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5To: CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM The Honorable Mayor & Members of the City Commission South Miami hOd 'liW 2001 From: Hector Mirabile. PhD. City Manager ;;4 r Date: October I I, 2012 Agenda Item No.:_:J-=-_ SUBJECT: A Resolution authorizing the City Manager to issue a Purchase Order for a Voice Over IP (VOIP) telephone system to Switch Tech International, Inc. d/b/a TELESWITCH, through a City of Pompano Beach contract no H-25-1 0, for an amount not to exceed $105,000. BACKGROUND: The City continuously has issues with the eXisting phone system. The City'S existing Nortel telephone system is extremely outdated and parts for the existing system were discontinued by the manufacture. In the event that the City is in need of parts, the city is required to purchase refurbished parts, and even then, they are expensive. Moreover, current discussions with the City'S telephone consultant indicated that obtaining refurbished parts will become more difficult in the very near future. Lastly, the exiting Nortel telephone system infrastructure is not covered by any warranty or maintenance agreement, obtaining such warranty would be too costly, if possible at all. To rectify this situation, a market research exercise was completed last fiscal year for a Voice Over IP (VOIP) phone system. It was determined the most cost effective option is to piggyback off an existing contract with the City of Pompano Beach. The City of Pompano Beach conducted an RFP and negotiated a VOIP system with Teleswitch for an estimated cost of $496,609. The City's system will be much smaller but will take advantage of pricing discounts negotiated for a much larger system. In addition, the pricing structure the City will piggyback from was negotiated in July, 20 I 0; those prices will apply for the City. In advance of ordering the VOIP phones and equipment, the City installed fiber optic cable at all City departments. The VOIP system delivers voice communications and multimedia sessions over internet protocol networks (lP). The expense for the cable, $19,495, was purchased and installed during FY 2012 and VOIP phones is estimated not to exceed $105,000. Teleswitch also installed the cable, which provides an additional benefit to the City. Teleswitch will act as a single point of contact and will be accountable for not only cabling but for the entire VOIP system. The City will exercise the VOIP Page 1 of2 EXPENSE: SUPPORT: option that includes 5-years of support ($23,675) over the one-year option ($5,570) which includes; 12 hours of project management, 30 hours of installation and programming and 16 hours of user training. Not to exceed $105,000 To account no 001-1320-513-4125, with a balance of $148,241 Resolution T eleswitch Master Sales Agreement, City of South Miami City of Pompano Beach RFP #H-25-1 0 Pre-Bid Sign in Sheet RFP Responses, dated 4/22/10 Consent Agenda No 2012-33 and Final Ranking Analysis Resolution No 201 1-5 Page 2 of3 2 3 4 5 6 7 RESOLUTION NO.: _________ _ A Resolution authorizing the City Manager to issue a Purchase Order for a Voice Over IP (VOIP) telephone system to Switch Tech International, Inc. d/b/a TElESWITCH, through a City of Pompano Beach contract no H-2s-10, for an amount not to exceed $105,000. 8 WHEREAS, the City wishes to establish a Voice Over IP (VOIP) telephone network for all 9 City facilities and departments so the City can establish a multi-site data network; and 10 11 WHEREAS, the City will purchase the IP phone system through a piggyback contract 12 from the City of Pompano Beach contract no H-25-10 at the same negotiated prices; and 13 14 WHEREAS, the new VOIP phone system will replace the existing phone network that is 15 outdated and not cost effective to maintain; and 16 17 WHEREAS, the City previously installed fiber optic cable at all City departments since the 18 VOIP system delivers voice communications and multimedia sessions over internet protocol 19 networks. 20 21 NOW, THEREFORE, BE IT RESOLVED THE MAYOR AND CITY COMMISSION OF THE CITY 22 OF SOUTH MIAMI, FLORIDA: 23 24 Section 1. The City Manager is authorized to enter into an agreement with Switch Tech 25 International, Inc. d/b/a TELESWITCH for a VOIP telephone system through a City of Pompano 26 Beach contract no H-25-10 at the same negotiated prices for an amount not to exceed $105,000 27 to be paid from Account No 001-1320-513-4125 with a current balance of $148,241. A copy of 28 the contract is attached. 29 30 Section 2. Severability. If any section, clause, sentence, or phrase of this resolution is 31 for any reason held invalid or unconstitutional by a court of competent jurisdiction, this holding 32 shall not affect the validity of the remaining portions of this resolution. 33 34 Section 3. Effective Date: This resolution shall take effect immediately upon 35 enactment. 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 PASSED AND ENACTED this __ day of _____ , 2012. ATTEST: CITY CLERK READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF CITY ATTORNEY APPROVED: MAYOR COMMISSION VOTE: Mayor Stoddard: Vice Mayor Liebman: Commissioner Harris: Commissioner Newman: Commissioner Welsh: eleSwitch Technologies that make sense Switch Tech International, Inc. d/b/a TELESWITCH MASTER SALES AND SOFTWARE LICENSE AGREEMENT This Master Sales and Software License Agreement is made this ~ day of September 2012, by and between Switch Tech International, Inc. d/b/a TELESWITCH, a Florida corporation, whose principal place of business is 2920 NW 109th Ave., Miami, Florida 33172 (hereinafter referred to as "TELESWITCH") and City of South Miami whose address is_6130 Sunset Drive, South Miami, FL 33143 (hereinafter referred to as the "Purchaser") (the "Agreement")For and in consideration of the mutual covenants and agreements herein contained, the parties hereto do hereby agree as follows. 1. EQUIPMENT PURCHASE. TELESWITCH agrees to sell and deliver to Purchaser, and Purchaser agrees to buy and accept the machinery, equipment and other communication hardware (but, however, excluding any software contained herein or which is part thereof), workstations, peripherals, accessories and parts described in the Equipment Schedule, attached hereto and made a part hereof (the "Equipment"). 