Loading...
HomeMy WebLinkAboutCity of Tamarac Resolution R-88-280F_N Temp. Reso. #5205 Pa 3 4 5 8 9 10 RON 12 13 14 15 16 17 18 1 2 21 22 23 24 25 26 104A 28 29 30 092 a,2 35 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-88--�2p A RESOLUTION AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE AN AGREEMENT WITH LIGHTNING CONTROL SYSTEMS, INC., PERTAINING TO A ONE-YEAR SERVICE AGREEMENT FOR AN UNINTERRUPTIBLE POWER SUPPLY; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE COUNCIL OF THE CITY OF TAMARAC, FLORIDA: SECTION 1.: That. the appropriate City officials are hereby authorized to execute an Agreement with Lightning Control Systems, Inc., pertaining to a one-year service agreement for an uninterruptible power supply, a copy of said agreement being attached hereto as "Exhibit 111. SECTION 2: That the City's Data Processing Manager is hereby authorized to execute this agreement on behalf of the City. SECTION 3: This Resolution shall become effective upon adoption. PASSED, ADOPTED AND APPROVED this Uday of -�' "t� , 1988. ATTEST: /Xolt4� NORMA�T A13RAMOWITZ MAYOR CAROL, A EVANS -- - CITY CLERK I HEREBY CERTIFY that I have approved this RESOLUTION as to form. RICHARD DOODY CITY ATTORNEY RECORD OF COUNCIL VOTE MAYOR ABRAMOWITZ DISTRICT 1: C/M ROHR DISTRICT 2: V/M STELZER DISTRICT 3: C/M HOFFMAN DISTRICT 4: C/M BENDER 1 1 1 LIGHTNING CONTROL SYSTEMS, INC. YEAR EXTENSION ( MONTHS) SERVICE AGREEMENT FOR AP100 SERIES UPS SCHEDULE A AP100 SERIES UPS SCHEDULED AND REMEDIAL SERVICE AGREEMENT CHARGES FOR: 0 CUSTOMER NAME A. EQUIPMENT COVERED: AP175 LCSQa SITE; LOCATION City Hall PERIOD OF COVERAGE: 6- 1 -88 to 9-30-88 (to be renewed 10- 1-88 for 1 year) ANNUAL CHARGES: UPS' 'Annual charges do not include inspection of equipment for maintainability or repairs to bring equipment to suitable condition1to enter into Lightning Control Systems Schedule,and Remedial Service Agreement (See Article V11 B). 11 0 SCHEDULE B TIME AND MATERIAL CHARGES FOR AP100 SERIES UPS SCHEDULED AND REMEDIAL SERVICE CUSTOMERS Time and Material charges are invoiced as a result of work performed by Lightning Control Systems Service Engineers for items outside the scope of the Maintenance Agreement. There will be no Scheduled Remedial or Emergency Maintenance performed on weekends or the following national holidays orthe week -ends associated with those holidays: New Years, Easter, and December 24, 25 and 26. Remedial Maintenance requiring emergency service forequipment failures are available only Monday through Friday (8:00 A.M. — 5:00 P.M.). DESCRIPTION 1. LABOR PRIME OFF SHIFT SUN/HOLIDAY A. Travel & On -site Work $75/hour $112.50/hour $150.00/hour II. EXPENSES 45c/mile if auto; air travel - A. Travel from point of departure and return to office. B. Local - Subsistence = Lodging, meals and car rental $145/day (if applicable) III. Materials (Parts) Current list prices minus 10% IV. Same day response premium No charge V. Minimum billing 4 hour day (if applicable) VI. Calculating of charges Portal to portal (if applicable) VII. Expediting charge (Parts) No charge Vill. Minimum billing (Parts) No charge 7 0 43090 AP100 SERIES UPS SCHEDULED AND REMEDIAL SERVICE AGREEMENT EFFECTIVE DATE MIKE-100 EXPIRATION DATE 9-30--88 AGREEMENT BETWEEN Lightning Control Systems, Inc., the Company having its principal place of business at-10ne Oakwood Blvd..,_Hollywood, Hollywood FL 33020 . #nd - City of Tamarac (hereinafter referred to as Customer) with its place of business at 5811 N.W. 88 Avenue STREET ADDRESS Tamarac FL 33121 CITY STATE ZIP NOW. THEREFORE, it is mutually agreed as follows: I. PURPOSE: Lightning Control Systems will provide a field service tech- nician to perform Scheduled and Remedial Services, (hereafter referred to as "Services") in order to keep the Customer's equipment operating in accordance with the agreed specification. II. SCOPE OF SERVICE: Lightning Control Systems will provide the services as de- scribed herein for the Uninterruptible Power Supply (UPS) System AP100 Series, and annual charges de- scribed in the appended Schedule A, A. Scheduled Maintenance 1, First year maintenance contract does not include a scheduled maintenance visit. A customer may con- tract for a scheduled maintenance visit at the then published time and materials service rates. 