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HomeMy WebLinkAboutNew York Telephone CoJUDrr~i T. TERRY TOWN CLERK REGISTRAR OF VITAL STATISTICS MARRIAGE OFFICER :RECORDS MANAGEMENT OFFICER ~;~.FP. EEDOM OF INFORMATION OJzFICER Town Hall. 53095 Main Road P.O. Box 1179 Southold, New York 11971 Fax (516) 765-1823 Telephone (516) 765-1800 OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD October 20. 1994 Richard M, Neumann Enhanced 9-1-1 Specialist New York Telephone 501 Iqorth Ocean Avenue Patchogue, New York -11772 Dear Mr. Neumann: Enclosed is the Limited Service Offering Equipment Lease Agreement between New York Telephone Company and the Town of Southold, executed by Supervisor Thomas Wickham. Very truly yours, Judith T. Terry Southold Town Clerk Enclosure cc: PSDIII Raynor Accounting & Finance Septsmber 30, 1994 NewYorkTelepho A ~YN~.~ Corn party 501 North Ocear Avenue Patchogue. New York 11772 The Honorable Thomas H. Wickham Supervisor° Town of Southold Town Hall, 53095 Main Road Southold, New York 11971 Dear Mr. Wickham: I'm pleased to present you with a lease agreement that will cover the installation and maintenance of updated telephone equipment for Southold To~'s Enhanced 9-1-1 PSAP. You'll notice that there is no charge for installation since it is NYNEX's request that the existing equipment be replaced due to obsolescence. You'll also notice that the 60-month~ rate stabilized quote of $1,540.00 (equipment only) is substantially less per month than what you are presently paying for the old equipment. Your signature on the lease agreement will indicate your acceptance of the terms stated therein. Upon our receipt of the signed agreement, we will commence installation within one week and be completed with the job within a 30 day Deriod, or as soon thereafter as possible. Please be aware that when a tariff for this equipment is adopted, the rates therein ~iI! apply, nullifying this agreement. I will gladly explain the proposed rate schedule to you to allay any concerns of escalating rates. We have enjoyed a mutually beneficial relationship with the Town of Southo!d for quite some time now, and are looking forward to its continued success. Thank you in advance for your selection of this state of the art equipment that will see you well into the next millennium. Trul~/~rs ~ Richard M. Neumann Enhanced 9-1-1 Specialist JUDITH T. TERRY TOWN CLERK REGISTRAR OF VITAL STAT/STICS MARRIAOE OFFICER RECORDS MANAGEMENT OFFICER FREEDOM OF INFORMATION OFFICER Town Hall. 53095 Main Road P.O. Box 1179 Southold. New York 11971 Fax (516) 765-1823 Telephone (516) 765-1801 OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD IO}(~ IS TO~ C~RTIFY THAT THE FO! I OWING. RESOLUTION, WAS ADOPTED BY THE THOLD TOWN BOARD AT A REGULAR MEETING HELD ON APRIL 19. 1994: RESOLVED that the Town Board of the Town of Southotd hereby accepts the proposal of NYNEX for an updated lease agreement for the Enhanced 911 Public Safety Answering Point telephone answering equipment at Southold Town Police Headquarters; said lease agreement for a period of 60 months, at a stabilized reduced monthly rate of $1,580.00, plus the monthly trunking network charge; and be it FURTHER RESOLVED that Supervisor Thomas Wickham be and he hereby is authorized and directed to execute the new lease agreement, all in accordance with the approval of the Town Attorney. Southold Town Clerk April 20. 1994 Nev Tetephone A K~I ~.}~ C~'npany 501 North Ocean Avenue Patohogue, N~w York 1 t 772 The Honorable Thomas Wickham Supervisor, Town of Southold 53095 Main Roam Southold, Hew York 11971 Dear Mr. ~ickham: Pleased to p~esent NYNEX's offer t? update the Enhanced 9-1-1 Public' Safetu AnsFeri..n~ Point telephone answering equipment at Southold Town Police Headquarters a{ 41405 Ro~.te 25, Peconic 11958. The 60%month. contract that went into effect for Southold Town in December, 1988 ha~ expired. Since that time, there have been marked technological impr0vemen~sl and furthermore, the equipment presentlp installed at pour PSAP is'no longer manufactured. Yours~is the last of its vintage in the state of New York. I have attached not onlp the proposed lease rates for replacement equipment, but also a oomparison with the rates you currentlp pap. You'll notice a reduction in what will comprise the bill should you elect to have us .pursue the exchange. Being this project is initiated bu NYNBX, there will be no, installation charges levied, merely the reduced monthly, stabilized rates over the next 60 months. The rates quoted are in effect until Map 2, 1994. If pour willingness