HomeMy WebLinkAbout840864.tiff AT&T
Era Information Systems
Suite 210 North
6200 South Syracuse Way
HELD COUNTY Englewood, CO 80111
COMMISSIONERS Phone(303) 793-8590
July 6, 1984 E C E I i
JUL 1 81984il
Chuck Carlson
LEY. Ca+ a.
Weld County
915 10th Street
Greeley, Colorado 80631
Dear Mr. Carlson:
In February, 1984, AT&T Information System Inc. (AT&T-IS) , formerly known
as American Bell Inc. (ABI), replaced its Service/Purchase Agreement with
AT&T—IS's new "Master Agreement" for the use and/or sale of AT&T-IS
products.
On December 31 , 1983, the divestiture of American Telephone and Telegraph
Company was completed. As part of divestiture, embedded customer
premises equipment and service (maintenance) personnel were transferred
from the Bell Operating Companies (BOCs) to AT&T—IS effective January 1 ,
1984. In addition to changes in our business and after one year's
experience and input from customers regarding our contracts, it was
apparent that the Service/Purchase Agreement needed to be modified to
conform with AT&T—IS's changed business environment and to better serve
our customers' needs.
AT&T—IS reserved the right under paragraph 20.A of the Service Purchase
Agreement to modify your existing contract with AT&T—IS upon ninety (90)
days prior written notice. Attached to this letter is the "Notice of
Modifications to Service/Purchase Agreement, Contract No. 00035099."
The Notice serves as an amendment to your contract.
THE AMENDMENT ONLY AFFECTS NEW ORDERS AND RENEWALS ACCEPTED BY AT&T-IS ON
OR AFTER NOVEMBER 1 , 1984. YOU ARE NOT REQUIRED TO SIGN THE NEW MASTER
AGREEMENT. THIS NOTICE DOES NOT AFFECT ORDERS ACCEPTED BY AT&T-IS PRIOR
TO NOVEMBER 1 , 1984.
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The Notice adds to, and where inconsistent, changes certain terms and
conditions of your contract. The following are highlights of the
modifications to your contract:
- Change of Names and Definitions
- "American Bell Inc. (ABI)" to "AT&T-IS Information Systems
Inc. (AT&T-IS)"
- "Service/Purchase Agreement" to "Master Agreement"
- "Service Agreement" to "Term Plan'
- Automatic renewal of Term Plans (Service Agreements) changed to
shortest period available
- Date of title passage for purchased products installed by
Customer will be date of delivery instead of date of shipment
90-day warranty on used equipment
- $50,000 maximum liability under the Exclusive Remedies and
Limitations of Liabilities provisions will replace one month's
recurring charges
- 10% cancellation charge for cancelled orders
- Price difference on accepted orders not more than 5% due to
unforeseen configuration and/or technical changes will not
require new order (supplement) signed by Customer
- New maintenance plans
If you are doing business with AT&T-IS at more than one location or have
signed more than one Service/Purchase Agreement, you may receive a
duplicate copy of this notification. Questions concerning this Notice
and/or AT&T—IS's new Master Agreement should be addressed to AT&T—IS at
(303) 793-8554.
Sincerely,
Bi�og��
Branch Manager
CUSTOMER NAME: Weld County
ADDRESS: 915 10th Street
Greeley, Colorado 80631
NOTICE OF MODIFICATIONS TO SERVICE/PURCHASE AGREEMENT
CONTRACT NO. 00035099
The following provisions supplement, and to the extent the provisions may
be inconsistent, supersede the terms and conditions of Customer's
Service/Purchase Agreement for products acquired from AT&T—IS under
Purchase or Term Plans, or renewals of existing Service Agreements,
subsequent to November 1 , 1984.
CHANGE OF NAMES AND DEFINITIONS
1 . The name "American Bell Inc." is changed to "AT&T Information Systems
Inc." and "ABI" is changed to "AT&T-IS" throughout this Agreement.
The name of the "Service/Purchase Agreement" is changed to the
"Master Agreement."
