HomeMy WebLinkAbout2011-039 3 - I � I 1
ORIMNAL
11C
OMMUNICATIONS 8
INTERNATIONAL , INC .
4450 US 1 ♦ Vero Beach, Florida 32967 ♦ Telephone : (772) 569-5355 ♦ Fax : (772 ) 567-2292
MASTER SERVICE AGREEMENT
Contract Number CII40446
This Contract is entered into by and between Communications International , Inc . , located at 4450 U . S . Highway 1
, Vero Beach ,
Florida 32967 (" " CII"), and Indian River County Board of Commissioners, located at 1801 27`x' Street (the " Customer"), on the 151
day of October 2010, (the "Effective Date").
WHEREAS, CII currently provides maintenance services for two-way radio communications systems and other
electronic
equipment;
WHEREAS, the Customer desires to contract the repair and maintenance of certain two-way radio equipment and other electronic
equipment as described herein ;
i
WHEREAS, the Parties desire to establish terms, conditions and pricing under which the particular equipment will be maintained
; I
and
WHEREAS, the Parties hereby desire to enter into this Contract to set forth , in writing, their respective rights, duties and obligations
hereunder;
i
NOW, THEREFORE, for and in consideration of the mutual promises herein contained and other good and valuable consideration ,
the receipt and sufficiency of which is hereby acknowledged and confessed, the Parties agree as follows :
1 . DEFINITIONS
A . Parties — shall mean, collectively, CII and the Customer.
B . Services — shall mean those services to be provided by CII to the Customer pursuant to this Contract, but not
limited to
maintenance, repair, replacement, labor and testing.
C . Contract — shall mean this document along with all documents attached hereto and incorporated herein by reference .
D . Terminal Equipment — shall mean vehicular mounted radios, personal portable radios, portable radio desk chargers and
basic compact vehicular chargers and as otherwise specifically described as Terminal Equipment for maintenance in this
Contract.
E . Fixed Equipment — shall mean site repeater stations and associated equipment, multi -site coordinator, console electronic
equipment, radio control stations and as otherwise specifically described as Fixed Equipment for maintenance in
this
Contract.
F . Other Equipment — shall mean any other electronic equipment that` is listed in this Contract and defined herein .
G . Demand Services — shall mean service that is requested which is not included in the fixed fee arrangement in this Contract.
H. Normal Working Hours — shall mean 8 : 00 am until 5 : 00 pm, local time, Monday through Friday, excluding Federal and
State Holidays (" Business Days"), unless otherwise defined .
1 . Emergency Services - shall mean services that are available by CII twenty-four (24) hours per day, seven days per week,
including Federal and State Holidays .
Page 1 of 13
k
3 - I - i 1
OR MNAL
IC ® MMUNICATI ®NS
INTERNATIONAL .) INC . ao 0,3 9
4450 US 1 o Vero Beach, Florida 32967 o Telephone : (772) 569- 5355 o Fax : (772) 567 -2292
MASTER SERVICE AGREEMENT
Contract Number CII- 10 - 146
This Contract is entered into by and between Communications International , Inc . , located at 4450 U . S . Highway
1 , Vero Beach ,
Florida 32967 (" " CII"), and Indian River County Board of Commissioners, located at 1801 27 `x' Street (the " Customer"), on the
I "
day of October 2010, (the " Effective Date") .
WHEREAS, CH currently provides maintenance services for two-way radio communications systems and other
electronic
equipment;
WHEREAS, the Customer desires to contract the repair and maintenance of certain two-way radio equipment and other electronic
equipment as described herein ;
WHEREAS , the Parties desire to establish terms , conditions and pricing under which the particular equipment will be maintained
;
and
WHEREAS, the Parties hereby desire to enter into this Contract to set forth , in writing, their respective rights, duties and obligations
hereunder;
NOW , THEREFORE , for and in consideration of the mutual promises herein contained and other good and valuable consideration ,
the receipt and sufficiency of which is hereby acknowledged and confessed , the Parties agree as follows :
1 . DEFINITIONS
A . Parties — shall mean , collectively, CII and the Customer.
B . Services — shall mean those services to be provided by CII to the Customer pursuant to this Contract, but not
limited to
maintenance, repair, replacement, labor and testing.
C . Contract — shall mean this document along with all documents attached hereto and incorporated herein by reference .
D . Terminal Equipment — shall mean vehicular mounted radios, personal portable radios, portable radio desk chargers
and
basic compact vehicular chargers and as otherwise specifically described as Terminal Equipment for maintenance in this
Contract.
E . Fixed Equipment — shall mean site repeater stations and associated equipment, multi -site coordinator, console electronic
equipment, radio control stations and as otherwise specifically described as Fixed Equipment for maintenance
in this
Contract.
F . Other Equipment — shall mean any other electronic equipment that is listed in this Contract and defined herein .
G . Demand Services — shall mean service that is requested which is not included in the fixed fee arrangement in this Contract.
H . Normal Working Hours — shall mean 8 : 00 am until 5 : 00 pm , local time, Monday through Friday, excluding Federal
and
State Holidays (" Business Days"), unless otherwise defined .
1 . Emergency Services - shall mean services that are available by CH twenty- four (24) hours per day, seven days per
week,
including Federal and State Holidays .
Page l of 13
ORIGINAL
2 . SCOPE OF CONTRACT
CII agrees to maintain the ability to provide the services set forth in Exhibit A of this Contract and to provide
the services
described herein , including Demand ' Services. The Customer agrees to purchase Demand Services from C11 , as needed ,
in
accordance with Exhibit C of this Contract.
3, TERM OF CONTRACT
A . The term of this Contract shall be for a period of one ( I ) year(s) (the "Term") and shall automatically renew at the end
of the
Term , unless ( 1) either party notifies the other party, in writing, at least ninety (90) days prior to expiration of
this Contract
(the " Renewal Notice") or ( 11 ) in the event C11 proposes new terms, conditions, or pricing ("New Terms"), such New Terms
are not accepted by the Customer in the Renewal Notice . There shall be no more than four (4) renewals to this contract.
B . This contract will be adjusted each year based on the Consumer Price Index (CPI ). Use the Bureau of Labor Statistics web
site
(http :\\www.bls.gov/cpi/home . htd) :
I . Select the " South Urban region of the U . S . Map .