2. SOFTWARE LICENSE. Subject to the terms of this Agreement, TELESWITCH hereby grants to Purchaser a revocable, limited, personal, non-transferable, non-exclusive license to use the software owned and manufactured by ShoreTel and a sublicense (the "license" and "sublicense" referred to collectively as the "License") to use any third party software contained in, or made a part of ShoreTel software or provided in conjunction with the Equipment, and all related documentation, as described in Appendix "A" (collectively, the "Software"). This grant is limited to use of the Software solely for Purchaser's own use at the Installation Site(s) (as described in Appendix A) and only to support Purchaser's normal course of business and only on TELESWITCH supplied and installed Equipment, or other equipment authorized by TELESWITCH, for which the Software is first provided or installed, except as otherwise provided herein. The Software may be copied, subject to the proper inclusion of any and all copyright and proprietary notices, solely for archival and back-up purposes, or to replace a worn or defective copy. If Purchaser is unable to operate the Software on the Equipment due to its malfunction, the Software may be transferred temporarily to back-up equipment. Purchaser agrees and acknowledges that the Software and related documentation is confidential and proprietary information of ShoreTel, INC. or any third party vendor from whom TELESWITCH has acquired rights to license any portion of the Software. All rights, title and interest to, and all applicable rights in patents, copyrights and trade secrets in the Software or any of its parts thereof, shall remain vested in full in ShoreTel or in any third party vendor from whom TELESWITCH has acquired rights to license any portion of the Software notwithstanding the grant of the License pursuant to the terms of this Agreement. The License shall commence on the date the Software has been installed at the Installation Site(s) and continue perpetually unless terminated for non-payment of License fees or for any breach by Purchaser of the provisions of this Software License or this Agreement. Any use of the Software on any equipment other than that for which it was obtained or authorized by TELESWITCH or for purposes for which it was not designed, or any unauthorized removal of the Software from the United States, shall automatically terminate this License. Purchaser agrees that upon notice of termination of this License or this Agreement pursuant to the terms herein, the Purchaser will immediately return the Software and all portions and copies thereof as directed by TELESWITCH. 3. RESTRICTIONS ON USE. Purchaser may not, directly or indirectly, (i) license, sell, lease or otherwise transfer or grant third-party access to the Equipment or Software or any component comprising the System; (ii) alter, modify, translate or create derivative works based on the Software; (iii) process or permit to be processed the data of any third party; (iv) use or permit the use of the System in the operation of a service bureau, timesharing arrangement or otherwise for the benefit of a third party; (v) reverse compile, disassemble or otherwise reverse engineer, embed within any other software product, or modify in any manner whatsoever, including modifications to source code with respect thereto, the Software in whole or in part; (vi) disclose, provide or otherwise make available the Software or any part or copies thereof to any person, firm, organization or employees, other than to employees of the Purchaser who have a legitimate need therefore, without the prior written consent of TELESWITCH; and (vii) permit any third party to do any of the foregoing. The Purchaser shall take all appropriate actions by instruction, agreement or otherwise, with any persons permitted access to the Software, necessary to satisfy Purchaser's obligations under the Agreement. I \10111112 Page 1 01 16 4. DELIVERY AND DELAYS. A. TELESWITCH shall deliver the Equipment and Software on the date specified by Purchaser in writing and agreed to by TELESWITCH (the "Delivery Date"). Purchaser may designate a specific carrier on an order. TELESWITCH reserves the right to choose an alternate carrier if shipments are not picked up within forty-eight (48) hours after notification. The Delivery Date is approximate and represents the best estimate of the time required for delivery, assuming prompt receipt of all necessary information from Purchaser. B. TELESWITCH shall not be liable for any delay in delivery and/or installation of the Equipment and Software due to causes beyond the reasonable control of TELESWITCH, including, without limitation, acts of God (such as, storms, fires, floods or epidemics), acts of Purchaser, power shortages, enactment or adoption of any law, ordinance, regulation or ruling interfering or rendering more burdensome production, lack of usual means of transportation, inability to obtain necessary labor, materials, supplies or components from manufacturer, or other similar causes. Upon such delay, the Delivery Date will be extended for a period equal to the time lost. The full amount of the merchandise will not be decreased but delivery shall be deferred. If the contingencies herein named, or other causes of like character, prevent or interfere with the delivery of the equipment ordered, Purchaser shall accept such portion of the Equipment and Software as TELESWITCH is able, under the Circumstances, to procure and deliver. If the Delivery Date is rescheduled as a result of Purchaser, Purchaser's agents, contractors or representatives (excluding TELESWITCH) the rescheduling provisions of Section 13 of this Agreement shall apply. 5. SECURITY INTEREST AND INSURANCE. A. Purchaser hereby grants TELESWITCH a purchase-money security interest in the Equipment and the right of possession without legal process and in any proceeds (including accounts receivable) until all payments, with interest therein, has been made and all other obligations of the Purchaser due to TELESWITCH hereunder have been fully satisfied. Purchaser shall promptly upon notification by TELESWITCH execute any document required to perfect this security interest. A copy of this Agreement may be filed for the purpose of perfecting such security interest at any time after execution. Until payment in full of all amounts due hereunder is received by TELESWITCH, Purchaser shall not sell, transfer, mortgage, pledge or dispose of the Equipment or Software, or any component comprising the System, or permit any lien to be placed or remain thereon. If Purchaser makes an unauthorized disposition of the Equipment, TELESWITCH shall have a security interest in and to the proceeds of such disposition in whatever form they are received by Purchaser. Whether now owned or hereafter acquired, any and all increases, additions, accessions, attachments or repairs added to or placed upon the Equipment or any part thereof, and all substitutions or replacements of the Equipment or any part thereof, shall be deemed a component part of the Equipment and a security interest shall pass onto TELESWITCH and remain in it until all amounts and charges to be paid by Purchaser hereunder are paid in full. B. From the date of delivery and until payment in full of the entire purchase price and charges as set forth in this Agreement, Purchaser shall obtain and maintain, at its own expense, adequate insurance against all risk of loss or damage in any amount not less than the amount of the unpaid purchase price and charges. Purchaser assigns to TELESWITCH all rights to receive the insurance proceeds not exceeding the unpaid balance due TELESWITCH and directs any insurer to pay all proceeds directly to TELESWITCH and authorizes TELESWITCH to endorse any draft for proceeds there from. 6. PAYMENT TERMS AND CHARGES. A. Purchaser shall pay to