Loading...
HomeMy WebLinkAboutIT05-359 - Extension - Department of Information Services - Customer Service Agreement - 06/23/1998 Y v �s oni STATE OF WASHINGTON DEPARTMENT OF INFORMATION SERVICES Olympia, Washington 98504-2445 May 29, 1998 City of Kent Attn: Telecommunications 220 S. 4th Avenue, City Hall Kent, WA 98031-5895 RE: FOLLOW UP REQUEST CUSTOMER SERVICE AGREEMENT NUMBER D150-0 Dear Mayor: The Department of Information Services (DIS) is in the process of reviewing and updating our customer contract files. According to our records, the current Customer Service Agreement (CSA) for City of Kent was executed in October of 1991. We'd like your assistance in updating our files. Enclosed is an updated CSA for signature. Essentially, all terms and conditions remain the same with one exception. We have updated the CSA to include master contract language (see Section 5)which is the mechanism that allows DIS customers to use master contracts that we've negotiated with vendors for volume.discount prices onservices'such as cellular phone equipment.;;± and air time, pagers, and I-800 services, NOTE:. Signing the Customer Service Agreement merely lays the foundation-for&business relationship.between DIS and our customer. Therefore; there are no charges incurred with the signing of the CSA q You will be billed only for those . 21 services which you decide to purchase. A Please sign the enclosed agreement and return it to me in the enclosed envelope. Upon receipt, our Manager will sign it and we'll send you a copy of the fully executed agreement for your files. If you have any questions or comments, or would like more information about DIS services, please feel free to contact meat 902-3551. Thank you for your cooperation. Sincerely, Debbie Dunn, Contracts Coordinator Department of Information Services >w9 .ANIL imanowa Washington Stote0epartmentof 1wj*j*1Pw;-information Services CUSTOMER SERVICE AGREEMENT ID/Cormuct: 13150-0 Interlocat Nuiriber- 99-INT-052 1. PARTIES THIS AGREEMENT is entered into between the Department of hiformation Services hereinafter*DIS",and City of Kent,hereinafter"Customer I PURPOSE DIS is authorized under Cliapt=43.105 and 39.34RCW to provide infortm-donirerviom This Customer Service, Agreement sets out the terms and conditions under which DIS provides and Customer receives service. ThisAgrecruent governs two types of transactions- Customer purchases of goods and services from DIS,and Customer purchases of goods and services from third part}vendors through muster contracts c\ccuted and adimiustered by DIS 3. GENERAL TERMS AND CONDITIONS 3.1 DURATION This Agreement is effective on the due of execution by both parties and remains in full force and effect until terminated by either party in accordance with the TERMINATION provision herein 3.2 TERMINATION 3.2,I TERMINATION FOR CONVENIENCE-Either party may terminate this Agreement or any Order Supplement/Scivice Level Agreement hereunder upon 90 days written notice to the other, 3.2.2 TERMINATION FOR CAUSE-If for any cause,Customer or DIS does not fulfill in a timely and proper manna its performance obligations under this Agreement,or if either party violates any of these terms and conditions,the aggrieved party will give the other party wnucu noucc of such failure or violation. The responsible party will correct the violation or failure%vithin 15 working days If the failure or violation is not corrected,this Agreement may be terminated imuirdiately by written notice from the aggrieved party to the odd party. Upon termination of this Agreement,Customer will pay for services rendered prior to the etteeuve date of the termination 3.2-3 TERMINATION OF AN ORDER SUPPLEWNTIStRVICE-LEVCL AGREEMENT-Services specified man Order Supplement/Service Level Agreement may be terminated by either party for the reasons and in the manner oullmed above,W=provided otherwise therem. State of washing Department of Information Services Customer Senice AA=mewt I 110 Jefferson Street,PO Box 42445 Phone: (360)902-3551 Olympia,WA 98504-2445 FAX: (360)SM-5985 -oft 33 PAYMENT 3,3.1 SERVICE CHARGES-Charges for products and services provided by DIS will be based either on the then current published