2 . Select the " More Formatting Options"
3 . Select the " 12 months Percent Change
4 . Select " Retrieve Data"
5 . Scroll down to the current year and select the " Feb" number
6 . This number will be used as a multiplier for the recent year total of the maintenance contract
The percent number is a 12 month percent change for the " South Urban" over the last 12 months as reflected in February .
4. PRICES AND TERMS OF PAYMENT
A . The prices to be charged for the regular routine maintenance Services are as set forth in Exhibit B.
B . The prices to be charged for the Demand Services and Professional Services are as set forth in Exhibit C .
C . All pricing discounts on both hardware and software, including all vendor equipment offered by CII are set forth in Exhibit
D .
D. Payment for Services for monthly maintenance, as outlined in Exhibit B of this Contract, is due in advance and payable in full
forty-five (45 ) days after receipt of invoice. Invoices shall be submitted to the Customer on a monthly basis .
E. Payment for all Demand Services, Professional Services and purchase of all products and/or equipment is due in full forty-
five (45 ) days after receipt of invoice . Invoices shall be submitted to the Customer as the work is completed .
5. EXTRA CHARGES
No extra charges of any kind will be allowed unless specifically agreed to in writing by both Parties .
6. SERVICES
A . Installation , removal or reinstallation of equipment, shall be performed by CII , following reasonable notice to the Customer
at the rates listed in Exhibit C and at a time agreed to by both Parties .
B . Items that are not covered under Services for maintenance in Exhibit B, such as speaker microphones and
Enhanced
Vehicular Chargers, will be repaired and/or replaced as Demand Services and will be charged at the prices
set forth in
Exhibit C .
C . In addition to the Services specified in this Contract, the Customer may order other work to be provided by C11 , including
specially designed work or services otherwise not covered by this Contract (" Special Requirements Order") . Within ten ( 10)
business days of receipt of a Special Requirements Order, C11 will furnish the Customer with a written proposal to fill such
Special Requirements Order, including price and delivery time . The Customer may accept or reject any such proposal with
Page 2 of 13
ORIGINAL
2 . SCOPE OF CONTRACT
CII agrees to maintain the ability to provide the services set forth in Exhibit A of this Contract and to provide
the services
described herein , including Demand ' Services. The Customer agrees to purchase Demand Services from C11 , as needed ,
in
accordance with Exhibit C of this Contract.
3, TERM OF CONTRACT
A . The term of this Contract shall be for a period of one ( I ) year(s) (the "Term") and shall automatically renew at the end
of the
Term , unless ( 1) either party notifies the other party, in writing, at least ninety (90) days prior to expiration of
this Contract
(the " Renewal Notice") or ( 11 ) in the event C11 proposes new terms, conditions, or pricing ("New Terms"), such New Terms
are not accepted by the Customer in the Renewal Notice . There shall be no more than four (4) renewals to this contract.
B . This contract will be adjusted each year based on the Consumer Price Index (CPI ). Use the Bureau of Labor Statistics web
site
(http :\\www.bls.gov/cpi/home . htd) :
I . Select the " South Urban region of the U . S . Map .
2 . Select the " More Formatting Options"
3 . Select the " 12 months Percent Change
4 . Select " Retrieve Data"
5 . Scroll down to the current year and select the " Feb" number
6 . This number will be used as a multiplier for the recent year total of the maintenance contract
The percent number is a 12 month percent change for the " South Urban" over the last 12 months as reflected in February .
4. PRICES AND TERMS OF PAYMENT
A . The prices to be charged for the regular routine maintenance Services are as set forth in Exhibit B.
B . The prices to be charged for the Demand Services and Professional Services are as set forth in Exhibit C .
C . All pricing discounts on both hardware and software, including all vendor equipment offered by CII are set forth in Exhibit
D .
D. Payment for Services for monthly maintenance, as outlined in Exhibit B of this Contract, is due in advance and payable in full
forty-five (45 ) days after receipt of invoice. Invoices shall be submitted to the Customer on a monthly basis .
E. Payment for all Demand Services, Professional Services and purchase of all products and/or equipment is due in full forty-
five (45 ) days after receipt of invoice . Invoices shall be submitted to the Customer as the work is completed .
5. EXTRA CHARGES
No extra charges of any kind will be allowed unless specifically agreed to in writing by both Parties .
6. SERVICES
A . Installation , removal or reinstallation of equipment, shall be performed by CII , following reasonable notice to the Customer
at the rates listed in Exhibit C and at a time agreed to by both Parties .
B . Items that are not covered under Services for maintenance in Exhibit B, such as speaker microphones and
Enhanced
Vehicular Chargers, will be repaired and/or replaced as Demand Services and will be charged at the prices
set forth in
Exhibit C .
C . In addition to the Services specified in this Contract, the Customer may order other work to be provided by C11 , including
specially designed work or services otherwise not covered by this Contract (" Special Requirements Order") . Within ten ( 10)
business days of receipt of a Special Requirements Order, C11 will furnish the Customer with a written proposal to fill such
Special Requirements Order, including price and delivery time . The Customer may accept or reject any such proposal with
Page 2 of 13
ORIGINAL
ten ( 10) Business Days of receipt. Any proposal not specifically accepted will be deemed rejected on the eleventh
( I 1 `h)
Business Day after receipt.
D . Purchase orders issued in compliance with this Contract, other than Special Requirements Orders, shall be deemed accepted
upon receipt by CIL Special Requirement Orders shall be deemed accepted by C11 upon receipt of the Customer
' s
acceptance of C11 ' s proposal .
E . Unless otherwise specifically agreed between CII and the Customer, in writing, the terms and conditions of this Contract shall
take precedence over any accepted purchase order issued after the date of this Contract, in accordance with Section 16 of this
Contract.
F . All qualified Terminal Equipment in the Customer' s inventory must be listed in Exhibit B to be covered under this Contract.
G . Terminal Equipment shall be delivered to, and maintenance performed at, a C11 facility during Normal Working Hours . If
Terminal Equipment is shipped to the C11 facility for repair, the return shipping charges shall be billable to the Customer.
Emergency Service on Terminal Equipment, if requested, will be performed and will be charged at the prices set forth
in
Exhibit C .
H . Any Terminal Equipment found to be non-working or incapable of meeting specifications during performance of the first
Preventative Maintenance effort will be omitted from inventory on Exhibit B until the Terminal Equipment is brought up to
specification at the Customer ' s expense . Terminal Equipment that is designed to operate in chemically volatile or explosive
atmospheres or when immersed in water (e . g. Immersion or Intrinsically Safe radios) are not covered by this Contract .
