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HomeMy WebLinkAbout3960 Contract Number: Vendor: Subject: Department: File Class: Begin Date: End Date: Review Date: Vault Date: Comments: 3960 QWEST (formerly US WEST) Network Service - General Terms Electronics LEG 12-1 05/15/1998 06/15/2010 Month to month Review date for tracking only Billing Number Agreement Number U S WEST NETWORK SERVICE AGREEMENT GENERAL TERMS Intrastate This is an agreement between City of Bremerton ("CUSTOMER") and U SWEST Communications, Inc. ("USWC"), for the provision of the USWC Service defined on Attachment 1 ("Service"), which is incorporated herein by this reference. Where Attachment 1 conflicts with these General Terms, Attachment 1 will prevail. 1. SCOPE. Under this Agreement, USWC shall furnish and CUSTOMER shall pay for Service as defined on Attachment 1. USWC shall provide Service up to the Standard Network Interface ("SNI") at CUSTOMER's premises. The SNI is that location where USWC's protected network facilities end and CUSTOMER's inside wire or network begins. USWC provides Service in accordance with the applicable Tariff, Price List, and/or Catalog ("Tariff") which governs Service in the state Service is provided, incorporated herein by this reference. Where any term or condition of this Agreement and/or Attachment conflicts with the Tariff, the then current Tariff shall prevail. 2. TERM. This Agreement will commence on the latest signature date, provided mandatory filing requirements are met. The term of this Agreement will be on a month to month basis. 3. CHARGES AND BILLING. CUSTOMER agrees to pay the charges for Service as specified on Attachment 1. These charges do not include applicable taxes imposed by law. CUSTOMER shall pay each bill in full by the payment due date on each bill. Where permitted by law, late payment charges shall be assessed according to Tariff, or law. The charges for Services under this Agreement, including any and all discounts to which CUSTOMER may be entitled, will be offered and charged to CUSTOMER independently from and regardless of the CUSTOMER's purchase of any customer premises equipment or enhanced services from USWC. 4. TERMINATION. Either party may terminate this Agreement for cause provided written notice specifying the cause for termination and requesting correction within thirty (30) days is given the other party and such cause is not corrected within such thirty (30) day period. Cause is any material breach of the terms of this Agreement. 5. INTERRUPTIONS TO SERVICE. Tariff specifies the credit allowanoe due CUSTOMER, if any, for interruptions to Service which are not caused by CUSTOMER's negligence. In the event Service is provided where there is no Tariff, the provisions of the F.C.C. Access Tariff No. 5 shall apply with respect to credit allowance due CUSTOMER. 6. PERSONAL INJURY; PROPERTY DAMAGE. Each party shall bc responsible for any actual physical damages it directly causes to the other in the course of its performance under this Agreement, limited to damages resulting from personal injuries, death, or property damage arising from negligent acts or omissions; PROVIDED HOWEVER, THAT NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, OR SPECIAL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT. April 9, 1998/NIAC/City of Bremerton. PS/ALI Page 1 ConTrack # SEA-980409-0003/G 7. LIMITATION OF LIABILITY. USWC SHALL NOT BE LIABLE TO CUSTOMER FOR ANY INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING BUT NOT LIMITED TO ANY LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT. EXCEPT AS PROVIDED UNDER "PERSONAL INJURY; PROPERTY DAMAGE" ABOVE, ANY USWC LIABILITY TO CUSTOMER FOR ANY DAMAGES OF ANY KIND UNDER THIS AGREEMENT SHALL NOT EXCEED, IN AMOUNT, A SUM EQUIVALENT TO THE APPLICABLE CREDIT FOR INTERRUPTIONS TO SERVICE UNDER THIS AGREEMENT. REMEDIES UNDER THIS AGREEMENT ARE EXCLUSIVE AND LIMITED TO THOSE EXPRESSLY DESCRIBED IN THIS AGREEMENT. g. NO WARRANTIES. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 9. UNCONTROLLABLE CIRCUMSTANCES. Neither party shall be deemed in violation of this Agreement if it is prevented from performing any of the obligations under this Agreement by reason of severe weather and storms; earthquakes or other natural occurrences; strikes or other labor unrest; power failures; nuclear or other civil or military emergencies; acts of legislative, judicial, executive or administrative authorities; or any other circumstances which are not within its reasonable control. 10. I)ISPUTE RESOLUTION. 10.1. Other than those claims over which a regulatory agency has exclusive jurisdiction, all claims, regardless of legal theory, whenever brought and whether between the parties or between one of the parties to this Agreement and the employees, agents or affiliated businesses of the other party, shall be resolved by arbitration. A single arbitrator engaged in the practice of law and knowledgeable about telecommunications law shall conduct the arbitration in accordance with the then current roles of the American Arbitration Association ("AAA"). 10.2. All expedited procedures prescribed by the AAA shall apply. The arbitrator's decision shall be final and binding and judgment may be entered in any court having jurisdiction thereof. 10.3. Other than the determination of those claims over which a regulatory agency has exclusive jurisdiction, federal law (including the provisions of the Federal Arbitration Act, 9 U.S.C. Sections 1-16) shall govern and control with respect to any issue relating to the validity of this Agreement to arbitrate and the arbitrability of the claims. 10.4. If any party files a judicial or administrative action asserting claims subject to arbitration, and another party successfully stays such action and/or compels arbitration of such claims, the party filing the action shall pay the other party's costs and expenses incurred in seeking such stay or compelling arbitration, including reasonable attorney's fees. April 9, 1998/MAC/City of Bremerton. PSIALI Page 2 ConTrack # SEA-980409-0003/G 11. LAWFULNESS. This Agreement and the parties' actions under this Agreement shall comply with all applicable federal, state, and local laws, rules, regulations, court orders, and governmental agency orders. Any change in rates, charges or regulations mandated by the legally constituted authorities will act as a modification of any contract to that extent without further notice. This Agreement shall be governed by the laws of the state where Service is provided. 12. SEVERABILITY. In the event that a court, governmental agency, or regulatory agency with proper jurisdiction determines that this Agreement or a provision of this Agreement is unlawful, this Agreement, or that provision of the Agreement to the extent it is unlawful, shall terminate. Ifa provision of this Agreement is terminated but the parties can legally, commercially and practicably continue without the terminated provision, the remainder of this Agreement shall continue in effect. 13. GENERAL PROVISIONS. 13.1. Failure or delay by either party to exercise any right, power, or privilege hereunder, shall not operate as a waiver hereto. 13.2. This Agreement shall not be assignable by CUSTOMER without the express written consent of USWC. 13.3. This Agreement benefits CUSTOMER and USWC. There are no third party beneficiaries. 13.4. This Agreement constitutes the entire understanding between CUSTOMER and USWC with respect to Service provided herein and supersedes any prior agreements or understandings. The parties hereby execute and authorize this Agreement as of the latest date shown below: City of Bremerton U S WEST Communications, Inc. Au~thorized Signatu~ Lynn S. Horton Name Typed or Printed Name Typed or Pi~'nted Title Title 15, 1998 Date Dar~' Address forNotices 239 Fourth/~treet Address forNotices ApriJ 9, 1998/MAC/City of Bremerton. PS/ALI Page 3 ConTrack # SEA-980409-0003/G ATTACHMENT 1 U S WEST PRIVATE SWITCH/AUTOMATICLOCATION IDENTIFICATIONSERVICE 1. SCOPE. 