TELESWITCH the prices for the Equipment and license fees for the Software specified on Appendix "A" to this Agreement (collectively known as the "Purchase Price"). Payment of the Purchase Price shall be made by Purchaser as follows: (i) 50% deposit upon execution of the signed Master Sales Agreement (ii) 40% payment upon delivery of the hardware and software (iii) 10% upon final acceptance or 30 days after delivery of the hardware and software whichever comes first Purchase may elect to obtain lease financing through an approved leasing company in which the lease contract shall be the final document containing terms and conditions of sale. All prices are subject to adjustment by TELESWITCH at any time upon thirty (30) days notice. Such price adjustments shall not apply to accepted Purchase Orders. A service charge will be charged to all accounts that are delinquent for more than thirty (30) days from the date of invoice at the authorized statutory rate for municipalities. B. Unless otherwise agreed, prices and license fees are exclusive of sales, use and all other similar taxes levied against the sale, delivery, licensing or use of the Equipment and Software, and all freight and carrier charges. TELESWITCH shall invoice separately for taxes and freight and carrier charges, and such charges shall be in addition to the Purchase Price. If Purchaser has obtained an exemption certificate acceptable to tax authorities, it must be provided to TELESWITCH prior to execution of this Agreement by TELESWITCH. Additionally, the Purchase Price does not, unless specifically stated, include conduit or conduit boxes required by municipal code, teflon fire rated cable or telephone wall kits if required. 7. RISK OF LOSS, TITLE AND NON-ASSIGNABILITY. Risk of loss or damage to the Equipment and Software shall pass to Purchaser upon their delivery by TELESWITCH to the carrier. Title to the Equipment or any portion thereof shall not pass to Purchaser until payment in full therefor is received by TELESWITCH. The License to the Software licensed hereunder is personal \10111112 Page 2 01 16 to Purchaser and Purchaser shall not transfer, sublease, assign or deliver, except to an affiliated company(s), the Software or such license to another without the prior written consent of TELESWITCH. 8. SITE PREPARATION AND INSTALLATION. Before delivery and installation of the system, purchaser shall make available a safe and suitable place for installation and, at its expense, prepare the Installation Site in accordance with the specifications that TELESWITCH or the manufacturer or vendors of the Equipment may supply. The System shall be installed by TELESWITCH at no additional charge only if the applicable price list states that installation is included in the price. Installation shall be deemed completed upon successful conclusion of TELESWITCH's standard test procedures. TELESWITCH shall be under no obligation to install Equipment or Software unless: (a) the Equipment and Software are properly treated; (b) all prerequisite Products and the Installation Site are properly prepared; and (c) Equipment, products and site are made available to TELESWITCH immediately upon delivery. Installation of Software shall be in accordance with the then current applicable software product description of service or service description. TELESWITCH does not accept responsibility to connect TELESWITCH's products to equipment not supplied by TELESWITCH. Should TELESWITCH, at its option, connect these products, TELESWITCH shall not be responsible for any damages or malfunction which may result. 9. CONFIDENTIALITY AND PUBLICITY A. CONFIDENTIALITY OBLIGATION. "Confidential Information" means all written or oral information designated as confidential at the time of disclosure that is made accessible to the other party in connection with this Agreement, including, without limitation, computer programs, software, formulas, data, information, inventions, techniques, strategies, trade secrets, know-how, plans for products or services, marketing plans, financial documents or data, processes and designs, System passwords, and the terms, but not the existence of, this Agreement. Each of the parties shall treat the other party's Confidential Information confidentially and with at least the same degree of care it uses to prevent the disclosure of its own Confidential Information, but in no event less than reasonable care. In addition, each party shall use the Confidential Information of the other party solely in the performance of its obligations under the Agreement and not disclose it, except to authorized employees of the receiving party or its affiliates, its legal counsel and its accountants. Each party shall promptly notify the other party of any actual or suspected misuse or unauthorized disclosure of its Confidential Information. Upon expiration or termination of this Agreement, each party shall return all tangible copies of any Confidential Information. B. EXCLUSIONS. Confidential Information will not include information that the recipient can prove: (i) was generally available to the public at the time it was disclosed; (ii) was known to the recipient, without restriction, at the time of disclosure by the disclosing party; (iii) is disclosed with the prior written approval of the disclosing party: (iv) was independently obtained or developed by the recipient without any use of the Confidential Information; (v) becomes known to the recipient, without restriction, from a source other than the disclosing party who does not owe a duty of confidentiality to the disclosing party and obtained the information by lawful means, or (vi) is disclosed in response to any order or requirement of a court, administrative agency, or other governmental body, a subpoena, or by rules of a securities market or exchange on which the disclosing party's securities are traded. The burden of proof in establishing that any Confidential Information is subject to any of the foregoing exceptions will be borne by the receiving party. C. TRADEMARK LICENSE. Purchaser grants TELESWITCH a limited, nonexclusive worldwide rights and license during the term of this Agreement to use the names, logos and trademarks of Purchaser to publicize the existence of the business relationship established by this Agreement. 