ANNUAL MAINTENANCE AGREEMENT (4)QUALIFIED
SYSTEMS CONTRACTING INC.
"Electronic Security Integration Specialists"
Annual Maintenance Agreement
This Annual Maintenance Agreement entered into by
QUALIFIED SYSTEMS CONTRACTING, INC.
and
The City of Clearwater
Address: 100 South Myrtle Avenue
Contact: Dan Mayer, Director
Contact Phone: (727) 562 -4662
Contact Cell:
Contact Email:
will be in effect from
12:01 AM on October 1, 2013
through
11:59 PM on September 30, 2014
The agreement consists of the provisions contained herein.
"Annual Maintenance Agreement" hereinafter called the "Agreement"
"Qualified Systems Contracting, Inc." hereinafter called "QUALIFIED SYSTEMS"
"City of Clearwater" hereinafter called "client"
Office (877) 881 -7724 I Fax (866) 306 -1799
Website: www.qualifiedsystetns.net
Florida State Certified Contractors License # FF20000466
SECTION 1
Agreement Details
1) QUALIFIED SYSTEMS agrees to maintain, in operable condition, components of the access control
system and security intercom systems at the locations listed in Section 5 and on Addendum A under
the terms and conditions, at the fee set forth below, and in accordance with the special provisions
listed at the end of this document.
2) QUALIFIED SYSTEMS agrees to provide with this agreement Maintenance & Service Labor with
all labor performed during regular business hours (7:00 AM through 5:00 PM) Monday through
Friday except Qualified Systems Contracting's designated holidays. Unrelated Installation Labor will
not be provided under the terms of this agreement. (`Installation labor' is defined as labor necessary
to install or configure equipment that is being put into service for the first time to provide
functionality that, prior to installation of said equipment, did not exist).
3) This agreement includes zero (0) preventive maintenance inspections; cost of labor associated with
service requests for the listed components; cost of bench work on these components that is not
covered by manufacturer's warranties; and the cost of labor necessary to maintain, in operable
condition, the equipment described in Addendum A.
4) QUALIFIED SYSTEMS agrees to provide Priority Service Response within eight (8) business
hours of QUALIFIED SYSTEMS receipt of the service request.
5) QUALIFIED SYSTEMS will endeavor to provide resolution to all service issues within twenty -four
(24) hours. Resolution includes the installation of loaner or new equipment (based on availability) to
restore functionality of the malfunctioning component(s) to a state that is of beneficial use to the
client. If resolution is not possible within twenty -four (24) hours then an action plan for resolution
will be implemented by Qualified Systems to resolve the service issue as quickly as possible.
6) QUALIFIED SYSTEMS will provide 24 -hour telephone technical support for all non - emergency
technical questions.
7) Service Labor requested by the Client for work not covered under this Agreement or for work during
hours not covered under this Agreement will be invoiced at QUALIFIED SYSTEMS current
published labor rates in effect on the date of service. Parts and materials will be invoiced in
accordance with standard Qualified Systems practices.
SECTION 2
Payment Terms and Conditions
1) The total price for this Annual Maintenance Agreement is $14,925.00.
2) Payment for this agreement shall be required monthly at the rate of $1,243.75. Payment is due in
advance for the upcoming month. The first payment for this Annual Maintenance Agreement is due
on 1 October 2013.
3) QUALIFIED SYSTEMS will provide an invoice to the client when payment is due. The terms of all
invoices will be net ten (10) days. Invoices not paid within thirty (30) days after receipt shall result in
the cessation of maintenance agreement services until payment is received. Maintenance agreement
service shall resume the same day payment is received. No credit shall be given for days which no
service was performed due to late payment.
Page 2 of 7
4) Service rendered outside of the agreement or while the agreement is not valid will be invoiced at
current QUALIFIED SYSTEMS published rates.
5) Prices set forth above do not include sales, use, excise, personal property or other similar taxes or any
fees or assessments applicable to the maintenance or use of equipment or licensing of software.
Customer will either pay or reimburse for amounts paid by QUALIFIED SYSTEMS for any
applicable taxes, however designated hereinafter levied, imposed or based on the maintenance or use
of equipment or software, including federal, state and local privilege, excise, or personal property
taxes. Should any taxing authority change the tax rate percentages during this agreement, the client
agrees to pay the new tax rate.
SECTION 3
Basic Provisions
1) This Agreement does not apply to expendable or consumable supplies such as, but not limited to,
USB/DVD storage, access control system cards, printer paper, or printer ribbons. This agreement
does not apply to damage to equipment, damage to premises or other damage or injury resulting from
misuse or abuse of equipment or failure to follow operating instructions furnished by the
manufacturer of the equipment. This agreement does not include service calls or repairs caused by
damage resulting from maladjustment, lightning, electrostatic discharge, vandalism, settling of walls
or foundations, operator carelessness, operator error, cut wires, purposely disabled equipment, failure
of foreign interconnection equipment (such as LAN/WAN or telecom equipment), work performed by
someone other than a QUALIFIED SYSTEMS technician, riots, civil disorders, fire, flood or acts of
God.
