remaining provisions shall remain in full force and effect.
23 ASSIGNMENT
This Agreement may be assigned by Sprint;in whole or in part. Customer may not transfer or assign this agreement or its rights under this Agreement without written
consent of Sprint,which will not unreasonably be withheld. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective
successors and assigns.
24 GOVERNING LAW
This Agreement shall be governed by the laws of the state where the Services are provided.
25 TITLES
Titles,headings and table of contents of articles and sections of this Agreement have been inserted for convenience of reference only. They shall not define,modify or
restrict the meaning of interpretation of the terms of provisions of this Agreement.
i"p .i}® Centurion Service Agreement Account Manager Marie W.Abadi
11L1lLs Signature Page
This Centurion Service Agreement(the"Agreement")is made and entered into February 6,2002,by and between Sprint-Florida Incorporated-
14111 Capital Blvd,MS:NCWKFR0225,Wake Forest,NC,27587 ("Sprint"),and City of Ocoee("CUSTOMER")located at 150 North Lakeshore
Drive ,Ocoee, FL 34761.
Standard Plan Extended Plan
•
8am-5pm,local time 24 hours a day
Monday through Friday 365 days a year
excluding Sprint holidays
12 Months Limited Warranty $0 $0
Annual Centurion Price $2,751.45 $3,301.74
•
Plan selection Standard Plan )( Extended Plan
Total Centurion contract price $6,603.48
(excludes taxes)
Number of years of Centurion 2.00
Billing option Monthly
Effective Date 02/07/2003
Expiration Date 02/06/2005
Custom/Optional services No
This Agreement consists of this signature page and the following attachments that are incorporated into this Agreement by this
reference: Exhibit A-Covered Equipment List and Exhibit B-Terms and Conditions.
This Agreement is the complete agreement between the parties hereto concerning the subject matter of service and maintenance and
replaces any prior or contemporaneous oral or written communications between the parties. In the event of conflict between the terms
of this Agreement and the terms of an Exhibit,the terms of the Exhibit shall govern. There are no conditions,understandings,
agreements,representations,or warranties,expressed or implied,which are not specified herein. This Agreement may only be
modified by a written document executed by the parties hereto.
This Agreement is not binding until signed by an authorized representative of Sprint.
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be duly executed. Each party warrants and represents that
its respective signatories whose signatures appear below have been and are on the date of signature duly authorized to execute this
Agreement.
Customer Sprint
Authorized signature:
Printed name:
Title:
Date:
Company name: City of Ocoee Sprint
The"Best Value"Plan may only be purchased concurrent with the sale of new equipment.
Sprint Centurion Service Agreement
Covered Equipment List
Exhibit A
SITE ADDRESS BILLING ADDRESS
Business Name City of Ocoee Business Name City of Ocoee
Site Contact Brian Ross Billing Contact Accounts Payable
Street Address 150 North Lakeshore Drive Street Address 150 N.Lakeshore Drive
City Ocoee City Ocoee
State FL State FL
ZIP 34761 ZIP 34761
Phone (407)905-3100 Phone (407)905-3100 Xx1516
Description Quantity
Category"V"Products
1
Number of ports 0
(Key=Active,PBX=Equipped)
Number of"switch only"ports 0
Number of T1's 0
Number of PBX VM Ports 0
Number of Key VM Ports 0
Number of Attendant Consoles 0
Number of Centrex Stations 0
Number of Centrex Add-on Modules 0
Number of Paging speakers • 0
Number of Printers&Terminals 0
Additional Products Quantity
1 Cisco 3600 Series 1
2 Cisco Catalyst 2900 1
3 1
4 1
5 1
6 1
7 1
8 1
9 1
10 1
11 1
12 1
13 1
14 1
15 1
Description of optional services
Centurion Service Agreement
Terms and Conditions
Exhibit B
IN CONSIDERATION of the payments made to Sprint by Customer in accordance with Section 3,Sprint shall provide Service,as defined below,for the specified
equipment listed in Exhibit A per the terms and conditions contained herein.
1 DEFINITIONS
1.1 Business Hours-means 8:00 a.m.to 5:00 p.m.,local time,Monday through Friday,excluding Sprint observed holidays.
1.2 Covered Hours-
a) For the Standard Plan covered hours means 8:00 a.m.to 5:00 p.m.,local time,Monday through Friday,excluding Sprint observed holidays.
b) For the Extended Plan and"Best Value"Plan,covered hours means 24 hours a day,365 days a year.The"Best Value"Plan can only be purchased
at the time of sale of the equipment.
1.3 Equipment-refers to the hardware and software to be covered by this Agreement as listed in Exhibit A.
1.4 Maintenance Release-means an incremental release of Software that provides maintenance fixes and may provideadditional Software features. •
1.5 Major Release-means a release of Software that provides additional Software features and/or functions.
1.6 Major Outage-a malfunction consisting of one or more of the following conditions:
a) Complete failure of the system. No incoming or outgoing communications to or from the Customer's premise;
b) No internal communications within the system;
c) Inoperative attendant console;
d) Inoperative message accounting system;
e) 20%of all telephones out of service;
f) 20%of all trunk circuits out of service;or
g) Severe loss of network operation or severely impaired network performance for a sustained period of time.
1.7 Minor Outage-a"non-emergency",defined as any malfunction other than that of a Major Outage.
1.8 Remote Work-activities performed without a Sprint employee or Sprint contractor on Customer's site.
1.9 Response time-means the time interval between when a trouble call is made to Sprint's National Business Operations Center(by the appropriate
Customer personnel or by an automatic notification system)and the time Sprint service personnel begin analyzing the system in search of the cause of
the trouble(remotely or on-site).
1.10 Service-means the services provided by Sprint to Customer under this Agreement.
1.11 Software-means the machine-readable object code software programs licensed to Customer.
2 TERM
This Agreement shall remain in effect from the"Effective Date"to the"Expiration Date"indicated on the signature page.Thereafter,the Agreement shall renew
automatically for twelve(12)month terms at Sprint's then current rates unless either party terminates this Agreement by giving written notice to the other party in
accordance with Section 18 at least thirty(30)days before the end of the initial term or any renewal term.
3 PAYMENT
3.1 Payments will be due in advance. Failure to make timely payment may result in immediate termination of the Agreement at the option of Sprint.
3.2 Payments will be made by mail to Sprint and the invoice number will be noted on the payment checks. Charges which are not paid when due will be
subject to interest at 1.5%monthly or at the maximum rate permitted by law,whichever is greater,from the first day after the date due.
4 SCOPE OF SERVICE
4.1 Service responsibilities of Sprint:
a) Sprint will use commercially reasonable efforts to provide two(2)hour response time,remote or on-site,for Major Outage requests during Covered
Hours.
b) Sprint will use commercially reasonable efforts to provide next-business-day response time,remote or on-site,for Minor Outages,provided both the call
and determination that service is required has been made before 4:00 p.m.local time the prior day.
c) Sprint will provide parts,labor,and material required to maintain Equipment in compliance with manufacturer's service specifications. Replacement
parts will be,at Sprint's sole discretion,either new or of like-new quality.
d) Sprint will ensure that all labor and services will be performed in a workmanlike manner,and in accordance with recognized industry standards.
e) Sprint will install all manufacturer supplied mandatory engineering change notices.
f) Sprint will provide assistance by telephone,facsimile,or electronic mail for information related to Equipment configuration and troubleshooting.
g) Sprint will generate work-around solutions to reported Software problems using reasonable commercial efforts.
h)Sprint will provide one(1)PBX preventive maintenance service call annually upon Customer request.
i) Sprint will provide two(2)hours of PBX end-user training annually upon Customer request.
j) Sprint will provide other optional services as agreed to on the Exhibit A.
4.2 Service responsibilities of Customer:
a) Customer will provide reasonable access to the Equipment through the Internet or via modem such that problems may be diagnosed and corrected
remotely. This includes providing a dedicated local telephone line.
b) Customer will purchase and use the then-most-current or the immediately-prior(if supported by the manufacturer)Major Release of Software for the
Equipment.
c) Customer will purchase and use the latest release of Software if necessary to correct a reported Software problem.
d) Customer will identify each problem report as either a Major or Minor Outage using the definitions described above.
e) Customer agrees to back up Software images and configurations on a regularly scheduled basis and to provide such images and configurations to
Sprint personnel in connection with Service activities.
4.3 Services not covered by this Agreement:
a) Services to resolve software or hardware problems resulting from products provided by parties other than Sprint or causes beyond the control of
Sprint.
b) Service of attached,related,collateral or ancillary equipment or software not covered by this Agreement or not listed in Exhibit A.
c) Making Customer specified software changes such as scripting or other customized application development.
d) Making Customer specified hardware changes,adding or removing accessories,attachments or other devices,or moving or relocating the Equipment.
e)Any hardware and/or software upgrades,including any hardware upgrade required to run new or updated software.
f) Repair or replacement of lost or stolen parts or materials.
g) Repair or replacement of parts,materials,or software damaged through accident,negligence,abuse,misuse,failure of electrical power,air
conditioning or humidity control,riot or other civil disturbance,strike or other labor trouble,sabotage,fire,flood,lightning or electrical storms,or other
acts of God.
h) Repairing damage caused by service of Equipment by persons other than Sprint,or its authorized contractors.
i) Work on any Equipment that is not located at the site address provided on Exhibit A.
5 MOVES,ADDS,CHANGES AND BILLABLE SERVICE CALLS
All moves,adds and changes("MAC")plus any services beyond those listed in Section 4.1 are Billable Service Calls. Sprint shall have the option to accept or decline
requests for performance of such Billable Service Calls. Should Sprint accept a request to perform such a Billable Service Call,the services will be billed at the
then-current Centurion Labor Rates.
•
Overtime Rate: All Billable Service Calls performed outside of Business Hours will billed at then-current Centurion Overtime Labor Rates.
Service Charge:A service charge to cover Sprint's travel time will be applied to each billable site visit. The charge will be at the then-current Centurion Service Charge
Rates.
Expedite Fees: An expedite fee will be applied whenever the Customer requests that Sprint expedite Services beyond normal response times. The charge will be at the
then-current Centurion Expedite Fee Rates.
Rules with respect to Billing Increments,Billing Minimums,MAC Response Times,Centurion Labor Rates and others will be applied and may be adjusted from time to
time.
6 ADDITIONAL EQUIPMENT
Customer may,for an additional fee,add equipment for coverage under this Agreement,provided,however,Sprint has the right to inspect such equipment to determine
whether it is in acceptable condition. Sprint,in its sole discretion,may exclude any such equipment which it believes cannot be properly and/or economically maintained.
All repairs,adjustments or upgrades necessary to bring Customer's equipment to a condition acceptable to Sprint shall be made at the Customer's cost and expense
prior to adding it to this Agreement. For any accepted additional equipment,Sprint shall update the Customer record detailing all added equipment and the additional
fee.
