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HomeMy WebLinkAbout6051 0 f 1 �. Win a •p a rel with MPS ON-SITE SERVICES AGREEMENT City of Bremerton t")is by and between This On-Site Services Agreement("Agreemen . Company Client ARC Document Solutions City of Bremerton 2730 Occidental Ave S 345 6`"St,Suite 520 Seattle,WA 98134 Bremerton,WA 98337 (206)622-6000 (360)473-5717 Account Executive: Steve Davison Effective Date: 12/4/2019 Term: 2142 4 Months ARC Document Solutions• Summary ARC will provide the equipment, software, and services outlined in the sections checked below ("Equipment", "Software" and "Services"). The Term of this Agreement shall commence on the Effective Date. Thereafter, the Term of this Agreement shall be automatically renewed for additional twelve(12)month periods unless otherwise terminated by either party,as provided herein. Quantity Equipment&Software Included HP DesignJet T2500(SN CN58AFH001) Existing On-Site Service Rates Service UoM Annual Price Large Format Plotting Sq Ft $0.27 NOTE: Includes Maintenance(all parts and labor),Ink,Printheads and 20#Bond Paper. Client locations where the equipment will be located Location Name Address City State Zip Phone Bremerton 345 6°`St.Suite 520 Bremerton WA 98337 (360)473-5717 ‘ RC Document Solutions Terms and Conditions 1.On-Site Services.On-Site Services shall include the following: A.Equipment A.Existing Suppliers.Client agrees to transition its existing suppliers of Services within a thirty day (30) day period from the Effective Date, without I. ARC will service the assigned print equipment,listed above("Equipment"), breaching any agreements between such existing suppliers and Client. operating at designated Client Locations. 7. Representations and Warranties.ARC represents and warrants that the II. ARC will be responsible for parts and labor associated with the installation, Services will be prov;ded in a workmanlike and professional manner,and in management and operation of such Equipment. a manner consistent with the terms of this Agreement. The express Ili. Relocation of Equipment within an existing Client Location shall be as warranty set forth in this Section is a limited warranty and is the only mutually agreed.1.A.ii above notwithstanding,Client agrees to cover costs warranty made by ARC.No advice or information,whether oral or written, associated with Equipment relocation within a Client Location or due to provided by ARC or any ARC-authorized representative shall create any relocation of Client offices and that such Equipment relocation will be additional warranties beyond this limited express warranty stated in this managed by ARC. Relocation and software re-installation fees shall be Section. Service provided by this agreement does not include repair to assessed at the hourly rate specified above.If client chooses to relocate damage caused by abuse,accident,fire,water,willful damage,forces of equipment without contracting ARC any damages to the equipment will be nature,or due to accidental or willful misuse. client's responsibility 8. Non-Solicitation.During the Term of the Agreement and for an additional 18 B.Supplies and Software months following the expiration or Termination of this Agreement,Client will not,without prior written consent of ARC and payment of remuneration I. ARC will provide the Standard Consumables reflected above for the acceptable to ARC,directly or indirectly,(i)induce or attempt to induce any Equipment. employee or independent contractor of ARC to leave their employment or I. C.Options contractual relationship with ARC, or in any way interfere with the relationship between ARC and any employee or independent contractor,(ii) If applicable,ARC will provide data collection agent("DCA')software for hire any person who is,or at the time of expiration or Termination of this the purposes of monitoring equipment status and consumables. Agreement was,an employee of ARC,or(iii)induce or attempt to induce any IV, if applicable,and at the Rates listed above,ARC will provide software for customer,supplier or other business relation of ARC to cease doing business document print tracking by Client project number for reimbursement and with ARC,or in any way interfere with the relationship between any such cost-tracking purposes customer, supplier or business relation and ARC (including, without limitation, making any disparaging statements or communications about 2.Hours of Availability.On-Site Service support will be available from 8:00 am to ARC), 5.00 pm Monday through Friday,based upon the local time of each Client Location and excluding any national holidays observed by ARC.Any requests 9.Confidentiality. for On Site not included in the foregoing may be subject to Client overtime charges at the Rates listed above. A. Both parties acknowledge that in the course of performance hereunder,they