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HomeMy WebLinkAboutGaynor Telesystems, Inc. 2020-06-11CORPORATE HEADQUARTERS 9650 Tanqueray Court Redding, CA 96003 0.530.223.2979 F. 530.224.92660 GaynorTelesys.com (0) GAYNOR TELESYSTEMS t9u d-1- L O (o Authorized Dealer of these products and more NEC lXl Mitet NALCOM SYSTEM ORDER AGREEMENT No. _10272020WC___ Date: 10/27/2020 This agreement is made between Gaynor Telesystems, Inc. with its principal office located at 9650 Tanqueray Ct., Redding, CA 96003, hereinafter referred to as "Gaynor", and _City of Ukiah (Hereinafter referred to as "Customer"). 1. Gaynor will deliver and install a system as described on the attached Schedule A, referred to as a Pelco VxP. Gaynor will deliver and install the system at customer's premises located at: 300 Seminary Avenue, Ukiah, Ca Gaynor estimates delivery and installation to begin on _November/December 2020 . The estimated delivery and installation date is conditioned on Gaynor's receipt of the system from the manufacturer in time for delivery and installation as estimated. Gaynor will use its reasonable best efforts to communicate with customer as the estimated delivery and installation date approaches in order to confirm a date to begin delivery and installation. Gaynor will progress with and complete installation as soon as reasonably practical under the circumstances but can only estimate the time for completion at the time of the entry of this System Order Agreement. In part, the time for installation is dependent upon access and systems in place at customer's premises and Gaynor may not yet had an opportunity to inspect and assess those circumstances. 2. Purchase Price: $25,412.13 Customer shall pay to Gaynor the purchase price of $23,780.84+$1,631.29=$25,412.13 on terms as follows: 25% of purchase price shall be paid upon execution of this System Order Agreement. 40% of purchase price shall be paid upon delivery and beginning of installation of the equipment. 30% of purchase price shall be paid on substantial completion. Gaynor shall notify customer in writing when the installation is substantially complete. Thereafter, payment upon substantial completion shall be immediately due and payable. Balance owing of the purchase price, 5%, shall be due and payable upon acceptance of the system by customer, which shall not be withheld without good and reasonable cause. Customer shall be notified in writing when Gaynor has substantially completed the installation. Thereafter, if customer does not notify Gaynor in writing within 10 days of any defect, or default, in the equipment, and/or installation of the system, customer will be deemed to have accepted the system. CA Lic. k339307 /1 CA Certified Small Business #19517 // Certified for Federal EDWOSB 1/ Approved CMOS & ERATE Vendor CORPORATE HEADQUARTERS 9650 Tanqueray Court Redding, CA 96003 TELESYSTEMS u. 530.223.29 j9 F. 530.224.9260 GaynoYTefesys.corn 3. Lease Option: Customer may elect to apply for a third -party lease to pay the purchase price for the system covered by this System Order Agreement. In order to elect this leasing option. Customer must initial this paragraph where indicated. If the lease application is approved by the third -party lessor and if the lease terms are approved by Gaynor, then the purchase price of the communication system shall be as provided by the third -party lease agreement terms which will be incorporated into this System Order Agreement. If the third -party lease is not accepted by the lessor or Gaynor, then this System Order Agreement shall be of no further force and effect and is cancelled. Customer Initials: Gaynor Approval: In the event this System Order Agreement is executed by an authorized representative of Gaynor Telesystems, Inc., but has not been accepted by customer, prices and terms contained in the System Order Agreement will be honored by Gaynor Telesystems, Inc. for ten (10) days, unless Gaynor notifies customer prior to acceptance of cancellation of the System Order Agreement. (Lease Option Only Available on purchases over $5,000) 4. Warranty: Gaynor warrants that all equipment shall be free of defects for a period of three (3) years from notice of substantial completion in writing provided by Gaynor to customer. Customer shall have the obligation to notify Gaynor in writing of a defect within the Three (3) year period and upon notice, Gaynor shall have the option to repair or replace any defective equipment. Repair or replacement of defective equipment shall be customer's sole and exclusive remedy under this warranty. 