10. LIMITATIONS, LIMITED WARRANTY AND REMEDIES A. THIRD PARTY MATTERS. Purchaser acknowledges and agrees that matters beyond Teleswitch's control may affect the performance of the System, including voice quality and communications interruptions. Such matters (collectively, "Third Party Matters") include, but are not limited to, (i) the inadequacy or incompatibility with the System of the Purchaser's network, network infrastructure, network configuration, network design and/or network cabling and connections, (ii) unmanaged bandwidth (i.e., the failure of VPN or internet carriers to continuously provide the minimum bandwidth necessary for the proper functioning of the System), (iii) services, software or equipment provided by third parties used, directly or indirectly, with the System and (iv) with respect to multiple site installations (including additions to existing systems), the incompatibility of the System with Purchaser's network or equipment. Purchaser further acknowledges and agrees that services provided to remedy, or attempt to remedy, Third Party Matters (including any necessary network modifications and/or upgrades) are NOT included within the pricing or scope of work under this Agreement and Purchaser agrees to pay for time and materials provided to remedy, or attempt to remedy, any such Third Party Matters at Teleswitch's current hourly rates and prices. In the event Teleswitch informs Purchaser that no modification or upgrade to the Purchaser's network or equipment can be reasonably made to render it compatible with the System or to correct Third Party Matters, then Purchaser may terminate this Agreement. In the event Teleswitch informs Purchaser that the costs to modify or upgrade the Purchaser's network or equipment to address Third Party Matters will likely exceed in excess of the ten percent (10%) of the purchase price for the System and Purchaser does not agree to expend such costs for such modifications or upgrades, then Purchaser may terminate this Agreement. Upon any such termination and return of the Equipment and the Software (and all copies thereof), Teleswitch shall refund any of the purchase price or fees paid by Purchaser, less payments for services and equipment retained by Purchaser. In the event Teleswitch reasonably estimates that the costs to modify or upgrade the Purchaser's network or equipment to address Third Party Matters will not exceed in excess of the ten percent (10%) of the purchase price for the System, Purchaser agrees to pay for time and materials provided to remedy, or attempt to remedy, any such Third Party Matters at Teleswitch's current hourly rates and prices. If any such modifications or upgrades are authorized by Purchaser or this Agreement, then modifications and upgrades shall be deemed incorporated into this Agreement as part of the scope of work hereunder. Any such modifications and upgrades made by, or through, Teleswitch are subject to the limitations and exclusions set forth in this Paragraph 9. IN NO EVENT SHALL TELESWITCH BE LIABLE, AND PURCHASER HEREBY \10111112 Page 3 01 16 EXPRESSLY WAIVES AND RELEASES ANY LIABILITY FOR, LOST PROFITS, LOSS OF USE, LOSS OF DATA, COSTS OF PROCUREMENT OF GOODS OR SERVICES, OR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE DIRECTLY OR INDIRECTLY CAUSED, IN WHOLE OR IN PART, BY ANY THIRD PARTY MATTER. TELESWITCH'S LIABILITY IN ALL EVENTS UNDER THIS AGREEMENT IS LIMITED AS PROVIDED IN PARAGRAPHS 9B AND 9D BELOW. B. EQUIPMENT WARRANTY. TELESWITCH makes no warranty of any kind, expressed or implied except that goods sold under this order shall be free of manufacturer's defects as specified in any warranty supplied by the manufacturer. Purchaser assumes all risk and liability resulting from the use and/or installation of the goods, whether used singly or in combination with other goods. TELESWITCH neither assumes nor authorizes any person or entity to assume for seller any liability in connection with the sale or use of the goods sold, and there are no oral agreements or warranties collateral to or affecting this agreement other than as specifically set forth herein. MANUFACTURER WILL AT ITS OPTION REPAIR REPLACE OR MAKE APPROPRIATE ADJUSTMENT WHERE MANUFACTURER'S INSPECTIONS DISCLOSES ANY SUCH DEFECT OCCURING IN NORMAL USAGE WITHIN THE TIME THIS PRODUCT IS WARRANTIED BY THE MANUFACTURER AFTER DELIVERY. TELESWITCH EXPRESSLY DISCLAIMS ALL RESPONSIBILITY FOR CONSEQUENTIAL DAMAMGES OF ANY NATURE OR DESCRIPTION WHATSOEVER. IN NO EVENT SHALL TELESWITCH TECHNOLOGIES LIABILITY HEREUNDER EXCEED THE ACTUAL PRICE FOR THE PRODUCT. TELESWITCH TECHNOLOGIES FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR USE AND ALL OTHER WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED EXCEPT AS SPECIFICALLY SET FORTH HEREIN. C. EXCLUSIONS. The foregoing limited warranty does not cover damages, problems, voice quality issues, malfunctions or service failures caused by: (1) actions of any non-Purchaser personnel; (2) failure to follow TELESWITCH's installation, operation or maintenance instructions; (3) combination, operation, association or use of the Software with materials and equipment not supplied or authorized by TELESWITCH; (4) alterations or modifications, repair or attempted repairs to the Software or Equipment by anyone other than TELESWITCH TECHNOLOGIES or TELESWITCH's authorized representative; (5) negligence, misuse, or abuse by Purchaser of the System; (6) attachment to or incorporation in the Software of non-TELESWITCH products not supported by TELESWITCH; or (7) any factor beyond TELESWITCH's control, including fire, explosion, lightning, pest damage, power surges and failures, strikes or labor disputes, water, acts of God, acts or omissions of communications carriers, Third Party Matters or other similar causes. D. DISCLAIMER AND LIMITATION OF LIABILITY. THE EXPRESS WARRANTIES SET FORTH IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE. PURCHASER AGREES THAT IT'S EXCLUSIVE REMEDY AND TELESWITCH'S ENTIRE LIABILITY WITH RESPECT TO THE EQUIPMENT AND SOFTWARE, SHALL BE AS SET FORTH HEREIN. IN NO EVENT SHALL TELESWITCH BE LIABLE TO PURCHASER OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT OR DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, SAVINGS OR PROFITS, ANY BUSINESS INTERRUPTIONS OR DOWNTIME, ANY DEFECT IN SOFTWARE OR DOCUMENTATION, OR THE BREACH OF ANY EXPRESS OR IMPLIED WARRANTY, ARISING OUT OF ITS USE OR INABILITY TO USE THE SOFTWARE OR EQUIPMENT, REGARDLESS OF ANY KNOWLEDGE OF TELESWITCH TECHNOLOGIES OF SUCH POTENTIAL DAMAGES. TELESWITCH'S CUMULATIVE LIABILITY TO PURCHASER OR ANY THIRD PARTY FOR ALL CLAIMS RELATING TO THE EQUIPMENT AND SOFTWARE OR THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL AMOUNT OF THE PRICE FOR THE EQUIPMENT AND THE AMOUNT OF LICENSE FEES FOR THE SOFTWARE ACTUALLY RECEIVED BY TELESWITCH TECHNOLOGIES FROM PURCHASER. 11. USE OF PURCHASER DATA/PURCHASER REPRESENTATIONS AND WARRANTIES. Purchaser shall be solely responsible for collecting, inputting, and updating all Purchaser Data (as defined below). Purchaser represents and warrants that its Purchaser Information does not and will not include anything that infringes the copyright, patent, trade secret, trademark or any other intellectual property right of any third party; contains anything that is obscene, defamatory, harassing, offensive, malicious or which constitutes child pornography; or otherwise violates any rights of any third party. 12. TELESWITCH'S PROPERTY. Documentation, schematics, maintenance, materials, tools, site management guides, test equipment, software (including diagnostic software) for which a license has not been obtained, and associated media to be used by TELESWITCH's personnel at the installation site shall remain the exclusive property of TELESWITCH and shall be for TELESWITCH's sole use. 13. CANCELLATION AND RESCHEDULING CHARGES. In the event the Purchaser (a) cancels all or any part of any order, or (b) fails to meet any obligation hereunder causing cancellation or rescheduling of any order or portion thereof, or (c) requests a rescheduling of delivery of the scheduled equipment and the request is accepted by TELESWITCH, the Purchaser agrees to pay TELESWITCH twenty percent (20%) of the Purchase Price for reasonable and proper cancellation/rescheduling charges. 