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HomeMy WebLinkAbout2006-128 CONTRACT SERVICE ARRANGEMENT =a U AGREEMENT Case Number FL06-5172-00 This Contract Service Arrangement (CSA) Agreement ("Agreement") is by and between BellSouth Telecommunications, Inc. , a Georgia corporation, d/b/a BellSouth, ("Company") and INDIAN RIVER COUNTY ("Customer or Subscriber"), and is entered into pursuant to Tariff Section A5 of the General Subscriber Services Tariff. This Agreement is based upon the following terms and conditions as well as any Attachment(s) affixed and the appropriate lawfully filed and approved tariffs which are by this reference incorporated herein. 1 . Subscriber requests and Company agrees, subject to the terms and conditions herein, to provide the service described in this Agreement at the monthly and nonrecurring rates, charges, and conditions as described in this Agreement ("Service"). The rates, charges, and conditions described in this Agreement are binding upon Company and Subscriber for the duration of this Agreement. For the purposes of the effectiveness of the terms and conditions contained herein, this Agreement shall become effective upon execution by both parties. For purposes of the determination of any service period stated herein, said service period shall commence the date upon which installation of the service is completed. 2 . Company agrees to provide Subscriber notice of any additional tariffed services required for the installation of the Service. Subscriber agrees to be responsible for all rates, charges and conditions for any additional tariffed services that are ordered by Subscriber. 3 . This Agreement is subject to and controlled by the provisions of Company's or any of its affiliated companies' lawfully filed and approved tariffs, including but not limited to Section A2 of the General Subscriber Services Tariff and No. 2 of the Federal Communications Commission Tariff and shall include all changes to said tariffs as may be made from time to time. All appropriate tariff rates and charges shall be included in the provision of this service. Except for the expressed rates, charges, terms and conditions herein, in the event any part of this Agreement conflicts with the terms and conditions of Company's or any of its affiliated companies ' lawfully filed and approved tariffs, the tariff shall control. 4. This Agreement may be subject to the appropriate regulatory approval prior to commencement of installation. Should such regulatory approval be denied, after a proper request by Company, this Agreement shall be null, void, and of no effect. 5 . If Subscriber cancels this Agreement prior to the completed installation of the Service, but after the execution of this Agreement by Subscriber and Company, Subscriber shall pay all reasonable costs incurred in the implementation of this Agreement prior to receipt of written notice of cancellation by Company. Notwithstanding the foregoing, such reasonable costs shall not exceed all costs which would apply if the work in the implementation of this Agreement had been completed by Company. 6. The rates, charges, and conditions described in this Agreement may be based upon information supplied to Company by the Subscriber, including but not limited to forecasts of growth. If so, Subscriber agrees to be bound by the information provided to Company. Should Subscriber fail to meet its forecasted level of service requirements at any time during the term of this Agreement, Subscriber shall pay all reasonable costs associated with its failure to meet its projected service requirements. 7. (a) If Subscriber cancels this Agreement or a Service provided pursuant to this Agreement at any time prior to the expiration of the service period set forth in this Agreement, Subscriber shall be responsible for all termination charges. Unless otherwise specified by the tariff or stated elsewhere in this Agreement, termination charges are defined as fifty percent (50%) of the recurring charges due or remaining as a result of the minimum service period agreed to by the Company and Subscriber and set forth in this Agreement and any nonrecurring charges that were not applied upon installation as set forth in this Agreement. PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Pagel of8 � I CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 (b) Subscriber further acknowledges that it has options for its telecommunications services from providers other than Company and that it has chosen Company to provide the services in this Agreement. Accordingly, if Subscriber assigns this Agreement to a certified reseller of Company local services and the reseller executes a written document agreeing to assume all requirements of this Agreement, Subscriber will not be billed termination charges. However, Subscriber agrees that in the event it fails to meet its obligations under this Agreement or terminates this Agreement or services purchased pursuant to this Agreement in order to obtain services from a facilities based service provider or a service provider that utilizes unbundled network elements, Subscriber will be billed, as appropriate, termination charges as specified in this Agreement. 8. This Agreement shall be construed in accordance with the laws of the State of Florida. 