5. Maintenance: Gaynor will perform all necessary maintenance to keep the system in good working condition and repair at no expense to customer for a period of Three (3) year from the date of notice of substantial completion by Gaynor to customer. Such maintenance shall include the furnishing of all necessary labor and materials. 6. Limitation on Warranties and Maintenance: Gaynor shall have no liability under the warranty or maintenance terms in this System Order Agreement if the equipment is damaged by willful act or negligence of customer or customer's agent, theft, vandalism, and acts of nature, such as fire, water damage, or storm damage. in addition, any failure of the system equipment caused by maintenance or repair not performed by Gaynor or authorized, in writing, by Gaynor shall not be covered under any warranty or maintenance obligation of Gaynor. As a condition to Gaynor's obligations under this System Order Agreement, warranty and maintenance provisions, Customer must provide at Customer's expense, adequate UPS protection at all times for the system. On request, Gaynor will provide assistance for the installation of UPS protection at Customer's expense. 7. Arbitration: If Gaynor or customer believe that the other party has not performed its obligations under this agreement, both parties agree to submit any such dispute to binding arbitration before a single neutral Arbitrator to be conducted pursuant to the provisions of California Code of Civil Procedure section 1280 and related sections. The parties shall, in good faith, attempt to come to an agreement on the selection of a neutral arbitrator. If they are unable to do so, the arbitrator shall be selected by the presiding Civil Judge of the Shasta County Superior Court. Any arbitration pursuant to this agreement shall be conducted in Shasta County, California pursuant to the laws of the State of California. The prevailing party in such arbitration shall be entitled to recover its attorney's fees and costs in the discretion of the arbitrator. CA Lic. #339307 // CA Certified Small Business #19517 /1 Certified for Federal EDWOSB // Approved CMAS & ERATE Vendor CORPORATE HEADQUARTERS 9650 Tanqueray Cour Redding, CA 96003 GAYNO TELESYSTEMSR 0. 530.223.2979 F. 530.224.9260 Gaynorrelesys.com 8. Manufacturer's Licensing Requirements: Gaynor sells and installs low voltage system equipment manufactured by others. The manufacturer requires, as part of the sale, that the customer sign a license agreement generally referred to as an End -User License Agreement designed to protect the manufacturer's proprietary interest in the software. This System Order Agreement is conditioned upon customer signing and returning the manufacturer's license agreement. A copy of the license agreement has been provided to the Customer, or will be provided on request prior to Customer's acceptance of the terms of this System Order Agreement. GAYNOR TELESYSTEMS, INC. City of Ukiah (Firm Name) PrieL)) thy). Sage Sangiacomo (Name - Please Print) �7 J (Signature) City Manager (Title) (Title) (Date) (Date) Nov 16, 2020 CA Lic. tf339307 // CA Certified Small Business #19517 1/ Certified for Federal EDWOSB /1 Approved CMAS & ERATE Vendor 3 COU No. 2021-106 GAYNOR TELESYSTEMS Gaynor Telesystems, Inc. CORPORATE HEADQUARTERS 9650 Tanqueray Court Redding, CA 96003 PH: (530) 223-2979 FAX: (530) 224-9260 EMAIL: www.Gaynorteiesys.com City of Ukiah 300 Seminary Ave Ukiah, Ca 95482 Site # 006227 Dear Sir and/or Madam, May 28, 2020 Your Warranty will expire on 6/11/2020, for your Pelco CCTV Cameras. We are able to continue your coverage with an Annual Maintenance Agreement and System Support Plan for an annual cost of $5,700.00. This agreement will cover all labor for repairs and parts with the exception of batteries, DSSVR and Non-PELCO Equipment. Any man lifts or any such type equipment required beyond a standard ladder, if needed, must be provided by customer. We will be available for training sessions at no additional charge and have a 48 -Hour Response Time for normal issues and Priority Response time for all Emergency Service, which is no more than 3 hours' Remote response time. You as the customer make the determination as to when it is an emergency for your service issues. Please sign and fax the enclosed agreement to 530-224-9260 THANK YOU FOR CHOOSING GAYNOR