2. The term "Service Agreement" is changed to "Term Plan." A Term Plan
is a transaction wherein Customer agrees to pay a fixed price each
month for a specified period of time (herein referred to as the
Commitment Period) for the use of specified AT&T—IS furnished
products and services.
NOTE: All terms and conditions of the Service/Purchase Agreement
relating to "services" now apply to "Terms Plans."
3. For Term Plan orders of one (1) year or longer, AT&T—IS will notify
Customer in writing of the impending expiration of the Commitment
Period at least sixty (60) days prior to its expiration. Unless
either party receives written notice to the contrary at least (30)
days prior to expiration of the Commitment Period, the order will be
automatically renewed for the shortest Commitment Period then
available from AT&T—IS. Renewals will be at the price and on the
terms and conditions of AT&T—IS in effect at the time of renewal
unless otherwise agreed to in writing by the parties.
NOTE: The Service/Purchase Agreement provided for automatic
renewal for a like period or next shorter period if the
original one was not offered at the time of renewal and if
notice to the contrary was not received by either party
ninety (90) days prior to expiration.
INSTALLATION. DELIVERY AND TITLE PASSAGE
1 . If no installation/delivery date is specified at the time Customer
signs the order, Customer agrees that AT&T-IS may enter the scheduled
installation/delivery date based upon its normal intervals and notify
Customer of such date.
2. Title to the equipment and risk of loss for purchased products shall
pass to Customer on the date of delivery to Customer for Customer -
installed products, or upon completion of installation for products
installed by AT&T-IS. For purchase of in-place products, title to
the equipment and risk of loss to the products pass to Customer when
the order is accepted by AT&T-IS.
NOTE: The Service/Purchase Agreement provided that title to
purchased products passed on the date of shipment. Many
Customers have requested that title and risk of loss pass
simultaneously.
WARRANTY - PURCHASE
1 . The warranty period is one (1 ) year from the date of title passage
for new or remanufactured equipment or ninety (90) days from the date
of title passage for used or refurbished equipment.
2. The warranty will apply only to products located within the United
States of America.
NOTE: On January 1 , 1984, embedded base equipment was transferred
from the Bell Operating Companies (BOCs) to AT&T-IS.
AT&T-IS is now selling this equipment to Customers. All
used or refurbished equipment purchased by Customers will
have a ninety (90) - day warranty.
LIMITATION OF LIABILITIES
1 . Except for delays in installation of thirty (30) days or more,
Customer's sole remedies against AT&T-IS for loss or damage caused by
product defect or failure, or arising from the performance or
non-performance of any work under this Agreement regardless of form
of action, whether in contract, tort including negligence, strict
liability or otherwise, shall be (i) Customer's right to receive the
repair, replacement or refund set forth in the Warranty section of
the Master Agreement, (ii) Customer's right to terminate as set forth
in the Termination section of the Master Agreement and (iii) the
lesser of the amount of actual direct damages which are proven or
Fifty Thousand Dollars ($50,000) . If installation by AT&T-IS is
delayed by thirty (30) days or more by causes not attributable to
Customer (except for force majeure conditions defined in the Master
Agreement) , Customer's sole remedy shall be the right to cancel the
order without payment of any cancellation charges. These remedies,
together with the remedies provided in the section entitled "Patent
and Copyright Indemnity," shall be exclusive of all other remedies
against AT&T-IS, its affiliates, subsidiaries, parent corporations,
any of its parent' s affiliates or subsidiaries, or suppliers of the
foregoing, except for Customer's right to claim damages for bodily
injury to any person.
NOTE: The Service/Purchase Agreement had a limit of actual direct
damages which are proven or one month's recurring charges;
the one month's recurring charges have been replaced by a
maximum of $50,000.
CANCELLATION
1 . If a Term Plan order is cancelled prior to the commencement of
installation (or prior to delivery for a Customer-installed product) ,
a cancellation charge equal to ten percent (10%) of the purchase
price of the cancelled product(s) applies, plus any shipping charges
incurred by AT&T-IS.
2. If a Purchase Order is cancelled in whole or in part prior to the
date of delivery of the product to Customer, a cancellation charge
equal to ten percent (10%) of the purchase price of the cancelled
product(s) shall apply, plus any shipping charges incurred by AT&T-IS.