to commit is not given bp then it will be necessary for us to regenerate the proposal. Should pou agree to commit, we will prepare a lease agreement for pour signature. Please feel free to contact me on 516-447-0206 if pou have anp questions. Verp tru. I_.v yours, 9-1-1 Market Administrator Att: 1 cc: J. Raunor ENHANCED 9-t-1 RATBS FOR THE TOWN OF $OUTHOI,D CURRENT SYSTEM 9-1-1 t,runking network: 3. trunks from Greenport 8 trunks from Cutchogue: Telephone equipmenz installed at Southold Town P.D. Present S~stem Total MONTHLY $ 615.78 2,238.04 $2~853.82 PROPOSED SYSTEM 9-1-1 trunking network: 3 trunks from Greenport 3 trunks from Cutchogue: Telephone equipment to be installed at Southold P.D. Proposed Svstem Total $ 615.78 1,580.00 $2,195.78 ## Plus appropriate surcharges The $1,5~0.00 rate will be stabilized over the term of the lease (60 mos.) The trunking network is not a stabilized rate and is susceptible to periodic adjustments in the PSC tariff. E-9-1-1 LETTER OF INTENT February 1987 Town of Southold Main Road Southold, New York 11971 Hon. Fran :is O. Murphy: This will confirm your order of ( F~_hr.arv 24. lg87 ) for the installation of an Enhanced 9-1-1 System. Your ord&r consists of the number and type of terminal equipment listed in Attachment A hereto, as well as the number of line~ specified therein. The service ,is expected to be placed into service ~during the second quarter of 1988 or as soon thereafter as the Company can, by reasonable diligence, establish service. The charges for the service and terminal equipment listed above will consist of the non-recurring charges listed in Attachment A hereto, in addition to monthly rates and Charges for all associated exchange service and private line service (m~cluding mileage charges), as contained in the Company's Tariff as in effect from time to time. These monthly charges are regulated by the NYSPSC by tari,ff, and these tariff c~arges are subject to change after service has been established. The applicable mileage, charges for dedicated circuits for which ,you will be responsible include mileage from Company End Offices to Control Offices and from Control Offices to the designated Public Safety Answering Points (PSAP's). You have chosen to subscribe to Enhanced 9-1-1 for a oeriod of five years for Terminal Equipment, as~provided by tariff. The following regulations are applicable to those government oustomers selecting a five-year payment plan: (1) Installation, service establishment, Service Connection and any other non,-recarring charges are billed separately a_t the time of installation. These charges are not in.eluded in the payment plan. (2) A Service Charge will not apply when government agencies renew for another five-year period. The rates applicable "fOr the new period will be those in effect at the t~me of. the renewal or change. (3) Equipment can be added to an existing system at the customer's option, and the rates and charges in the tariffs then in effect for such service will be applied. :~ (4) At the customer's option, additions may be paid for over the remainder of the existing system's payment period, and be added on to the existing agreement, providing at least 30 days remain in the customer's existing payment period. The addition(s) and existing system payment periods will then have a common expiration date. -2- The charge(s) for the addition(s) will be the rate(s) then in effect for the equipment. (5) (6) If less than 30 days remain in the five-year payment_plan, additions may only be placed on the month-to-month payment plan. Termination charges f~r oremature disconnection of the added equipment will apply for fivb-year payment plan rates. (?) Additions. to an existing system a~e exempt from Company-initiated ~ate changes if the payment period remaining is [anger than one mon:th. (8) Installation~ Service Connection, service establishment charges and any thor non-recurring charge will separately apply to the added equipment. (9) P4emoval'of a portion of the equipment from~a system~ for which the current payment period is longer than one month wit] not effect the expiration date of the remaining equipment and service. (10) Government agencies seIecting a five-year payment plan will have the option of prepaying any remaining obligations or of converting any non-recUrring charges into monthly payments over the payment. plan period. For prepayment of obligations, an early payment discount factor wit] be applied at the time the request is made. The conversion of any non-recurring charges to monthly rates will be computed on the basis of