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HomeMy WebLinkAboutC04-217 Identix IncorporatedC~o~~f~- rIZ1 MAINTENANCE AGREEMENT ADDENDUM Your Client ID# is: Al O27 You will need this number to place a service call. EQUIPMENT LOCATION Eagle County Airport 4219 Eldon Wilson Road Gypsum, CO 81637 Svstem Maintenance Pricing: Helpdesk* 9!5** 2417*** Model Description Qty Cost/Mo. Cost/Mo. Cost/Mo. TPFC-DTMCRT TP,FC Desktop S/N A1027 1 $200.00 $305.00 $340.00 Total (per month) $200.00 $305.00 $340.00 Svstem Includes: Model Description Qty L103 TP,Card Application, SW 1 L105-O1 WSQ SW, Direct NIST, Xmit 1 DNL-AAAE Linux TPFC AAAE 1 2130-TPFCDTM Desktop, Serial Modem 1 PERIOD OF COVERAGE: *Parts plus Unlimited telephone support access 24 hours per day, 7 days per week ** 9 hours a day, 5 days a week, except nationally observed holidays ***24 hours a day, 7 days a week, except nationally observed holidays EFFECTIVE DATE: July 1, 2004 through June 30, 2005 COST: Please choose coverage: Helpdesk cost = $200.00 per month or $2,328.00 annually (includes 3% prepayment discount). 9/5 cost = $305.00 per month or $3,550.00 annually (includes 3% prepayment discount). 24/7 cost = $340.00 per month or $3,958.00 annually (includes 3% prepayment discount) Please check type of preferred billing: ^ Monthly invoice or (~ Pre-paid annual invoice IDENTIX INCORPORATED EAGLE COUNTY GOVERNMENT - COEAGLE 5600 Rowland Road Billing Address: Minnetonka, MN 55343-4315 PO Box 850 Attn: Contracts Administration Eagle, CO 81631 ' I P.O. #: BY: ~~'-1 BY: ~ .~tte u ~x~ NAME: Mindi Blackburn NAME: Tom C . Stone Tee z ~ , ~~ 1m9rt ;aon ~ the- Board y,~oui TITLE: Contracts Administrator TITLE: Chairman Commissior~.er~' ' DATE: Februar~12.2004 DATE: 6-29-04 '~~~-~w',.,d:;~. If your agency requires a Purchase Order, please attach or include the P.O.#. If neither is given, we will invoice from the signed addendum. IDENTix Maintenance Af?reement Terms and ~;onditions GENERAL SCOPE OF COVERAGE Subject to payment of the Annual Maintenance Fees set forth in the written Identix Incorporated ("Identix") Maintenance Agreement Quotation to customer ("Customer, Identix, or its authorized agents or subcontractors, shall provide the system ("System's maintenance services ("Services") set forth herein (this "Agreement's and in the written Identix Maintenance Scope of Work ("Scope of Work") attached hereto. The Maintenance Agreement Quotation and Scope of Work are hereby incorporated into this Agreement by this reference. EXCEPTION TO COVERAGE A. Damage to the System or its parts arising out of misuse, abuse, negligence, attachment of unauthorized components (including software), or accessories or parts, use of sub-standard supplies, or other causes beyond Identix' control are not covered and may subject Customer to a surcharge or to cancellation of this Agreement. In addition, Identix may terminate this Agreement in the event the System is modified, damaged, altered, moved or serviced by personnel other than those employed/contracted by Identix, or if parts, accessories, or components not authorized by Identix are fitted to the System. B. Out of scope services as defined on the accompanying Scope of Work requires a purchase order prior to commencement of work. Identix has no obligation to perform out of scope services without a purchase order accepted by Identix. Notwithstanding the foregoing, as a courtesy to customer, Identix may proceed without a purchase order upon signature of Identix' Purchase Order Waiver Form (example attached) which will obligate customer for payment in full of services rendered. C. Any equipment not registered under this Agreement at time of purchase will be required to have apre-maintenance inspection before it will be accepted under this Agreement. This inspection will also be required if the current Agreement has expired by more than thirty (30) days. This inspection will be billed at the rate of $B00 per system plus travel expenses and parts (if any required). D. Any unauthorized modification of the System by the Customer will void the terms of this Agreement with no rebate. III. SERVICE CALLS Service calls under this Agreement will be made at the installation address identified in the Maintenance Agreement Quotation or as otherwise agreed to in writing. Identix service personnel (or those contracted by Identix) will not handle, disconnect, or repair unauthorized attachments or components. In addition to service calls made at the installation address, the Customer may request technical support from the TouchcareT"" Support Center by calling 1-888-HELP-IDX or 1-800-932-0889. Quotation. The Annual Maintenance Fee with respect to any renewal term will be Identix current rates in effect at the time of renewal. Customer agrees to pay the total of all charges for Services annually in advance within thirty (30) days of the date of Identix' invoice for such charges. Customer understands that alterations, attachments, specification changes, or use of sub-standard supplies that cause excessive service calls, may require an increase in Service fees or a termination of this Agreement at the election of Identix, and Customer agrees to pay such charges promptly when due. VII. BREACH OR DEFAULT If Customer does not promptly pay charges for Services or parts as provided hereunder when due: A. Identix