7. PREVENTIVE MAINTENANCE
C11 will annually perform verification on Terminal Equipment covered by this Contract to validate factory specifications and
correct any deficiencies found ("Preventative Maintenance"). Copies of service records will be available to the Customer upon
request.
8. DATABASE REPROGRAMMING
Annual mobile radio software updates will be provided by CIl during annual Preventative Maintenance . The LID reprogramming
changes will be provided periodically, upon request, at no cost to the Customer.
9, ADDITIONS AND DELETIONS
A . The quantity of Terminal Equipment units to be maintained and/or serviced may be added to, or removed from , this Contract
while the Contract is in force . New Terminal Equipment units purchased in any given budget year of the Customer may be
added to the Contract immediately following the expiration date of the manufacturer' s warranty . A letter of authorization
from the Customer is required to add to or remove EQUIPMENT from Exhibit B. Such Terminal Equipment must be
identified by individual LID numbers, serial numbers and property ID numbers .
B . Charges for Terminal Equipment added or removed in a particular month will be added to, or dropped from , the
amount
charged to the Customer the following month .
10. RESPONSE TIME
The estimated time of repair of Terminal Equipment delivered to CI I ' s local facility is three (3 ) to seven (7) Business Days .
11 , FORCE MAJEURE
CII will not be considered in default or liable for any delay or failure to perform its obligations under this Contract if such
delay
or failure arises directly or indirectly out of an act of nature, war, labor strikes, lockouts, trade disputes,
fires, quarantine
restrictions, governmental action or by causes beyond the reasonable control of CII. In such event, any obligation of C11 under
this Contract will be postponed until the cause underlying the Force Majeure ceases to exist and such postponement or delay will
not be held against CII . Cil shall immediately notify the Customer verbally and in writing if a Force Majeure event
delays
performance and shall state the revised date for performance .
Page 3 of 13
ORIGINAL
ten ( 10) Business Days of receipt. Any proposal not specifically accepted will be deemed rejected on the eleventh
( I 1 `h)
Business Day after receipt.
D . Purchase orders issued in compliance with this Contract, other than Special Requirements Orders, shall be deemed accepted
upon receipt by CIL Special Requirement Orders shall be deemed accepted by C11 upon receipt of the Customer
' s
acceptance of C11 ' s proposal .
E . Unless otherwise specifically agreed between CII and the Customer, in writing, the terms and conditions of this Contract shall
take precedence over any accepted purchase order issued after the date of this Contract, in accordance with Section 16 of this
Contract.
F . All qualified Terminal Equipment in the Customer' s inventory must be listed in Exhibit B to be covered under this Contract.
G . Terminal Equipment shall be delivered to, and maintenance performed at, a C11 facility during Normal Working Hours . If
Terminal Equipment is shipped to the C11 facility for repair, the return shipping charges shall be billable to the Customer.
Emergency Service on Terminal Equipment, if requested, will be performed and will be charged at the prices set forth
in
Exhibit C .
H . Any Terminal Equipment found to be non-working or incapable of meeting specifications during performance of the first
Preventative Maintenance effort will be omitted from inventory on Exhibit B until the Terminal Equipment is brought up to
specification at the Customer ' s expense . Terminal Equipment that is designed to operate in chemically volatile or explosive
atmospheres or when immersed in water (e . g. Immersion or Intrinsically Safe radios) are not covered by this Contract .
7. PREVENTIVE MAINTENANCE
C11 will annually perform verification on Terminal Equipment covered by this Contract to validate factory specifications and
correct any deficiencies found ("Preventative Maintenance"). Copies of service records will be available to the Customer upon
request.
8. DATABASE REPROGRAMMING
Annual mobile radio software updates will be provided by CIl during annual Preventative Maintenance . The LID reprogramming
changes will be provided periodically, upon request, at no cost to the Customer.
9, ADDITIONS AND DELETIONS
A . The quantity of Terminal Equipment units to be maintained and/or serviced may be added to, or removed from , this Contract
while the Contract is in force . New Terminal Equipment units purchased in any given budget year of the Customer may be
added to the Contract immediately following the expiration date of the manufacturer' s warranty . A letter of authorization
from the Customer is required to add to or remove EQUIPMENT from Exhibit B. Such Terminal Equipment must be
identified by individual LID numbers, serial numbers and property ID numbers .
B . Charges for Terminal Equipment added or removed in a particular month will be added to, or dropped from , the
amount
charged to the Customer the following month .
10. RESPONSE TIME
The estimated time of repair of Terminal Equipment delivered to CI I ' s local facility is three (3 ) to seven (7) Business Days .
11 , FORCE MAJEURE
CII will not be considered in default or liable for any delay or failure to perform its obligations under this Contract if such
delay
or failure arises directly or indirectly out of an act of nature, war, labor strikes, lockouts, trade disputes,
fires, quarantine
restrictions, governmental action or by causes beyond the reasonable control of CII. In such event, any obligation of C11 under
this Contract will be postponed until the cause underlying the Force Majeure ceases to exist and such postponement or delay will
not be held against CII . Cil shall immediately notify the Customer verbally and in writing if a Force Majeure event
delays
performance and shall state the revised date for performance .
Page 3 of 13
ORIGINAL
12 , INDEMNIFICATION
To the extent allowable by law , CII shall indemnify and save harmless the Customer from any and all liability , claims, damages ,
losses or expenses , including attorney ' s fees, arising out of or resulting from the performance of its work under this
Contract,
where such claim , damage, loss, or expense is directly caused by the negligence or intentional wrongful act or omission of CII ,
its
agents, employees, or any of its subcontractors, in connection with or pursuant to this Contract.
13 , LIMITATION OF LIABILITY
The liability of CII pursuant to Section 12 shall not exceed the greater of an aggregate limit of $ 5 , 000, 000 or the amount actually
paid by the Customer to CII under this Contract, regardless of the legal theory under which such liability is imposed.
14. INSURANCE
A . Within thirty (30) days of the execution of this Contract, CII shall furnish the Customer with certificates
of insurance
showing that CII carries Automobile Insurance and General Liability Insurance in an amount not less than One
Million
Dollars ($ 1 , 000 , 000) per occurrence and Workmen ' s Compensation Insurance sufficient to satisfy state law requirements
.