the then current interest rates. The appropriate interest/discount factors will be applied at the rate in effect 8t the time the request is made. The interest/discount factors are based on the interest rate paid by the Company on subscriber deposits and is kept on file by the In.addition, the following regulations regardiri~ termination of Enhanced 9- 1-1 service before the five-year period termination date (given an Attachment A) apply; In the event that all or any part of the service is disconnected at customer request prior to expiration of the five years, t~ie customer will be required to pay a termination charge in addition to any other outstanding amounts as follows: (i) (2) The amount payable will be the five-year payment plan monthly rate times the number of months remainlrro for the term of the payment plan. For removai of a portion of the equipment that is unique or identiflabie by a code, the termination charge for that specific unit applies. -3- (3) For removal of s portion of the equtpment that is not unique or identifiable by a code, where two or more units of the same type of equipment are on the customer's premises: (al The specific unit(s) of equipment no ]onger desired., by the customer wQl be removed, (b) The lowest termination charge for th~ type of equipment removed will apply. Certain tariff reg,!at:ions apply to subscribers to Enhanced, 9-1-1 Service regardless of the type,of payment plan selected. These include but are not limited tO the following: (A) Enhanced 9-1-1 service is provided solely for the benefit of the municipal subscriber. The provision of such service shall not be interpreted~ construed or regarded as being for the benefit of~ or cre~ting any Company obligation toward or any right of action on behalf of~ any third person or other legal entity. (c) The Company does not undertake to answer and forward Enhanced 9-1-1 calls~ but furnishes the use of its facilities to enable the customer to respond to such calls with the customer's personnel on the customer's premises. The rates charged for Enhanced 9-1-1 service do not contemplate and the Compar~y does nat undertake inspection or constant monitoring to discover errors, defects or malfunctions in tf~e service, The customer shat] have the responsibility of discovering all errors, defects and malfunctions, and assumes the duty of, and will make such tests ass in the judgment of the customer are required to determine whether the system is functioning properly for its use. The customer shall promptiy notify the Company in the event the system is not functioning property. (D) The Company shall not be liable for any loss or damages aristng out of errors~ interruptions~ defects~ f¢ilures, or malfunctlens of Enhanced 9-1-1 servlee~ including any and ali equip_ment and data proeesszng systems asseciated therewith. Damages a~ising out of such inter~uptions~ defects, failures, or matfunctlens of the system after the Company has been so notified and has had a reasonable time for repair, shall in no event exceed an amount 8'quivaient to the charges made for the servtce affected for the period fotlewleg notice from the customer until service is restored. (El Customer information consisting of any names, addresses and telephone numbers of all tetephone.-.mustomers is confidential and shall not be released for any purpose other than responding to an emergency call, The customer shall have the responsibtity of updating ali data such as street name changes. -4- (F) The customer agrees to indemnify a~d save the Company harmless against any clair~s that might arise out of any act o~ omission of the customer,, his agent, any independent telephone company.,agerfcs or of any party calling Enhanced 9-1-t in connection with the facilities provided by the Company. ,If, prlo~ to the completion of iestalIetion, you change or cancel all or any part of your °~%ler, charge.S be~ed on. th~ to~al costs and expenses incu~e'd in conne~tlon v~i.~ provid~ir[g~and r~em~ving .the:faci!