1.1. Service allows customers using a private telephone switch such as a Private Branch Exchange (PBX), Cellular or other telephone service switch located on a customer premises to forward Automatic Number Identification (ANI) information, identifying the individual station line to a 911 system, via dedicated Service transport facilities. Service is also available to Centrex/Centron customers who wish to provide the 911 system with more specific location and routing information. Service is employed to allow for thc storage and retrieval of Automatic Location Identification (ALI on a 911 call, and/or for selectively routing that call to the appropriate Public Safety Answering Point (PSAP)). The accuracy of the data base records for ALI and Selective Routing is astablished based on the information provided by CUSTOMER to USWC. USWC cannot guarantee or confirm the accuracy of CUSTOMER-provided information. CUSTOMER's private switch main locations to be include in this agreement are found in Attachment lA, incorporated by reference. 1.2. USWC may provide certain other services to CUSTOMER in conjunction with Service (such as exchange access), which are not included in this Agreement. USWC and CUSTOMER shall be responsible for any other services in accordance with existing Tariffs, including payment of applicable charges. Nothing in this Agreement is intended to waive, limit, or alter those Tariffs. 1.3. The estimated installation date for Service is May 11, 1998; however, USWC will not be liable for delays in the installation of Service regardless of the reason. 2. CUSTOMER's RESPONSIBILITIES. 2.1. CUSTOMER must provide a single point of contact as well as written documentation to USWC and thc Public 911 jurisdiction stating that the affected PSAPs are able to accept and dispatch calls for those private switch stations, and to identify area boundaries and to provide any Master Street Address Guide ("MSAG") additions or modificationsthat are required. 2.2. CUSTOMER's private switch must provide a full seven-digit numbering system and the associated ANI for every station within the private switch. This information must be approved by USWC prior to implementationto assure that no conflict exists between the private switch numbering plan and the USWC overall numbering plan. 2.3. If the seven-digit number is not dialable, CUSTOMER is responsible to identify the associated call back number to be populated in the database in a standard format as provided by USWC. 2.4. CUSTOMER must also maintain and provide to USWC complete and current telephone number and address data in the agreed-upon format and within the time schedules required to maintain the ALI data. 2.5. CUSTOMER's private switch must be capable of recognizing the "911" or "9911" code as a complete dialing sequence and routing those calls to the Service trunk group. Apdl 9, 1998/MAC/City of Bremerton. PSlALI Page 4 ConTrack # SEA-980409-0003/G 2.6. CUSTOMER agrees that it will develop and establish methods and procedures to prevent the use or misuse of the voice grade trunks for other than 911 service. 2.7. CUSTOMER shall be fully liable for the use or misuse of the voice grade trunks in the event its methods and procedures fail. USWC shall have the right to terminate this Agreement as a result of use or misuse of the voice grade trunks for other than 911 service. 2.8. For each private switch location listed in Attachment lA, where the private switch resides on CUSTOMER's premises, CUSTOMER agrees to order a minimum of two Service trunks between the main private switch location and the 911 system. The number of Service trunks employed should be adequate to allow for a P.01 grade of service for each location. 2.9. CUSTOMER must develop, validate and install PC hardware (or equivalent) and software for ongoing CUSTOMER record update programs and processes. CUSTOMER is responsible for any data base corrections identified by USWC. 2.10. CUSTOMER must meet USWC hardware, software and file specification requirements as defined in the USWC PS/ALI Specificationand Installation Guide. 2.11. CUSTOMER agrees to provide updates or positive acknowledgment of zero updates to USWC. CUSTOMER may choose the frequency of the updates (daily, weekly, or monthly) and shall advise USWC in writing of the frequency chosen. CUSTOMER may change the frequency of its updates by written notice to USWC. 3. USWC's RESPONSIBILITIES. 3.1. USWC will provide a minimum of two Service trunks for each main location listed in Attachment lA, where the private switch resides on CUSTOMER's premises to the 911 system and will suggest and provide trunks to maintain a P.01 grade of service for CUSTOMER. 