9. Except as otherwise provided in this Agreement, notices required to be given pursuant to this Agreement shall be effective when received, and shall be sufficient if given in writing, hand delivered, or United States mail, postage prepaid, addressed to the appropriate party at the address set forth below. Either party hereto may change the name and address to whom all notices or other documents required under this Agreement must be sent at any time by giving written notice to the other parry. Company BellSouth Telecommunications, Inc. Assistant Vice President 701 Northpoint Pkwy. , #400 West Palm Beach, FL 33407 Subscriber INDIAN RIVER COUNTY 1840 25TH ST VERO BEACH, FL 32960 10. Subscriber may not assign its rights or obligations under this Agreement without the express written consent of Company and only pursuant to the conditions contained in the appropriate tariff. 11 . In the event that one or more of the provisions contained in this Agreement or incorporated within by reference shall be invalid, illegal, or unenforceable in any respect under any applicable statute, regulatory requirement or rule of law, then such provisions shall be considered inoperative to the extent of such invalidity, illegality, or unenforceability and the remainder of this Agreement shall continue in full force and effect. 12. Subscriber acknowledges that Subscriber has read and understands this Agreement and agrees to be bound by its terms and conditions. Subscriber further agrees that this Agreement, and any orders, constitute the complete and exclusive statement of the Agreement between the parties, superseding all proposals, representations, and/or prior agreements, oral or written, between the parties relating to the subject matter of the Agreement. 13 . Acceptance of any order by Company is subject to Company credit and other approvals. Following order acceptance, if it is determined that: (i) the initial credit approval was based on inaccurate or incomplete information; or (ii) the customer's creditworthiness has significantly decreased, Company in its sole discretion reserves the right to cancel the order without liability or suspend the Order until accurate and appropriate credit approval requirements are established and accepted by Customer. 14. This Agreement is not binding upon Company until executed by an authorized employee, partner, or agent of Subscriber and Company. This Agreement may not be modified, amended, or superseded other than by a written instrument executed by both parties, approved by the appropriate Company PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 2 of 8 l CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 organization, and incorporated into Company's mechanized system. The undersigned warrant and represent that they have the authority to bind Subscriber and Company to this Agreement. 15 . Should any state or federal legislative or regulatory authority with appropriate jurisdiction determine that any or all of the Regulated Services provided hereunder should no longer be regulated or provisioned under previously applicable tariffs, and provided it is otherwise permissible under applicable state or federal law, the Parties agree that their respective provision and purchase of such Regulated Services shall thereupon be governed by the terms and conditions of this Agreement. PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 3 of 9 CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 Offer Expiration: This offer shall expire on: 7/21/2006. Option 1 of 1 Estimated service interval following acceptance date : Negotiable weeks. Service description: This Contract Service Arrangement (CSA) provides BellSouth© Primary Rate ISDN - Voice/Data (Standard) (minimum number of B-Channels per PRI required) with Extended Local Calling Plan. This Agreement is for a forty-nine (49) month service period. This Agreement shall be extended for additional one-year terms under the same terms and conditions herein unless either party provides written notice of its intent not to renew the Agreement at least sixty (60) days prior to the expiration of the initial term or each additional one-year term. Customer Initials PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 4 of 8 CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 Option 1 of 1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives on the dates set forth below. Accepted by: Subscriber: INDIAN RIVER,COUN.F_ •�,��� ' 3.i allyS ' By Auitioiized. Signa PrintedTVame; Ar., hurl R . Neuberger N\ Title: a'- '•._Chairman . , a, Date: `=.1.ADrCj(j0118.:, 2006 Company: BellSouth Telecommunications, Inc. By: BellSouth Business Systems, Inc. By: G; ;� Z Authorized Signature Printed Name: —F// HnaArj Title: Date: s PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 5 of 8 CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 Option 1 of 1 RATES AND CHARGES Rate Element Non-Recurrine Monthly Rate USOC 1 . BellSouth® Primary Rate ISDN Access $.00 $ 120 .00 1LDIE Line, each 2. BellSouth® Primary Rate ISDN Interface, $ .00 $340.00 PR71 V each -Voice/Data (Standard) 3 . BellSouth® Primary Rate ISDN B-Channels, $.00 $8 .00 PR713V each -Voice/Data (Standard) 4. Telephone Numbers for Flat Rate $.00 $.20 PR7TF BellSouth® Primary Rate ISDN Voice/Data (Standard), Per telephone number requested inward and 2-way 5 . BellSouth® Primary Rate ISDN, Calling $ .00 $.00 PR7CN Name Delivery Feature -Per Primary Rate Interface 6. Optional Calling