7 GENERAL TERMS AND CONDITIONS
7.1 Customer site must be located within 125 miles of a Sprint service center.
7.2 Customer will maintain environmental conditions at the site in accordance with specifications established by the manufacturer of the Equipment.
7.3 Customer will maintain a clean,dust-free,ventilated environment with a temperature range of 55 degrees-90 degrees Fahrenheit and 30%-50%
relative humidity.
7.4 Customer agrees to provide electric current and outlets,and local telephone extension(or toll free domestic and international access to Sprint)for the
use of service personnel in the Equipment's physical location.
7.5 Customer will furnish Sprint employees and subcontractors full and free access to the Equipment to make inspections,tests or repairs,subject to
Customer's reasonable internal security requirements.
7.6 Customer will provide necessary openings and ducts for cable and conductors in floors and walls,and floor plans and/or prints showing the location of
such openings and ducts.The floor plan and/or prints will also show the locations and types of Equipment installed.
7.7 Services under this Agreement performed by Sprint employees and subcontractors will be accomplished only in a safe working environment which
complies with state and federal regulations and law. Sprint has not included any charges or any expenses associated with handling,dealing with,
removing or disposing of any hazardous materials at the site. In the event that hazardous materials are encountered in the performance of this
Agreement,Sprint shall cease performance of Services that would necessitate exposure to such hazardous materials until the hazardous materials are
removed and immediately notify Customer of the existence of such hazardous materials. Sprint shall be excused from the performance of this Agreement
until such time as the hazardous material situation is resolved.
7.8 Customer will provide all electrical work external to the Equipment plus installation of communication facilities or connections.
7.9 Customer will be responsible for all ground wire connections to Customer's premises and electrical outlets.
7.10 Unless otherwise agreed to in writing,Customer shall obtain any necessary consents,approvals,licenses,and permits for Service of the Equipment on
the premises where the Equipment is installed. Customer shall defend,indemnify and hold harmless Sprint,together with its officers,agents and
employees,against all damages,claims,liabilities or expenses(including reasonable attorneys'fees,court costs,and allocated in-house counsel legal
expenses)arising out of or resulting in any way from Customer's failure to obtain such permits,licenses,consents,or the like.
8 PROPERTY OF SPRINT
Customer acknowledges that Sprint may install a data collection device and other Sprint equipment at Customer's location to be used in performing services hereunder.
All such property and equipment shall remain the property of Sprint. At the expiration or termination of this Agreement,Sprint shall be entitled to enter Customer's
premises to remove all Sprint property or equipment.
9 ABORTED SERVICE CALL
In the event Sprint dispatches a representative to Customer's site but is unable to perform Service through no fault caused by Sprint,the Customer will be charged a
Service Charge plus one(1)hour labor at Sprint's then current Centurion Labor Rates.
10 SUBCONTRACTING
Sprint may,at its option,subcontract services provided to Customer. Such subcontract will not release Sprint from any of its obligations. Non-union employees may be
utilized by Sprint.
11 DISASTER RECOVERY
Customer recognizes that the use of computer products entails a substantial risk of loss of magnetically stored data,and that industry standards dictate the systematic
use of products which provide comprehensive backup of data so as to prevent such loss. Accordingly,Sprint does not assume any risk of loss of Customer's
magnetically stored data in any way related to or resulting from the services,product,equipment,or systems provided by Sprint or any handling of magnetically stored
data by Sprint. Customer hereby releases Sprint from any liability for loss of magnetically stored data from any and all causes.
Customer recognizes that industry standards dictate the development of a Disaster Recovery Plan for all mission critical business operations. In the telecommunications
industry this includes,but is not limited to,data backup,power backup,power/surge protection,spare system parts,system redundancy,site redundancy,escalation
procedures,emergency support agreements with hardware and software vendors,public network based call forwarding to alternate locations,and documented recovery
policies and procedures. Customer understands that developing and testing a Disaster Recovery Plan is Customer's responsibility and is not a service provided by
Sprint.
The disclaimer of liability for damages will not be affected if any remedy provided shall fail of its essential purpose. Customer accepts this disclaimer of liability for
damages as part of the bargain for Services and understands the price of the Services would be higher if Sprint were requested to bear additional liability for such
damages.
12 INTELLECTUAL PROPERTY OWNERSHIP
Customer understands that all software programs and software components provided by Sprint and Sprint vendors are licensed and not sold.No license is granted by
this Agreement. Licenses,if any,will be granted under a separate agreement.
13 LIMITED WARRANTY
ANY AND ALL SERVICE AND DELIVERABLES PROVIDED HEREUNDER SHALL BE PERFORMED IN A WORKMANLIKE MANNER,AND IN ACCORDANCE WITH
RECOGNIZED INDUSTRY STANDARDS.
IN THE EVENT OF A BREACH BY SPRINT OF THE FOREGOING WARRANTY OF WHICH CUSTOMER NOTIFIES SPRINT IN WRITING DURING THE WARRANTY
PERIOD,SPRINT'S SOLE OBLIGATION AND CUSTOMER'S EXCLUSIVE REMEDY SHALL BE FOR SPRINT TO CORRECT THE PORTION OF THE WORK THAT
DOES NOT CONFORM TO SUCH WARRANTY.IF SPRINT IS UNABLE TO MAKE SUCH CORRECTIONS TO THE SERVICES OR DELIVERABLES,CUSTOMER'S
EXCLUSIVE REMEDY AND SPRINT'S SOLE OBLIGATION SHALL BE FOR CUSTOMER TO RECOVER THE COMPENSATION PAID TO SPRINT FOR THE
SERVICES GIVING RISE TO SUCH WARRANTY FAILURE.
THIS WARRANTY DOES NOT APPLY IF:I)CUSTOMER BREACHES THE TERMS OF THIS AGREEMENT,II)THE NON-CONFORMITY WAS CAUSED BY
CUSTOMER(INCLUDING CUSTOMER'S EMPLOYEES,AGENTS OR CONTRACTORS),SUCH AS ABUSE,MISUSE,DAMAGE,MISOPERATION OR USE IN A
MANNER OTHER THAN INTENDED,OR III)DAMAGE BY ANY CAUSE NOT ATTRIBUTABLE TO SPRINT INCLUDING WITHOUT LIMITATION,POWER
IRREGULARITIES,FIRE,EARTHQUAKES OR ACTS OF GOD OR NATURE. SPRINT MAKES NO WARRANTY FOR ANY EQUIPMENT OR SOFTWARE THAT IS
PROVIDED BY THIRD PARTIES.
THIS LIMITED WARRANTY AND THE REMEDIES FOR A FAILURE OR BREACH OF SUCH LIMITED WARRANTY ARE EXCLUSIVE.THEY ARE GIVEN TO
CUSTOMER IN LIEU OF ALL OTHER WARRANTIES,WRITTEN OR ORAL,STATUTORY,EXPRESS OR IMPLIED,INCLUDING WITHOUT LIMITATION,THE
IMPLIED WARRANTIES OF MERCHANTABILITY,NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE,WHICH SPRINT SPECIFICALLY
DISCLAIMS.
14 LIMITATION OF LIABILITY
SPRINT'S LIABILITY TO CUSTOMER FOR ANY CLAIM FOR DAMAGES CAUSED BY SPRINT'S PERFORMANCE OR NONPERFORMANCE UNDER THIS
AGREEMENT SHALL BE LIMITED TO THE AMOUNT OF ACTUAL DAMAGES ACTUALLY PROVEN NOT,HOWEVER,TO EXCEED THE AMOUNT BILLED TO
CUSTOMER DURING THE PREVIOUS TWELVE(12)MONTHS PRIOR TO THE DAMAGES OR INJURY WHICH IS THE BASIS OF THE CLAIM.IN NO EVENT
SHALL SPRINT OR ITS AGENTS BE LIABLE FOR LOSS OF PROFITS OR BUSINESS,INCIDENTAL,CONSEQUENTIAL,OR SPECIAL DAMAGES OF ANY KIND
CONNECTED IN ANY WAY TO FURNISHING,PERFORMANCE,MAINTENANCE OR USE OF ANY ITEM,EQUIPMENT OR SERVICE UNDER THIS AGREEMENT.
IN NO EVENT WILL SPRINT OR ITS AGENTS BE LIABLE FOR DAMAGES,LOSS OR EXPENSES OF ANY KIND WHATSOEVER THAT MAY RESULT FROM THE
FRAUDULENT OR UNAUTHORIZED USE OF EQUIPMENT,SERVICES OR FACILITIES PROVIDED UNDER THIS AGREEMENT,INCLUDING BUT NOT LIMITED
TO FRAUDULENT OR UNAUTHORIZED LONG DISTANCE TELEPHONE CALLS. CUSTOMER SHALL HOLD SPRINT HARMLESS FROM ALL CLAIMS,SUITS OR
ACTIONS BY ANY PERSON,ENTITY,GOVERNMENT OR GOVERNMENT AGENCY,INCLUDING REMOVAL OR REMEDIATION COSTS ARISING FROM THE
PRESENCE OF HAZARDOUS MATERIALS, ABOUT,BENEATH OR MIGRATING FROM CUSTOMER'S PROPERTY OR PREMISES.
15 INDEMNIFICATION
Each party shall indemnify and hold the other party,its officers,agents and employees,harmless from and against any claims or causes of action for personal injury or
death to persons,or loss or damage to property(including but not limited to personal injury or property damage suffered by either party's own employees or agents),to
the extent the result,directly or indirectly,is from the indemnifying party's negligence or intentional misconduct.
Customer shall indemnify,defend and hold Sprint,its officers,agents and employees,harmless from and against all claims or causes of action brought by third parties
which arise out of or is related to Sprint's performance under this Agreement.
16 FORCE MAJEURE
Except for the obligation to pay monies due and owing,neither party shall be liable for any delay or failure in performance due to events outside the defaulting party's
reasonable control,including without limitation acts of God,earthquake,labor disputes,shortages of supplies,riots,war,fire,epidemics,or delays of common carriers or
other circumstances beyond its reasonable control. The obligations and rights of the excused party shall be extended on a day to day basis for the time period equal to
the period of the excusable delay.
17 DISPUTE RESOLUTION
In the event of any dispute between the parties relating to or arising out of any provision of this Agreement,the representatives of the parties shall meet promptly in a
good faith effort to resolve the dispute extrajudicially. The representatives shall be senior level executives who have authority to resolve the dispute. The disputing party
shall arrange for the meeting at a time and place mutually acceptable to both parties. Prior to the meeting,the disputing party shall deliver to the other party a written
summary of the dispute and evidence and arguments substantiating its dispute. If it proves impossible to arrive at a mutually satisfactory solution as a result of such
meeting,the parties shall be free to pursue other legal remedies. In the event of legal action,the prevailing party of such legal action shall be entitled to recover from the
other party reasonable attorneys'fees and costs,any allocated in-house counsel legal expenses,as well as any collection costs incurred.
18 NOTICES
Communications relating to this Agreement must be communicated by certified mail,return receipt requested,telex,facsimile or overnight mail to the addresses
designated on the signature page.