~tie8, but not to exceed fche applicabt~ mln~n6m and i~Habion and f~ermlnat~0n charges specified in the Company's Tar~C~;:'w~II be'al~pl~d .... Please attach a copy of ~he written authorization empowering the subscriber government agency that you ~epresent to subscribe to Enhanced 9-1-1 service and the written authorization empowering you to act as agent for the subscriber,government, agency, sign the acceptance portion of this letter and return the original to me. Any questions you may have concerning this service may be addressed to Eugene Fredericks at 716-842-8923 Room 1700, Main Place Tower, .Buffalo, New York 14202. Very truly yours, ~ugene A. Fredericks New York Telephone Attachment A Page I ENH/LNCED 9-1-1 SERVICE FOR SOUTHOLD TOWN The following descriptian of Enhanced 9-1-1 Emerge,ney Service was approved by Town of Southotd on February 1987. Anyone within Town of Southotd can dial 9-1-1 to report any or at! emergencies. Every Telephone Company Central Office in the town wilt route those emergency earls to the. Public Safety Answering Point (PSAP) responsible for their location. The approved Primary P.S.A.P. location: Town of Southold Police Headquarters ~Niain Road Peconic S~u~thotd, New York 11971 A11 calls will be recelved by the Primary P.S.A.P. and if necessary~ the call can be transferred to the appropriate municipai emergency facility for dispatching by Speed Calling. The P.S.A.P.'s in Southold Town will have Automatic Number Identification (ANI) and Automatic Location Identification (ALI). This equipment will display the caller's telephone number, address, date, time and the emergency agencies responsible for that address. Implemen£ation wilt commence upon the receipt of this Letter of Intent to be signed by the Town Supervisor. The an'ticipated cutover date wilt be approxlmatety the second quarter of 1988, This Letter of ~ntent is based on the approved tariffed rates for E-9-1-1 Terminal Equipment. The Network casts are predica~:ed on existing tariffed rates and wiI! be subject to rate increases. The Enhanced 9-1-1 charges for Town of Southold: Monthiy Installation Network End--office to controi office (6) Trunks (3) Mileh~e Circuits from Greenport $ 616.74 $ 2,347.08 Terminal Equipment - 5 Years) ANI and ALi Terminals and Display Units $ 1,929.-59 $ 7,361~28 2 Flush-Mounted Telephones(KV) $50.00 each lO0.O0 500.00 200.00 400.00 Printer (2) ~ $100.00 each TOTAL $ 2,846.33 NOW PAYING FOR 91] SERVICE -616.74 $ 2,229.59 x "-12 $26,755.08 ANNU AL $10,608.36 JUDITH T. TERRY OFFICE OF THE TOWN CLERK TOWN OF SOUTHOLD Town Hall. 53095 Main Road P.O. Box 1179 Southold, New York 11971 TELEPHONE (516) ?fi5-1801 THIS 15 ~0 CERTIFY' ¥,HAT THE FOLLOWING RESOLUTION WAS ADOPTED BY THE SOUTHOLD TOWN BOARD AT A 'REGULAR' t~IEETING HELD ON FEBRUARY 2~, 1987: RESOLVED that the Town Board of the Town of Southold hereby accepts the proposal of New York Telephone for the installation of Enhanced. 911 service, which in/:ludes an installation cost of ~10,608.-36, and the monthly five year plan of $2,846.33 (Network: $616.74; Terminal Gear: $2,229.59), all in accordance with their proposal dated February 3, 1987, and be it further RESOLVED that Supervisor Francis:J. Murphy be and he hereby is mJth- orized and directed to execute an E~9-1-1 contract with New York Telephone for the installation of an Enhanced: 9-1-1 Sy?tem in'the Town of Southold. Judith T. Terry/ Southold Town Clerk February 25, 1987 LIMITED SERVICE OFFERING - EQUIPMENT LEASE AGREEMENT This Limited Service Offering Equipment Lease Agreement ("Agreement") is entered into by and among NEW YORK TELEPHONE COMPANY ("Company"), a New York corporation having its ~rincipal office at ~095 Aven~e of the Americas, New York, New York t0036, and the TOWN OF SOUTHOLD ("Customer"), a municipal Corporation of the State of New York having its principal office at ~q~ ~D ~o\~~, New York 11958. DESCRIPTION a) The terminal equipment leased by the Company to Customer under this Agreement consists of two (2) 20-line Flush Mounted Consoles ("Equipment"), as listed in Appendix A attached hereto. The Equipment shall be installed and made operational as soon as is reasonably practicable after this Agreement is signed by both parties. b) The Equipment is provided in connection with Enhanced Universal Emergency Telephone Number Service ("E-911 Service") offered as specified in the Company's PSC No. 900 Tariff. PRICES a) Subject to the provisions of Sections 4 and 6, the charges for Equipment consist of a monthly recurring charge of One Thousand Five Hundred Forty Dollars 8799e -2- ($:~¥'54.0.~., These charges are in addition to monthly rat~s and charges for all associated exchange service and pri~ate line service, including mileage charges, applicable to E-911 Service as set forth in the Compa. n~s PSC. ~o~. 