2. Any equipment modification or additional testing or any other service activity requested by the Cus- tomer not specifically identified in this Agreement will be billed on a "time and material" basis as provided in Schedule B. B. Remedial Maintenance 1. Lightning Control Systems provides remedial main- tenance defined as the immediate action required to insure that the equipment covered by this agreement will operate within the agreed specifications. Lightning Control Systems will provide an emergency telephone number for use by its Customers. The re- sponsible Lightning Control Systems service manager on duty will determine the extent of the problem and take necessary corrective action required. 2. If it is determined by Lightning Control Systems that field modifications are necessary to assure equipment operation within the specification, this service will be provided to customer and accomplished during a scheduled maintenance visit or the next service call, whenever possible. Those field modifications involving personnel or equipment safety will be implemented immediately at no charge in coordination with cus- tomer scheduling. See the appended Schedule B for holiday and weekend exclusions. C. Parts Replacement The manufacturer, Emerson Industrial Controls, pro- vides a one year parts warranty that provides for the parts replacement of this service contract. D. Battery Maintenance Battery maintenance services will be provided to assist Customer in the care and maintenance of batteries used and operated in conjunction with Emerson UPS systems. Notwithstanding any other provision of this Agreement, Emerson's sole re- sponsibility for battery maintenance shall consist only of cleaning; assuring the integrity of connec- tors; and proper voltage levels. The cost of battery cell(s) and/or accessory parts re- placement, if required, shall be the sole responsibility of the Customer. E. Items Beyond Scope of this Agreement Equipment modification or additional testing requiring an additional service visit, not required to make the covered equipment perform as provided in the agreed specification, and items not specifically Identified as part of this Agreement, are beyond the scope of this Agreement. Service calls, not classified as "Remedial Maintenance" are beyond the scope of this Agreement. Such work will be evaluated by Lightning Control Systems and will be undertaken on a "time and material" basis. Schedule B identifies the "time and material" costs currently in effect. Cost to Customer shall be time and material charges in effect at the time the work is undertaken and calculated portal to portal, with a minimum billing of $316.00 per day or any portion of a day. III. TERMS OF SERVICE Services under this Agreement will begin on the effective date indicated on page one of the Agreement and con- tinue for a period of Sixty (60) days prior to the expiration of the contract period. Lightning Control Sys- tems will notify the customer of their renewal option, indicating any changes in pricing and/or contract terms and conditions. IV. INVOICING AND PAYMENT: A. The annual charges for scheduled and remedial main- tenance shall be payable in advance including any taxes. Charges shall become payable 100% Net ten (10) days from receipt of invoice. Payment terms other than annual charges in advance will result in a three percent (3%) surcharge for ad- ministrative costs. B. Items beyond the scope of this Agreement are payable 100% Net ten (10) days from the receipt of invoice. C. Annual charges for renewal of this agreement shall be established at the time of contract renewal not to exceed 10% per annum for like boverage. V. EQUIPMENT LOCATIONS: A. Customer shall provide adequate working space and facilities for use by Lightning Control Systems service personnel, and for the safe keeping of spare parts, customer shall allow Lightning Control Systems field engineers ready access to Customer site and equip- ment, subject to Customer's reasonable internal security and safety rules. B. Equipment maintenance is to be provided at the place of the initial installation only, unless prior written consent to any change of location is obtained from Lightning Control Systems by Customer at least sixty (60) days prior to the date of scheduled change in location. VI. MODIFICATIONS OR ALTERATIONS TO EQUIPMENT: Lightning Control Systems' prior written approval must be obtained before any modifications or alterations are made to equipment being maintained under this Agree- ment. Failure to obtain such approval voids this Agree- ment, Scheduled or Remedial Service coverage for such modified or altered equipment shall be subject to sep- arate negotiation. VII. WARRANTY AND LIMITATIONS: A. Lightning