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19 TERMINATION
Either party may terminate this Agreement"for cause"if the defaulting party fails to cure such"cause"within thirty(30)days after receipt of written notice of same. The
term"for cause"includes,but,is not limited to:
a) Failure to carry out any of the obligations created by this Agreement;or
b) If either party should be adjudicated bankrupt,or make a general assignment for the benefit of creditors,or if a receiver should be appointed on
account of its insolvency;or
c) Sprint reasonably determines that Customer is misusing or abusing services under this Agreement,or is using such services for an unlawful or unsafe
•
purpose;or
d) Customer provides Sprint with false or misleading information in connection with the Services covered by this Agreement;or
e) Customer's improper wiring,failure to maintain proper environmental conditions for the Equipment,or repair or maintenance service on the Equipment
by anyone other than an authorized Sprint representative.
Sprint may terminate this Agreement immediately by providing written notice to Customer if Customer fails to pay any invoiced and undisputed charge(including charges
not incurred under this Agreement)within ten(10)days after receipt of written notice from Sprint identifying the default.
20 SPRINT AS AN INDEPENDENT CONTRACTOR
Sprint is an independent contractor for all purposes and at all times. Sprint has the responsibility for,and control over,the means and details of performing the Services.
Sprint will supervise its employees and set the hours of work,policies and procedures for its personnel. As an independent contractor,neither Sprint nor Sprint's staff is,
or shall be deemed,Customer's employees. In its capacity as an independent contractor,Sprint agrees and represents,and Customer agrees,that Sprint has the right to
perform Services for others during the term of this Agreement. Nothing contained herein will be construed as creating any agency,partnership,joint venture or other
form of joint enterprise between the parties.
21 NO WAIVER
Failure by either party to enforce any of its rights under this Agreement shall not be deemed a waiver of any right which that party has under this Agreement.
22 SEVERABILITY
Should any provisions of this Agreement be declared unenforceable or invalid,that provision shall be construed,limited,modified or if necessary,severed,to the extent
necessary,to eliminate its invalidity or unenforceability. All remaining provisions shall remain in full force and effect.
23 ASSIGNMENT
This Agreement may be assigned by Sprint;in whole or in part. Customer may not transfer or assign this agreement or its rights under this Agreement without written
consent of Sprint,which will not unreasonably be withheld. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective
successors and assigns.
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24 GOVERNING LAW
This Agreement shall be governed by the laws of the state where the Services are provided.
25 TITLES
Titles,headings and table of contents of articles and sections of this Agreement have been inserted for convenience of reference only. They shall not define,modify or
restrict the meaning of interpretation of the terms of provisions of this Agreement.
CONTRACT#
_
sp •
rint Service & Equipment Agreement 02MWAI574LUV
CUSTOMER ADDRESS: BILLING ADDRESS:
Name Name •
City of Ocoee City of Ocoee
•
Street Address Street Address
150 North Lakeshore Drive 150 N.Lakeshore Drive
City *State ZIP City State ZIP
Ocoee 'FL 34761 Ocoee FL 34761
Site Contact Site Contact Phone Billing Contact Billing Telephone No.
Brian Ross (407)905-3100 Accounts Payable - (407)905-3100 Xx1516
This Service&Equipment Agreement("Agreement")dated February 6,2002 between Sprint-Florida Incorporated hereinafter"
Sprint"and City of Ocoee("Customer"). This Agreement sets forth the terms and conditions for the provision of certain
telecommunications services and/or equipment by Sprint to Customer.
The contract price will be paid as follows:
Purchase Price*- '~ . ry
Total Equipment and Installation $23,336.85
Total Recurring Service $44,184.00
Total Non-Recurring Service $3,810.00
Total Service-Recurring&Non-Recurring(from Attachment B) $47,994.00
Total Price for Equipment and Service $71,330.85
Payment Terms(for';EquIpment only)'.... =`"...
Down Payment Due $0.00
Amount Due Upon Delivery of Equipment $0.00
Amount Due Upon Installation $0.00
Amount Due Upon Customer Acceptance $23,336.85
The Purchase Price does NOT include any sales,use,excise,property,or other taxes. Applicable taxes will be added to the
Purchase Price and appear on the invoice when it is issued.
This provision of services and/or equipment by Sprint is subject to the terms and conditions set forth in the Attachments attached
hereto and incorporated herein. Customer acknowledges by his signature,that he has read and understands all terms and
conditions set forth herein above and in the Attachments and Schedules as applicable. IN WITNESS HEREOF,SPRINT and
Customer have executed this Agreement or each has caused it to be executed on their behalf,on the dates indicated below their
signatures. This Agreement is not binding until signed by an authorized representative of SPRINT at its headquarters.
AGREED:
Sprint-Florida Incorporated City of Ocoee
Company Customer Name
By: By:
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Printed: Printed:
Title: - Title:
•
Date: Date:
Address for Notices:
Address for Notices:
Sales Administration
14111 Capital Blvd
Wake Forest,NC 27587
Sales rep:Marie W.Abadi
Sales rep phone:(407)661-5643
Sales rep fax:(407)661-0094
•
• - 1 -
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j_" 4. ATTACHMENT A CONTRACT#
_- p ® 02MWAI574LUV
INSTALLATION ADDRESS:
Name
City of Ocoee
Street Address
150 North Lakeshore Drive
City State - ZIP
Ocoee FL 34761
installation Contact Telephone No. Customer PO#
Brian Ross (407)905-3100 pending
Equipment List
Quantity Item Description
1 Power Cord110V
1 Cisco Network Products Order
1 10/100 E Cisco 3660 6-slot Modular Router-AC with IP SW
1 8-to-16MB Flash Factory Upgrade for the Cisco 3600
1 32-to-64MB DRAM Factory Upgrade for the Cisco 3660
2 AC Power Supply for Cisco 3660
1 V.35 Cable DTE Male 10 Feet
2 Power Cord110V
1 4-port T1 ATM Network Module with IMA
1 4-Port Serial Network Module
1 Cisco 3660 Series IOS IP PLUS
1 AC Power Supply for Cisco 3660
1 Catalyst 2950 48 10/100 with 2 GBIC slots Enhanced Image
•
The provision of equipment by Sprint is subject to the terms and conditions set forth in the Schedule A
attached hereto and incorporated herein.
-2-
—' J n� �� ATTACHMENT B CONTRACT#
02MWAI574LUV
SERVICE ADDRESS:
Name
City of Ocoee
Street Address •
150 North Lakeshore Drive
City State ZIP
Ocoee FL 34761
Billing Contact Telephone No.
Accounts Payable (407)905-3100 Xx1516
SERVICE: Sprint will provide to Customer those Service(s)identified below at the service address listed above. See Attachment C
for additional Service Addresses as applicable.
;: c wing
Con#ract:;Period`r;=g Recurrin 'Month) ' Non:yFie; u •
c.t•ry
- - Ch
1• Translink Service 60 02/01/2002-01/31/2007 736.40 3,810.00
(OS1/11)
2. -
3. -
4. -
5. -
'Rates now in effect are subject to change in accordance with Tariff changes.
1.Sprint will provide to Customer Frame Relay service pursuant to the terms and conditions set forth in Sprint's Sprint-Florida;
Incorporated General Exchange;Sprint-Florida,lncorporated General Exchange Tariff.
TARIFFS.Tariff refers to Company's Tariffs filed with,and approved by,respective federal and/or state regulatory commissions.
Tariffs applicable to the Service(s)may be modified from time-to-time.In the event of any inconsistencies or conflicts between this
Agreement and the applicable Tariff,the Company's applicable Tariff provision shall apply and take precedence.
TERMINATION.In the event Customer gives notice of cancellation or termination,disconnects any portion of Service(s)provided or
otherwise breaches this Agreement resulting in the termination of said Service(s)prior to the end of the Service term or any
subsequent renewal thereof,termination liability will apply as calculated and set forth in the Company Tariff governing the
Service(s)offered.
•
-3-
a
•
•
_.��?1'• SER
® VICE& EQUIPMENT SCHEDULE A
AGREEMENT
TERMS AND CONDITIONS
1. EQUIPMENT Sprint hereby provides and Buyer hereby purchases the Equipment,services and D. Sprint hereby disclaims any liability whatsoever for loss or damage to Buyer or any other entity
associated materials listed on Attachment A(hereinafter Equipment)under the terms and conditions resulting from the fraudulent or unauthorized use of the equipment purchased hereunder by parties
set forth herein.Buyer assumes the risk of loss and/or damage to the Equipment.or any part thereof, known or unknown,including employees,agents or associates of Buyer.Buyer hereby expressly
from the dale of its delivery to the Buyer's premises set forth on the lace of this Agreement. assumes the risk of loss associated with such unauthorized use end acknowledges that Nis Buyer's
2.PRICE AND PAYMENT TERMS Buyer agrees to pay the total price according to the payment obligation to take all reasonable and necessary steps to protect against such loss.Buyer assumes
terms set out on the face hereof.All payments are due upon receipt of invoice and are subject to late such obligation whether or not Sprint has advised Buyer of the poasbility of such loss,how sack loss
payment charge of 1-1/2%per month,or the maximum amount permitted by law,whichever is might occur or how to prevent against such loss.
greater,on the balance In arrears for more than thirty(30)days from the date of the invoice.Buyer 5. INDEMNIFICATION Each party shall indemnify and hold the other party,its officers,agents and
shall pay all sales,use,privilege andror excise taxes and shall reimburse Sprint for such payments If employees,harmless from and against any claims or causes of action for personal injury or death to
made by Sprint.Telephone number listings,access lines or other services are not Included in the persons,or loss or damage to property(including but not limited to personal Injury or property
price,unless specifically so stated,and are Ste responsibility of Buyer.In the event Buyer damage suffered by either Partys own employees or agents),which Is the result,directly or
repudiates,gives notice of cancellation,or otherwise breaches this Agreement,prior to delivery of indirectly,horn the indemnifying party's negligence or intentional misconduct.
the Equipment to the installation site,Buyer will pay Sprint as fixed,settled and liquidated damages, 8. FAILURE TO PERFORM In the event that Buyer shall be in default under this Agreement,
and not as a penally,its down payment or 25%of the Purchase Price,whichever is greater.Buyer's Sprint may exercise,in addition to any other remedies available to Sprint in law or in equity,either of
' payment is without right of set-off and shall not be withheld or delayed due to dispute of any nature the following options:a)declare all unpaid sums immediately due and payable,and retain at sums
with any other legal entity including affiliates of Seller. theretofore paid as a setoff against expenses Incurred;orb)terminate this Agreement,retake
3.DELIVERY AND INSTALLATION OF EQUIPMENT possession of the Equipment,and retain all sums theretofore paid as a setoff against expenses
A.Sprint shall use commercially reasonable efforts to provide Buyer with timely delivery and incurred.