14. DEFAULT AND REMOVAL OF SYSTEM. Any of the following events shall constitute a default under this Agreement: (a) failure by Purchaser to pay the agreed Purchase Price (including any and all License fees) within thirty (30) days of when said payment is due pursuant to this Agreement; (b) failure by Purchaser to comply with the terms and conditions of this Agreement or any other agreement between TELESWITCH and Purchaser; or (c) bankruptcy, assignment for benefit of creditors, insolvency of the part of Purchaser. Upon the occurrence of an event of default, TELESWITCH, at its option and in addition to all remedies available in law or equity, shall have the right to (a) cancel this Agreement and terminate TELESWITCH's obligation hereunder; (b) \lDnll12 Page 4 01 16 accelerate and declare the total Purchase Price or any portion thereof, or any amounts due and to become due hereunder immediately due and payable; (c) stop work on the job site or refuse to deliver the Equipment and Software to the job site; (d) disconnect the System by remote or otherwise; or (e) remove the System (Equipment and Software) and take possession of all or part of the System. Purchaser agrees to grant full access to TELESWITCH to remove and take possession of the Equipment and Purchaser will hold TELESWITCH harmless for taking such action. Removal of the Equipment does not relieve Purchaser of the obligations of this Agreement. Any and all amounts due and owing under the terms of this Agreement and subsequent to any default herein shall bear interest at the statutory rate for municipalities in Florida. 15. INFRINGEMENT INDEMNIFICATION. TELESWITCH shall defend, at its expense, any claim (or suit) brought against the Purchaser alleging that any Equipment or Software furnished hereunder infringes on a valid United States patent or copyright, and shall pay all resulting costs and damages finally awarded, provided, that TELESWITCH is given prompt written notice of said claim and is given information, reasonable assistance (at Purchaser's own expense) and sole authority to defend and/or settle the claim. In the defense or settlement of the claim, TELESWITCH, may, at its option, obtain for Purchaser the right to continue using the Equipment or Software, replace or modify the Equipment or Software so that they become non-infringing or, if such remedies are not reasonably available, grant the Purchaser a credit for the Equipment or Software as depreciated and accept their return. TELESWITCH shall not have any liability if the alleged infringement is based upon the use or sale of the Equipment or Software in combination with other products, equipment or devices not furnished by TELESWITCH, or upon the use of the Equipment or Software in a manner for which they were not intended. TELESWITCH disclaims all other liability for infringement of any kind, including any incidental, special or consequential damages. Purchaser shall indemnify TELESWITCH harmless against any loss, liability, damage, cost or expense, including reasonable attorney fees, incurred in connection with any claim, suit, action, or proceeding brought against TELESWITCH so far as it is based on a claim relating to the manufacture or sale of any Equipment or Software modified or altered by the Purchaser or combined with any equipment, device, apparatus, or software not supplied by TELESWITCH to the extent that such claim, suit, action or proceeding is due to Purchaser'S actions. 16. EFFECTIVE DATE, TERMINATION. This Agreement is effective from the date on which it is executed by TELESWITCH. Purchaser may order Equipment and/or Software Products under this Agreement until this Agreement is terminated by either party upon ninety (90) days prior written notice to the other party, provided that any Licenses granted herein shall continue for the period stated in Section 2 unless such Licenses are terminated as provided therein. All Equipment and/or Software Products purchased or licensed from TELESWITCH shall be governed by this Agreement, except where another written agreement signed by authorized representatives of each party is intended to supersede this Agreement. 17. ORDERS. All Orders are subject to acceptance by TELESWITCH. Performance of an order does not constitute TELESWITCH's agreement to or acceptance of new terms, including pre-printed terms on Purchaser's Order. 18. MAINTENANCE. TELESWITCH offers maintenance services in support of the Equipment and Software. The terms and conditions of such maintenance services are set forth in TELESWITCH's most current Maintenance Agreement. 19. GENERAL PROVISIONS. A. The Equipment and Software are sometimes referred to collectively as the "System". "Purchaser Data" means all information provided by Purchaser to TELESWITCH through the System for use in conjunction with the System, including processing, storage and transmission. B. Each item of Equipment and Software (individually a "Product'), notwithstanding anything in this Agreement to the contrary, shall be delivered, installed and accepted individually and the Purchaser shall be obliged to make non-refundable payment for each said Product in accordance with the terms and conditions herein. Each Product shall be deemed accepted when it is installed and operating in accordance with TELESWITCH's specifications for such Product. C. This Agreement will be governed by and interpreted in accordance with the laws of the State of Florida. D. The Purchaser may not assign any of its obligations, rights or remedies hereunder without the express written approval of TELESWITCH. E. If any paragraph or clause thereof in this Agreement shall be finally held to be invalid or unenforceable by a court of competent jurisdiction or by legislative action or any other government action, the remainder of this Agreement shall remain in full force and effect and the terms and conditions contained herein shall prevail. F. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their legal representatives. G. Except for any maintenance agreement that may be entered into between the parties hereto, this Agreement constitutes the entire agreement between the parties relative to the subject matter hereof, and supersedes all proposals, written or oral, and all other communications between the parties relating to the subject matter of the Agreement. H. The waiver by either party of any term or condition of this Agreement shall not be deemed to constitute a continuing waiver thereof. \10111/12 Page 5 01 16 I. The section and paragraph heading contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. J. Purchaser understands and agrees that credit reports and other financial information concerning Purchaser may be requested by and furnished to TELESWITCH in connection with this Agreement and any credit application completed and signed by Purchaser. Purchaser further understands and agrees that acceptance of this Agreement by TELESWITCH is subject to TELESWITCH's review and approval of such credit applications. K. In connection with any claim, dispute or litigation arising out of or relating to this Agreement, the prevailing party shall be entitled to recover costs and reasonable attorneys' fees (including costs and fees incurred at all appellate levels. Purchaser acknowledges that he has read and understands all the terms and conditions set forth in this Agreement and hereby accepts same in their entirety, and acknowledges receipt of a completely executed copy of this Agreement. THIS AGREEMENT IS NOT VALID UNTIL ACCEPTED BY AN OFFICER OF SWITCH TECH INTERNATIONAL, INC D/B/A TELESWITCH. x __________________________ ___ Name Date x. __ ~----~~~=_------~----- Officer of TELESWITCH Date Title Title I \10111112 Page 6 01 16 APPENDIX A (continued) EQUIPMENT, SCOPE OF WORK, SOFTWARE, INSTALLATION SITE AND PURCHASE PRICE Shoretel Hardware and Software Implementation Scope of Work • Consultative services to identify customer's requirements • Install ShoreGear Voice Switches • Install ShoreWare Director (on customer provided server, requires Windows Server 2008 R2 32biU64bit) • Software design, Implementation and testing as follows: a. System hardware b. Analog lines c. Extensions d. Users e. Class of Service templates f. Call Routes g. Software Licenses • Install Shoregear switch in equipment room or rack: connect analog lines, IP extensions and analog extensions • Install Shoregear Phones on desk • Install Personal/Professional Communicator on user desktops (see attached minimum PC requirements) • Install Operator Communicator, Supervisor Communicator for workgroups, and Agent Communicator for workgroups as specified in proposal • Dependencies: All patch panels, cables and wiring (Cat 5e or better cable is required) is the responsibility of the customer or the wiring vendor. Customer is responsible for equipment room preparation. • Connect all phones to present and existing panels and jacks • The above assumptions assumes that the present wiring is functioning properly based on the customer's representations and that all jacks are properly labeled and numbered at all points of termination. • In the event the existing wiring is not properly toned and tagged, and it is determined by TeleSwitch that this is required, TeleSwitch will provide this service to the customer on a Time and Materials basis. The customer will be billed at our current prevailing hourly rates. PRI/Analog Trunk Implementation • Consultative services to identify customer's requirements • Software design and implementation of PRI trunk and/or Analog FXO lines • Test with Telecom Service Provider to ensure correct operation • Dependencies: Customer must order PRI and/or Analog trunks and have installed with all carrier required equipment. Voicemaillmplementation • Consultative services to identify customer's requirements • Software set up for User, Workgroup and General voice mailbox • Software design for up to 4 Auto attendant greetings • Implement and test Network Implementation • Consultative services to assist customer in preparing network for Shoretel • Install PoE switch and connect to alilP phones • Dependencies: 1. DHCP -This should be activated on the LANIWAN 2. DNS -If using Conference Bridge this is required to access the management page 3. SNTP -Required for correct time and date on phones and V model ShoreTel switches Administrative Training (1 person-up 3 hours) • How to program o Extensions o Voice Mail boxes o Auto Attendant greetings o Workgroups o Incoming call routes o Name changes on Phone set o Installation of Personal/Professional Call Manager o Resetting Passwords o Reporting User Training • How to: o Use of phone and Voicemail o Use of Personal/Professional Call Manager o Find me follow me o Office anywhere I \10111/12 Page 1 01 16 Line # Q!X SKU 1 3 10223 2 2 10259 3 2 10260 4 2 10322 5 2 10175 6 130 10196 7 10 10217 8 3 10219 9 0 10368 10 0 10269 11 133 30035 12 10 30039 14 0 30052 15 2 40002 DES- 16 3 3028P DES- 17 2 3052P 1 1 94112 1 1 ProfServ I \10111112 APPENDIX A (continued) EQUIPMENT, SCOPE OF WORK, SOFTWARE, INSTALLATION SITE AND PURCHASE PRICE Description Kit, rack mounting tray, for ShoreGear Switch 1 U half width, holds two 1 U half width switches ShoreGear 50 -1 U half width, Max Capacities -50 IP phones, 2 Analog exts, 4 LS trunks, 0 Universal ports. Not all maximum capacities can be reached at the same time. Requires one Tray (SKU 10223) for every two units. ShoreGear 90 -1 U half width, Max Capacities -90 IP phones, 4 Analog exts, 8 LS trunks, 0 Universal ports. Not all maximum capacities can be reached at the same time. Requires one Tray (SKU 10223) for every two units. ShoreGear T1 k -1 U half width, Max Capacities -1 T1, 0 I P phones, 0 Analog exts, 0 LS only trunks, 0 Universal ports. Digital trunk support only. Requires one Tray (SKU 10223) for every two units. (requires ShoreTel 8 or later) ShorePhone BB24 -Black (requires ShoreTel 6) ShorePhone IP230 -Black (6.1 or later) ShorePhone IP115 -Black (7.5 or later) ShorePhone IP265 -Black (7.5 or later) ShoreTellP Phone 655 -(Requires ShoreTel11.1 build 16.23.5621.0 or later) ShorePhone Power Adapter for Ethernet Speed of 10/100/1000 (min 10 w/o phone order) Extension & Mailbox License Extension-only License (requires ShoreTel 5.2 or higher) Professional Access License Operator Call Manager (ShoreTel 7.5) Dlink 24 port 10/100 Poe Dlink 48 Port 10/100 PoE ShoreCare Partner Support (1 Year, No Phones) NOTE: Includes 12 hours of Project Management, 30 hours of installation and programming and 16 hours of User training. User training is conducted in classroom setting -20 students maximum for 1 hour class. The individual follow up as alloted. Page 8 01 16 City of Pompano Beach contract Extended Price $80.75 $242.25 $1,695.75 $3,391.50 $2,545.75 $5,091.51 $2,970.75 $5,941.50 $254.15 $508.30 $220.15 $28,619.50 $135.15 $1,351.50 $313.65 $940.95 $590.75 $0.00 $29.75 $0.00 $170.00 $22,610.00 $119.00 $1,190.00 $68.00 $0.00 $505.75 $1,011.50 $676.00 $2,028.00 $1,207.00 $2,414.00 $5,570.00 $5,570.00 Line # Qt~ SKU 1 3 10223 2 2 10259 3 2 10260 4 2 10322 5 2 10175 6 130 10196 7 10 10217 8 3 10219 9 0 10368 10 0 10269 11 133 30035 12 10 30039 14 0 30052 15 2 40002 DES- 16 3 3028P DES- 17 2 3052P 18 1 94112 I \10111112 APPENDIX B Description Kit, rack mounting tray, for ShoreGear Switch 1 U half width, holds two 1 U half width switches ShoreGear 50 -1 U half width, Max Capacities -50 IP phones, 2 Analog exts, 4 LS trunks, 0 Universal ports. Not all maximum capacities can be reached at the same time. Requires one Tray (SKU 10223) for every two units. ShoreGear 90 -1 U half width, Max Capacities -90 IP phones, 4 Analog exts, 8 LS trunks, 0 Universal ports. Not all maximum capacities can be reached at the same time. Requires one Tray (SKU 