2) Further, this agreement does not apply to any malfunction or breakdown of equipment which is not
installed to the manufacturer's specifications; to any equipment not included on Addendum A or to
equipment specifically excluded in Special Provisions; or to equipment which is attached to, wired or
connected to the equipment listed as being covered in Special Provisions. Customer agrees that the
attachment, wiring or connection of any such equipment which, as deemed by QUALIFIED
SYSTEMS, affects the tolerance or proper function of listed equipment may cause termination of this
agreement or an adjustment of the payment amount. Customer agrees not to modify covered
equipment nor to use additional devices or attachments with the equipment without proper written
consent of QUALIFIED SYSTEMS.
3) This agreement does not apply to repair or maintenance of 110V A/C power, repair or replacement of
interconnecting or structured/structural cable or wiring, or service calls caused by power failures.
QUALIFIED SYSTEMS is in no manner responsible for providing normal electric current and
standard electrical outlets convenient to the mounting place of any equipment required to be serviced
under this agreement. Unless specifically included QUALIFIED SYSTEMS is not responsible for
maintaining after - market UPS equipment or generator equipment that may be in use to provide
primary or supplemental power to parts or equipment that is covered under this agreement.
Page 3 of 7
4) QUALIFIED SYSTEMS shall make every reasonable effort to obtain replacement parts that are
required for the operation of the equipment covered under this agreement. However, QUALIFIED
SYSTEMS is not responsible for any loss of use of the equipment maintained under this agreement
because of delays in obtaining parts or materials that are beyond the control of QUALIFIED
SYSTEMS. No adjustment in the rates charged or length of this agreement will be made for such
delays provided they are beyond the control of QUALIFIED SYSTEMS. In no event will
QUALIFIED SYSTEMS be liable for any incidental or consequential damages arising because of
system problems or failures including, but not limited to: loss of use, loss of profit, or theft of
property owned by and /or located at the client's premises.
5) Any parts or equipment that are replaced under this agreement will become shall become the property
of QUALIFIED SYSTEMS.
6) In the event that it is no longer economically feasible to repair a piece of equipment due to age,
environment, obsolescence, or unavailability QUALIFIED SYSTEMS will recommend that the client
purchase new equipment from any source of the client's choosing. It is not the intent of this
agreement to provide an upgrade path for the client to use to obtain new parts or equipment to replace
outdated or obsolete parts or equipment. When a malfunctioning part or piece of equipment is
deemed unavailable or obsolete by the part's or equipment's original manufacturer QUALIFIED
SYSTEMS will provide replacement parts or equipment under this agreement at its discretion. If the
original manufacturer is not available then QUALIFIED SYSTEMS will, at its discretion, provide
substitute parts or equipment that will provide the same or greater functionality to the client as the
original part or piece of equipment.
SECTION 4
Legal
1) QUALIFIED SYSTEMS CONTRACTING, INC. COVENANTS AND AGREES TO RENDER THE
SERVICE DESCRIBED ONLY AND QUALIFIED SYSTEMS CONTRACTING, INC. MAKES
NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WHICH EXTENDS
BEYOND THE DESCRIPTIONS CONTAINED HEREIN. QUALIFIED SYSTEMS
CONTRACTING, INC. EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION
AS TO THE VALUE, DESIGN, CONDITION, MERCHANT ABILITY OR FITNESS FOR USE
OF ANY OF THE PROPERTY ASSOCIATED WITH THIS AGREEMENT. QUALIFIED
SYSTEMS CONTRACTING, INC. SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE
CAUSED TO ANY PERSON OR PROPERTY WHICH THE COVERED SECURITY SYSTEM
COMPONENTS MAY BE DESIGNED TO DETER, AVERT OR PROTECT.
2) Customer agrees to indemnify QUALIFIED SYSTEMS and hold Qualified Systems harmless from
any and all claims for the above and for claims by third parties (including attorney's fees) that arise
out of the client's possession and /or use of the equipment covered by this agreement. In the event a
court of competent jurisdiction rules that any limitation of QUALIFIED SYSTEMS liability under
this agreement is not enforceable as contrary to public policy or otherwise, the client agrees that the
maximum liability which may be claimed against QUALIFIED SYSTEMS shall be limited to an
amount equal to TWO MONTHS worth of payments for the services provided under this agreement.
Page 4 of 7
SECTION 5
Locations Covered Under this Agreement
1) QUALIFIED SYSTEMS agrees to maintain, in operable condition, components of the access control
system and security intercom systems listed in Addendum A at the below - listed locations.