installation,however,it is expressly understood between the parties hereto that all stated delivery 7. SECURITY INTEREST Buyer hereby grants Sprint a purchase money security Interest in the
and/or Installation dates are for approximation purposes only.Under no circumstances shell Sprint be Equipment,together with all replacements,parts,additions,repairs and accessories Incorporated
liable for damages,consequential or otherwise,for delays In delivery or Installation.If Buyer fails to therein or affixed thereto,and all proceeds thereof,until all charges set forth in this Agreement
reject the equipment,in writing,as unserviceable or not in accordance with the contract,within seven (including interest,if any)are paid in full.Buyer agrees to execute end deliver any documents
days alter the date of the system cutover,Buyer shall be conclusively presumed to have accepted reasonably requested by Sprint for the purposes of filing or recording,as may be necessary to
the installed equipment.If Buyer timely rejects the installed Equipment as unserviceable or not in parted the security interest created by this Agreement.The parties agree that the Equipment shag
accordance with this Agreement,Sprint shall have the right to cure any defects in performance, remain personal property,not a part of the lard or building,regardless of the manner of affonatxm.
within a reasonable time,taking into account the necessity of procuring replacement Equipment or 8. ASSIGNMENT The rights and obligations of either party shall neither be assigned nor delegated
parts,and correcting or modifying the installation of the Equipment Upon completion of installation, without the prior wnhen consent of the other party,which consent shag not be unreasonably withheld
Sprint(or Sprint's subcontractor,agent,or assignee)will perform Sprint's standard testing procedures or delayed.However,either party may assign Its rights and obligations,In whole or in part,to any
on the Equipment.Upon successful completion of such tests,Sprint will notify Buyer that the parent,subsidiary,affiliate,or successor in Interest,provided it gives the other parry advance wnhen
Equipment has been installed and is operating in accordance with applicable test and performance notice thereof and the assignee agrees in writing to be bound by and assume all obligations and
specifications and Buyer shall promptly execute Sprint's acceptance document. liability under the terms of the Agreement.
B.Buyer shall,at its expense on the dale of delivery of the Equipment to Buyer's premises,and at Third Party Financing(if applicable).Should you elect to finance your purchase through a third
all times thereafter during the period of installation: party financing company,you must properly complete the required financing documentation end be
' 1)Unless otherwise noted on the face hereof,allow employees or agents of Sprint reasonable accepted by the third party financing company before the Equipment you are purchasing will be
access to premises and facilities where the equipment is located or is to be instated,at Buyer's installed.Ater you have accepted the Equipment pursuant to the terms of Section 3,this sales
regular business hours,to allow Sprint to fulfill its obligations with regard to the Equipment's agreement will be assigned to the selected third party financing company as long as it is an approved
installation or warranty. Sprint third party financing company.
C.Buyer shall,al its expense,prior to the date of delivery of the Equipment,and at all times B. WAIVER OF BREACH No waivers,whether expressed or implied,by either of the parties
thereafter during the period of Installation,throughout the warranty or maintenance period: hereto of any breach by the other party of any of the covenants,agreements,conditions or duties of
1)Guarantee and warrant that the premises upon which the work is to be performed are totally this Agreement shall operate as a waiver of any subsequent breach of the same covenants,
free of asbestos(whether encapsulated or exposed),or other hazardous materialsals as as defined by agreements,conditions or duties.
federal or state law.If such warranty or guarantee cannot be made prior to signing this agreement, 10. ENTIRE AGREEMENT This Agreement supersedes all prior or contemporaneous proposals and
Sprint shall have the following options in addition to any other legal or equitable remedies: 1)void negotiations and constitutes the entire agreement between Sprint and Buyer with respect to the
This agreement,and retain any down payment previously paid by buyer;2) :sr 3)to make any purchase of the Equipment.Na representations or statement not expressed herein Is binding upon
equipment installations in areas known or suspected of containing asbestos;or 3)unilaterally make Sprint Any modification must be in writing and executed by an authorized representative of the party
an adjustment to the purchase price to reflect any increased costs of performance because of known against whom enforcement is sought.Any provision of this Agreement which is In conflict with any
or suspected asbestos on the premises. applicable statute or regulation shall be deemed null and void only to the extent that it may conflict,
2)Provide necessary openings and ducts for cable and conductors in floors and walls,and floor and all other provisions of this Agreement shall remain in full force and effect.This Agreement is
plans and/or prints showing the location of such openings and ducts.The floor plan and/or prints will deemed made and governed by the laws of the state of where the Equipment is located.
also show the locations and types of Equipment to be installed. 11. MISCELLANEOUS:
D. It is understood that any change In Equipment type or location may change the quoted price. A. Purchase Orders.Any purchase order or terms contained therein issued by Buyer shall be
Such additional charges will be based on time and material costs incurred by Sprint deemed to have been issued for its own purchasing,accounting,end other record keeping purposes
E.Buyer will be responsible for and provide or arrange for separate electric source,circuits and only surf shall not be deemed to be part of this Agreement
power with suitable outlets at is own expense;suitable space meeting operating environment B. Force Majeure.Sprint shall not be liable for any failure to perform any part of this Agreement
requirements;heal,air conditioning,light and security and other operating environmental due to federal,state,or local government action,statute,ordinance or regulation,strike or other labor
requirements for the Equipment.The premises will be dry and free from dust and in such condition trouble,riot or other civil disturbance,sabotage,fire,flood,lightning or electrical storm,
as to not be injurious to the Equipment or the employees,agents,subcontractors or assignees of environmental hazard,or acts of God,inability to secure the Equipment or necessary ancillary
Sprint material or supplies,or,without limiting the foregoing,by any other cause,contingency,or
F.Buyer acknowledges that foreign voltages and lightening effects on telephone equipment can be circumstance within or without the United Stares not subject to Its control which prevents or hinders
significant during electrical storms.Accordingly,Buyer will be responsible for at ground wire Sprinfa performance of this Agreement.
connections to Buyer's premises. C. Notices.Any notice required or permitted to be given under any of the provisions of this
G.Unless otherwise agreed,Buyer shall obtain any necessary consents,approvals,licenses,and 'Agreement or governing law shall be given in writing and either hand delivered or sent by first-class
permits for Installation of the Equipment on the Premises where the Equipment is to be Installed mail,postage prepaid,to the other party at its address on the face of this Agreement.
during all hours consistent with the requirements of installation.Buyer shall defend,indemnify and D. Attorneys Fees.In the event either party must pursue legal action to compel compliance with
hold harmless Sprint,together with its offerers,agents and employees,against all damages,claims, the terns of this Agreement,the prevailing party shall be entitled to recover from the other party
liabilities or expenses(including reasonable attorneys'fees,court coats,and allocated in-house reasonable attomey's fees and costs and allocated In-house counsel legal expenses,as well as any
counsel legal expenses)arising out of or resulting in any way from Buyer's failure to obtain such collection costs incurred.
permits,licenses,consents,or the like. E. Credit Check.Buyer consents to a search by Sprint of its credit history and financial etabimy
4.LIMITED WARRANTY.DISCLAIMERS AND REMEDIES with any credit or reporting company or agency.In the event Sprint determines,in is sole discretion,
A.Sprint warrants that all Equipment,including software residing therein,sold and installed under that Buyer fails to meet Sprint credit guidelines,Sprint may require that adequate payment
this Agreement will be free from detects in design,material and workmanship and will function assurances be provided or may terminate the Agreement.
substantially in accordance with the manufacturer's published specifications provided It is not F. Risk of Loss. Risk of loss of the Equipment shall pass from Sprint to Buyer upon delivery to the
damaged by extemal causes and is used according to manufacturer's standard operating installation site designated on page 1 hereof.
instructions,for a period of one(1)year from the Acceptance Date.The obligation of Sprint under G. Title.Title to the Equipment shag pass from Sprint to Buyer upon Buyer's payment of the Total
this warranty Is limited to the repair or replacement of Equipment found to be defective and the Equipment Purchase Price and any applicable taxes of such Equipment.
provision of software bug fixes made available by the manufacturer at no additional cost to Sprint. H. Third Party Beneficiary.This Agreement shall not be construed or interpreted to create any
Under no circumstance will Sprint be required to provide software upgrades,updates or the like at no direct,indirect or third party rights or benefits whatsoever In favor of any person or entity of any kid
additional charge. The warranty contained herein is in lieu of any other warranty obligation or between any persons or entitles other than the Sprint and Buyer.
liability,express or implied,including but not limited to,warranties of merchantability or fitness for a I Property of Sprint Buyer acknowledges that Sprint shall install a data collection device and
particular purpose or warranties of norm-infringement. other Sprint Equipment at Buyer's Location to be used In performing services hereunder.All such
B.Sprint shall provide warranty service at the Buyer's installed Equipment address set forth on the property and Equipment shall remain the property of Sprint.Buyer is purchasing only that Equipment
lace hereof,including parts and labor required to service the Equipment.The warranty service does specifically described on Attachment A hereof.At the expiration or termination of this Agreement or
not include the replacement of parts lost,stolen or damaged by negligence,acts of God,or causes any service plan hereunder,Sprint shall be entitled to enter Buyer's premises to remove all Sprint
other than ordinary use,nor does N Include additions to,rearranges,relocation or removal of the property.
Equipment.Any maintenance or service performed by the Buyer or anyone not approved in writing 12. LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER PROVISIONS OF THE
by Sprint shall cause this warranty to become null and void. AGREEMENT,IN NO EVENT SHALL SPRINT BE LIABLE FOR INDIRECT,INCIDENTAL,OR
C.BUYER WILL BE SOLELY RESPONSIBLE FOR ENSURING THE COMPATIBILITY OF ANY CONSEQUENTIAL DAMAGES(INCLUDING LOST PROFITS)SUSTAINED OR INCURRED IN
EQUIPMENT NOT ACQUIRED FROM SPRINT WHICH IS ADDED TO,OR WHICH IS CONNECTION WITH SERVICES OR EQUIPMENT PROVIDED OR TO BE PROVIDED UNDER
OTHERWISE USED IN CONJUNCTION WITH THE EQUIPMENT PROVIDED BY SPRINT.USE THIS AGREEMENT,REGARDLESS OF THE FORM OF ACTION,WHETHER OR NOT SUCH
OF NON-COMPATIBLE EQUIPMENT WILL,AT THE OPTION OF SPRINT,VOID ANY DAMAGES WERE FORESEEN OR UNFORESEEN.IN NO EVENT SHALL SPRINT BE LIABLE
REMAINING WARRANTY AS TO ANY ITEM OF SPRINT-PROVIDED EQUIPMENT WHICH IS FOR DAMAGES,LOSS OR EXPENSES OF ANY NATURE WHATSOEVER THAT MAY RESULT
AFFECTED BY THE NON-COMPATIBLE EQUIPMENT. FROM THE FRAUDULENT OR UNAUTHORIZED USE OF EQUIPMENT,SERVICES,OR
FACILITIES PURCHASED OR ACQUIRED HEREUNDER.
-4-
ADDENDUM TO EXHIBIT B
CENTURION SERVICE AGREEMENT
TERMS AND CONDITIONS
The following shall amend and modify the terms and conditions set forth on
Exhibit B:
Section 3.2—The word"Undisputed" is inserted at the beginning of the second
sentence.