900 Tariff, In ~ddi~i~n to the charges for the Equipment and services specified in Section 2(a) above, the Oastomer shall pay non-recurring installation and/or rewire charges and any termination charges for existing services which may be applicable. The Customer shall also pay sales and excise taxes under applicable laws and any tariff surcharges mandated by regulatory authorities. c) Payments are due monthly, in advance, no later than thirty (30) days from the date of the bill. Bills not paid by the Customer by the bill due date may be subject to late payment charges at the rate of one and one-half percent (1-1/2%) of the outstanding balance for each month during which payment remains outstanding. d) If Customer fails to pay the charges due under this Agreement, the Company shall have the right to terminate its provision of Equipment to the Customer pursuant to the provisions of the Company's PSC No. 900 Tariff applicable to suspension and termination of non-residential service for non-payment. 8799e -3- TERM a) The CQmpa-ny shall prOvide the Equipment f~r Sixty b) c) (60) months ("Se~rvioe Period"). The Service Period shall begin when the Company notifies the Customer that the Equipment is installed and operational. T~e parties may agree to extend,the Service Period p~rs~ant t~ mutually acceptable terms and conditions, ~nd may modify their written agreement accordingly. The Company shall offer a price for the CustOmer's consideration for any such extended Service Period. At the oonclusion of the Service Period, the Customer may purchase the Equipment for one dollar ($1.00). Upon expiration of the Service Period, the Customer shall disconnect or cause to have disconnected its facilities from the Equipment and shall permit the Company to retrieve the Equipment. Such Equipment shall be in the same condition as installed by the Company, normal wear and tear excepted. TARIFFING OF EQUIPMENT a) If the Company files a proposed tariff under its PSC No. 900 Tariff covering the Equipment, or equipment substantially the same as the Equipment, and if the New York State Public Service Commission approves the proposed tariff, then this Limited Service Offering shall be terminated as required by the Company's PSC 8799e -4- c) No. 91~ Tariff, and the Equipment thereafter shall be p~ovided pursuant to the prices, terms an~ conditions of the approved PSC No. 900 Tariff covering such Equipment. The provisi~Rs of this Agreement are not intended to confe~ upon or grant to Customer or Company any lesser or greate~ rights, obligations, duties or responsibilities regarding the Equipment than that which is provided under the standard terms and conditions of the Company's PSC No. 900 Tariff, including those Tariff provisions applicable to E-911 Service and any and all equipment provided by the Company in connection therewith. If the Customer elects to prepay any portion of the monthly recurring rate prior to the implementation of a tariff covering Equipment, or equipment substantially the same as Equipment, then the appropriate interest/discount factor shall be applied at the rate in effect at the time such prepayment is made. ADDITIONAL EOUIPMENT a) Equipment may be added to an existing Customer location at the Customer's option~ If Customer requests additional Equipment prior to the effective date of a newly filed tariff covering the Equipment, 8799e -5- b) or e~q~.~ipment substantially the same as the Equipment, the company shall develop a price ~nd present it for the C~stomer's consideration. If the Customer requests additional Equipment after the effective date of such a tariff, then the rates and charges in the app&iDable tariff sh~tl apply. The Service Period for additional Equipment shall be coterminous with the Service Period for the Equipment described in Section 3(a). Charges for Installation, Service Connection, Service Establishment and any other applicable non-recurring charges shall separately apply to the additional Equipment. TERMINATION CHARGES a) Termination charges for premature disconnection of Equipment provided hereunder shall apply as set forth in the Company's PSC No. 900 Tariff, if provisions in such Tariff covering Equipment or equipment substantially the same as Equipment are in effect. If such tariff provisions are not in effect, then the termination charge shall be the monthly rate for the item er items of Equipment discontinued multiplied by the number of months remaining applicable to such Equipment. shall not apply where Customer in the Service Period Termination charges relocates Equipment 879ge from one ~customer location to another, provided, h~wever, the Customer shall pay those charges which apply by reason df moving er rearranging Equipment. TTTLE~.IDENTI~CATION; LIENS a) T~tle to the Equipment shall at all times remain in the Company. b) T~e CuStomer shall not directly or indirectly create, i~cur, assume er suffer to exist on or with respect to the Equipment