DIS raw schedule,or on specific quotation described in Order Supplements/Servicc Level Agreement. Rate schedules are subject to change The current rate schedule supersedes and replaces all preview published raw schedulc& ".I MASTER CONTRACt'ANONZOOTIATED AGREEMENT FEES-Coraractadministation fees an charged to customers for use of DIS-cstablished master contracts and negotiated agreements. Specific fms are established for each master contract and negotiated agreement as a means for DIS to recover costs associated with the establishment, maintenance,and administration of the contracts and agreements The fee"be paid directly to Cite master contract vendor along with the purchase payment. 3.3.3 ESTIMATES-DIS may provide,upon Customer request,aritstimate of cost for proposed products and services. Specific agreements addressing costs,schedules,and other factors ii9l be described in the associated Order Supplement/Service Level Agreement. Customer is responsible for paying the agreed amount set forth in the Order Suppkinent/Service Level Agreement, 3.3.4 TAXES-If DIS is required to pay sales or use tax in order to provide service under this Agreement such taxes wit)be added to the Customer invoice, 3.15 INVOICES AND LATE PAYMENT-DIS will invoice Customer monthly detitiling chuges for urvices rendered during the preceding month Payment is due upon receipt of invoice by Customer and becomes delinquent 30 days thereafter. A late payment charge may be applied to any remaining balance 60 days after Invoice Late payment charges,if any,will be imposed on the unpaid balance at the rate of I%per month. Agreements with balances more than 90 days past due may be terminated under the TERMINATION FOR CAUSE provision of this Agreemem,and services discontinued. Amounts disputed by Customer under Section 33 are not subject to late payment charges. 13.6 PREPAYMENT-DIS may require Customer to pre-pay estimated charges if Customer has previously made late payments on outstanding balances 3.4 LIMITATION OF LIABILIT IES AND REMEDIES 3.4.1 NON-CONFORM ING SERVICES-For sity DIS-pricivided services which fA to conforin to the specifications of this Agreement or an Order Suppleinctu/Scrvice Level Agreement hereto,and such faiture,is caused solely by the negligence of DIS,no charge wi 11 be invoiced It both parties am negligent they agree to apportion between them the damage attributable to the actions of each Customer is solely responsible for any damage caused in whole or in part by inaccurate or inadequate data,programs,or software furnished by Customer to DIS 3.4.2 LOSS OR DAMAGE TO CUSTOMER SUPPLIED DATA-For any loss or damage to Customer supplied data or programs due to negligence of DIS,DIS'Itability shall be hunted to the replaccutentor regeneration of lost or damaged data from Customer's supporting ituiterial. Cuslomer will retain sufftewnt supporting material,as specified in Order SupplemenUdService Level Agreements,to enable DIS to regenerate card,tape,Or disc files,printer output,or a"other data furnished to DIS by Customer 3.4.3 EQUIPMENT DAMAGE-For any equipment damaged as the result of negligence by either party, that party will be obligated to pay for repair or replacement of that equipment. If both parties are negligent,the parties agree to apportion between them the damage attributable to the actions of each, 2 state Of Washington Ile gartment of Information SeMIM Customer Service Agmemenit I 110 Je&rKo Suitt,PO Box 42445 Phone: (360)902-3551 Olympia,WA 98504-U45 FAX: (360)$86-5885 3.4.4 SOF MARE-Computer application programs and other software system fit mislted to Customer by DIS at no charge to Customer are furnished on an"as As"basis with no representations or warranties regarding use or rtsults. 3.4.5 DAMAGES-Neither party will seek damages,either direct,consequential,or otherwise against the other in addition to the remedies stated herein. 