may refuse to service the System; and B. Identix may provide service at current "non contract/per call" rates on a COD basis. Customer agrees to pay Identix' costs and expenses of collection including the maximum attorneys' fee permitted by law (said fee not to exceed 25% of the amount due hereunder). Identix equipment is designed to give excellent performance when used and maintained in a proper manner. If the Customer abuses the System in such a way as to cause abnormally frequent service calls or service problems, then Identix may, at its option, assess a surcharge or terminate this Agreement. In this event, the Customer will, at the option of Identix, be offered service on a "per call" basis at the then current rates. VIII. REPAIR AND REPLACEMENT OF PARTS All parts necessary to the operatton of the System, with the exception of the parts listed in Section II (C) above, and subject to the general scope of coverage, will be furnished free of charge during a service call included in the maintenance service provided by this Agreement. All parts will be IX. furnished on an exchange basis and will be new standard parts or parts of equal quality. All parts removed for replacement become the properly of Identix. TERM AND TERMINATION This Agreement shall become effective upon receipt by Identix of the Annual Maintenance Fee provided on the Maintenance Arc reement uo i n document and shall continue for one (1) full year from the date of receipt, installation or previous expiration date, whichever is applicable. The Agreement shall be automatically renewed for successive similar periods subject to the receipt by Identix of the Annual Maintenance renewal authorization in effect at the time of renewal, provided that the Customer is not in default and provided that the System has not reached its "end of life" for support as designated by Identix. In addition to any other rights under this Agreement, either party may terminate this Agreement at any time by giving thirty (30) days prior written notice to the other party, and the unused portion of the maintenance will be refunded (except as otherwise noted). VI. CHARGES The initial fee for Services under this Agreement shall be the amount set forth as the Annual Maintenance Fee in the Maintenance Agreement LIMITED WARRANTY /DISCLAIMER / LIMITATION OF LIABILITY Identix shall provide the Services hereunder in a professional and workmanlike manner by duly qualified personnel. EXCEPT FOR THS LIMITED WARRANTY, IDENTIX HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED T0, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE IN REGARD TO THE SERVICES, SOFTWARE, AND ANY OTHER GOODS PROVIDED HEREUNDER. IN NO EVENT SHALL IDENTIX' AGGREGATE LIABILITY TO CUSTOMER ARISING OUT OF, OR RELATED T0, THIS AGREEMENT, UNDER ANY CAUSE OF ACTION OR THEORY OF RECOVERY, EXCEED THE TOTAL NET PROCEEDS FOR THE SERVICES ACTUALLY PAID BY CUSTOMER TO IDENTIX IN THE TWELVE (12) MONTHS PRIOR TO THE DATE THE CUSTOMER'S CAUSE OF ACTION AROSE. IN NO EVENT SHALL IDENTIX BE LIABLE TO CUSTOMER FOR ANY INDIRECT, SPECIAL, INCIDENTIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED T0, LOST PROFITS OR REVENUE, LOSS OF DATA, LOSS OF USE OF THE SYSTEM, AND COSTS OF RECREATING LOST DATA), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NO ACTION, REGARDLESS OF FORM, MAY BE BROUGHT BY CUSTOMER MORE THAN TWO (2) YEARS AFTER THE DATE THE CAUSE OF ACTION AROSE. LIMITED LICENSE TO SOFTWARE PATCHES AND UPGRADES. If Customer is entitled to receive software patches or upgrades under the terms of this Agreement ("Software"), the Customer shall have a limited, non-exclusive, non-transferable, non-sublicensable right to use the machine readable format of the Software internalty for the sole purpose of providing maintenance support and testing on products andlor systems purchased by the Customer from Identix. Nothing in this Agreement shall be deemed to grant to Customer any right or authority, by license, implication, estoppel or otherwise, to (and Customer agrees that it shall not) directty or indirectly modify, manufacture, copy, license, sublicense, sell or otherwise distribute the Software (or any portion thereof), or otherwise commercially exploit the Software in any way whatsoever. Customer covenants and agrees that it shall not, directly or indirectly, create derivative works from the Software or reverse engineer, disassemble andlor decompile all or any portion of the Software. MISCELLANEOUS This Agreement shall be governed by and construed according to the laws of the State of Colorado, excluding its conflict of laws provisions. This Agreement constitutes the entire agreement between the parties and may not be modified except in writing signed by duty authorized officers of Identix and the Customer. This Agreement may not be assigned by the Customer to a third party without the prior written consent of Identix. Identix Maintenance Terms and Conditions ver 3.0 November 11, 2002 XI. BUDGET:`APPROPRTA"l`1C)NS Notwith::tandin 7 an hin 7 to the amtrar contained in this a recmcnt I:a >te Count shall have no c~bli rations under this a 7reement nor shall an a cnt be made to contractor in rc, ect of an ~ crud after anv December 31 of each calendar vear during the trrnt of this agreement, without an~nropriation therefore by the Cox~nt~in accordance with a budget adayptcd