The certificates of insurance shall also provide that at least thirty (30) days notice in writing shall be given to the Customer
of any cancellation or reduction of coverage before such coverage is cancelled or reduced .
B . The Customer shall be named as an additional insured party on the policies obtained by CII pursuant to this Section
. CII
shall not be relieved of any obligation of indemnification pursuant to this Contract by reason of its failure to
secure and
maintain insurance as required by this Section .
15. CANCELLATION
This Contract may be terminated by either party, with or without cause , upon not less than ninety (90) days notice , in writing,
by
overnight delivery, personal delivery or registered mail return receipt requested to the other party . Such notice shall be effective
upon receipt .
16. ENTIRE CONTRACT AND MODIFICATION
This Contract and the attachments hereto and made a part hereof sets forth the entire agreement of the Parties with respect to the
subject matter hereof and supersedes and merges all prior agreements and understandings . No amendment, modification or
waiver of any provisions of this Contract or consent to any departure therefrom shall be effective unless in writing and signed by
duly authorized officers of both Parties .
AUTHORIZED SIGNATURE — CONTRACT NUMBER CII- 10- 146
IN WITNESS HEREOF, Communications International, Inc . and the Customer have caused this Contract to be signed as of
the
Effective Date set forth above .
COMMUNACATIONS INTERNATIONAL INC. INDIAN RIVER COUNTY BOARD OF COMMISSIONERS
B B •/ 0
/r/ V ��J�G_...�/Ce y CIOI� NI �y' ,.
••
of . • \ `'
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Title : �V Title : Chairman •°to�
/ . • * ,
Name : ��iQ��IJ /K y� �Q � Name : Bob Solari
DD
Date : �Q` w �/ Date : March 1 , 2011GV
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APPROVED 4# 5f
• .•�
APPROVED AS TO ROHM Attest : 3 . K . Bart ®$�';R� �c °••
AND LEGAL S F1$EN]
rage of 13
BY
MELISSA NDERSON BV/
ASSISTANT COUNTY ATTORNEY Depui CierR
G unty Ad inistrator
ORIGINAL
12 , INDEMNIFICATION
To the extent allowable by law , CII shall indemnify and save harmless the Customer from any and all liability , claims, damages ,
losses or expenses , including attorney ' s fees, arising out of or resulting from the performance of its work under this
Contract,
where such claim , damage, loss, or expense is directly caused by the negligence or intentional wrongful act or omission of CII ,
its
agents, employees, or any of its subcontractors, in connection with or pursuant to this Contract.
13 , LIMITATION OF LIABILITY
The liability of CII pursuant to Section 12 shall not exceed the greater of an aggregate limit of $ 5 , 000, 000 or the amount actually
paid by the Customer to CII under this Contract, regardless of the legal theory under which such liability is imposed.
14. INSURANCE
A . Within thirty (30) days of the execution of this Contract, CII shall furnish the Customer with certificates
of insurance
showing that CII carries Automobile Insurance and General Liability Insurance in an amount not less than One
Million
Dollars ($ 1 , 000 , 000) per occurrence and Workmen ' s Compensation Insurance sufficient to satisfy state law requirements
.
The certificates of insurance shall also provide that at least thirty (30) days notice in writing shall be given to the Customer
of any cancellation or reduction of coverage before such coverage is cancelled or reduced .
B . The Customer shall be named as an additional insured party on the policies obtained by CII pursuant to this Section
. CII
shall not be relieved of any obligation of indemnification pursuant to this Contract by reason of its failure to
secure and
maintain insurance as required by this Section .
15. CANCELLATION
This Contract may be terminated by either party, with or without cause , upon not less than ninety (90) days notice , in writing,
by
overnight delivery, personal delivery or registered mail return receipt requested to the other party . Such notice shall be effective
upon receipt .
16. ENTIRE CONTRACT AND MODIFICATION
This Contract and the attachments hereto and made a part hereof sets forth the entire agreement of the Parties with respect to the
subject matter hereof and supersedes and merges all prior agreements and understandings . No amendment, modification or
waiver of any provisions of this Contract or consent to any departure therefrom shall be effective unless in writing and signed by
duly authorized officers of both Parties .
AUTHORIZED SIGNATURE — CONTRACT NUMBER CII- 10- 146
IN WITNESS HEREOF, Communications International, Inc . and the Customer have caused this Contract to be signed as of
the
Effective Date set forth above .
COMMUNACATIONS INTERNATIONAL INC. INDIAN RIVER COUNTY BOARD OF COMMISSIONERS
B B •/ 0
/r/ V ��J�G_...�/Ce y CIOI� NI �y' ,.
••
of . • \ `'
� . ,F�•.
Title : �V Title : Chairman •°to�
/ . • * ,
Name : ��iQ��IJ /K y� �Q � Name : Bob Solari
DD
Date : �Q` w �/ Date : March 1 , 2011GV
�
APPROVED 4# 5f
• .•�
APPROVED AS TO ROHM Attest : 3 . K . Bart ®$�';R� �c °••
AND LEGAL S F1$EN]
rage of 13
BY
MELISSA NDERSON BV/
ASSISTANT COUNTY ATTORNEY Depui CierR
G unty Ad inistrator
ORIGINAL
Contract Number CII - 10- 146
EXHIBIT "A "
SCOPE OF WORK
During the term of the Contract, CII agrees ( i) to provide the Customer with repair, maintenance services and parts to maintain
the
Customer ' s radio equipment as set forth herein and (ii) to provide the products and services as described in Exhibit A and B
at the
prices set forth in Exhibits B and C.
1 . Conditions of Service
C ❑ shall supply staffing, supervision, labor, service facilities, repair parts, test equipment and supplies necessary to
meet the
service requirements stated herein .
2 . Terminal Equipment Maintenance
3 . Fixed Equipment Maintenance
A . Emergency Service shall be provided by CII for Fixed Equipment Maintenance and C11 will respond within two (2 ) hours of
the Customer' s request for Emergency Service .
B CII shall not be liable for any costs incurred for repair and/or replacement of any Fixed Equipment that becomes inoperative
due to user or third party negligence, installation or removal ; liquid intrusion ; lightening damage or Acts
of God . Any
component parts replaced under this Section shall be returned to Customer for inspection .
C . CII shall not be liable for any costs incurred for correcting, repairing or replacing infrastructure or data corruption caused by
( i )
improper operations of Customer or any third party or (ii) failure of Associated Systems . "Associated Systems" are defined as
any equipment used in the operation of the Customer' s Fixed Equipment or Terminal Equipment that is not maintained by Cl .
