SYSTEM MAINTENANCE & ADMINISTRATION AGREEMENT FOR CLEARWATER POLICE DEPT. -1/05/00TO 01/04/2002
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AVTEX
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INCORPORATED
System Maintenance & Administration
Agreement
For the consideration herein provided, Avtex, Inc. (herein "Avtex'),
Hereby agrees to provide the service( s) as indicated for the term indicated
On the Equipment as described on the attached Equipment Listing (herein
"System") to;
Clearwater
Customer: nmr~~ Police Deoartment
Address: 645 Pierce Street
City: Clearwater
State: Florida
Zip: 3~ 33756
1. TERM. The Term of this Agreement shall commence on 1/5/00
and will continue through 1/4/02 at which time a new Agreement may
be proposed at then current A vtex pricing.
2. PAYMENT. The Customer shall pay, in advance the sum of
$7896.00 plus applicable tax for the services as set forth in this
Agreement for the Term indicated. All payments are due within thirty(30)
days of the date of invoice. Failure to remit payment is considered a
breach of this Agreement which allows Avtex to discontinue the Services
immediately and have all rights and remedies under the Uniform
Commercial Code in effect in the State ofNl~~ at law and in
equity. Florida
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A vtex, Ine
5265 Edina Industrial Blvd. - Edina, Minnesota - 55439
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3. SERVICES
- SYSTEM HARDWARE AND SOFTWARE. Avtex shall
provide System Parts,
for the hardware and software as listing in the Equipment Listing of this
Agreement,
to include the repair and/or replacement and/or reloading of System
hardware and Software required due to System malfunction from
normal wear and usage,
- LABOR. Avtex shall provide Labor services, directly or
indirectly, during normal Avtex business hours, as required to repair,
replace, and/or reload System Hardware and/or Software due to
System malfunction from normal wear and usage.
- CITYW ATCH SOFTWARE APPLICATION SUPPORT.
Avtex shall provide CityWatch Application support to include
Version release software maintenance updates and bug fixes,
- SYSTEM ADMINISTRATION SERVICES. Avtex shall
provide Remote System Administration Services during normal
A vtex business hours as requested to facilitate troubleshooting of
users functions, up to two (2) hours per month. Additional time will
be charged in increments of one-half (1/2) hours at then current
pricing practices of A vtex.
A vtex, Ine
5265 Edina Industrial Blvd, - Edina, Minnesota - 55439
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4. EXCLUSIONS.
The repair or maintenance for damages to or failure of the System
resulting from the following are hereby excluded from coverage
under this Agreement;
Misuse
Negligence
Tampering
Unauthorized use
Accident
Fire
Flood/W ater Damage
Public Enemy
Damage caused by Electrical Storms or Commercial Power
Damaged caused by the serving telephone network or
telephone system
Heat
Wind or other Acts of God
Repair, movement or installation of hardware or software to
the System by anyone other than A vtex, Inc
Repairs necessitated by any of the above Excluded causes shall be
made by Avtex, Inc as so requested. Customer agrees to pay Avtex
for such repairs at Avtex's then current rate for Hardware, Software
and/or labor.
A vtex, Inc
5265 Edina Industrial Blvd. - Edina, Minnesota - 55439
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5. LIMITED WARRANTY
A vtex provides a limited warranty that the System will be free from
defects in material and workmanship during the term of this Agreement.
No other Warranties expressed, implied or statutory are made and all
such warranties are hereby disclaimed, Without limitation to the previous,
A vtex expressly disclaims the implied warranty of fitness for a particular
use.
Avtex does not warrant that operation of the System will be uninterrupted or
error free, Further, although Avtex System is designed to be reasonably
secure from unauthorized intrusions, they are not invulnerable to fraud or
"hacking". Therefore A vtex makes no express or implied warranty against
such fraud and hacking.
Under no circumstance shall Avtex be deemed liable for consequential,
incidental or special damages or commercial loss resulting from the
Customers use, operation or installation of the System.
6. REPRESENTATION OF CUSTOMER
Customer warrants and represents that Customer has the corporate or
other necessary power and authority to make and/or perform this
Agreement,
7. DEFAULT
In the event that either party materially breaches any provision of this
Agreement, such party shall be deemed to be in default if such party does
not cure any such breach within thirty (30) days after receiving written
notice from the other party, In the event of default, the non-defaulting
party shall have the option to terminate this Agreement and shall have all
the rights and remedies available under the Uniform Commercial Code,
as well as, the rights and remedies under applicable laws in equity.
A vtex, Ine
5265 Edina Industrial Blvd, - Edina, Minnesota - 55439
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8. FORCE MAJURE
The obligations of A vtex hereunder shall be suspended to the extent and
for the period of time that it is hindered or prevented from performing
because of acts of God, fires, storms, water, unreasonable delays of
carriers, government action, or any other cause beyond A vtex reasonable
control.
9. ASSIGNMENT
Either party may assign its rights under this Agreement upon receiving
written consent of the other party which consent shall not be
unreasonably withheld or delayed.
10. ENTIRE AGREEMENT
This Agreement supersedes all proposals and negotiations between A vtex and
Customer, and no representation or statement not expressed herein,
or attached to, shall be binding on either party. This Agreement may only
be changed by an instrument in writing, signed by both parties, and shall
be governed by the laws of the State ofN!~ Florida.
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IN WITNESS WHEREOF, the parties have caused this
Agreement to be executed by their duly authorized
representatives.
Customer:
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Title: Chief of Police Date: 'i - Z3 .. '11
Avtex: ;j14~~
Title: ;)4 ~#~I/~ Date: ~/ 7/f1
Attest:
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A\lex. Ine
5265 Edina Industrial Blvd, - Edina. ~innesota - 55~39
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Equipment Listing
Customer: Clearwater Police Department
Install Date: 1/5/98
Location of the System: 645 Pierce Street Clearwater, FL 34618
System: A VS 100
Serial Number: 10152
Tower: Rackmaster Extended Chasis
Hard Drive: 2.0 GIG
RAM: 128.Meg
Modem: X
Tape Drive: X
Mouse: X
Keyboard: X
Standard Cards: 3
Universal Cards: 1
Additional Purchased Hardware:
pcAnywhere:X
Release: 8.0
Monitor and Printer are NOT covered under this agreement
Software Release: CityWatch 5.51 (Windows NT)
Software Features: (Check All that Apply)
X Voice Broadcast
X Pager Broadcast
X Fax Broadcast
X Fax Request
X Inbound Call Processing
X Messaging
X Survey/ Data Entry
Secret Message Mailbox
X External Database Module
X Schedule Broadcast Option
Names Directory
X ProfitZone Software
A vtex, Inc
5265 Edina Industrial Blvd. - Edina, Minnesota - 55439
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