10223) for every two units. ShoreGear T1 k -1 U half width, Max Capacities -1 T1, 0 IP phones, 0 Analog exts, 0 LS only trunks, 0 Universal ports. Digital trunk support only. Requires one Tray (SKU 10223) for every two units. (requires ShoreTel 8 or later) ShorePhone BB24 -Black (requires ShoreTel 6) ShorePhone IP230 -Black (6.1 or later) ShorePhone IP115 -Black (7.5 or later) ShorePhone IP265 -Black (7.5 or later) ShoreTellP Phone 655 -(Requires ShoreTel 11.1 build 16.23.5621.0 or later) ShorePhone Power Adapter for Ethernet Speed of 10/100/1000 (min 10 wlo phone order) Extension & Mailbox License Extension-only License (requires ShoreTel 5.2 or higher) Professional Access License Operator Call Manager (ShoreTel 7.5) Dlink 24 port 10/100 Poe Dlink 48 Port 10/100 PoE NOTE: Includes 12 hours of Project Management, 30 hours of installation and programming and 16 hours of User training. User training is conducted in classroom setting -20 students maximum for 1 hour class. The individual follow up as alloted. Page 9 01 16 City of Pompano Beach contract Extended Price $80.75 $242.25 $1,695.75 $3,391.50 $2,545.75 $5,091.51 $2,970.75 $5,941.50 $254.15 $508.30 $220.15 $28,619.50 $135.15 $1,351.50 $313.65 $940.95 $590.75 $0.00 $29.75 $0.00 $170.00 $22,610.00 $119.00 $1,190.00 $68.00 $0.00 $505.75 $1,011.50 $676.00 $2,028.00 $1,207.00 $2,414.00 eleSwitch TELESWITCH SUPPORT AGREEMENT Customer: _03-CITOFS ___________ _ Technologies that make sense Agreement Number: _____________ _ (Agreement number will be provided by Teleswitch Contract Admin) THIS AGREEMENT SETS FORTH THE TERMS AND CONDITIONS UNDER WHICH SWITCH TECH INTERNATIONAL, INC. DBA TELESWITCH. ("TELESWITCH") AGREES TO PROVIDE SUPPORT SERVICES FOR THE SHORETEL IP VOICE COMMUNICATION SYSTEM. BY SIGNING BELOW AND ACCEPTING THE SERVICES AND SUPPORT DESCRIBED ON ITS INVOICE, CUSTOMER AGREES TO BE BOUND BY AND ACCEPT THESE TERMS AND CONDITIONS. THIS AGREEMENT IS BETWEEN THE CUSTOMER AND TELESWITCH. 1.0 Definitions 1.1 After-Hours. All hours that are not included in On-Hours. 1.2 Business Day. Monday through Friday from 9:00am to 6pm, excluding holidays. 1.3 Holidays. TeleSwitch observes the following calendar days in the United States as holidays; New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, the day following Thanksgiving Day and Christmas Day. TeleSwitch may designate more additional holidays each year. 1.4 On-Hours. 9:00AM EST to 6:00PM EST, Monday through Friday. 1.5 System. The ShoreTel IP Voice Communication System. 1.6 Time of Coverage. Unless otherwise agreed in writing and signed by TeleSwitch and Customer, the period of support hours are stated in Exhibit A -TeleSwitch TeleSwitch Partner Support Program Data Sheet. 1.7 International. Any TeleSwitch product installed in a country other than the continental United States of America is defined as an International Deployment. Unless otherwise agreed to in writing and signed by TeleSwitch and Customer, TeleSwitch support is only available for Shoretel products in countries where Shoretel products are certified for use by Shoretel. Customer acknowledges that TeleSwitch may not nor is obligated under this Agreement to have a local service or sales presence in any particular foreign country .. This extends to but is not limited to service centers, replacement part stocking locations, and training centers. 2.0 Installation 2.1 Network Readiness. TeleSwitch recommends a network assessment prior to installing the System. This assessment need not be a TeleSwitch assessment. Support assistance, which in TeleSwitch's judgment could have been avoided by an assessment, will be billed at TeleSwitch's standard hourly rates. 2.2 Installation and Configuration. An installation plan is essential for a successful installation of the ShoreTel System. To ensure a successful installation, assessment and planning support may be purchased for the price set forth on TeleSwitch's then current price list. In the event Customer elects to perform a system installation without on-site installation assistance or remote installation assistance from TeleSwitch, and supplemental assistance is required from the TeleSwitch Technical Support Center, Customer may be charged an hourly rate set forth on TeleSwitch's then current price list for installation services. In the event that installation assistance requested by the Customer is ultimately determined by TeleSwitch Enterprise Support Agreement -Rev. 0410 TeleSwitch to be directly attributable to third party issues, (e.g., telco, network configuration, cabling, DHCP configuration), TeleSwitch will charge the Customer an hourly rate, set forth on TeleSwitch's then current price list for professional services. 3.0 Support 3.1 Authorized Contacts. TeleSwitch Support provides authorization for specific Customer employees to engage TeleSwitch's Technical Assistance Center (TAC). The Authorized Contacts may contact the TAC by sending e-mail, or by telephone. The number of specific Authorized Contacts Customer may designate and Customer's entitlements to TAC services are identified in Exhibit A -TeleSwitch TeleSwitch Partner Support Program Data Sheet. 3.2 Third Party Product Issues. In the event that product issues assigned to TeleSwitch are ultimately defined as third party issues the Customer may be charged an appropriate hourly rate from TeleSwitch's then current price list for TeleSwitch's efforts. 3.3 On Line Support. Each specified Authorized Contact, (as defined in section 3.1), shall be provided with a unique user account for the ShoreTel/TeleSwitch web site. Accessibility to individual areas of the ShoreTel/TeleSwitch web site is identified in Exhibit A -TeleSwitch Partner Support Program Data Sheet. 3.4 Telephone Support and E-Mail Support. Telephone Support and E-mail support is available during On-Hours. Any provisions for After-Hour or Holiday support are outlined in Exhibit A - TeleSwitch Partner Support Program Data Sheet. For International Deployments, unless otherwise agreed to in writing and signed by TeleSwitch and Customer, services identified in Exhibit A -TeleSwitch Partner Support Program Data Sheet, are available during TeleSwitch On-Hours (as defined in section 1.4). 3.5 ShoreGear Switch Hardware Support. ShoreGear switch support includes the support described above in paragraphs 3.3 and 3.4 plus advanced exchange, overnight replacement of failed ShoreGear switch units. Requests for overnight replacement requests must be received by no later than 2:00pm Pacific Time. Entitlement to hardware replacements and replacement hardware delivery commitments are outlined in Exhibit A -TeleSwitch TeleSwitch Partner Support Program Data Sheet. For International Deployments, unless otherwise agreed to in writing and signed by TeleSwitch and Customer, Hardware Maintenance Advanced Exchange Service identified in Exhibit A -TeleSwitch Partner Support Program Data Sheet, shall be delivery via reasonable efforts utilizing the most expedient shipping method available at the time the part 1 o eleSwitch Technologies that make sense replacement is requested by Customer. 