TELESYSTEMS! Sincerely, Wanda Carter GAYNOR TELESYSTEMS, INC. ANNUAL EQUIPMENT MAINTENANCE AGREEMENT (Does not include DSSVR) Between GAYNOR TELESYSTEMS, INC. 9650 Tanqueray Ct., Redding, CA 96003 And City of Ukiah, 300 Seminary Ave, Ukiah, Ca 95482 Pelco CCTV Cameras Only Gaynor Telesystems, Inc., hereby agrees to provide Customer with labor and materials for the maintenance of the above - identified system (except equipment owned by the local telephone company) located at Customer's above address and Customer agrees to pay therefore in accordance with the following terms and conditions: 1. Payment — Customer agrees to pay Gaynor Telesystems, Inc. the sum of $5,700.00, payable in advance, plus charges for "non -replacement parts" as defined in Section 5 below and related sales taxes. 2. Term, Option to Renew — The term of this agreement shall be from 6/12/2020 until 6/11/2021 the first anniversary thereof. This agreement shall be renewed automatically from year to year thereafter at Gaynor Telesystems, Inc. then prevailing rate unless Customer gives written notice of its termination during the last sixty (60) days of the expiring term. Gaynor Telesystems, Inc. agrees to furnish to customer with a schedule of its rates for the coming year at Customer's request. 3. Maintenance Obligations — Gaynor Telesystems, Inc. shall keep the system in good working condition and repair, furnish all necessary labor and materials, and load the most current software backup provided by customer. Gaynor Telesystems, Inc. shall provide regular service within 24 hours of Customer's request and emergency service (that is, where there has been a total failure of the system) within 3 remote hours of Customer's request unless, in either case, prevented by war, labor trouble, civil disturbance or other cause that is beyond the control of Gaynor Telesystems, Inc. 4. Customer's Remedies for Non -Performance — In the event of a material breach of this agreement by Gaynor Telesystems, Inc., Customer may cancel this agreement. This remedy shall be Customer's exclusive remedy, and Gaynor Telesystems, Inc. shall in no event be liable for consequential damages for commercial loss or otherwise. 5. Non -Replacement Parts and Billable Labor — Non -replacement parts means all parts except parts replacing those that are defective, worn out or used up. Non -replacement parts include, without limitation, parts replacing those that have been damaged by negligence, tampering, fire, flood, wind, act of God or a public enemy, A/C failure ("brown outs" or power surges, etc.), those which have been lost or stolen, and batteries and headsets. Billable labor means all labor except labor to replace those parts that are defective, worn out or used up. 6. Charge for Unnecessary Calls — In the event Customer calls for service and it is determined that there is no fault with the equipment covered under this agreement, Customer may be charged for the time involved. 7. Cancellation for Unauthorized Work — In the event Customer has work on the system done by non -manufacturer certified technicians or non -Gaynor Telesystems Inc. technicians, at Gaynor Telesystems Inc.'s sole option, this agreement may be declared void, the Customer will be notified of this election and no refunds shall be due to Customer and no obligation to work on the system further shall attach to Gaynor Telesystems Inc. Customer must always have UPS protection to have system covered under this maintenance agreement. GAYNOR ESYST , INC. City of Ukiah Title Accepted by 'please sign) City Manager Title S?- 2,7- 2 D 20- 08-19-2020 Date Date System Support Plan Gaynor Telesystems, Inc., will furnish parts and labor to keep the system in good working order per the attached Maintenance Agreement dated 6/12/2020 for City of Ukiah: Pelco Cameras o In addition, Client will also receive: o 3 Hour Remote response for EMERGENCY and Priority Situations o 48 Hour Response for Normal Service o 72 Hour Response for Moves, Adds and Changes with appointment given. (Contingent upon parts availability) o Reduced Labor rate for all MAC (billable) work. Labor will be billed at reduced rate from standard billing rate and there will be no trip charge, if applicable. Waiver of $150.00 Emergency Call Fee. o Free Help Desk o 5 Hours Complimentary End User Training Annually (does not accumulate or roll over) o 5 Free User Guides Annually Agreed: 8,4 `;Client s City Manager Title M.J.Gaynor President Gaynor eles stems, Inc.