HomeMy WebLinkAboutNu-Vision TechnologiesELIZABETH NEVILLE
TOWN CLERK
REGISTRAR OF VITAL STATISTICS
MARRIAGE OFFICER
RECORDS MANAGEMENT OFFICER
FREEDOM OF INFORMATION OFFICER
Town Hall, 53095 Main Road
PO Box 1179
Southold, NY 11971
Fax (631) 765-6145
Telephone: (631) 765 - 1800
southoldtown.northfork.net
RESOLUTION # 2006-133
Resolution ID: 1512
Meeting: 01/17/06 07:30 PM
Department: Town Attorney
Category: Contracts, Lease & Agreements
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2006-133 WAS ADOPTED AT
THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON JANUARY 17, 2006:
RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs Sul~ervisor Scott
A. Russell to execute Maintenance Contract #TOW719 with Nu-Vision Technologies for the maintenance
of the telel~hone systems at Town Hall and Town Hall Annex, commencing on January 1, 2006, for a term of
12 months, subject to the approval of the Town Attorney.
Elizabeth A. Neville
Southold Town Clerk
M NTE :dNCE CONTRA CT
Maintenance Contract # TOW719
This is to acknowledge receipt of your order to Nu-Vision Technologies for the purpose of providing
maintenance on the attached list of equipment, under the following terms and conditions, Nu-Vision
Technologies (hereinafter referred to as the "Provider"), with its Corporate Office located at 6000 New
Horizons Boulevard, Amityville, New York 11701, does accept and acknowledge the order from: _Town of
Southold (hereinafter referred to as the "Customer~)
Customer Contact: Lloyd Reisenberg
Phone #: 631 765-1891
AlP Contact:
E-Mail Address
Customer's Bill To Address:
P.O. Box 1179
53095 Main Road
Southold, NY 11971
Provider Information:
Sales Contact: Christopher Gibbons
Phone #: 631 841-5212
Customer's Site Location
Sec attached "Schedule A'
E-Mail Address
Chris,gibbons~nuvt ,corn
(If more than 1 site, please list additions on separate
attachment)
Maintenance ParameteFs: Nu-Vision Technologies will maintain the equipment including ail
parts and accessories incorporated therein or which may he affixed thereto by Nu-Vision
Technologies, with the exception of any Back-Up Battery System, during the term of this contract,
all hereinafter called "the equipment* as listed in the attached Schedule "Ax of Equipment. The
equipment will he maintained in good working order, during the term of this contract, provided
such maintenance is necessitated by normal usage, suitable replacement will he furnished and
installed by Nu-Visiun Technologies. If the equipment fails, Nu-Vision Technologies will replace
or repair defective parts and provide the labor, shipping and handling charges of the failed
components. Maintenance does not cover the repair or replacement of Battery Backup Systems.
Maintenance will not cover any damages, defects or malfunctions or service failures which are
caused by environmental conditions, radio interference, toll fraud, hackers, viruses, modifications
or repairs performed by personnel other than Nu-Visiun Technologies or its authorized agents,
unless approved by Nu-Visiou Technologies, misuse, mis-handling, neglect, improper storage,
improper servicing or improper operation of the system, fire, flood, water damage, lightning or
other acts of God, acts of war or terrorism, or similar events, which are hereby defined as
Excluded Causes. If the Customer requests Nu-Vision to complete repairs during the maintenance
period necessitated by the Excluded Causes outlined above, Nu-Vision will charge its standard
Time and Material rate together with shipping and handling charges related to performing such
repairs. Nu-Vision Technologies makes no warranties expressed
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or implied, including any warranties of merchant ability of fitness for a particular purpose. Nu-Visiou
Technologies' sole responsibility of maintenance will be for equipment only and will not be
responsible for any result of the equipment not functioning.
This maintenance contract does not guarantee uninterrupted operation of the equipment,
2. Schedule of Equipment Covered Under this Contract: (See Schedule ~A' attached)
3. Customer's Requirements: Customer's equipment that Nu-Visiun Technologies will maintain will
occupy space that is environmentally controlled and meets the installation specifications prescribed by the
manufacturer, Additionally, the equipment shall not be exposed to moisture or corrosive gases or
materials. ENVIRONMENTAL EQUIPMENT REQUIRED TO CONTROL AND SUSTAIN THESE
ENVIRONMENTAL CONDITIONS SHALL BE AT THE EXPENSE OF THE CUSTOMER.
During the term of this maintenance contract or subsequent maintenance contracts with Nu-Vision
Technologies, Customer agrees to provide a separate electrical outlet, or service connection circuit
breaker restricted solely for the equipment being maintained, along with a suitable base in which the
system can be grounded. Customer will take responsibility for any radio interference which may be caused
by other equipment housed in the area.