Plan, $.00 $50.00 OCWFE Extended Local Calling Plan, 15,000 Minutes Per Month Plan, Per Plan -Overage rate of $ .039 per minute of use (Minimum of 17 B-Channels per PRI required.) PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 6 of 8 CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 RATES AND CHARGES Option 1 of 1 NOTES : 1 . Extended Local Calling Plan is an optional service designed to provide intraLATA long distance/toll calling for business customers via a monthly rate for a fixed number of long distance/toll minutes for all calls that are dialed to exchanges within the LATA, but outside the Local Calling Area (LCA) as defined in Section A3 of the General Subscriber Services Tariff. a. The Extended Local Calling Plan accumulates intraLATA minutes within the same state Revenue Accounting Office (RAO) from single earning numbers/locations/account numbers (non-aggregated) and/or multiple earning numbers/locations/account numbers (aggregated). b. A customer may have both non-aggregated and Aggregated Extended Local Calling Plan on the same agreement. c. Extended Local Calling Plan is available only in conjunction with the following flat rate services: 1 ) BellSouth Primary Rate ISDN w/Flat Rate B-Channels 2) Flat Rate Single Line Business 3) Flat Rate Multiline Business Rates for these services include local usage in the Local Calling Area and are in addition to those for Extended Local Calling Plan. d. Extended Local Calling Plan customers may aggregate usage of like services from different earning numbers/locations/account numbers within the same state Revenue Accounting Office (RAO). Extended Local Calling Plan customers may not aggregate usage of unlike services. For example, customer may aggregate usage for flat rate simple business lines and flat rate complex business lines, but may not aggregate usage for flat rate business lines and Primary Rate ISDN). e. The Extended Local Calling Plan is furnished subject to the availability of facilities. f. Extended Local Calling Plan usage will be determined as follows: 1 ) Extended Local Calling Plan incurs a monthly flat rate for a fixed number of minutes (Minutes Per Month Plan) to exchanges within the LATA. 2) Minutes that exceed the Minutes Per Month Plan fixed allowance will be charged a per minute rate for each additional minute. 3) Extended Local Calling Plan usage will be rounded in six (6) second increments. g. Call Detail will not be available on the Extended Local Calling Plan customer bill, and will not be available for customer review. h. In the event that minutes of use for calls terminating in an Independent Company Exchange exceed 15% of the customer Minutes Per Month Plan allowance, Company reserves the right to terminate that customer' s Extended Local Calling Plan. 2. All applicable rates and regulations for BellSouth® Primary Rate ISDN as set forth in the General Subscriber Services Tariff are in addition to the rates and regulations contained in this Contract Service Arrangement with the exception that volume discounts as outlined in the tariff do not apply. PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 7 of 8 CONTRACT SERVICE ARRANGEMENT AGREEMENT Case Number FL06-5172-00 Option 1 of 1 3 . A Termination Liability Charge is applicable if service is terminated prior to expiration of this Agreement. The applicable charge is dependent on the service period subscribed to and will be equal to the number of months remaining in the service period times the monthly rate provided under this Agreement. 4. Apply five End User Common Line Charges for each PRI Interface. 5. Other rate elements used in the provision of the service may not have been listed herein, but can be found in the appropriate BellSouth tariff. 6. Subscriber is responsible for miscellaneous charges when applicable. (Examples are local, state, and federal taxes ; Universal Service Fund charge; End User Common Line charge; etc.) 7. The rates set forth in this Agreement are based upon Subscriber retaining and agreeing to pay Company for the minimum number of B-Channels per PRI required for the Extended Local Calling Plan, Minutes Per Month Plan(s) ordered within the same state Revenue Accounting Office throughout the term of this Agreement (detailed below with its associated Minutes Per Month Plan). Mi'llunjui Minimum B-Channels Per PRI 10 10 10 17 155000 1 17 303000 2 17 45 ,000 3 17 60,000 4 17 75,000 5 17 90,000 6 17 8 . Nonrecurring charges associated with this Agreement shall not apply. However, if all or any part of the service is disconnected prior to the expiration of this Agreement, then the Subscriber will pay full nonrecurring charges as identified below in addition to applicable termination liability charges : PRI Access Line 1LD1E $875 .00 each PRI Interface, Voice/Data (Standard) PR71V $ 110.00 each PRI B-Channels, Voice/Data (Standard) PR713V $ 5.00 each Furthermore, if Customer disconnects all service offered on this Agreement, then a Contract Preparation Charge applies in the amount of $326.00 in addition to applicable termination liability charges. All trademarks and service marks contained herein are the property of BellSouth Intellectual Property Corporation. END OF ARRANGEMENT AGREEMENT OPTION 1 PRIVATE/PROPRIETARY CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE BELLSOUTH COMPANIES EXCEPT PURSUANT TO A WRITTEN AGREEMENT. Page 8 of 8