4. Preventative Maintenance
C11 will annually perform verification on Terminal Equipment covered by this Contract to validate factory specifications and will
correct any deficiencies found .
5. General
All services provided under this Contract are only applicable to the Terminal Equipment, Fixed Equipment and Other Equipment
listed in Exhibit " B" .
Page 5of13
ORIGINAL
Contract Number CII - 10- 146
EXHIBIT "A "
SCOPE OF WORK
During the term of the Contract, CII agrees ( i) to provide the Customer with repair, maintenance services and parts to maintain
the
Customer ' s radio equipment as set forth herein and (ii) to provide the products and services as described in Exhibit A and B
at the
prices set forth in Exhibits B and C.
1 . Conditions of Service
C ❑ shall supply staffing, supervision, labor, service facilities, repair parts, test equipment and supplies necessary to
meet the
service requirements stated herein .
2 . Terminal Equipment Maintenance
3 . Fixed Equipment Maintenance
A . Emergency Service shall be provided by CII for Fixed Equipment Maintenance and C11 will respond within two (2 ) hours of
the Customer' s request for Emergency Service .
B CII shall not be liable for any costs incurred for repair and/or replacement of any Fixed Equipment that becomes inoperative
due to user or third party negligence, installation or removal ; liquid intrusion ; lightening damage or Acts
of God . Any
component parts replaced under this Section shall be returned to Customer for inspection .
C . CII shall not be liable for any costs incurred for correcting, repairing or replacing infrastructure or data corruption caused by
( i )
improper operations of Customer or any third party or (ii) failure of Associated Systems . "Associated Systems" are defined as
any equipment used in the operation of the Customer' s Fixed Equipment or Terminal Equipment that is not maintained by Cl .
4. Preventative Maintenance
C11 will annually perform verification on Terminal Equipment covered by this Contract to validate factory specifications and will
correct any deficiencies found .
5. General
All services provided under this Contract are only applicable to the Terminal Equipment, Fixed Equipment and Other Equipment
listed in Exhibit " B" .
Page 5of13
_ ORIGINAL_ _ _ _ _
1c OMMUNICATIONS Exhibit B .
N INTERNATIONAL, INC.
4450 US Highway 1 Agreement # AGR0000165A
Vero Beach , FL 32967 Customer # IRC13OBB
772-569-5355 Fax: 772-567-2292
Customer Details -
Indian River County Emergency Services Bill To : Indian River County Emergency Services
Radio Systems Manager Radio Systems Manager
4225 43rd Ave 422543 d Ave
Vero Beach , FL 32967 Vero Beach , FL 32967
772-226-3900
Document Details
Contract # CII- 10- 146
Purchase Order #
Covered Period : October I , 2010- September 30 , 2011
Billing Details
South Tower Site 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2. 30% Amount Amount
1 ) Mastr III Stations 15 $ 138 . 90 3 . 19 $ 142 . 09 $2 , 131 . 35
2) Receiver Multicoupler with Tower Top Amp 1 $ 122 . 23 2 . 81 $ 125 . 04 $ 125 . 04
3) IEA Alarm System 1 $55 . 55 1 . 28 $56 . 83 $56 . 83
4) Simulcast Common Transmit Equipment 1 $305 . 61 7 . 03 $312 . 64 $312 . 64
5) Mastr III Mutual Aid Channels 6 $ 111 . 12 2 . 56 $ 113 . 68 $682 . 08
6) Intraplex Multiplexer 3 $26 . 11 0. 60 $26 . 71 $80 . 13
7) Microwave Radios 4 $ 111 . 05 2 . 55 $ 113 . 60 $454 . 40
8) T1 Switch 4 $26 . 11 0 . 60 $26 . 71 $ 106 . 84
9) IP Network Equipment 1 $ 108 . 34 $2 .49 $ 110 . 83 $ 110. 83
Total for South Site $ 1 , 005 . 02 $23 . 12 $ 1 , 028 . 14 $49060. 14
Page 6 of 13
_ ORIGINAL_ _ _ _ _
1c OMMUNICATIONS Exhibit B .
N INTERNATIONAL, INC.
4450 US Highway 1 Agreement # AGR0000165A
Vero Beach , FL 32967 Customer # IRC13OBB
772-569-5355 Fax: 772-567-2292
Customer Details -
Indian River County Emergency Services Bill To : Indian River County Emergency Services
Radio Systems Manager Radio Systems Manager
4225 43rd Ave 422543 d Ave
Vero Beach , FL 32967 Vero Beach , FL 32967
772-226-3900
Document Details
Contract # CII- 10- 146
Purchase Order #
Covered Period : October I , 2010- September 30 , 2011
Billing Details
South Tower Site 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2. 30% Amount Amount
1 ) Mastr III Stations 15 $ 138 . 90 3 . 19 $ 142 . 09 $2 , 131 . 35
2) Receiver Multicoupler with Tower Top Amp 1 $ 122 . 23 2 . 81 $ 125 . 04 $ 125 . 04
3) IEA Alarm System 1 $55 . 55 1 . 28 $56 . 83 $56 . 83
4) Simulcast Common Transmit Equipment 1 $305 . 61 7 . 03 $312 . 64 $312 . 64
5) Mastr III Mutual Aid Channels 6 $ 111 . 12 2 . 56 $ 113 . 68 $682 . 08
6) Intraplex Multiplexer 3 $26 . 11 0. 60 $26 . 71 $80 . 13
7) Microwave Radios 4 $ 111 . 05 2 . 55 $ 113 . 60 $454 . 40
8) T1 Switch 4 $26 . 11 0 . 60 $26 . 71 $ 106 . 84
9) IP Network Equipment 1 $ 108 . 34 $2 .49 $ 110 . 83 $ 110. 83
Total for South Site $ 1 , 005 . 02 $23 . 12 $ 1 , 028 . 14 $49060. 14