Storage battery systems shall not be located in the same room as the equipment being maintained, unless
the Customer provides constant ventilation to the outside. Customer agrees to relocate sprinklers, or
provide a cover over the equipment being maintained, so as to prevent water damage to the equipment.
Any damage caused by sprinklers is not covered under this contract.
The Customer will insure that the work environment is fmc of any hazardous materials or unsafe
conditions as may be defined by OSHA, the EPA or other governmental entities.
4. Providers Responsibility: This maintenance contract is for the equipment being maintained as listed in
Schedule "A'~ attached. Nu-Vision Technologies shall, during the term of this contract, furnish all parts,
material and labor to maintain the equipment covered under this contract in accordance with the
manufacturer's specifications unless the malfunction was the result of an Excluded Cause as defined in
Section 1 of this contract. Nu-Vision Technologies will dispatch service personnel to Customer's premise
to perform necessary repairs, unless Nu-Vision Technologies is able to perform the repairs from a remote
location, Nu-Vision Technologies shall conduct remote diagnostics testing, when applicable. For the
term of this contract, and subject to the conditions therein, Nu-Vision Technologies shall maintain the
equipment in good working order including the furnishing of all labor and materials with respect hereto.
RESPONSE TIME: When on-site repairs are necessary for routine maintenance, Nu-Vision
Technologies shall use its best efforts to respond the next business day following receipt of Customer's
service request, when logged into our Dispatch Center. For Service Emergencies, as defined below, Nu-
Vision will respond within four (4) hours on a 24 X 7 basis. For Adds, Moves or Changes, which is not
covered under the maintenance contract, Nu-Vision Technologies shall use its best efforts to respond
within five (5) business days,
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The answering position console cannot malce outgoing or receive incoming calls.
· A minimum of 20% of all telephone or data ports, covered under this contract, cannot make or
receive calls/data.
· A majority of any trunk group is inoperative,
· The voice mail system is inoperative.
If it is determined that the Service Emergency was due to an Excluded Cause, as defined in Section 1,
Customer will be billed at Nu-Visinn's standard Time and Material rate.
$. LlbflTATION OF LIABILITY: NU-VISION TECHNOLOGIES WILL NOT BE LIABLE TO
CUSTOMER FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR FOR
LOSS, DAMAGE, OR EXPENSE DIRECTLY OR INDIRECTLY ARISING FROM CUSTOMER'S
USE (OR INABILITY TO USE), OR A THIRD PARTY'S UNAUTHORIZED USE, OF THE SYSTEM
OR ITS COMPONENTS, EITHER SEPARATELY OR IN COMBINATION WITH OTHER
EQUIPMENT. INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL,
WORK STOPPAGE, COMPUTER OR OTHER EQUIPMENT FAILURE OR FOR COMMERCIAL
LOSS OF ANY KIND, REGARDLESS OF WHETHER NU-VISION TECHNOLOGIES OR ITS
SUBCONTRACTORS HAD BEEN ADVISED OF SUCH POSSIBILITY.
SECURITY: NU-VISION TECHNOLOGIES IS NOT RESPONSIBLE FOR SECURITY OF
CUSTOMER'S EQUIPMENT/NETWORK INCLUDING BUT NOT LIMITED TO VIRUS
PROTECTION, TOLL FRAUD, HACKING, MIS-USE OR ABUSE OF ANY PART OF THE
EQUIPMENT/NETWORK BY ANY USER, AUTHORIZED OR UNAUTHORIZED TO ACCESS THE
EQUIPMENT/NETWORK.
6. Patent Liability: Customer acknowledges and agrees that the products being serviced contain patented
or patentable inventions, trade secrets, copyrights, and other intellectual property rights owned or
controlled by the manufacturer, and the manufacturer shall continue to be the sole owner of all Intellectual
Property Rights with respect to the Products.
7. DefaulL If Customer fails to make any payment hereunder when due or fails to perform any of the
covenants or conditions, or if a bankruptcy or insolvency proceeding is filed by or against Customer or if
Customer makes an assignment for the benefit of creditors, Nu-Visinn Technologies shall have the right to
consider Customer in breach of this contract and, in addition to all its other rights, Nu-Visinn
Technologies shall have the right to cancel this contract. In the event of such cancellation, and in addition
to any unpaid amounts accrued to the date of cancellation, Customer shall remain liable to Nu-Vision
Technologies for all damages, losses, and expense resulting from such breach and cancellation.
8. Costs and Expenses. Customer will pay all of Nu-Vision Technologies' costs or expenses, including
reasonable attorneys and collection fees, which are incurred in an effort to enforce this contract.