3.4.6 THIRD PARTY CLAIMS-In the event that either party is fitand liable for damages to third panics as a result ofthe performance of services under this Agreements each party will be financially responsible for the portion of damages attributable to its own acts and responsibilities under this Agreement. IS DISPUTES 15.1 NOTICE OF DISPUTE-Customer will promptly notify DIS of disputes w4arding invoaaes,or of services which Customer believes do not conform with the agreed upon terms of this Agreement or an Order SupplementfServicc Level Agreement,within 30 drays of receipt of invoice or perforinarxx of services wbiehcver occurs later Failure to give written nonce within 30 days after recetpt of invoice or performance of services constitutes waiver of any t; n to services nr imoices 3.5.2 DISPUTE RESOLUTION-Questions€f fact arising from this Agreement which cannot be resolved by Customer and DIS will be resolved according to the Information Services Board Customer Dispute Resolution Policy dated May 1990,or as subsequently amended by the Board. The parries agree to proceed diligently with the performance of services requested under any Order Supplement/Service Level Agreement while any dispute is pending. Neither party will sue the other for claims arising from disputes arWn under this Agreement except that DIS may pursue collection actions if necessary to receiver charges for services,and if such action is taken,venue tics in Thurston County Superior Court. 3,5 DISCLOSURE OF CUSTOMER DATA-Records,docimeems,or other property of Customer,in any medium, furnished by Customer to DIS,will remain the property of Customer witless otherwise agreed DIS will not disclose or make available this material to any third parties without notice to Custoincr DIS will utilize reasonable security procodures and protecuens to assure that Custom material is not arronoously disclosed to third parties 17 ASSIGNMENT-This Agreement may not be assigned by either party to a third party without the prior written consent of DIS and Customer. 3.9 WAIVER-If a breach of a provision of this Agreement is waived for a particular transaction or occurrence, waiver for a similar breach in a subsequent similar transaction or occurrence may not be implied. 3.9 SEVERARMITY-If any term or condition of this Agreement or application thereof is held invalid,such invalidity shall not affect other terms,conditions,or applications which can be given effect without the invalid term,condition,or application. 3 state or ombiwgton De artment of Inforistation Services Customer Service imseni if 10 Jefferson Strect,PO Box 42445 Pbo : (360)"2-3551 Olympia,WA98504-2445 FAX; (360) -58tt5 3,10 NOTICE' -All notion and communications which may be required by this Agreement tiliidl be to writing and sent: If to DIS,to: and if to Customer,to: Department of Wortratift Sarv3ion 4r Attention:Debbie Duran,Coinracts Coordinator _ ,- a PO)Box 42445 a c, t h c ►t s Hl—�'" Olympia,WA 98504-2445 Phorne: (360)902-3551 Ptah: -Ass_-_ cn _ ML � Fax (360)586-5M5 Fax p _ 3.11 AMENDMENTS/MODIFICATIONS-`T Ws Agreement maybe modified or amended by the mutual written consent of the parties Terms and conditions specified in an amendment will have precedence over the terms and conditions specified in this Agreement, 3.12 COIN LIC It-to thx;v.-of*coriflict licAveen this Agreement a_nd Order Supplements/Service Level Agreements issued hereunder,the terns of the Order Supplcment/Service Level Agreement will prevail. d. DIS SERVICES DIS will provide services according to Order SupplemenitslScivice Level Agreements signed by Customer and DIS under the general terms of this Agreement. Each Order SupplementlServiee Lever Agreement stub a description of the specific services to be provided,the terns,the cost of such sm ices from quotation or from the published rate schedule,and any other terns and conditions applicable to that service All Order SupplementstServioe Level Agreements am incorporated as addenda to this Customer Service Agreement 5. MASTER CONTRACT LEASES AND PURCHASES 5.1 CO)OPERATIVE PURCHASING-PuMM to aWW 39.34 RCW and to tither provisions of law,DIS and Customer hereby agree to cooperative gmernmentai leasing and purchasing DIS, in contracting for the lease and purchase of information technology goods and services,agrees to contract also on behalf of Customer,to the extent permitted by law and agreed upon by the parties in exchange for the fee described in Section 3 11 of this Agreement S-Z COMPLIANCE WrM LAWS AND REGM ATTONS-Di5 will contract for the lease and purchase of goods and services according to applicable laws and regulations Customer adepts responsibility for compliance vsnth any additional or varying laws and regulations governing leases and purchases by or on behalf of Customer. 