Page 6 of 13
ORIGINAL
Simulcast Control Point
2010 South Urban Cpi 2011
Qty Unit Amounto Unit Monthly
2. 30 % Amount Amount
IS 7
10) Channel Vertical GETC Control Point 15 $ 116 . 67 $2 . 68 $ 119 . 35 $ 1 , 790 . 25
11 ) Intraplex Multiplexers 3 $26 . 11 $0 .60 $26 . 71 $80 . 13
12) IEA Alarm System 1 $55 . 55 $ 1 . 28 $56. 83 $56 . 83
13) Test and Alignment Rack 1 $277 . 79 $6 . 39 $284 . 18 $284 . 18
14) Down Links 1 $26 . 15 $0 . 60 $26 . 75 $26 . 75
15) DC Power System 1 $327 . 79 $7 . 54 $335 . 33 $335 . 33
16) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for Simulcast Control Point $938 . 40 $21 . 58 $959 . 98 $29684. 30
North Tower Site 2010 South Urban Cpi 2011
Qty Unit Amounto Unit Monthly
2 .30 % Amount Amount
17) Mastr III Stations 15 $ 138 . 90 $3 . 19 $ 142 . 09 $2 , 131 . 35
18) IEA Alarm System 1 $55 . 55 $ 1 . 28 $56 . 83 $56 . 83
19) Simulcast Common Transmit Equipment 1 $277 . 79 $6 . 39 $284 . 18 $284 . 18
20) Mastr III Mutual Aid Channels 0
21 ) Intraplex Mulitplexer 3 $26 . 11 $0 . 60 $26 . 71 $80 . 13
22) DC Power Supply System 1 $266 . 67 $6 . 13 $272 . 80 $272 . 80
23) T1 Switch 2 $27 . 78 $0 . 64 $28 . 42 $56 . 84
24 ) Microwave Radios 5 $ 111 . 05 $2 . 55 $ 113 . 60 $568 . 00
25) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for North Site $ 1 , 012 . 19 $23 . 28 $ 1 , 035 . 47 $3, 560 .96
Page 7 of 13
ORIGINAL
Simulcast Control Point
2010 South Urban Cpi 2011
Qty Unit Amounto Unit Monthly
2. 30 % Amount Amount
IS 7
10) Channel Vertical GETC Control Point 15 $ 116 . 67 $2 . 68 $ 119 . 35 $ 1 , 790 . 25
11 ) Intraplex Multiplexers 3 $26 . 11 $0 .60 $26 . 71 $80 . 13
12) IEA Alarm System 1 $55 . 55 $ 1 . 28 $56. 83 $56 . 83
13) Test and Alignment Rack 1 $277 . 79 $6 . 39 $284 . 18 $284 . 18
14) Down Links 1 $26 . 15 $0 . 60 $26 . 75 $26 . 75
15) DC Power System 1 $327 . 79 $7 . 54 $335 . 33 $335 . 33
16) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for Simulcast Control Point $938 . 40 $21 . 58 $959 . 98 $29684. 30
North Tower Site 2010 South Urban Cpi 2011
Qty Unit Amounto Unit Monthly
2 .30 % Amount Amount
17) Mastr III Stations 15 $ 138 . 90 $3 . 19 $ 142 . 09 $2 , 131 . 35
18) IEA Alarm System 1 $55 . 55 $ 1 . 28 $56 . 83 $56 . 83
19) Simulcast Common Transmit Equipment 1 $277 . 79 $6 . 39 $284 . 18 $284 . 18
20) Mastr III Mutual Aid Channels 0
21 ) Intraplex Mulitplexer 3 $26 . 11 $0 . 60 $26 . 71 $80 . 13
22) DC Power Supply System 1 $266 . 67 $6 . 13 $272 . 80 $272 . 80
23) T1 Switch 2 $27 . 78 $0 . 64 $28 . 42 $56 . 84
24 ) Microwave Radios 5 $ 111 . 05 $2 . 55 $ 113 . 60 $568 . 00
25) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for North Site $ 1 , 012 . 19 $23 . 28 $ 1 , 035 . 47 $3, 560 .96
Page 7 of 13
i
ORIGINAL
Fellsmere Tower Site 2010 South Urban Cpi 2011
Qty Unit Amounto Unit Monthly
2 .30% Amount Amount
26) Mastr ill Stations 5 $ 139 . 09 $3 . 20 $ 142 . 29 $711 .45
27 ) Mastr III Mutual Aids Channels 0
28 ) Downlinks 1 $26 . 15 $0. 60 $26 . 75 $26 . 75
29 ) Test and Alarm Unit 0
30) Receiver Multicoupler with Tower Top Amp 1 $ 122 . 23 $2 . 81 $ 125 . 04 $ 125 . 04
31 ) Intraplex Multiplexer 2 $26. 11 $0 . 60 $26 . 71 $53.42
32) DC Power Supply System 1 $266 . 67 $6 . 13 $272 . 80 $272 . 80
33) Microwave Radios 2
$ 113 . 60 $227 . 20
34) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total For Fellsmere Site $688 . 59 $ 15 . 84 $818 . 03 $ 1 , 527. 49
Page 8 of 13
i
ORIGINAL
Fellsmere Tower Site 2010 South Urban Cpi 2011
Qty Unit Amounto Unit Monthly
2 .30% Amount Amount
26) Mastr ill Stations 5 $ 139 . 09 $3 . 20 $ 142 . 29 $711 .45
27 ) Mastr III Mutual Aids Channels 0
28 ) Downlinks 1 $26 . 15 $0. 60 $26 . 75 $26 . 75
29 ) Test and Alarm Unit 0
30) Receiver Multicoupler with Tower Top Amp 1 $ 122 . 23 $2 . 81 $ 125 . 04 $ 125 . 04
31 ) Intraplex Multiplexer 2 $26. 11 $0 . 60 $26 . 71 $53.42
32) DC Power Supply System 1 $266 . 67 $6 . 13 $272 . 80 $272 . 80
33) Microwave Radios 2
$ 113 . 60 $227 . 20
34) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total For Fellsmere Site $688 . 59 $ 15 . 84 $818 . 03 $ 1 , 527. 49
Page 8 of 13
ORIGINAL
Dispatch Equipment 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2. 30% Amount Amount
�i
35) Maestro NT Dispatch Consoles 10 $ 155 . 55 $3 . 58 $ 159 . 13 $ 1 , 591 . 30
36) IMC/CEC Switch 1 $783 . 35 $ 18 . 02 $801 . 37 $801 . 37
37) *Microwave Alarm Pc 1 $26 . 15 $0 . 60 $26 . 75 $26 . 75
38) *CTI with Terminal 1 $388 . 89 $8 . 94 $397 . 83 $397 . 83
39) *DVIU 1 $333 . 33 $7 . 67 $341 . 00 $341 . 00
40 ) *MOM System 1 $ 100 . 00 $2 . 30 $ 102 . 30 $ 102 . 30
41 ) *System Manager 1 $305 . 57 $7 . 03 $312 . 60 $312 . 60
42) *CSD IRC/Admin 1 $88 . 89 $2 . 04 $90 . 93 $90 . 93
43) Netclock -GPS 2 $46 . 66 $ 1 . 07 $47 . 73 $95. 46
44) Intraplex Multiplexers- 10 $26 . 11 $0 . 60 $26 . 71 $267 . 10
2 ) Vero Beach PD
4) SO
2) EOC
2 ) Sebastian PD
45) Zetron Model 25 Encoders 5 $27 . 78 $0 .64 $28 .42 $ 142 . 10