9. Acosss to Premix. The Customer will provide the necessary access to the premises that is required
to service and maintain the equipment, listed under this contract.
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10. T~n~erability. This contract may be transferred, assigned, or sold by Nu-Vision Technologies
without notice, This contract is transferable by Customer with Nu-Vision Technologies' prior written
consent, which consent shall not be unreasonably withheld.
11. Music on Hold. Customer shall have full responsibility for ail negotiations and licensing fees for
performance rights mlatiog to recorded or broadcast music usage or its access by the tslephone system.
12. Call Monitoring. Should any of Cnstomer's employees bring action against Nu-Vision
Technologies, its agents or employees, as a result of the Customer having the ability to monitor telephone
calls, Customer shall hold Nu-Vision Technologies harmless and indemnify Nu-Vision Technologies from
any costs, expense or award that is the result of that action.
13. Forei~ Attachments. Nu-Vision Technologies will permit attachments of peripheral equipment
provided by the Customer or others (foreign attaclunents) to Nu-Visien Technologies' maintained
equipment. All foreign attachments must be fully compatible and interconnectable with Nu-Vision
Technologies' maintained equipment, as specified by the respective manufacturers. In the event an
interface connection/device is required, Nu-Vision Technologies will provide the connection, only to its
maintained equipment, at Nu-Vision Technologies' then prevailing Time and Material rates.
Maintenance of foreign attachments shall be arranged and paid for by the Customer,
Service of maintained equipment caused by failure of foreign attachments shall be billed to the Customer
at Nu-Vision Technologies' then prevailing Time and Material rates.
14. Manufacturer Discontinued Product. Nu-Vision Technologies shall not be obligated to replace the
system or any part of the system where such system cannot be purchased new from the manufacturer at a
reasonable cost or has been replaced by a new model, or the replacement is impractical. In such
circumstances, Nu-Vision Technologies' repair obligation shall be to offer a replacement system to the
Customer at Nu-Vision Technologies' then current pricing, and the Customer shall be entitled to a refund
of the maintenance plan equal to the unused portion of the prepaid maintenance charges.
15. Solicitation of Employees. Customer agrees not to solicit for hire any Nu-Vision Technologies'
employee during the period of the maintenance contract and for one (1) year atter termination of this
contract.
16. Subcontracting. N'U-VISION TEHCNOLOGIES may subcontract any or all of the work to be
performed under this contract, but shall retain responsibility under the terms and conditions of this
contract for such work.
17. Severability. In the event that any one or more of the provisions contained herein shall for any
reason be held to be unenforceable in any respect under the law of this State, such unenforceability shall
not affect
any other provision of this contract and this contract shall then be construed as if such unenforceable
provision or provisions had never been contained herein.
18. Applicable Law. This contract shall be interpreted under the laws of the S~ate of New York.
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7'echnMM~~
19. Entire Agreement. Unless otherwise provided, this contract expresses the entire understanding of
the parties with reference to the subject matter hereof and there is no understanding agreement
representation or warranty, expressed or implied, statutory or otherwise, in any way limiting, extending,
defining or relating to the provision hereof. No agreement altering, modifying, or extending the terms of
this contract shall he valid unless in writing duly signed by the parties or their duly authorized
representative (in the case of Nu-Vision Technologies, only by its representatives at its Amityville, New
York, office). The right of Nu-Vision Technologies at any time to require strict performance shall not be
affect~l by any previous waiver or dealing. .
20. Cancellation: Customer may cancel wiil~t'~ thc fu~f ~ (30) dayn of an initial to..,, or a ~en(nval t~m
~m'n~. by giving thirty (30) days written notice. Customer will be reslX)nsible for charges for the period of
coverage up until the effective date of termination. If thc ,amcoll~C~t..~ ,,,.,,aro after thc fa~t thL ty (30) doy~ of
a~ initial t,,..~, ur re. Jewel tea.. oenO'act. C~v~.~ eL .~2 W pa'! a ounooilatiun charge equal to tl,,~ I~aaeo of
ff.e t(,.... ,.~4'th,, ,.o~&.,,~. or monthly ,J~u~c~ tbr
21. Renewal. This conU'act is automatically renewed unless either party gives written notification. Nu-
Vision Technologies will guarantee Automatic Renewal Customers not to increase the per port charge.
The number of ports and equipment list will be adjusted as the linc size or the configuration of the system
changes, which could result in changes to the maintenance fee.