Section 4.2.(a)—The following additional sentence is added to this subsection:
"Sprint will take commercially reasonable steps to prevent unauthorized access to the City's
equipment and system by use of Sprint's internet or modem connection."
Section 7.10—In the first sentence, the word"licenses" is deleted. The second
sentence is changed to read as follows: "Customer shall, to the extent permitted by law, defend,
indemnify and hold harmless Sprint, together with its officers, agents and employees, against all
damages, claims, liabilities or expenses (including reasonable attorneys' fees and court costs)
arising out of or resulting in anyway from customer's failure to obtain such permits, consents, or
the like."
Section 8—In the second sentence, the phrase "during normal business hours
following reasonable advance notice," is inserted between the words "premises" and"to
remove."
Section 9—The following phrase is added at the end of the sentence: "if the
inability to perform Service is caused by the Customer."
Section 12—In the second sentence, the clause ",except with respect to software
installed pursuant to this Agreement," is inserted between the words "license" and "is granted."
At the end of the third sentence, the following clause is added: "; however, Customer shall have
a perpetual, paid in full, nonexclusive license to possess and use any software installed pursuant
to this Agreement."
Section 13 —The following sentence is added to this section following the first
sentence: "All parts, materials, hardware, and software installed by Sprint under this Agreement
shall be free of defects and shall confouni to the manufacturers' specifications." In the second
sentence of the second paragraph, the word "promptly" is inserted between the words "unable
to" and"make such corrections." In the last line of the third paragraph, the word"provided" is
deleted and the word"installed" is inserted in lieu thereof.
Section 14—The first sentence is deleted and the following sentence is inserted in
lieu thereof: "Except for bodily injury, death, damage to property, or as otherwise stated herein,
Sprint's liability to Customer for any claim for damages caused by Sprint's performance under
this Agreement shall be limited to the amount of actual damages actually proven not, however, to
exceed the amount to be paid under this Agreement." In the third sentence, the phrase "not
caused by Sprint"is inserted between the words "Agreement" and"including but not limited."
006.247650.1
In the last sentence, the phrase",to the extent permitted by law,"is inserted between the words
"shall" and "hold Sprint."
Section 15 —In the first sentence, the phrase ",to the extent permitted by law," is
inserted between the words "shall" and"indemnify." The last sentence is deleted and the
following sentence is inserted in lieu thereof: "Each party shall, to the extent permitted by law,
indemnify, defend and hold the other party, its officers, agents and employees, harmless from
and against all claims or causes of action brought by third parties which arise out of or are related
to Sprint's performance under this Agreement to the extent the claim or cause of action results,
directly or indirectly, from the indemnifying party's negligence or intentional misconduct."
Section 17—The last sentence is changed to read as follows: "In the event of legal
action, the prevailing party of such legal action shall be entitled to recover from the other party
reasonable attorneys' fees and costs."
Section 19.(d)—At the beginning of the sentence, the phrase "Customer provides
Sprint,"is deleted and the phrase "A party provides the other party" is inserted in lieu thereof.
Section 19.(e)—The last sentence is changed to read as follows: "Sprint may
terminate this Agreement immediately by providing written notice to Customer if Customer fails
to pay any invoice and undisputed charge within thirty (30) days after receipt of written notice
from Sprint identifying the default."
Section 20—The following sentence is added at the end of this section: "Sprint
shall comply with all workers' compensation, employment, and all other laws at all times during
its performance of Services under this Agreement."
2
006.247650.1
,Sen4ce- Aaree,-/cH 1
ADDENDUM TO SCHEDULE A
SERVICE & EQUIPMENT AGREEMENT
TERMS AND CONDITIONS
The following shall amend and modify the terms and conditions set forth on
Schedule A:
Section 2—In the second sentence, the word, "undisputed,"is inserted between
the first two words of the sentence. The final sentence of the paragraph is deleted.
Section 3.A. —The final sentence of the paragraph is changed to read as follows:
"Upon successful completion of such tests, Sprint will notify Buyer that that the Equipment has
been installed and is operating in accordance with applicable test and performance specifications,
and Buyer shall promptly either accept the Equipment or reject the Equipment in writing if it
remains unserviceable or not in accordance with this Agreement."
Section 3.C.(1)—This paragraph is deleted in its entirety.
Section 3.E. —At the beginning of the last sentence, the following clause is
inserted: "Except as caused by Sprint,".
Section 3.G. —In the second sentence, the phrase "to the extent permitted by law"
is inserted between the words "shall" and "defend." In the second sentence, the words "and
allocated in-house counsel legal expenses" are deleted. In the first and second sentences, the
word"licenses"is deleted.
Section 4.A. —The following sentence is added at the end of the paragraph:
"Buyer shall have a perpetual,paid in full, non-exclusive license to possess and use all software
residing on the Equipment."
Section 4.B. -In the second sentence, the word"Buyer's," is inserted prior to the
word"negligence."
Section 4.C. —In the second sentence, the phrase "THAT IS NOT APPROVED
BY SPRINT (WHICH APPROVAL SHALL NOT UNREASONABLY BE WITHHELD),"is
inserted after the fourth word.
Section 4.D. —The phrase"; however, Sprint will take reasonable steps to advise
Buyer of the possibility of such losses to the extent known by Sprint."is inserted at the end of
the last sentence of the paragraph.
Section 5. —In the first sentence, the phrase ", to the extent permitted by law," is
inserted between the words "shall" and"indemnify."
Section 7—This paragraph is deleted in its entirety.
006.247502.1
Section 10. —The following clause is inserted at the beginning of the first
sentence: "Except for Contract numbers 02MWA1573LCF, 02MWA1573JJQ,
02MWA1574Q7N, 02MA1574LUV, and the Centurion Service Agreements,".
Section 11.B.—The following is added at the end of the last sentence of the
paragraph: ",provided Sprint commences or recommences performance as soon as practicable
after the event. Sprint's failure to comply with any federal, state, or local law, ordinance, or
regulation shall not be deemed a force majeure event."
Section 11.D. —This paragraph is changed to read as follows: "In the event either
party must pursue legal action to compel compliance with the terms of this Agreement, the
prevailing party shall be entitled to recover from the other party reasonable attorneys' fees and
costs."
Section 11.I. —In the last sentence of the paragraph, the phrase "during normal
business hours following reasonable advance notice,"is inserted between the words "premises"
and"to remove."
2
006.247502.1
w
02/05/02 09:51:36 REQUISITION DETAIL Page 1
rg160-ls FOR IS000119 rharris
Initiator: ROBIN HARRIS
Created: 02/05/02 Status: Initial
Last Action: ROBIN HARRIS' Possession Of: ROBIN HARRIS
On: 02/05/02 Req. Total: 3,810.00
Message:
LINE DESCRIPTION G/L ACCT # QTY UNIT PRICE EXTENDED VENDOR
1 PO for Quote #2002-000507. 1.00 ea 3,810.0000 3,810.00 SPRINT
302-521-00-6302
2 Work: Voice & Data Service
3 Communication Lines. •
4 Location: 301 Maguire Road -
5 Modular Building (inspectors).
6 Not to exceed $3810.00
3,810.00
DATE/
FROM NOTES
Sprint/Florida,United Telephone of
30.) -Sa J -(P0-63 01
Proposal For
City of Ocoee
Intra-Exchange Translink T1 Service 60-84 Months
Printed On: January 31, 2002
Customer Copy - Regulated
Quote # : 2002-000507
Quote Date : 01/11/2002 Billing # : 407-003-5800-580
Sales Person : Marie W Abadi Engineer : Luz N. Perez
Circuit ID Contract # .
P1antTestDate Due Date
Order # Expire Date : 02/28/2002
NCI : 04DS9.1S
SNCI : 04DS9.15S
Service Requested By:
Customer : Sprint
Contact : Marie W Abadi
Phone : 407 661-5642
Fax
Customer Project Contact:
Customer : City of Ocoee
Contact : Brian Ross
Phone : 407-905-3100
Fax
Telco Project Contact:
Telco : Sprint/Florida,United Telephone of
Contact : Allen Young
Phone : 407 830-3431
Fax
it Location : CKL #A, 150 N. Lakeshore Dr, Ocoee, FL, 34761
Contact : City of Ocoee, Brian Ross, 407-905-3100
Location : CKL #B, 301 Maguire Rd Ext, Ocoee, FL, 34761
7 Contact : City of Ocoee, Brian Ross, 407-905-3100
Description Monthly NRC
Intra-Exchange Translink T1 Service 60-84 Months $736.40 $3,810.00
Alternate Services:
Intra-Exchange Translink T1 Service 12-23 Months $981.20 $3,810.00
Intra-Exchange Translink Tl Service 24-35 Months $927.60 $3,810.00
Intra-Exchange Translink Ti Service 36-59 Months $812.00 $3,810.00
Remarks:
Mktg.Quote #2002-000507 LNP 1017AM 011602
This Quote is for 4 Pt to PT t1's and a block of 100 DID's. The NRC rates will apply if all circuits
are installed at the same time.
4( 1 block of a 100 is $ 60.00 NRC $175.00
Ckt. terminate on CPE CSU req'd. to interface Telco ntwk. CPE wiring beyond demarc billed on T&M. T-1
equipped with B8ZS/ESF. Standard installation interval will be 10 working days.
Payment Term:
Minimum service period of 60-84 Months to avoid term. liability.
Page 3 of 4
Sprint/Florida,United Telephone of
Proposal For
City of Ocoee
Intra-Exchange Translink T1 Service 60-84 Months
Printed On: January 31, 2002
Customer Copy - Regulated
Quote # : 2002-000507
Page 4 of 4
02%05/02 10:00:09 REQUISITION DETAIL Page 1
rq160-ls FOR IS000121 rharris
Initiator: ROBIN HARRIS
Created: 02/05/02 Status: Initial
Last Action: ROBIN HARRIS Possession Of: ROBIN HARRIS
On: 02/05/02 Req. Total: 27,530.00
Message:
•
LINE DESCRIPTION G/L ACCT # QTY UNIT PRICE EXTENDED VENDOR
1 PO for wiring from street to 1.00 ea 27,530.0000 27,530.00 SPRINT
302-521-00-6302
2 building for the location:
3 301 Maguire Rd - Modular Bldg.
4 (inspectors). Not to exceed
•
5 $27,530.00
27,530.00
DATE/
FROM NOTES
30.,) _ 5al— cc - 63c,a
p t.
Attachment A
Customer Copy
Customer: CITY OF OCOEE
Contract Date:
Install Date: 0
Price:$1€1326,78- r Z'1i Sao Pc-
Sales Rep: Marie Abadi
Engineer: Dennis Hall
Written:January 31,2002
_ Price Valid Until:April 1,2002
Item Description
4 TRAFFIC RATED PULLBOX 30"X48"X36"
1-LOT 4"SCHEDULE-40 PVC
1-LOT
1-LOT
1-LOT • SWEEPS AND COUPLERS
1-LOT
1-LOT
1-LOT
1-LOT
1-LOT INNERDUCT(BLUE,GREEN,ORANGE)
Material $0 00 r11.