46) Orion Remote Back-up Radios 9 $26 . 66 $0 . 61 $27 . 27 $245 . 43
47) Microwave Radios ( IRCSO-VBPD-Seb PD 3 $ 113 . 60 $340 . 80
dispatch )
48) T1 Switch (VPD & SO) 2 $26 . 71 $53 .42
49) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for Dispatch Equipment $2 ,417 . 28 $55 . 60 $2 , 613 . 19 $4, 919 . 22
Page 9 of 13
ORIGINAL
Dispatch Equipment 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2. 30% Amount Amount
�i
35) Maestro NT Dispatch Consoles 10 $ 155 . 55 $3 . 58 $ 159 . 13 $ 1 , 591 . 30
36) IMC/CEC Switch 1 $783 . 35 $ 18 . 02 $801 . 37 $801 . 37
37) *Microwave Alarm Pc 1 $26 . 15 $0 . 60 $26 . 75 $26 . 75
38) *CTI with Terminal 1 $388 . 89 $8 . 94 $397 . 83 $397 . 83
39) *DVIU 1 $333 . 33 $7 . 67 $341 . 00 $341 . 00
40 ) *MOM System 1 $ 100 . 00 $2 . 30 $ 102 . 30 $ 102 . 30
41 ) *System Manager 1 $305 . 57 $7 . 03 $312 . 60 $312 . 60
42) *CSD IRC/Admin 1 $88 . 89 $2 . 04 $90 . 93 $90 . 93
43) Netclock -GPS 2 $46 . 66 $ 1 . 07 $47 . 73 $95. 46
44) Intraplex Multiplexers- 10 $26 . 11 $0 . 60 $26 . 71 $267 . 10
2 ) Vero Beach PD
4) SO
2) EOC
2 ) Sebastian PD
45) Zetron Model 25 Encoders 5 $27 . 78 $0 .64 $28 .42 $ 142 . 10
46) Orion Remote Back-up Radios 9 $26 . 66 $0 . 61 $27 . 27 $245 . 43
47) Microwave Radios ( IRCSO-VBPD-Seb PD 3 $ 113 . 60 $340 . 80
dispatch )
48) T1 Switch (VPD & SO) 2 $26 . 71 $53 .42
49) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for Dispatch Equipment $2 ,417 . 28 $55 . 60 $2 , 613 . 19 $4, 919 . 22
Page 9 of 13
ORIGINAL
Hobart Tower Site 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2. 30% Amount Amount
50) Mastr III Back-up Stations 15 $44 . 46 $ 1 . 02 $45 .48 $682 . 20
51 ) Receiver Multicoupler with Tower Top Amp 1 $ 122 . 23 $2 . 81 $ 125 . 04 $ 125 . 04
52 ) Intraplex Multiplexer 1 $26 . 11 $0 . 60 $26 . 71 $26 . 71
53 ) Med 4 Station 0 $38 . 89 $0 . 89 $39 . 78 $0 . 00
54) Med 8 Station 1 $38 . 89 $0 . 89 $39 . 78 $39 . 78
55) VHF County Paging System Station 1 $ 116 . 67 $2 . 68 $ 119. 35 $ 119 . 35
56) VHF EM/Fire Page Station 1 $ 116 . 67 $2 . 68 $ 119 . 35 $ 119 . 35
57) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for Hobart Site $612 . 26 $ 14 . 08 $626 . 34 $ 19223. 26
Page 10 of 13
ORIGINAL
Hobart Tower Site 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2. 30% Amount Amount
50) Mastr III Back-up Stations 15 $44 . 46 $ 1 . 02 $45 .48 $682 . 20
51 ) Receiver Multicoupler with Tower Top Amp 1 $ 122 . 23 $2 . 81 $ 125 . 04 $ 125 . 04
52 ) Intraplex Multiplexer 1 $26 . 11 $0 . 60 $26 . 71 $26 . 71
53 ) Med 4 Station 0 $38 . 89 $0 . 89 $39 . 78 $0 . 00
54) Med 8 Station 1 $38 . 89 $0 . 89 $39 . 78 $39 . 78
55) VHF County Paging System Station 1 $ 116 . 67 $2 . 68 $ 119. 35 $ 119 . 35
56) VHF EM/Fire Page Station 1 $ 116 . 67 $2 . 68 $ 119 . 35 $ 119 . 35
57) IP Network Equipment 1 $ 108 . 34 $2 . 49 $ 110 . 83 $ 110 . 83
Total for Hobart Site $612 . 26 $ 14 . 08 $626 . 34 $ 19223. 26
Page 10 of 13
ORIGINAL
Cost Summary : 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2.30% Amount Amount
South Tower Sites $ 1 , 005 . 02 $23 . 12 $ 1 , 028 . 14 $43060 . 14
Simulcast Control Point $938 .40 $21 . 58 $959 . 98 $2 , 684 . 30
North Tower Site $ 1 , 012 . 19 $23 . 28 $ 1 , 035 . 47 $3 , 560 . 96
Fellsmere Tower Site $688 . 59 $ 15 . 84 $818 . 03 $ 1 , 527 .49
Dispatch Equipment $2 ,417 . 28 $55 . 60 $2 , 613. 19 $4 , 919 . 22
Hobart Tower Site $612 . 26 $ 14 . 08 $626 . 34 $ 1 , 223 . 26
Fuel Adjustment $37 . 50
Total Monthly Maintenance for Sites : $6 , 673 . 74 $ 153 . 50 $7 , 081 . 15 $189012. 87
Total Annual Maintenance : $2169154.44
Total after Fuel Adjustment/GRAND TOTAL $2169154 .44
The Consumer Price Index Southeast Urban Region of 2 . 3% has been added to each equipment line item :
Page 11 of 13
ORIGINAL
Cost Summary : 2010 South Urban Cpi 2011
Qty Unit Amount Unit Monthly
2.30% Amount Amount
South Tower Sites $ 1 , 005 . 02 $23 . 12 $ 1 , 028 . 14 $43060 . 14
Simulcast Control Point $938 .40 $21 . 58 $959 . 98 $2 , 684 . 30
North Tower Site $ 1 , 012 . 19 $23 . 28 $ 1 , 035 . 47 $3 , 560 . 96
Fellsmere Tower Site $688 . 59 $ 15 . 84 $818 . 03 $ 1 , 527 .49
Dispatch Equipment $2 ,417 . 28 $55 . 60 $2 , 613. 19 $4 , 919 . 22
Hobart Tower Site $612 . 26 $ 14 . 08 $626 . 34 $ 1 , 223 . 26
Fuel Adjustment $37 . 50
Total Monthly Maintenance for Sites : $6 , 673 . 74 $ 153 . 50 $7 , 081 . 15 $189012. 87
Total Annual Maintenance : $2169154.44
Total after Fuel Adjustment/GRAND TOTAL $2169154 .44
The Consumer Price Index Southeast Urban Region of 2 . 3% has been added to each equipment line item :
Page 11 of 13
ORIGINAL
Contract Number CII40446
EXHIBIT " C "
DEMAND SERVICE RATES
Demand Services Rate Per Hour
Support Staff $ 50 . 00
Cabler $ 57 . 00
System Installer $ 62 . 00
System Design Engineering Hourly Rate $ 150 . 00
Maintenance Technician (Bench) $ 88 . 00
RF Engineer $ 125 . 00
IT Engineer $ 125 . 00