bye Board of Co~mty Commissioners in compliance ~~,~ith the provisions of Article 25 of Title 30 of the Colorado Revised Statutes, the Local Go~•crnment Budget law (C.R.S. x,29-1-101 et seq~Land the TA$OR Amendment (Constitution, Article X. Sec. ?al. Please visit our web site at http://www.identix.com Identix Help Desk # 888-435-7439 c'oy-~/3 - ~~'D IDENTIX INCORPORATED Fax Cover Sheet To: Chris Anderson Company: Eagle County Airport Phone: 970.524.8246 Fax: 970.524.8247 Email Address: From: Company: Phone: Fax: E mail address: Date: Pages including this cover page: Comments: Hi Chris; chris.anderson C~eaalecountv.us Mindi Blackburn IDENTIX INCORPORATED 952.852.8743 952.852.8747 mindi.blackburn @ identix.com June 16, 2004 1 of 5 Following is the Maintenance Agreement Addendum that we have been discussing. Please add Section XI as part of your Terms and Conditions and mail back with my copy of the original contract. PLEASE NOTE: This contract has already been paid with your check # 265508. If you have any problems or questions, please contact me at the email address or numbers listed above. Thank you, Mindi Blackburn Contracts Administrator I Please visit our web site at httu://www.identix.com Identix Help Desk # 888-435-7439 Ide_ _ _ x Maintenance Scope ,~' Work 1. Sunaort. In consideration of Customer's timely payment of Annual Maintenance Fees for the applicable service level, Identix shall provide the following Services to Customer: All Levels • Unlimited telephone technical support for System hardware and software from the Identix TouchCareTM Support Center (24 hours/7 days per week) via our toll free number. • TouchCareTM Support Center Managed problem escalation, as required, to Identix technical Support staff to resolve unique problems. This does not include support for Customer provided communication networks. 24/7 Coverage • Telephone response to service calls will be made within one (1) hour from the time the service call was received and Help Desk Support will attempt issue resolution prior to Field Service Engineer dispatch. • On site maintenance coverage seven days, 24 hours (including Holidays). On site response by an Identix Field Service Engineer will occur within four (4) hours of Field Service Engineer dispatch in a 100 mile radius of an authorized Identix service location. (24 hours for remote customers), all on a "best efforts" basis. 9/5 Coverage • Telephone response to service calls will be made within four (4} hours from the time the service call was received and Help Desk Support will attempt issue resolution prior to Field Service Engineer dispatch. • On site maintenance coverage during weekdays (holidays excluded) during normal business hours (8:00 A.M. to 5:00 P.M. M-F). On site response by an Identix Field Service Engineer will occur within eight (8) working hours in a 100 mile radius of an authorized Identix service location. (24 hours for remote customers), all on a "best efforts"s basis during normal working hours. After hour visits will be billed on a time and material basis. Support provided on a "best effort"~ basis within 48 hours of a call for service. Helodesk Coverage • Telephone response to service calls will be made within four (4) hours from the time the service call was received and Help Desk Support will attempt issue resolution. • If required, customer site visit by an Identix Field Service Engineer will be provided at current time and travel rate. Support provided on a "best efforts"s basis within 48 hours of a call for service. * "Best Effort" basis provides reasonable response subject to delays, such as extreme traffic conditions, acts of God, weather, air travel postponements and other delays that may occur that are out of the control of the responding agent. 2. Parts. Identix will furnish all parts, boards, and components necessary for the service and maintenance of equipment covered by this agreement. Defective parts replaced by Identix during the performance of maintenance shall become the properly of Identix. Consumable parts (i.e., platens, toner cartridges, charge rollers, etc.) will be replaced at the customer expense and are not included in this agreement. 3. Access to Eguiument. Identix Field Service Engineer will be provided with full and free access to the equipment and a safe environment in which to work. 4. Maintenance Service. Maintenance services covered by this agreement do not include maintenance, repair, or replacement of damaged parts resulting from the client's movement of equipment, environmental conditions, acts of God, accident, neglect, operator or other misuse, or negligence. Upon request, Identix may agree to perform such excluded services in accordance with its current rates for time, travel, mileage, expenses and replacement materials. Other services outside the scope of work as defined above require a purchase order before commencing work per Identix Maintenance Agreement Terms and Conditions Section II (B). 5. Printer Coverage: Identix will provide maintenance services for system printers covered by an ongoing, contiguous Maintenance Agreement. System printers not on a current maintenance contract (expired over 30 days) maybe denied current or future coverage due to lack of repair parts or end-of--life determination by the manufacturer. Identix Maintenance Scope of Work Version 4.0 11/11/02