any mortgage, pledge, lien, security interest, charge, encumbrance, financing statement, title retention or any other right or claim of any person ("Liens"), other than Liens of any person claiming through or under the Company on account of events or circumstances related to the ownership of the EqUipment or the transaction contemplated hereby. p~SONAL PROPERTY; FIXTURES; ACCESSIONS. The Equipment is and shall remain separately identifiable personal property and shall not be deemed to be affixed to or a part of or so related to the real estate on which it may be situated that an interest in it arises under real estate law or to be an accession whether by reason of being installed in or affixed to or becoming a part of other goods or personal property or otherwise. The Customer, at its expense, shall take such action as may be 8799e -7- deemed necessarM bY the Company to prevent any third party from acquiring or maintaining any right to or interest in ~he Equipment. '9. RISE OF LOSS OR DAMAGE ~) The C~s~omer assumes all risk of loss, theft, damage or destruction to the Equipment from any cause whatsoever ("Loss"). No Loss shall relieve the Custome~ of the obligation to make Payments hereunder or to perform any other obligation under this Agreement. The Customer shall immediately give the Company written notice of any Loss. b) If the Company determines that all or substantially all of the EqUipment is lost, stolen, destroyed or damaged beyond repair or is condemned, confiscated or seized ("Total Loss"), the Customer shall~ within thirty (30) days of such Total Loss, pay the Company as liquidated damages for loss of a bargain, and not as a penalty, an amount equal to all payments and other sums due hereunder to the date of Total Loss; plus the present value of all payments hereunder payable to the Company from the date of such Total Loss to the date of expiration of the Service Period at five percent (5%) per annum interest discount, and all taxes imposed upon the Company as a result of the Total Loss. Upon payment of such amounts to the 8799e -8- c) Company, ~is A~ement shall terminate, and the Company shall transfer to the Customer the Company's righ~, titl~ and interest in and to the Equipment, on an "as is", "where is" basis, without recourse and ~ith~t repres.e~tation or warranty, express or im~!ied~ except that the Equipment is free aRd clear Of any li~ns of the Company. Any pa!rme~tS received at any time by the Company or the Customer from any insurer with respect to a Loss or Total Loss shall be paid to the Company, but to the extent received by the Company, they shall reduce or discharge, as the case may be, the Customer's obligation to pay the amounts due to the Company. 10. LIABILITY The rates charged for E-91t Equipment and Service do not contemplate, and the Company does not undertake inspection or monitoring to discover errors, defects or malfunctions in the Equipment or Service. The Customer shall have the responsibility of discovering all errors, defects and malfunctions, and assumes the duty of, and shall make such tests as, in the judgment of the Customer, are required to determine whether the Equipment and Service are functioning properly for their use. The Customer shall promptly notify the Company in writing in the event the Equipment or Service is not functioning properly. Except 8799e -9- as m~y otherwise be set forth in the Company's PSC No. 900 Tariff: (i) the Company, in its sole discretion, shall repair or replace defective Equipment; (ii) damages arising out of interruptions, defects, failures or malfunctions of the Eq~ipmen~ after the Company has been notified in writing of same by the Customer and has had a reasonable time to replace or repair E~ipment, shall in no event exceed an amount equal to the charges made for the Equipment affected for the period following such written notice from the Customer until service is restored; and (iii) the Company shall not be liable for any other loss or damages arising out of errors, interruptions, defects, failures or malfunctions of E-911 Service or Equipment, or of any and all other equipment or data processing systems associated therewith. 11. INDEMNITY The Customer agrees to indemnify, defend and hold the Company harmless from and against any claims that might arise out of any act or omission of the Company, its agents, any independent telephone company agents or of any party calling or utilizing E-911 Service in connection with Equipment or facilities provided by the Company. The Customer agrees, except where the events, incidents or eventualities are the result of the Company's gross negligence or willful misconduct, to release, indemnify, 879ge -10- hold harmless and defend the Company from any and all liabilitF arising from. the installation, operation, use or failure of the E~uipment provided hereunder. 