Site Manager $ 80 . 00
Project Manager $ 100 . 00
Emergency Service Rate Rate * 1 . 5
Expenses Actual
Lodging Actual
Per Diem IRS Rate
Travel Time Actual
Page 12 of 13
ORIGINAL
Contract Number CII40446
EXHIBIT " C "
DEMAND SERVICE RATES
Demand Services Rate Per Hour
Support Staff $ 50 . 00
Cabler $ 57 . 00
System Installer $ 62 . 00
System Design Engineering Hourly Rate $ 150 . 00
Maintenance Technician (Bench) $ 88 . 00
RF Engineer $ 125 . 00
IT Engineer $ 125 . 00
Site Manager $ 80 . 00
Project Manager $ 100 . 00
Emergency Service Rate Rate * 1 . 5
Expenses Actual
Lodging Actual
Per Diem IRS Rate
Travel Time Actual
Page 12 of 13
ORIGINAL
Contract No . CII- 10- 146
EXHIBIT[' " D "
Pricing Discounts
Pricing discounts for all Harris manufactured equipment will be at the current Public Safety discount level of
25 % off list price published on the Harris website . All list pricing will reference the most current pricing
available .
All vendor items will be priced at current published " Public Safety or Government' discount levels .
Discounts on all other manufactured equipment, custom equipment, and software not having published discount
levels will be quoted at the time of request. All prices will be at best pricing offered to Public Safety Agencies
by Of in the State of Florida.
i
I
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Page 13 of 13
ORIGINAL
Contract No . CII- 10- 146
EXHIBIT[' " D "
Pricing Discounts
Pricing discounts for all Harris manufactured equipment will be at the current Public Safety discount level of
25 % off list price published on the Harris website . All list pricing will reference the most current pricing
available .
All vendor items will be priced at current published " Public Safety or Government' discount levels .
Discounts on all other manufactured equipment, custom equipment, and software not having published discount
levels will be quoted at the time of request. All prices will be at best pricing offered to Public Safety Agencies
by Of in the State of Florida.
i
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Page 13 of 13
3 - I - i 1
OR MNAL
IC ® MMUNICATI ®NS
INTERNATIONAL .) INC . ao 0,3 9
4450 US 1 o Vero Beach, Florida 32967 o Telephone : (772) 569- 5355 o Fax : (772) 567 -2292
MASTER SERVICE AGREEMENT
Contract Number CII- 10 - 146
This Contract is entered into by and between Communications International , Inc . , located at 4450 U . S . Highway
1 , Vero Beach ,
Florida 32967 (" " CII"), and Indian River County Board of Commissioners, located at 1801 27 `x' Street (the " Customer"), on the
I "
day of October 2010, (the " Effective Date") .
WHEREAS, CH currently provides maintenance services for two-way radio communications systems and other
electronic
equipment;
WHEREAS, the Customer desires to contract the repair and maintenance of certain two-way radio equipment and other electronic
equipment as described herein ;
WHEREAS , the Parties desire to establish terms , conditions and pricing under which the particular equipment will be maintained
;
and
WHEREAS, the Parties hereby desire to enter into this Contract to set forth , in writing, their respective rights, duties and obligations
hereunder;
NOW , THEREFORE , for and in consideration of the mutual promises herein contained and other good and valuable consideration ,
the receipt and sufficiency of which is hereby acknowledged and confessed , the Parties agree as follows :
1 . DEFINITIONS
A . Parties — shall mean , collectively, CII and the Customer.
B . Services — shall mean those services to be provided by CII to the Customer pursuant to this Contract, but not
limited to
maintenance, repair, replacement, labor and testing.
C . Contract — shall mean this document along with all documents attached hereto and incorporated herein by reference .
D . Terminal Equipment — shall mean vehicular mounted radios, personal portable radios, portable radio desk chargers
and
basic compact vehicular chargers and as otherwise specifically described as Terminal Equipment for maintenance in this
Contract.
E . Fixed Equipment — shall mean site repeater stations and associated equipment, multi -site coordinator, console electronic
equipment, radio control stations and as otherwise specifically described as Fixed Equipment for maintenance
in this
Contract.
F . Other Equipment — shall mean any other electronic equipment that is listed in this Contract and defined herein .
G . Demand Services — shall mean service that is requested which is not included in the fixed fee arrangement in this Contract.
H . Normal Working Hours — shall mean 8 : 00 am until 5 : 00 pm , local time, Monday through Friday, excluding Federal
and
State Holidays (" Business Days"), unless otherwise defined .
1 . Emergency Services - shall mean services that are available by CH twenty- four (24) hours per day, seven days per
week,
including Federal and State Holidays .
Page l of 13