Labor $1-6,320.78
Price $44 2.77 Sad
•
Sprint
TECHNICAL SCOPE OF WORK
* Cut and remove asphalt•in conflict with proposed route.
* Trench to place 2-way 4" PVC schedule 40 conduit.
* Place four (4) 30"x 48"x36" pullboxes (no bottom / gravel base only) in route.
* Place 2-way 4" schedule 40 conduit under existing trailer.
* Tie in and sweep conduits to TER, pullboxes, and Sprint pedestal location.
* Place three (3) 1 'ti" subducts (tri-color: blue, green, orange w/ pullstrings) in one of the two 4" conduits.
* Verify and place a pullstring in the remaining vacant 4" conduit.
* Cap and seal all conduit and subduct ends.
"Terms & Conditions"
* This bid proposal is not inclusive of asphalt restoration. Proposed
trenching will be backfilled and compacted only. Asphalt restoration
will be the responsibility of the customer/owner.
VL111Ly 1VCULCJ W111 Ue LequebLeu yo LIVu1.ti.' pL1u1 Lu exuavauluy. 11
the customer is not a member of or contacted by "Sunshine", or has
known buried utilities, they will be responsible for locating said
assume responsibility for any unmarked or improperly marked buried
* This bid proposal is based on the assumption that the agreed upon
conduit infrastructure route is reasonably free of unforeseeable
obstructions. Please be advised that additional costs will apply in
be modified due to direct conflict with any obstruction whereby the
construction cost of said route modification exceeds that which was
originally estimated. The customer will be notified of any design
of said route modification exceeds that which was originally
will be notified of any design and/or cost changes prior to
02/05/02 16:32:57 REQUISITION DETAIL Page 1
rg160-ls FOR IS000117 pbrosonski
Initiator: ROBIN HARRIS
Created: 02/04/02 Status: Final Appr
Last Action: Pam Brosonski Possession Of: Purchasing
On: 02/05/02 Req. Total: 5,805.99
Message: __ •
LINE DESCRIPTION G/L ACCT # QTY UNIT PRICE EXTENDED VENDOR
1 Wiring for modular trailer 1.00 5,805.9900 5,805.99 SPRINT
302-521-00-6302
2 Each jack 2 CAT 5e & 1 CAT 3
3 Install & wire 12 new jacks
4 Install & wire 38 existing jac
•
5 Install 19" rack
6 Install 1 24 & 2 48 port panel
7 Install 4 horizontal wire mana
8 Install 1 mid-mount equip shel
9 Quotes on file
10 Valid until 9/30/02
5,805.99
DATE/
FROM NOTES
02/04/02
pbrosonski Please put the vendor information in the requisition.
DATE HISTORY
02/04/02 10:27 am Created By: BRIAN ROSS
02/04/02 10:34 am Released For Approval: BRIAN ROSS
02/04/02 10:34 am Approved By: BRIAN ROSS
02/04/02 11:22 am Returned To BRIAN ROSS By Pam Brosonski
02/04/02 11:37 am Released For Approval: BRIAN ROSS
02/04/02 11:46 am Approved By: BRIAN ROSS
02/05/02 4:19 pm Final Approval: Pam Brosonski
wiy-61 fi
-/1‘ '4 p
• t
Sprin
Attachment A
Customer Copy
Customer: CITY OF OCOEE
Contract Date:
Install Date:
Price:$5,805.99
Sales Rep:Marie Abadi
Engineer: Dennis Hall
Written:January 31,2002
Price Valid Until:April 1,2002
Qy Item Description
5000 CAT-3 NON-PLENUM 4pr/24awg(BEIGE)
10000 CAT-5 NON-PLENUM 4pr/24awg(YELLOW)
38 4 PORT FACEPLATE,IVORY
12 4 PORT SURFACE BOX,IVORY (Leviton)
100 6p/6c SPRINT VOICE JACK,IVORY
100 8P/8C SPRINT CAT-5 E JACK,BLUE
1 568B PANEL 24 CAT-5 V7500 SPG
2 568B PANEL 48 CAT-5 V7500 SPG
4 WIRE MGM PANEL(FRONT MOUNT)19"X 3.5"
1 Shelf MID-Mount(19"X 17.25"X 19.5")BLACK
1 Relay Rack 19"x 7'ALU
1 • FLOOR MT HWD
1 AT&T BLK 300-110 W/C-4
3 Designation Strips(6 per)(073093)
1 110 Labels Blue(STA)90 STRIPS
1 Miscellaneous Material
Material $2,145.39
Labor 13,660.60
Price C5,8051.9„....›
-:Sprint:
TECHNICAL SCOPE OF WORK
* Quote is for installing (50) station locations with (1) CAT-3 (voice) and
(2) CAT-5 (4-pair) non-plenum cables. The 4-pair voice cable will be split
between (2) RJ-11 modules at the faceplate and terminated on 110-type
connecting blocks at the MDF. Each CAT-5 cable will be terminated on a CAT-5(
RJ45 module at the faceplate and on a CAT-5e patch panel port mounted in
Sprint provided 7' fret standing equipment rack at the MDF. The equipment rac]
will be equipped with (1) CAT-5e 24-port patch panels, (2) CAT-5e 48-port-pate]
panels, (4) horizontal wire managers, and' (1) equipment shelf (mid-mount) .
Patch panel ports allow for approximately 20% growth.
* Quote assumes (38) station locations with pre-stubbed conduits and (12) static)]
locations that will require Sprint to drill through the floor and install a surfac(
mounted box at the baseboard with a 4-port faceplate.
• SourceLink Communications, Inc.
Structured Cabling gamins
120 West Crown Point Road Suite 112 Winter Garden,FL 34787
Phone(407) 654-2400 Fax(407) 654-2428 Toll Free(888) 692-5100
PROPOSAL
Client: City Of Ocoee Job Site: Inspector Trailer
150 North Lakeshore Drive 301 Maguire Road
Ocoee, FL 34761-2258 Ocoee,FL
ATTN: Brian Ross
Phone: (407)905-3100 Fax: (407) 656-7835
We have prepared our proposal below in this format for your convenience: We appreciate the
opportunity to estimate this work and look forward to working with you on this installation.
Thank You,
Charles F. Kaake
SourceLink Communications, Inc.
Statement of Work: SourceLink Communications, Inc. will provide labor and materials for the
installation of the following:
1. Install [44] Information Outlets each consisting of [2] 4-pair, Category 5E, PVC, UTP, Data Cables and [1] 4-pair,
Category 3, PVC, UTP Voice Cable (Split to 2-ports at the workstation) to the designated "New" Outlets on the
customer provided diagram. Each location will have the floor drilled for access and a 4-position Surface Mount Box
installed.
2. Install [38] Information Outlets each consisting of [2] 4-pair, Category 5E, PVC, UTP, Data Cables and [1] 4-pair,
Category 3, PVC, UTP Voice Cable (Split to 2-ports at the workstation) to the designated "Existing" Outlets on the
customer provided diagram. Each location will have the cabling installed through the existing conduit to a new 4-
position Faceplate.
3. Install [1].Voice only outlet consisting of[1] 4-pair, Category 3,PVC,UTP Voice Cable to the designated location on
the customer provided diagram.
4. Install [1] 7-foot,Freestanding Relay Rack, [4] 48-port, Category 5E,Patch Panels, [4] 3.5" Wire Management Panels
and[2]300 pair, 110,Voice Termination Blocks in the designated wiring closet.
5. Terminate voice and data cabling within the wiring closet and provide [164] 3-foot, Category 5E, Patch Cables for
network connection.
6. Terminate voice and data cabling at the workstation locations with RJ-45, Category 5E Jacks for Data and RJ-11,
Category 3,Jacks for voice.
7. Label and perform cable audit on voice outlets.
8. Label and certify data outlets and provide customer with documentation upon completion of project.
9. Provide customer with Leviton 15-year Manufacturer Warranty upon acceptance of project.
Material List
(Option)
Mohawk, Blue, Cat 5E,PVC,UTP Data Cable 14,000 feet 9,000 feet
Mohawk,White, Cat 3,PVC,UTP Voice Cable 7,000 feet 5,000 feet
Homaco, 7-foot Freestanding Rack 1
Leviton,5G584-U48, 48-port,Category 5E,Patch Panel 4 3
Leviton, 49253-BCM,3.5"Wire Management Panel 4 3
Leviton,41AW2-300, 300-pair, 110 Block with Legs and strips 2 1
Leviton,49104-IDC,C-4 Clips 83 51
Leviton, 42080-4WS,White,4-port Faceplate 38
Leviton,41089-4WP,White,4-port Surface Mount Box 44 12
Leviton, 5G109-RV5,Green Category 5E, Insert for Data 164 100
Leviton,41108-RW3,White Category 3, Insert for Voice 165 101
Leviton,41084-BWB,White Blank Insert 3
3-foot, Category 5E, Patch Cables X
Test Voice Outlets 165 . 101
Certify Data Outlets 164 100
J-hooks 80
Fire-stop_Material 1
Floor Penetrations 44 t a
Homaco,Ground Bar. 1
#6 awg Ground Wire 50 feet
Ground Clamps 2
Miscellaneous Materials 1
•
`tip l
Base Bid Amount: $ 9,885.00 CC (4_ o p
Optional Pricing to reduce the number of"New" Outlets from[441 to[121 subtract $3,269.00 from
Base Bid Amount (See Quantity Changes in Materials in far Right side of material List all other
materials will stay the same)
s tue( i e,,•,,, se_
Please See attached special contusions on page 3
The Attached Proposal Price Is Based On The Following Conditions
1. CLEAR,UNOBSTRUCTED AND SAFE ACCESS WILL BE PROVIDED BY CLIENT TO ALL AREAS OF INSTALLATION INCLUDING BUT
NOT LIMITED TO CONDUITS, WORK AREAS,LADDER RACK,CLOSETS,ETC. IF CONDUITS HAVE EXISTING CABLE, SOURCE LINK
COMMUNICATIONS,INC.DOES NOT GUARANTEE THAT NEW CABLE WILL FIT IN CONDUIT. ALL COSTS RELATED TO ATTEMPTING
TO FIT CABLES IN CONDUIT WOULD BE BILLED ON A TIME AND MATERIALS BASIS AT THE RATES DISPLAYED IN THE TIME AND
MATERIALS FEE SCHEDULE.
2. LABOR(UNLESS LISTED OTHERWISE NOTED IN THE ATTACHED BID LANGUAGE)WILL BE PERFORMED IN SHIFTS NOT TO
EXCEED EIGHT HOURS PER INSTALLER. SHIFTS WILL OCCUR BETWEEN THE HOURS OF 7:00 AM AND 5:00 PM.