5.3 TERMS OF MASTER CONTRACTS-A Master Contract is a competitively acgtured contract executed.by DIS and a vendor enabling DIS and other public sector entities that are parties to this Customer Service Agrt,cniuit to purchase goods and services from that vendor. When DIS contracts to lease or pnrcli se goods and services on behalf of customers in general,or tlne undersigned Customer,Customer may lease or purchase goods and services covered by the contract on the same terms and conditions as DIS Such a lose orpurchase by Customer nay be accomplished by a purchase order directed by Customer to tine third party vendor. DIS is not responsible for vendor performance of any lease or purchase contracts,nor is DIS re Wmible for payment by Customer. 5.4 CONVENIENCE RATHER THAN MANDATORY BUY-Customer may contract independently for the lease or purchase of any particular class of goads and serr ices 4 State of Waaldngton DEgartmuent of Information Services Customer Service Awwnwat It1f1Jefferson Street,PO Box 42445 Phone: (360)902-3551 O3lympia,WA 2445 FAX: (360)W-5M5 6. TREATMENT OF ASSETS 6.1 PROPERTY TITLE-Title to all property furnished by DIS shall remain in DIS. Title to all property purchased by the Custer for which the Customer is entitled to be reimbursed as a direct item of cost under this contract shall pass to and vest in DIS upon completion,termination,or cancellation of this contract, 6.2 USE OF PROPERTY-Any property of DIS furmshed to the Customer shall,unless otherwise provided in this contract,or approved by the owner,be used only for the petforrimuce of this contract. C3 LOSS OR DAMAGE-The Customer shall be responsible for any loss or danuge to property of DIS which results from negligence of the Customer or which results from the failure on the part of the Customer to maintain and administer the property in accordance with sound management practices. 6.4 NOTIFICATION-If any DIS property is lid destroyed,or damaged,the Customer shall immediately notify DIS and shall take all reasonable steps to protect the property from further damage. CS SURRENDER OF PROPERTY-The Customer shall surrender to DIS all property of DIS prior to settlement upon coinpleticr.,termmotioii.or came0atior e.`this Aetprmew 6.6 CUSTOMER EMPLOYEES OR AGENTS-All reference to the Customer under this clause shall include any of his or her employees or agents. 7. RIGITTS IN DATA Unless otherwise provided in an Order SupplementlScrvice Level Agreement describing specific services,data which originates from this contract shall be"works for hire"as defined by the U.S Copyright Act of 1976,and shalt be owned by DIS, Data shall include,but not be limited to,reports,documents,pamphlets,advertisements,books, magazines, surveys,studies,computer programs,film,tapes,and/or sound reproductions Ownership includes the right m copyright, patent,register aril the ability to transfer these rights. Customer shall notify DIS promptly,in wnting,of cub notice or claim of copyright infringement received by the Customer with respect to any data delivered under this contract In the event that DIS provides application development services to Customer,Customer will enjoy a perpetual royalty-free license to use any custom application code developed exclusively for it. 8. SIGNATURE RLOCKSS The parties acknowledge that they have read,understand and accept this AgrectimiL including any supplements or attachments,and that this Agreement constitutes the entire agreement between them and supersedes all other communications,written or oral, relating to the subject matter of this Agreement CUSTOMER DEPARTMENT OF INFORMATION SERVIC SIGNATURIFf SIGNATURE PRIM , NAME; -AM, VJtA t I:. TITLE NtA VVL Administrative Services Division DATE DATE S State of W ashington Department of Information Services Customer Service Agneement 1110 Jefferson Street,PO Not 42445 Phone: (360)9ti2-3551 Olympia,WA 3&%4-2445 TAX. (360) 5885