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*BLACK BOX
<br />ATTACHMENT C
<br />Exhibit to Schedule A
<br />WARRANTY SERVICES POLICY
<br />This Attachment C describes the Vendor's Warranty Services Policy for the Products which the City ordered on a Schedule A to the Telephone Hardware and
<br />Software Master Purchase and Maintenance Agreement which references this Exhibit. The terms, conditions and features for such Warranty Services, which
<br />include any Service Plans referenced on a Schedule A, may vary depending on the location where the Service is provided, and the Vendor will notify the City if this
<br />occurs.
<br />1. WARRANTY PERIOD
<br />The warranty period applicable to Products purchased by you from us shall
<br />be noted on Schedule A; except, however, Product Upgrades or MAC
<br />performed by the Vendor during the warranty period of a Product will be
<br />warranted on the same terms as, and coterminous with, the remaining term of
<br />the Warranty Services Policy for the Product, or for a period of ninety (90) days,
<br />whichever is greater. The warranty period shall commence on the originally
<br />scheduled Installation Date regardless of customer delays. In the event of a
<br />Black Box caused delay, the warranty period shall commence on the
<br />rescheduled installation date.
<br />2. COVERAGE HOUR
<br />Coverage Hours are from 8:00 a.m. to 5:00 p.m., Monday through Friday
<br />excluding our recognized holidays, unless otherwise noted on Schedule A.
<br />3. VENDOR RESPONSIBILITIES
<br />The Vendor will perform and respond to all calls for Corrective Maintenance
<br />placed during Coverage Hours in accordance with the applicable Service
<br />Plan(s) referenced on the Schedule A. Warranty Services may be performed
<br />on-site or from a remote location as determined by the Vendor.
<br />The Vendor will provide new parts or like-new parts necessary to repair the
<br />Products. All replaced defective parts will become the Vendor's property.
<br />Tools, test equipment and maintenance materials necessary for performance
<br />of Warranty Services will be provided by the Vendor.
<br />The Vendor will notify the City of any Product(s) that has only a
<br />manufacturer support or return warranty. In such case, a copy of the
<br />applicable warranty or support procedure will either be supplied with each
<br />purchased unit or is available on request, and such procedure shall
<br />supersede the other provisions of this Warranty Services Policy.
<br />The Vendor's obligations are subject to manufacturer's discontinuation of
<br />Product(s) and/or Services. In such event, the Vendor agrees to meet with
<br />the City to discuss alternative solutions and pricing which may include, but are
<br />not limited to, alternative products, T&M maintenance or upgrades.
<br />The Vendor will change the maintenance level passwords in accordance
<br />with its r established security policy. These passwords are for the use of the
<br />Vendor's maintenance personnel. The Vendor may provide this password to
<br />the manufacturer of the Product for escalated technical support from the
<br />manufacturer.
<br />The Vendor's security policy is available upon request. The Vendor
<br />reserves the right to modify its security policy without notice to the City. The
<br />Vendor is not responsible for the back up, or security, of the City's
<br />information system(s).
<br />If the City elects to complete manufacturer certification, the Vendor will
<br />create a system administration password for your use to perform agreed
<br />upon tasks with the database configuration as outlined within the Vendor's
<br />security policy. Except as noted herein, the parties agree not to disclose
<br />these passwords without obtaining the prior written consent of the other
<br />party.
<br />The Vendor's services shall be provided in accordance with its standard
<br />practices, including but not limited to the implementation and utilization of
<br />remote access. Variations from the Vendor's standards requested by the
<br />the City may be subject to an additional charge. The Vendor shall provide
<br />prior notice to the City of any additional charges under this section which
<br />shall be mutually agreed to by the parties.
<br />For Convergence and Voice Products, the City will be responsible, if
<br />requested by the Vendor, to provide an up-to-date directory listing for all
<br />telephones indicating extension number, name of employees, functional title,
<br />and location.
<br />For CTI/IDN Products, the City shall provide a Vendor approved power
<br />conditioner to support the contracted network server and other critical
<br />components. It is the City's responsibility to maintain backup media,
<br />systems and procedures sufficient to meet the City's internal restoration time
<br />requirements.