3. SOURCE LINK COMMUNICATIONS,INC. DISCLAIMS ALL WARRANTIES,IMPLIED OR OTHERWISE,EXCEPT AS EXPRESSLY
PROVIDED HEREIN. SOURCE LINK COMMUNICATIONS,INC.WARRANTIES THE LABOR WE PERFORM TO BE SUBSTANTIALLY
FREE FROM DEFECTS IN MATERIALS AND WORKMANSHIP FOR A PERIOD OF ONE YEAR FROM THE DATE WORK IS COMPLETED.
THE WARRANTY DOES NOT APPLY TO REWORK OR REPAIR OF OTHER PARTIES WORK. OUR WARRANTY IS LIMITED TO REPAIRING
OR REPLACING(AT OUR OPTION)THE ITEM(S),WHICH AT THE OPINION OF SOURCE LINK COMMUNICATIONS,INC.PROVE TO BE
DEFECTIVE UPON OUR INSPECTION. MATERIALS SOLD BY SOURCE LINK COMMUNICATIONS,INC.ARE SUBJECT TO THEIR
MANUFACTURERS' WARRANTY TERMS AND OUR WARRANTY DOES NOT INCLUDE THOSE ITEMS. ALTERATION,ABUSE,OR
MISUSE VOIDS ANY AND ALL WARRANTIES,OURS,MANUFACTURER,RETAIL,OR DISTRIBUTOR.
4. PAYMENT TERMS ARE:PAYMENT IS DUE UPON COMPLETION OF PROJECT,PAYABLE IN US FUNDS.
5. ANY CHANGES,ADDITIONS,OR DELETIONS TO OR FROM THE PROPOSAL'S ATTACHED STATEMENT OF WORK,BID PRICE,OR
CONDITIONS ARE TO BE DETAILED ON A SOURCE LINK COMMUNICATIONS,INC.CHANGE ORDER SIGNED BY CLIENT PRIOR TO
WORK COMMENCING ON THE CHANGES.
6. SOURCE LINK COMMUNICATIONS,INC.RESERVES THE RIGHT TO LIEN JOBS FOR NON-PAYMENT BY CLIENT.
7. THIS BID MAY BE WITHDRAWN BY US IF NOT ACCEPTED IN WRITING WITHIN 30 DAYS.
8. ALL WORK TO BE COMPLETED IN A COMPETENT MANNER ACCORDING TO STANDARD PRACTICES. ANY ALTERATION OR
DEVIATION FROM ABOVE SPECIFICATIONS INVOLVING EXTRA COSTS WILL BE EXECUTED ONLY UPON WWI 1'EN ORDERS,AND
WILL BECOME AN EXTRA CHARGE OVER AND ABOVE THE ESTIMATE. OWNER TO CARRY FIRE,TORNADO,AND OTHER
NECESSARY INSURANCE.
9. MATERIAL PRICE INCLUDES MISCELLANEOUS MATERIAL,TAXES AND SHIPPING.
10. CLIENT IS RESPONSIBLE FOR OBTAINING ALL PERMITS,RIGHTS OF WAY,AND OTHER ACCESS AS DETERMINED NECESSARY
BY SOURCELINK COMMUNICATIONS,INC.
11. IF A PERMIT IS REQUIRED SOURCELINK WILL OBTAIN A PERMIT. CUSTOMER AGREES TO PAY FOR THE PERMIT AND ALL
ASSOCIATED COSTS INCLUDING ADMINISTARTIVE COSTS AND ANY OTHER FEES DEEMED NECESSARY BY SOURCELINK AND
LOCAL JURISDICTIONS.
Date: 1/23/02 Terms; Due Upon Completion Quote#
ACCEPTANCE: THE TERMS ON THIS AND THE ATTACHED PAGE INCLUDING THE ABOVE WORK DESCRIPTION ARE HEREBY
UNDERSTOOD AND ACCEPTED BY THE UNDERSIGNED WHO BY SIGNING THIS DOCUMENT REPRESENTS THAT THEY ARE
AUTHORIZED TO CONTRACT CLIENT WITH CONTRACTOR ON THE ABOVE PROPOSAL AND APPROVE PAYMENT.
AUTHORIZED SIGNATURE TITLE PRINTED NAME
COMPANY PURCHASE ORDER APPROVAL DATE
COMMERCIAL COMMUNICATIONS SYSTEMS, Inc.
January 23, 2002
City Of Ocoee
150 North Lakeshore Drive
Ocoee, FL 34761
Brian Ross
Dear Brian: .
Thank you for allowing Commercial Communications Systems, INC. (CCSI) the
opportunity to provide you with a quote for the installation of the voice and data cabling
at in the trailers at 301 Maguire Road. It is understood, per our conversation today, that
this installation will be a Mohawk/Leviton solution. Please find listed below a brief Scope
of Work:
. In the existing 38 locations,
. Install 1 Cat 3 cable, and 2 Cat 5E cables
• Split the Cat 3 cable between two RJ-11 jacks
. Terminate each Cat-5E cable on an RJ-45 jack
. Install 4-port face plates, with 2-voice (RJ-11) on top, and two data (RJ-45) on
the bottom
. At the 12 new locations
. Drill through the floor, and install 1 Cat 3 cable, and 2 Cat-5E cables
• Split the Cat 3 cable between two RJ-11 jacks
. Terminate each Cat-5E cable on an RJ-45 jack
. Install a 4-port surface mount outlet, with 2-voice (RJ-11) on top, and two
data(RJ-45) on the bottom
• All cables will route to the MDF closet
. In the MDF closet install a 7' X 19" rack
. In the rack terminate all data cables on 48-port patch panels.
▪ Under each patch panel install horizontal wire management
. Terminate the Cat 3 voice cables on 110/100 blocks mounted on the wailfield
▪ Cat5E test all data jacks
• Modtap all voice jacks
The total price for this installation is $10,314.00 thi includes all material, labor and
applicable taxes.
Once you review this if you have any questions, or if you would like us to proceed with
the work, please don't hesitate to call me at the office, or my mobile, (407) 948-5182.
Sincerely,
Steven L . Pendley
Director Telecommunications
File:70907
4520 PARKWAY COMMERCE BLVD. (407) 578-5160
ORLANDO, FL 32808. FAX (407) 578-5163
COMMERCIAL COMMUNICATIONS SYSTEMS, Inc.
January 21, 2002
City Of Ocoee
150 North Lakeshore Drive
•
Ocoee, FL 34761
Brian Ross
Dear Brian: .
Thank you for allowing. Commercial Communications Systems, INC. (CCSI) the
opportunity to provide you with a quote for the installation of the voice and data cabling -
at in the trailers at 301 Maguire Road. It is understood, per our conversation on Friday
January 19th, that this installation will be a Mohawk/Leviton solution. Please find listed
below a brief Scope of Work:
▪ In the existing 38 locations,
• Install 1 Cat 3 cable, and 2 Cat-5E cables
. Split the Cat 3 cable between two RJ-11 jacks _
▪ Terminate each Cat-5E cable on an RJ-45 jack
• Install 4-port face plates, with 2-voice (RJ-11) on top, and two data (RJ-45) on
the bottom
▪ At the 44 new locations
▪ Drill through the floor, and install 1 Cat 3 cable, and 2 Cat-5E cables
. Split the Cat 3 cable between two RJ-11 jacks
• Terminate each Cat-5E cable on an RJ-45 jack
• Install a 4-port surface mount outlet, with 2-voice (RJ-11-) on top, and two
data(RJ-45) on the bottom
• All cables will route to the MDF closet
• In the MDF closet install a 7' X 19" rack
▪ In the rack terminate all data cables on 48-port patch panels.
▪ Under each patch panel install horizontal wire management
▪ Terminate the Cat 3 voice cables on 110/100 blocks mounted on the wallfield
▪ Cat5E test all data jacks
• Modtap all voice jacks
The total price for this installation is $15,114.00 this includes all material, labor and
applicable taxes.
Once you review this if you have any questions, or if you would like us to proceed with
the work, please don't hesitate to call me at the office, or my mobile, (407) 948-5182.
Sincerely,
Steven L . Pendley
Director Telecommunications
Attachment
File:70907
4520 PARKWAY COMMERCE BLVD. (407) 578-5160
ORLANDO, FL 32808 FAX (407) 578-5163
•
•
• WORLDWIDE FIBER OPTICS , INC .
e n e sti ► ' `sv; A z: r' r, M T 17 _ v V P -_
ORLANDO , FL 32808
• 407 - 2992 - 4545
r 9 3 4L' 7 - 5 .32 - : 43 4
•
EMAII. TRANJSR:ITTAI. SHEET
TO: FROM:
Brian Ross Ernie Brewbaker,RCDD
bross@ci.ocoee.fl.us
407-905-3100 Ext 15 22
,__larBuilding"•- -- . .. System
L•!J��CLLV!Modular .?LLI'LL'SLLZl'_:�llLl!`ilYJ LCl!1
a .V.
NOTES/COMMENTS:
Worldwide Fiber Optics,inc.L;pleased to provide you with this proposal for the instailanon of a structured cabling
system in die new Inspector modular building The quotation is Lased upon tine State of ric;nd;i',N APS pdcing
ak%irtii?i:iiT
•
Option#1
A. Install(16 00)ft.of Belden 1700R riser rated Cat SE blue cable from the user locations to the MIDF.
L Cat 3 and 5 cables will be supported Nil:Caddy cable hangers under the modular building.
C. Install(164)Panduit blue Cat 5E jacks on the data cables and(164)Panduitivory Cat.3 jacks on the Cat.3
.v...•..,u...•.�+. .,vi:.• ..... .v:l.l.�u.,,...r V..++.:•_Jl.i:i_u,u....
be instaled.
D. Install(38)Panduit 4 port flush faceplates and(44)Panduit 4 port surface boxes throughout the facility. Note:
E. Install(4)Panduit 48 port Cat.5E patch panels for the termination of the data cables.
F. Install(4)110/100 blocks for the tenr_ination of the voice cables.
Li u.,st:ii(.1) "i;i'!' S' 1'.+,r-i- ti) .-nil mount.,n e bracket,(i)tr,,.,,(,..nt?tate (1) 3 tr section Nbie tray,
(1)horizontal power strip,(Z)vertical wire managers,(5)horizontal wire managers and(1)*ark mount ground
bar. The rack will be fastened to the floor and bonded to the building frame.
i-1 Label.n_y r.,rn tic,-.v�i,r•ini.•._n_.v-r,.rii^nrt_*c>_th the i. .A J i-t LA_erontl•,nle V.rnny ot-tn_'t_et r_co,itr,r_-Ji iy:
provided upon completion of the project
The quotation for the option#1 installation is$16„616.67 and includes material,labor,certification and applicable
taxes. INOte:a pennif.Iing fee is not included in toe proposal.
Option 412
A. Install CI 0:0X))ft.of Bc'iden'I 7(x)R riser rated Cat.5F.blne cable from thr user locations to the Mt)l-.
L. las tall(5,;.)--4 fi.of alder. 3 r, 1), frOlu miy,-.1-::„Lc.USC
Cat.3 and 5 cables will be supported via Caddy cable hangers under the modular building.