Control Systems warrants that, under nor- mal use and service, the covered equipment shall operate within the agreed specifications. Lightning Control Systems further warrants that any Emerson parts utilized in connection with this Agree- ment will be provided with clear title and will be free from defects in material and workmanship at the time of installation. Lightning Control Systems' sole and exclusive lia- bility under these warranties shall be that Lightning i/ • I, r Ih Control Systems, at its sole option, will adjust or re- pair, as soon as possible, the equipment not operat- ing in accordance with the specification. EXCEPT AS HEREIN EXPRESSLY STATED IN THIS 40 ARTICLE VITA. THERE ARE NO WARRANTIES, EX- PRESS OR IMPLIED, OF THE PRODUCTS OR SERV- ICES FURNISHED HEREUNDER. THERE ARE NO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS OF ANY PRODUCT FOR A PARTICU- LAR PURPOSE. BY PERFORMANCE OF BATTERY MAINTENANCE, AS SET FORTH BY THE TERMS OF THIS AGREE- MENT AND AS SET FORTH HEREIN, LIGHTNING CONTROL SYSTEMS MAKES NO NEW, ADDITION- AL OR EXTENDED GUARANTEE, WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE BATTERIES OR THE QUAL- ITY OF THE MATERIAL, EQUIPMENT OR WORK- MANSHIP IN THE PRODUCTS IN CONNECTION WITH ANY GUARANTEE, WARRANTY OR REPRE- SENTATION AS MAY HAVE BEEN APPLIED IN FAVOR OF CUSTOMER AT ANYTIME OR OTHER- WISE BY THE BATTERY MANUFACTURER. 1. Equipment not under Lightning Control Systems' original equipment warranty or a Scheduled and Remedial Service Agreement immediately prior to the effective date, shall be subject to inspection by Lightning Control Systems to determine if it is in ac- ceptable working condition and incorporates the cur- rent Lightning Control Systems mandatory field modifications. Such inspection and any repairs or modifications deemed necessary by Lightning Con- trol Systems to bring the equipment up to good oper- ating condition shall be made at Custor'ner's expens� under separate agreement at Lightning Contro Systems' then current prices. C. Service labor will be invoiced as an additional charge should any of the following conditions occur: 1. Customer or designated representative attempts to maintain/repair equipment in a manner other than, or in conflict with, this Agreement or Light- ning Control Systems' specific recommendations. 2. Damage to EMERSON equipment occurs as a di- rect result of misuse or arises from use of faulty equipment not covered under this Agreement. 3. Damage to equipment results from catastropne or any other causes external to the equipment cov- ered under this Agreement, including, but not lim- ited to, high energy, lightning Induced surges. a. Damage to equipment results from failure to maintain facilities and equipment in a reasonable manner. 5. Damage to equipment results from failure to oper- ate equipment in accordance with all applicable specifications. 6. Ready and reasonable site and equipment access is denied the Lightning Control Systems service engineer. 7. Service calls are requested by and provided to Customer which are unrelated to Lightning Con- trol Systems' responsibilities to keep Emerse provided equipment operating properly. Page 2 of 3 w 3. It is necessary, due to local circumstances, to use Uninn Labor or hire an outside contractor, Light- ning Control Systems service personnel will pro- vide supervision only and the cost of such Union or contracted labor will be chargeable to Cus- tomer. 09. The location of the UPS equipment is other than a Customer site. The service to be provided, for such other site will be subject to mutual agreement between Customer and Lightning Control Systems, 10, Completion of service call is delayed by Customer causing a Lightning Control Systems field engi- neer to return to Customer's site to complete re- pairs or to place UPS module or system in service as the result of any such delay. O, Customer, in authorizing and designating third par- ties to provide maintenance service clearly under- stands that Lightning Control Systems assumes no responsibility for the cost of same, does not warrant same, and that such authorization may result in subsequent Lightning Control Systems repairs as provided in Article VII A above. Vill. DEFAULT If either party is in default of any of the obligations under this Agreement and such default continues for fifteen (15) days after written notice thereof by the party not in default, such non -defaulting party shall have the right, in addition to all other rights and remedies provided by