Quantity Location Name
1
Police Department Headquarters
2
Police Department — Countryside Substation
3
Police Department — North Greenwood Substation
4
Police Department — South Greenwood Substation
5
Police Department — Wood Valley Substation
6
Police Department — Clearwater Beach Substation
7
Police Department — YWCA — Hispanic Center
8
City of Clearwater Public Access Bldgs. — City Hall
9
City of Clearwater Public Access Bldgs. — Municipal Services
10
City of Clearwater Public Access Bldgs. — Main Library
11
Fire Department — Station 49
12
Fire Department — Station 51
13
Fire Department — Station 48
14
Utility Department — Fresh Reservoir #1
15
Utility Department — Fresh Reservoir #2
16
Utility Department — Fresh Reservoir #3
17
Utility Department — East Wastewater Treatment Plant
18
Utility Department — Northeast Wastewater Treatment Plant
19
Utility Department- Marshall Street Wastewater Treatment Plant
20
General Services Department — Fuel Island
21
Public Services Department — Headquarters Vehicle & Material Storage Yard
22
Gas Department — Headquarters Vehicle Yard
23
Gas Department — LPG Storage Facility
24
Parks — Crest Lake Park
25
City of Clearwater — Waste Management
Page 5 of 7
SECTION 6
Special Provisions
1) Service labor will not be rendered under this agreement for the below listed equipment. Qualified
Systems Contracting agrees to provide diagnostic and limited troubleshooting service (at
QUALIFIED SYSTEMS discretion) for the equipment listed below under the agreement but reserves
the right to defer the repair /replacement of said equipment to third parties if deemed applicable by
Qualified Systems.
• Computer workstations, servers, switches and any network connectivity devices (these
components are client owned and maintained)
• Electrified panic /crash -bar hardware and associated power supplies
• Mechanical door hardware such as (but not limited to) door operators, motors, vertical latching
rods, hinges, doors, door frames, pneumatic door closers, electric door closers, and gate operators.
• High voltage devices (devices using power greater than 24VAC or greater than 48VDC)
Page 6 of 7
SECTION 7
Signatures
CLIENT has read this agreement and understands and agrees with the contents of all paragraphs that are
part thereof.
IN WITNESS WHEREOF, p
the parties hereto have executed this agreement this 3 0 day of SEC I , 2013.
Dave Torgerson
Qualified Syste
Contracting, Inc.
30 ry
Title Date
CITY OF CLEARWATER, FLORIDA
BY: t/th.19 t 4,,_ 1 ' Date: Q,/7-4L'? ll1 X1.3
William B. Horne II
City Manager
Ap oved as to fo +4 p
Leslie Dougall -Si l es ,
Assistant City Attorney
Attest:
Rosemarie Call
City Clerk
Page 7 of 7
MAINTENANCE AGREEMENT
EQUIPMENT LIST
ADDENDUM "A"
MODEL QTY DESCRIPTION
UTC- SOFTWARE
1
FCWNX ENTERPRISE ACCESS SERVER
UTC- SOFTWARE
7
FCWNX PERFECT CLIENT SOFTWARE
UTC-SOFTWARE
3
FCWNXIMAGING SOFTWARE
BADGING EQUIP.
3
2X ULTRA ELECTRONICS TURBO PRINTER & BADGING CAMERA
UTC MICRO
18
ACCESS CONTROL PANEL - DIRECT CONNECT
UTC MICRO
18
ACCESS CONTROL PANEL - NETWORK
GE 940
132
PROX CARD READER - STANDARD
GE 950
5
PROX CARD READER - MULUON
GE 1100
7
PROX CARD READER - LONG RANGE
VARIOUS
189
DOOR POSITION SWITCH, REX DEVICES
VARIOUS
52
CONTROL PANEL & LOCK POWER SUPPLY
SECURITRON /HES Etc.
56
MAGLOCKS, LOCKING DEVICES, ELECTRIC STRIKES
GE DIRECDOOR
1
ACCESS CONTROL PANEL & POWER SUPPLY - DIRECDOOR'
UTC SECURITY
1
PXN BOARD UPGRADE
UTC SECURITY
14
TRANSITION CARD READER
UTC SECURITY
12
MICRO JUNCTION BOX FOR TRANSITION CARD READERS
IFS
4
FIBER OPTIC TRANSCEIVERS
VIKING & AIPHONE
9
TELEPHONE ENTRY EQUIPMENT & INTERERCOM
UTC SECURITY
5
MODEM, DIAL UP
VARIOUS
3
COMM CENTER 8& BCH SUB STATION MONITORS
Addendum B:
In addition to all other contract requirements as provided by law, the contractor
executing this agreement agrees to comply with public records law specifically to:
a) Keep and maintain public records that ordinarily and necessarily would be
required by the public agency in order to perform the service being provided by
the contractor hereunder.
b) Provide the public with access to public records on the same terms and
conditions that the public agency would provide the records and at a cost that
does not exceed the cost provided for in Chapter 119, Florida Statutes, as may be
amended from time to time, or as otherwise provided by law.
c) Ensure that the public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by
law.
d) Meet all requirements for retaining public records and transfer, at no cost, to the
public agency all public records in possession of the contractor upon termination
of the contract and destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements. All records
stored electronically must be provided to the public agencv in a format that is
compatible with the information technoloav systems of the public agency.
e) The contractor hereby acknowledges and agrees that if the contractor does not
comply with a public records request, the public agency shall enforce the contract
provisions in accordance with the contract..
Dave Torgerso
Qualified Syst ms Contracting Inc.
P � o f3
Title at