may have access to confidential or proprietary information of the other party 3.Rates&Taxes.ARC agrees to guarantee Rates shown above for the first year ("Confidentia: information") Both parties agree to use the Confdei-alai of this Agreement.Thereafter,ARC reserves the right to adjust Rates.In the Information only as necessary to fulfill their respective obligations under this event that this Agreement for On-Site Services is renewed,any increase in Agreement and agree to hold such Confidential Information in confidence. charges for the respective renewal period shall not exceed three percent Each party agrees that it will treat all Confidential Information with at least (3%)of the previous year's fees.All prices and charges are exclusive of all the same degree of care as it accords to its own Confidential Information. taxes and transportation charges,which will be billed to and paid for by Client. B. Client agrees that all Confidential Information used,or created,by ARC to provide the Services shall be and remain the property of ARC, including 4.Payment.Payment will be due within thirty(30)calendar days of the date of without limitation proprietary software,accounting and tracking systems, each invoice at the address listed on the invoice.Any outstanding payments pricing,forms,reports,and other like material used to provide the Services which become past due will be subject to a monthly finance charge of two percent(1.0%)of the outstanding account balance.All returned checks will 10.Relationship of the Parties.Client and ARC are and at all times shall be and be assessed a fee of$50.00 per item. remain independent contractors as to each other. 5. Termination. This Agreement may be terminated by either party for 11.No Third-Party Beneficiaries.There are no third-party beneficiaries to this convenience by providing the other party with a(90)day prior written notice. Agreement. 6.Equipment Ownership<Existing Suppliers and Lease Assignment. 12.Subcontractors and Assignment.ARC may subcontract the provision of the Services,or any part thereof,including technical support,to subcontractors selected by ARC.Client shall not assign or transfer otherwise any of its rights, or delegate or otherwise transfer any of its obligations, under this requested)or by certified or registered mail,return receipt requested, Agreement. postage prepaid. 13. Force Maieure. Neither party is responsible for failure to fulfill any non- 17. Complete Agreement.This Agreement,including all exhibits and addenda monetary obligations due to events or causes beyond its control, hereto,constitutes the sole and entire agreement between the parties with respect to the subject matter contained herein,and supersedes all prior and 14,Governing Law. This Agreement shall be governed by and construed in contemporaneous understandings, agreements, proposals or accordance with the internal laws of the State of California without giving representations and warranties, written or oral, concerning its subject effect to any choice or conflict of law provision or rule. matter 15.Attorneys'Fees and Costs;Waiver of Jury.The prevailing party in any action ig. Modification. This Agreement may only be amended, modified or to enforce or interpret this Agreement will be entitled to recover its supplemented by an agreement in writing signed by each party hereto. attorneys'fees and costs in connection with such action.To the maximum extent permissible,the parties hereby waive their rights to a trial by jury 19.Authority.The individuals executing this Agreement on behalf of each party and acknowledge that such waiver is part of the conskieration supporting individually represent and warrant that he or she has been authorized to do this Agreement,without which,the parties would not have entered into this so and has the power to bind the party for whom they are signing. Agreement. 20. Counterparts. This Agreement may be executed in counterparts,which 16. Notices.Notices to be given or submitted by either party to other pursuant taken together shall form one legal instrument. A signed copy of this to this Agreement shall be in writing and directed to the address in the Agreement delivered by facsimile, e-mail or other means of electronic preamble to this Agreement or otherwise provided to the other party in transmission shall be deemed to have the same legal effect as delivery of writing and shall be deemed to have been given(a)when delivered by hand an original copy of this Agreement. (with written confirmation of receipt), or (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the dates specified below "ARC" "CLIENT",a corporation/partnership/sole proprietorship/LLC ARC Document Solutions,LLC City of Bremerton By: By: / C Name: \ (16L r" _L 2 j Name: Ned Le re-Y Title' Mb 661JE,FAL i'1f1ANOfie- Title: C/ T Girote.'" Date: tZ l (1 Date: 12- ICIO.