C. Install(100)Panduit blue Cat.5,F,jacks on the data cables and 000)Panduit ivory Cat.3 jacks on the Cat.3
701,2:,:aD1,22. rs!,e tnt Uftr In re::,2111 ID2,
be installed-
D.
Install(38)Panduit 4 oort flush facenlates and(12)Panduit 4 port surface boxes throughout the facility. Note:
section oi- L.0.7 ra":,2Waylnil 1101.11 .911-1"22^2 L,-2X if 'Mt EiC-21-
E. nr
Install(3)Po_nduit 4-8 port Cat.5E patch panels for the tetrniriation of the data cables.
F. ntall(2)110/1W,blocks for the termination of the voice cables.
111.1 Lau ILL)L4.A 1..1 a I W OIL 111QL/1.11. I,11.) LUkI 111V11111.eau.,\.1.) AL. uay,
(1)horizontal power strip,(2)vertical\vire managers,(5)horizontal wire miriapers and(1)rack mount ground
bar. be•rack will be fastened to the floor and bonded to the building frame.
HLab<:12n.d.ccrt.q cactl LA." ft.copy 01
provided upon completion of the project
Ths.quotation for,).WI option-42 -:;;11,197.41 -- includes Laza-A-14 tabor,oci-tification arid apuflLauiL
taxes. Note:a permitting fee is not included in me proposal.
S.look forward iri working with you again Oil the City ol Ocoee communications projects. IT eel free to contact my
office with any questions regarding the proposal.
Sincerely,
flIIt Diewpaiter,rki—LiL)
02/05/02 09:56:19 REQUISITION DETAIL Page 1
9160-1s FOR IS000120 rharris
Initiator: ROBIN HARRIS
Created: 02/05/02 Status: Initial
Last Action: ROBIN HARRIS Possession Of: ROBIN HARRIS
On: 02/05/02 Req. Total: 27,298.00
Message:
LINE DESCRIPTION G/L ACCT N QTY UNIT PRICE EXTENDED VENDOR
1 PO for Phone System work to be 1.00 ea 27,298.0000 27,298.00 SPRINT
302-521-00-6302
2 completed at 301 Maguire Rd -
3 Modular Building (inspectors).
4 Not to exceed $27,298.00
27,298.00
DATE/
FROM NOTES
' 3 &) -sal _00- op.)._
4-Sprint
Attachment A
Customer Copy
Customer: City of Ocoee
Contract Date:
Install Date:
Price:$27,298.00
Sales Rep: Marie Abadi
Engineer: Dennis Hall
Written: February 1,2002
Price Valid Until:April 2,2002
y Item Description
1 OPT-11 C MINI LOCAL PACKAGE
1 LMX CARD
2 T-1 LINK CABLE
1 LMX CABLE
1 • OPT-11C 100-TN'S ENTERPRISE
2 ADTRAN CSU-WITH POWER SUPPLY
2 CSU/NETWORK CABLE
2 RFQ 5437E-25 CSU/CPE CABLE
2 LOOPBACK CABLE
2 ONEAC T1 Protector
1 OPT-11C MINI REMOTE PACKAGE
2 T-1 LINK CABLE
3 DIGITAL LINE CARD
1 ANALOG LINE CARD
2 ADTRAN CSU-WITH POWER SUPPLY
2 CSU/NETWORK CABLE
2 RFQ 5437E-25 CSU/CPE CABLE
2 LOOPBACK CABLE
2 ONEAC T1 Protector
HOST/REMOTE MDF HARDWARE: •
1 PBX Ground Bar vendor 8370
20 Cable Amped F-X C25X 50'
50 Grd Wire#6AWG Green
2 AT&T BLK 300-110 W/C-5
6 188B1 Backboard Rings W/O LEGGS(METAL)
6 110A2 WITH LEGS(JUMPER TROUGH)
10 Designation Strips(6 per)
1 110 Labels Purple(PBX)90 STRIPS
1 Miscellaneous Material
Material $22,555.63
Labor $4,742.37
Price $27,298.00
TECHNICAL SCOPE OF WORK
* Quote is for adding (1) expansion cabinet to the existing local "host site" ,
(1) mini-carrier remote cabinet, and (100) software TN's. The local cabinet
will be equipped to support the (1) analog and (3) digital line cards included
in the mini-carrirer remote cabinet. Quote includes installation of the local
and remote cabinets, assocoiated hardware, database removal/input of up to (30)
station users, and installation of up to (30) customer provided telephone
instruments on customer provided cabling. No trainnig is included in this quote
but is available at the prevailing rates if requested/required in addition tc
this quote.
* Some of the system hardware/software upgrades will be required to be completed
after normal business hours and will need to be co-ordinated between the customer
and the Sprint installation team. Normal business hours are Mon-Fri 8 :00am-5 :00pn
excluding holidays.
* Quote assumes customer provided cabling meets Sprint standards and customer will
provide accurate cable records and floorplans appropriately marked with cablE
numbers and extention numbers. Any labor to correct cabling and/or cable records
could be billable in addition to this quote. Sprint has provided a separate
quote for cabling that if purchased would eliminate this statement.
* Customer has been made aware of issues when dialing "911" from a remote location.
Sprint will assume no liability should any issue (s) arise from a "911" placed call.
02/05/02 09:32:39 REQUISITION DETAIL Page 1
r+160-1s FOR IS000118 rharris
Initiator: ROBIN HARRIS
Created: 02/05/02 Status: Initial
Last Action: ROBIN HARRIS Possession Of: ROBIN HARRIS
On: 02/05/02 Req. Total: 23,336.85
Message: •
LINE DESCRIPTION G/L ACCT # QTY UNIT PRICE EXTENDED VENDOR
1 PO for Cisco Network Products/ 1.00 ea 23,336.8500 23,336.85 SPRINT
302-521-00-6302
2 Equipment. Quote Number
3 JCE.Ocoee3661DEW.
4 • Location: 301_Maguire Road -
5 Modular Trailer (inspectors).
6 PO not to exceed $23,336.85
23,336.85
DATE/
FROM NOTES
' 3 0 D - I - - b 3.</,'„.1_
Proposal I'rice Sheet
Customer Name: City of Ocoee
Customer Contact Brian
Customer Phone: -
Business Markets
Proposal: Customer needs a router upgrade for City Hall,and a 48 port switch
- !N/A
- FLMIDD0402
. - - • #N/A
• , #N/A
• ' . #N/A
• '
Quote Number: JCE.Ocoee3661 DEW
• Quote Date: 2/1/2002
Salesperson: Marie Abadi 407/661-5642 I-- Et,ut to , Valid Until: 3/3/2002
Sales Engineer. Joe Willett 407/661-5621 k--Nelq.._/07- -
$ 23,336.85
Description Quantity 1.11111 Sale l'rice Extended Price
Cisco Network Products Order 1 21,954.61 21,954.61
10/100 E Cisco 3660 6-slot Modular Router-AC with IP SW 1 - -
8-to-16MB Flash Factory Upgrade for the Cisco 3600 1 - -
32-to-64MB DRAM Factory Upgrade for the Cisco 3660 1 - -
AC Power Supply for Cisco 3660 1 - -
V.35 Cable DTE Male 10 Feet 2 - - -
Power Cord110V 1 - -
4-port T1 ATM Network Module with IMA 2 -
4-Port Serial Network Module 1 - -
Cisco 3660 Series IOS IP PLUS . 1 - - -
AC Power Supply for Cisco 3660 • 1 - -
Catalyst 2950 48 10/100 with 2 GBIC slots Enhanced Image 1 - -
Power Cord110V 1 - -
- - - -
- ' - - -
- - - -
- - - -
- - - -
O - _
- _ -
- _ - -
- - - -
. _
- - _ -
- _ - -
- _ - -
- _ - -
. ,
. '
- - _ -
. ,
" .
SUBTOTALS: MATERIAL $ 21,954.61
' .LABOR . • $ 1,114.32
SHIPPING $ 267.92
TOTAL DIRECT SALE PRICE . $ 23,336.85
CONFIDENTIAL PRICING' Page 1 of 1
02/05/02 12:21:55 REQUISITION DETAIL Page 1
rg160-ls FOR IS000122 rharris
Initiator: ROBIN HARRIS
Created: 02/05/02 Status: Initial
Last Action: ROBIN HARRIS Possession Of: ROBIN HARRIS •
On: 02/05/02 Req. Total: 1,708.27
Message:
LINE DESCRIPTION G/L ACCT # QTY UNIT PRICE EXTENDED VENDOR
1 #798797 Smart-UPS 3KVA Rack 1.00 ea 1,475.5200 1,475.52 PC MALL
302-521-00-6302
2 Mount.
3 #367034 Network Management 1.00 ea 232.7500 232.75 PC MALL
302-521-00-6302
4 Card 10/100.
5 PO for 301 Maguire Road -
6 Modular Building (inspectors).
7 Not to exceed $1708.27.
1,708.27
DATE/
FROM NOTES
•
Page 1 of 1
30 - _5 -- 00- 63ea
Ross, Brian
From: Geoffrey Mann [GeoffreyM@pcmall.comJ
Sent: Wednesday, January 23, 2002 3:37 PM
To: 'bross@ci.ocoee.fl.us'
Subject:APC SM3000RM...
Brian,
Here are the APC units that you were looking for...
798797 SMART-UPS 3KVA RACK MOUNT APC $1,475.52
367034 NETWORK MANAGEMENT CARD 10/100 APC $232.75
I was told that the AP9617 is a direct ship/special order from APC so it will probably take an extra week or so.
I think I'm always out at lunch when you call... or going to the bathroom, or getting water, or faxing
something... I don't know but I promise I'm not avoiding your calls.
Let me know if you have any questions.
Geoffrey Mann
Government Account Representative,
PC Mall, Inc.
Geof f reyMepcmal l.com
Phone: 800.323.2704 ext. 7035
Fax: 310-630-5118
Check out our website C www.pcmall.com
•
1/23/2002
•
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>Similar Products Extendable Run lime
>Send to Associate Hot Swap Batteries
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Rack Mount
Replace Batt Indicator
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Includes:
CD with software
Rack Mounting Brackets
Smart UPS signalling RS-232 cable
User Manual
SPECIFICATION _._.._.._....__.._....._ ..__._...__.__._..._......_.......__.
Dimensions
Weight : 124 lbs.
Dimensions : 5.25"(H)x 19"(W)x 26"(D)
Additional info : 3U
Height: 5.25 inch(es)
Region/Country Support
Region/Country Support :.North America
UPS&Surge Suppressors
Equipment Protection Insurance : $25,000
AC Receptacles(Total) : 8
Cord Length : 6 feet
Capacity(Output VA): 3,000
Capacity(Output Watts): 2,400
Runtime(1/2 Load): 17.7 minutes
AC Receptacles(UPS/Surge) : 8
Voltage(Input): 120
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