3.2. USWC will provide to CUSTOMER the information required to order the private switch interface specifications, Service data file format specifications, and the USWC custom Service Order Transfer System ("SOTS") file software including software installation and file transfer instructions. 3.3. USWC shall maintain the 911 database using updates as provided by CUSTOMER. 3.4. USWC shall retain CUSTOMER's update file for seven (7) days for back-up and/or recovery purposes. 4. MOVES, CHANGES. Any changes to this Agreement may be made only by written amendment signed by both parties hereto. 5. TERMINATION. Either party may terminate this Agreement by providing the other party thirty (30) days written notice of termination. 6. CHARGES. CUSTOMER shall pay charges for Service as stated in Attachment lB, incorporated by reference. April 9, 1998/MAC/City of Bremerton. PS/ALI Page 5 ConTrack # SEA-980409-0003/G 7. CONFIDENTIAL INFORMATION. 7.1. USWC may receive or have access to written or oral records and information which CUSTOMER considers to be confidential and proprietary, including but not limited to, technical information such as specifications, drawings, guidelines, models and other types of information which relate to CUSTOMER's present and future development of business activities. Such information shall be designated by CUSTOMER as confidential and/or proprietary and USWC shall hold such confidential or proprietary information in trust and confidence for CUSTOMER; shall use it only for the purposes permitted hereunder; and shall deliver to CUSTOMER all such records and information, in written or graphic form, upon expiration or termination of this Agreement. 7.2. CUSTOMER information contains names, addresses and telephone numbers of CUSTOMER's subscribers, including subscribers having non-published and non-listed telephone service. CUSTOMER understands and agrees that there are certain duties and responsibilities imposed by this Agreement and by law or Tariff with regard to the confidentialand private nature of the information. 7.3. Nothing in this paragraph shall be construed to limit the use of or dissemination by USWC of such information as is previously known to USWC or is publicly disclosed by CUSTOMER either prior to or subsequent to USWC's receipt of such information from CUSTOMER. Information shall not be deemed to be in the public domain or in USWC's possession or knowledge merely because such information is embraced by more general information in the public domain or in USWC's possession or knowledge. April 9, 1998/MAClCity of Bremerton. PS/ALI Page 6 ConTrack # SEA-98[~I.09-0003/G ATTACHMENT lA TO U S WEST PRIVATE SWITCH/AUTOMATIC LOCATION IDENTIFICATION SERVICE PRIVATE SWITCH LOCATION: 239 4~, Bremerton, WA SERVING CENTRAL OFFICE: BMTMWA01CGO 911 CONTROL OFFICE: Tacoma, WA 911 SYSTEM: KitsapCounty April 9, 1998/MAC/City of Bremerton. PS/ALI Page 7 ConTrack # SEA-980409-0003/G ATTACHMENT lB TO U S WEST PRIVATE SWITCH/AUTOMATIC LOCATION IDENTIFICATION SERVICE These charges are based on USWC receiving updates from one single location for the Private Switch listed on Attachment lA. The updates will be in separate "account files," one for each 911 system. USWC will not accept updates on a call-in basis. Any scheduled updates missed by CUSTOMERwill wait and occur at the next scheduled update time. 1. Service Feature: Unit Price/ Unit Price/ Total Price/ Total Price/ Recurring/ Nonrecurring/ Recurring Nonrecurring Per 1,000 records* $51.94 $ 373.42 $103.88 $746.84 Perincomingtrunk** $40.92 $ 409.14 $ 81.84 $ 818.28 2. Transport: Service Provisioning First Circuit $ 0.00 $ 299.67 $ 0.00 $ 299.67 Each Additional $ 0.00 $ 114.27 $ 0.00 $ 114.27 Network Access Channel $ 15.67 $ 0.00 $ 31.34 $ 0.00 ChannelPerformance $ 23.26 $ 134.59 $ 46.52 $ 269.18 Transport Mileage Fixed: $ 20.90 $ 71.32 $ 20.90 $ 71.32 PerMile: $ 0.14 $ 0.00 $ 3.36 $ 3.36 Total: $ 287.84 $2,322.92 * Rounded up to the nearest 1,000. ** Minimum of two. Does not apply if Service Feature is ALI only. April 9, l~98/MAClCity of Bremerton. PS/ALI Page 8 ConTrack # SEA-980409-O003/G