22. Official Notification: All written notifications shall he addressed to:
Nu-Vision Technologies
6000 New Horizom Boulevard
Amityville, NY 11701
Attention: Kathy Walherg
(Contracts Adminislrator)
Customer: Town of Southold
P.O. Box 1179
53095 Main Road
Southold, NY 11971
Attention: Lloyd Rcisenherg
Payments will be made to Nu-Vision Technologies at 6000 New Horizons Boulevard, P.O. Box 9004,
Amityville, New York 11701-9004. Should Customer fail to pay any or all of the payment provided
herein or any other sum required to he paid by the Customer, within ten (10) days after the due date
thereof, the Customer shall pay to Nu-Vision Technologies, interest on such delinquent payment from the
expiration of said ten (10) days until paid at the highest rate of interest allowable by law.
All payments shall he received prior to the start of the maintenance period. This contract is no~ final or
binding until executed by Nu-Vision Technologies and the first payment is received by Nu-Vision
Technologies. All prices are exclusive of federal, state, and local tax. Customer shall he responsible to
pay, when due, all applicable sales, and or, use tax, unless appropriate tax-exempt or resale certificates
are provided.
The term of this contract will be for 12 # of months beginning on Januarvl, 2006
The aggregate amount of this contract shall he $ 2,703.00 , plus applicable tax.
Payment intervals for maintenance will be in equal installments of: $ 675,75 paid Quarterly
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The above rates are fixed for the current line size and configuration of the system (exclusive of the Battery
Back-Up System), for the duration of ~he maintenance contract. Changes in line size or configuration,
during the maintenance period, could result in changes to the maintenance fees.
IN %%TrNF~ WI~REOF, Customer and Nu-Vision Technologies have entered into this contract, as
indicated by the signatures of their authorized representatives below:
TOWN OF SOUTHOLD
Customer: B y -' - ~'~_ Provider:
PrintName: Scott A. Russell PrintName:
Title: Supervisor Title:
Date: Date:
Cu~omer PO~:
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QTY
1
QTY
1
40
SCHEDUI~P. aA ~ OF EQUIPMENT
TOWN OF SOUTHOIJ-~
53095 Main Road, Southold, NY 11971
DESCRIPTION
Lucent Legend Telephone System
Telephone Instruments
All Trunk Ports, Common Control Equipment
Merlin Voice Mail System
Batteries are not covered under contract
54375 Main Road, Southold, NY 11971
DESCRIPTION
Nortel Norstar Telephone System
Norstar Telephones
All Trunk Ports, Common Control Equipment
Nortel Voice Mail System
Batteries are not covered under contract
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ESCALATION PROCEDURES
(SERVICE CAIJ. PROCEDURE)
The following information outlines the procedure for trouble reporting, maintenance, and emergency
service during normal business hours and after hours.
Normal Busim~s Hours
Our normal business hours are between 8:30AM - $:30PlVl EST, Monday through Friday, ]:or any service calls~ Move. Adds or Changes
(MAC)~ and emergency service needed on your telephone system during normal bus/ness hours, please dial:
(631) 841-5200 - At the auto attendant prompt:
Press (2) for Service
(631) 841-5255 - For Technical Support
If there is any problem, you can speak to Joe Lnenardo, Vice President of Techni~l Services, He will s~ to all of your tec3nical needs.
KEY PERSONNEL
Joe Leonardo
Tom Collier
Paul Anthony
Vice President of
Services
Director of Service
Senior Vice President
Technical
(631) 841-5221
(631) 841-5260
(631) 841-5224
IMPORTANT EMRRGENCY #'S FOR OUR SRRVICE CUSTOMERS
AFTER $:30PM EST ON WEEKDAYS OR WEEKENDS
Aher Hours ~n~v Service Procedure:
Emergency service is available on a 24 hour, seven day a week basis f~r re~ainer or maimenance customers. The following is the definition
of an emergency:
1.
2.
3.
4.
5.
Complete System Failure
The inability to receive in-coming calls or to place out-going calls.
Evidence of a major alarm on system.
Attendant consoles position failure.
Complete voice mail/auto attendant system failure.
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Page 9 of 10
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To Vk~ce an emeraency call al~er $:30PM EST on weekdays or weekends:
Dial (631) 841-5200, (main number)
The call will be answered by our voice mail system.
Press "1" this will reach our emergency answering service.
Leave a complete message indicating the following:
Name
Company Name
Nature of Problem
One or More Reach Numbers
The Service will then contact thc on-call engineers.
If you do not receive a response after calling the above number within one hour, you may contact one of the following
telephone numbers:
Jce Leonardo Vice President of
Services
Tom Collier Director of Service
Paul Anthony Senior Vice President
Technical (631) 73~-92(~ (631) 774-3999
(516) 674-4330
(631) 581-9090
(516) 250-3623
(631) 806-8164
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