12. MISCELLANEOUS ~) As~iq~ment. Neitker party shall assign this Agreement wJ~thout the prior written consent of the other, which consentshall not be unreasonably withheld. b) C~on~inqemcy. This Agreement is subject to change, modification, or cancellation as may be required by state or federal regulatory authority in the exercise of its lawful jurisdiction. c) Severability. If any of the provisions of this Agreement are held to be invalid or unenforceable, such invalidity or unenforceability shall not invalidate or render unenforceable the entire Agreement, but rather the entire Agreement shall be construed as if not containing the particular invalid or unenforceable provision or provisions. d) Non-Waiver. No course of dealing or failure of either party to strictly enforce any term, right, or condition of this Agreement shall be construed as a waiver of such term, right, or condition. e) Notices. Any notice required or permitted to be given by either party to the other shall be delivered by hand or sent by certified or registered mail, return 8799e -11- f) receipt requ~ested~ at the address stated below, and shall be deemed to have been giveN when hand delivered or when de, posited in the United States mail with postage prepaid. NEW, YORK TE~,LEi~HONE COMP.ANY ~5 ~Ve/l~e of the Americas Ne~~ YQr~ New Yo?k 100316 A4a~Jn: ~.'P. - Marketing & Technology NEW~YO~ ~ELEPH~ COMP~ 0ff~e ~f the Genera~ Co~Bset New York, New YOrk 100~6 TO~ OF SO~HO~ Peconi=, ~ew York 1195~ Attn: Entire Aqreement. This Agreement supersedes all proposals and negotiations between the parties, whether oral or written, and constitutes the entire Agreement between the parties. It may be amended only by an instrument in writing signed by both parties. g) Authorization, Customer represents that this Agreement is authorized pursuant to resolution adopted by the Southold Town Board on April 19, 1994, a copy of which is attached hereto as Appendix B. The parties acknowledge that the Customer's authority to make payments for charges and costs specified in this Agreement is limited to the maximum amounts set forth 87gge -12- in said resolution. In the event that the amounts due from Customer as specified in this Agreement shall exceed the maximum amounts set forth in said resolution~ Customer agrees promptly to apply for and dil~ncj~tly p~rsue such additional aut~horization from tl%e ~pp~e~ria%e board or officer having jurisdiction as may be reasonably necessary to continue this Agreement for the Service Period. This Agreement is being executed in duplicate originals by persons who represent they have the authority to do so. NEW YoRK TELEPHONE ~MPANY Signature ~~}~ ~9~ Typed Name Title Date Signature Typed Name Thomas Wickham Title Supervisor, /own of Southold Date October 20, 1994 ~ L~ ~owd 8799e ~PPENDIX A Q~antit~ 20-line Flush Mounted Consoles 8799e ._. NYNEX CONSUMER MARKET~ AOVANCED C~JSTO,~C!ER NETWQRK~ PR;CING AND COSTING SPECIAL ASSEMBLY REQUEST FOR SERVICE September 28, 1 in response to ~e Cus~omeffs request for Special ASsembly charges, ;o{Jowi~g are ~.~te terms and conditions that ~ppJy: C~s~om~r N~me: Tow~ of SouthoJd Customer T~ephon~ Numar: ~16-T37-0080 CSN Num=sr: S~A542 N~w Yo~k,TeJ~ene R~pr~sentat~s and Telephone Numar Serv[c~ ~s~rtptton: P~vl~e 2C t~ne f{~sh mou~ted console [o ba provided with Touch Tone voice recorder ~e~ece, ~DD jac~ ~t each posI~on ~th. one TDD keyboard and a CAD inteHac= for Eel t se~lce at Southold Town. Mon~ly R~te: $i .~0.00 Non-Recurring Rate: HA Sa~e5 aha exc~se taxes, service establishment ch~r~s, standard tadff surcharges are NOT }~lud~ in the rates stated ~bove. If the Customer does not accept this R~uest for Se~ice by December 28, !gez. the rates shell be de6me~ w[[~d~wn a~d a revisit of the assumptions apd the customeSs ~equ~mments will be ~ecessa~ in additlen, the Request for se~ice is subject to t~e terms ~nd co~dibons set fo~h in the New York Telephone, PSO No. 900 Tariff. ~f Chis Reduest for Se~ice i5 ac~otab~e to t~e Customer, Cease sign in the space provided below. CUSTOMER NAME Prin~ame: ~own of Southold Title: .... - --~- Supervi~pr , Date: _~ber 20. 199~ ............ Customer ~cceptance, please return completed form to: Advanced Customer Networks Pricing Special Assembly Group Room 1420A, 1095 Avenue of the Americas, New York. N,Y,