<br />In the event of the City's default under this Warranty Services Policy or
<br />the applicable Schedule A, and, in addition to the Vendor's other remedies,
<br />the Vendor may immediately cease performance.
<br />5. ENVIRONMENTAL CONDITIONS
<br />As a precondition to the Vendor's duty to provide Warranty Services, the
<br />City agrees to provide and maintain the Premises in compliance with all
<br />applicable laws and regulations and according to the environmental
<br />specifications established by the Vendor and/or the manufacturer.
<br />If either party becomes aware of asbestos, hazardous materials or
<br />concealed conditions on your Premises, such party agrees to notify the other
<br />party promptly, and it shall be your responsibility to correct all such conditions.
<br />The Vendor reserves the right to cease performing service after notice to
<br />the City if, in the Vendor's reasonable judgment, the Vendor's ability to perform
<br />such service properly and safely is unduly hampered by the City's acts or
<br />omissions, or workplace conditions on the Premises.
<br />6. RELOCATION OF PRODUCTS
<br />Upon ninety (90) days prior written notice, the City may, at its expense,
<br />relocate and re-install the Products. If re-installation occurs within the
<br />established travel zone of one of the Vendor's offices, this Warranty Services
<br />Policy will remain in effect. If re-installation of a Product(s) is beyond any such
<br />established travel zone, this Warranty Service Policy for such Products(s) shall
<br />become void, at the Vendor's option.
<br />7. BILLABLE SERVICE/EXCLUSION FROM WARRANTY SERVICE
<br />The Vendor will bill the City at its current T&M rates for service performed
<br />by the Vendor due to any of the following circumstances:
<br />i) The City's failure to follow the Vendor's and/or the manufacturer's
<br />maintenance or operation instructions for the Product; b) corrective action
<br />required as a result of the City's application of Software Owner provided
<br />software patches, fixes or updates prior to the Vendor's validation; c) theft,
<br />strikes, riots, vandalism, acts of war, lightning, water, fire and other perils;
<br />d) work performed by persons other than the Vendor's personnel or
<br />without the Vendor's supervision; e) shock, corrosive atmosphere,
<br />electrical damage, accident, air conditioning or humidity control failure; f)
<br />service calls necessitated by products not serviced by the Vendor; g)
<br />normal wear and tear of disposable items such as headsets, magnetic
<br />tapes, wet cell batteries, and operating media; h) service requested
<br />outside of Coverage Hours or on an expedited basis; i) time required to
<br />identify or isolate a problem due to a patch, alteration or repair made by
<br />the City without the Vendor's prior written consent; j) any cause other than
<br />the City's ordinary and proper use of the Products; k) work on the City's
<br />system resulting from the presence of a virus; 1) services required to
<br />accommodate the City's modifications to network configuration and/or
<br />additions of Vendor's nonapproved or provided hardware or software; or
<br />m) backup restoration time.
<br />4. CITY RESPONSIBILITIES
<br />The City will designate one individual and an alternate to be responsible for
<br />coordinating and reporting service calls to the Vendor and for assisting the
<br />Vendor in identifying and/or isolating problems as reasonably requested by the
<br />Vendor. The City agrees to permit or arrange for access to the Premises for
<br />the Vendor's service personnel and to provide remote access to the Products
<br />for troubleshooting purposes. In addition, the City agrees to provide space at
<br />or near the Products for storage of miscellaneous pieces, parts and drawings,
<br />and to furnish adequate utilities and building services as reasonably required
<br />by the Vendor at the City's expense.
<br />If requested by the Vendor, the City agrees to implement, install and update
<br />Software Owner recommended virus protection software, policies and
<br />procedures.
<br />If the City permits access to the internal components of the Products to
<br />anyone other than the Vendor's employees, agents or subcontractors without
<br />the Vendor's prior written permission, the Vendor may, in addition to any other
<br />remedies, at its option and with prior notice, cancel this Warranty Services
<br />Policy and all future service will be provided at the Vendor's then current T&M
<br />rates.
<br />Labor and materials for moves, adds and changes are not included in this
<br />Warranty Services Policy.
<br />WSP-01-08 (08/05) Page 1 of 1
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