this Agreement, to cancel this Agreement. IX. LIMITATION OF LIABILITY AND REMEDY Notwithstanding any other provision of this Agreement, under no circumstances shall Lightning Control Sys- tems' total aggregate liability resulting from any and all claims in connection with or arising out of this Agreement or Lightning Control Systems' furnishing of the services and products described in this Agreement exceed that specified in this Article IX. Seller's entire liability and Customer's sole and exclusive remedy for warranty claims in connection with or arising out of this Agreement or Seller's furnishing of the services and products described in this Agreement shall be as specified in Article VII A, Above, or at Seller's sole option, refunding the purchase price of such product and/or services. Seller's entire liability and Customer's sole and exclusive remedy for nonwarranty claims in connection with or arising out of this Agreement or Seller's furnishing services and pro- ducts described in this Agreement, whether based on con- tract, negligence of any kind, strict liability or otherwise, shall be limited to actual damages, not to exceed three (3) times the annual charges for the period of coverage specified reduced by any damages attributable to the negligence of Customer's employees or agents. SELLER WILL NOT BE LIABLE UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITH- OUT LIMITATION, LOSS OF USE, REVENUE, OR PROFIT. The remedies set forth above are exclusive and constitute complete fulfillment of all liabilities of Lightning Control Systems to Customer whether based on warranty, contract, negligence of any kind, strict liability or tort, or otherwise with respect to or arising out of this Agreement or the product or services hereunder. X. CUSTOMER RESPONSIBILITIES Notwithstanding any other provision of this Agreement, Customer shall provide proper and reasonable maintenance of facilities and equipment to include, but not limited to, the following: 1. Maintaining temperature of equipment area at or below 850F to insure longer life of the equipment. 2. Control►ing humidity so that there is no condensation. 3. Keeping the equipment area free of corrosive atmos- phere that would affect the life of the equipment. 4. Keeping the equipment area clean and free of loose dirt and debris. XI. ASSIGNMENT AND DELEGATION Neither party shall assign its rights, nor delegate its duties under this Agreement without the prior written consent of the other party. Such unauthorized assignment and/or delegation shall, at the option of the non -assigning and/or non -delegating party, be voidable. XII. GENERAL Except to the extent that the provisions of this Agreement are clearly inconsistent therewith, this Agreement shall be governed by any applicable provisions of the Uniform Commercial Code. To the extent that this contract entails delivery or performance of services, such services shall be deemed "goods" within the meaning of the Uniform Com- mercial Code, except when the context in which the serv- ices are to be rendered is clearly inconsistent therewith. XIII. ENTIRE AGREEMENT This Agreement and subordinate documents, if any, at- tached to or referenced herein, constitute the entire Agreement between the parties with respect to the subject matter contained therein. All prior and contemporane- ous agreements, representations, statements, negotia- tions, understandings and undertakings are superseded. Except as provided herein, no modifications or changes to this Agreement shatl be effective, unless in writing signed by authorized representatives of both parties. IN WITNESS WHERE OF, the parties hereto have caused this Agreement to be duly executed on the day and year hereinafter indicated. Light ng Con ro�Syst s,'Inc. Customer BY k te Danie Llavona Name Glenda Christian Title _ Customer Support Engineer Title Data Processing Mana er Date 6 / 10 / 8 8 Date age 3 of 3 Christopher E. Bachman e A Lightning Control Systems, Inc. "A systems engineered approach to surge suppression" ADDEMDUM I DELUX CONTRACT One (1) Year Servi"ce C'onTrac-w- :Lnc-t-.-Zes, One jDrevent i ve rnain-,eriance ser-, iice u0c-n . L O� . .1 c,F entire pay-, roent. Lgr lihtning Conntict) syszerfls- ric. vV v,)arran-, al'l reriledla. services and battery t 1:1 de --- I ault. CLk5t017112r Shall. orcivice Drc;,jer -FAci'; I'T'-PS cis Dn Dace 3 c-f 3 paragraph X. 0 One Oakwood Boulevard, Suite 199 e Oakwood Business Center & Hollywood, FL 33020 Telephones: Broward (305) 920-2828 6 Dade (305) 947-9588