NOTE: Under the Service/Purchase Agreement if a service order is
cancelled by Customer prior to installation, Customer is
liable for "the costs incurred" by AT&T-IS. The
Service/Purchase Agreement did not provide for cancellation
of a purchase order so Customers were liable for the full
purchase price. Costs incurred by AT&T-IS for cancelled
service orders varied by order. Under the new provisions
above, Customer is liable for ten percent (10%) of the
purchase price, plus shipping costs for any
Customer-cancelled service and/or purchase orders. At
present, AT&T-IS does not require down payments at the time
of order signing for credit worthy customers.
PRICE AND PAYMENT
1 . Customer agrees that the price listed on an accepted Term Plan order
may vary be not more than plus or minus 5% for unforeseen
configuration and/or technical changes. Otherwise, the price listed
an an accepted order is not subject to change before the end of the
Commitment Period unless Customer postpones the actual
installation/delivery date for more than thirty (30) days, in which
case the applicable price will be the price in effect on the date of
installation/delivery. In the event of any postponement by Customer
of the actual installation/delivery date prior to delivery of the
products to Customer, Customer will be responsible for any additional
charges incurred by AT&T-IS as a result of such delay.
2. The product price listed on the Purchase Supplement may vary by not
more than plus or minus 5% for unforeseen configuration and/or
technical changes. Otherwise, the product price listed on the
Purchase Supplement is not subject to change unless Customer
postpones the installation/delivery date for more than thirty (30)
days, in which case the applicable price will be the price in effect
on the date of installation/delivery. Payment is due within thirty
(30) days from the date of invoice, but not prior to the date when
the products are installed if installed by AT&T-IS.
NOTE: This eliminated resigning of contracts when AT&T-IS
determines that unforeseen configurations changes are
required. For changes less than 5%, there is now no need
to submit another service order (Term Plan Supplement) or
purchase order (Purchase Supplement) with the adjusted
amount. Orders can be processed without delay, and
Customers will be notified if there is an adjustment.
THE NEW MAINTENANCE PLANS
1 . The Major Failure Response Coverage Period ("Coverage Period') is
either (1) 8:00 A.M. to 5:00 P.M. , Monday through Friday, or (2)
twenty-four (24) hours a day, seven (7) days a week as indicated on
the Term Plan or Purchase Supplement.
2. AT&T-IS will respond within four (4) Coverage Period hours or begin
remote diagnosis within two (2) Coverage Period hours, if
appropriate, of the trouble report for failures which materially
affect the operation of the products of system ("Major system
failures"), as determined by AT&T-IS.
3. AT&T-IS will respond within twenty-four (24) hours of the trouble
reported for minor failures (as determined by AT&T-IS); provided that
AT&T-IS shall only perform such work during the hours of 8:00 A.M.
and 5:00 P.M. , Monday through Friday, excluding AT&T-IS designated
holidays.
4. Any equipment purchased from AT&T—IS by Customer and co-located with
similar equipment covered by maintenance under the Master Agreement,
including equipment acquired subsequent to the effective date of the
Master Agreement, must be included in maintenance provided under the
Master Agreement subject to the effective monthly maintenance charges
for such equipment, and the period of maintenance for such equipment
shall be coterminous with the period of maintenance for the covered
equipment.
5. Maintenance work performed at a time or in a manner beyond the
coverage selected by Customer may be provided subject to additional
charges.
6. Dispatch of AT&T-IS service personnel to Customer's premises is
limited to specified geographic areas, and AT&T-IS reserves the right
to impose additional charges for travel outside those areas.
7. AT&T-IS will perform maintenance on any intrasystem wire associated
with the products for which maintenance is provided under the Master
Agreement only if Customer owns such wire or obtains written
authorization from the owner of such wire for AT&T-IS to perform such
maintenance. Associated intrasystem wire shall be defined as wire
interconnecting the products and/or connecting the products to the
network interfaces; except for riser and campus wire, as determined
by AT&T—IS.
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