3.6 ShorePhone IP Telephone Hardware Support. ShorePhone IP telephone support includes the support described in paragraphs 3.3 and 3.4 plus advanced exchange replacement of failed ShorePhone IP telephone units covered under this TeleSwitch agreement. Replacement delivery is via ground delivery service. Requests for expedited replacement may be made and is subject to TeleSwitch's then current expedite fee. Overnight delivery may be requested. Requestor is responsible for all overnight shipping fees and charges. Overnight replacement requests must be received by no later than 2:00pm Pacific Time. Entitlement to hardware replacements and replacement hardware delivery commitments are outlined in Exhibit A -TeleSwitch Partner Support Program Data Sheet. For International Deployments, unless otherwise agreed to in writing and signed by TeleSwitch and Customer, Hardware Maintenance Advanced Exchange Service identified in Exhibit A -TeleSwitch Partner Support Program Data Sheet, shall be delivery via reasonable efforts utilizing the most expedient shipping method available at the time the part replacement is requested by Cust~mer. 3.7 Response Standards. Response standards define the level of support that can be expected by TeleSwitch Customer. TeleSwitch's commitments surrounding these standards are defined in Exhibit A -TeleSwitch Partner Support Program Data Sheet. 3.8 Service Level Agreement. Service Level Agreements may be purchased in addition to the standard TeleSwitch Support described in this Agreement for the price set forth on TeleSwitch's then current price list. If Customer has purchased a Service Level Agreement, the terms thereof are set forth as Exhibit B to this agreement and by this reference such Service Level Agreement is incorporated herein and made part thereof; nothing herein shall relieve Customer of its obligation to pay for such Service Level Agreement. 3.9 On-Site Services. On-site support services for warranty support are covered under the scope of this agreement. Any on-site service for moves, adds or changes will be billed at the hourly rate specified in the attached Schedule A. This hourly rate is subject to change upon 30 days written notice to the customer. 4.0 Training 4.1 System Administration and Trainer Training. TeleSwitch will provide web-based System Administrator training during the term of this agreement for up to eight students. Attendees shall be a) individuals identified as Authorized Contacts set forth in Section 3.1 hereof and b) the Customers Help Desk employees who are typically System Administrators and/or trainers. 4.2 End User Training. TeleSwitch will provide end user training onsite at a reduced hourly rate of $125.00 per hour during the TeleSwitch Enterprise Support Agreement -Rev. 0410 TELESWITCH SUPPORT AGREEMENT Customer: _03-CITOFS, ___________ _ Agreement Number: _____________ _ (Agreement number will be provided by Teleswitch Contract Admin) term of this agreement. 4.3 Other Training. Computer-based training courses may be made available as a download from TeleSwitch's TeleSwitch web. Any QuickStart training sessions in addition to the interactive, virtual classroom sessions defined in sections 4.1, 4.2, 4.3, Exhibit A -TeleSwitch TeleSwitch Partner Support Program Data Sheet, are available and may be purchased for the price set forth on TeleSwitch's then current price list. S.O Software and Hardware 5.1 Software Updates and New Releases. TeleSwitch Customers will receive new software releases and applicable software maintenance updates during the term of the agreement as defined in Exhibit A -TeleSwitch Partner Support Program Data Sheet. Installation of such software releases and updates is not included as part of TeleSwitch Support and is the responsibility of the Customer. Software support does not entitle the Customer to new software that is designed to add additional applications or to provide functions that were not included in the software originally licensed. Such new software may be licensed separately from TeleSwitch. 5.2 Hardware Updates. In the event Shoretel deems it necessary to issue critical Engineering Change Orders, (nECO's"), TeleSwitch Customers will receive a replacement ShoreGear switch with those ECO's installed during the term of the agreement. 5.3 No Installation or Delay. The Customer may elect to not install or to delay the installation of ShoreWare System software or ShoreGear updates. If the Customer elects not to install two successive updates of either hardware or software, Customer will be subject to an update charge or may incur additional charges for support due to the additional costs associated with supporting older versions of the product 6.0 Customer Responsibilities 6.1 Help Desk. Customer shall establish their Help Desk as the support interface with TeleSwitch. Employees who bypass the Help Desk will be referred back to the Customer's Help Desk by TeleSwitch's TAC staff. 6.2 Authorized Contacts. Customer shall designate specific TeleSwitch Authorized Contacts within their Help Desk. Prior to contacting the TeleSwitch TAC for system assistance, each authorized contact will receive initial TeleSwitch product training and updated training as specified in Section 4.1. Customer shall maintain the responsibility of notifying TeleSwitch Contract Administration via fax, mail, or email in the event changes to the Customer's previously designated Authorized Contacts are required. 6.3 On Site Contacts. In situations in which the Customer has multiple locations, Customer shall provide at least one individual per location to work with TeleSwitch personnel to resolve cases if initial efforts to resolve the incident with the eleSwitch Technologies that make sense Customer's Help Desk are unsuccessful. These contacts can be system administrators and/or trainers that have received training per Section 4.1. 6.4 Latest Release. Customer shall maintain all ShoreTel hardware and software within two versions of current release level including ShoreGear held as replacement parts. Installation of new software and hardware is the Customer's responsibility and will be installed in accordance with TeleSwitch's specifications. Installation support for subsequent hardware and software purchases and/or releases are available as Professional Services and are priced separately. 6.5 Access. TeleSwitch reserves the right to remotely access Customer's system to a) review the final installation for quality assurance purposes, b) provide remote installation support, and/or c) for system auditing and license compliance reviews. Customer may elect to provide this access to the ShoreTel IP Voice Communication System server as well as any remote control software on the server as specified by TeleSwitch; provided, however, that if Customer does not elect to provide remote access, TeleSwitch shall charge Customer fees for on- site access in accordance with TeleSwitch's then-current price list. 6.6 Maintenance of Systems. Customer shall maintain the Switch room cable plant, ShoreWare server, including software updates, client PC's, LAN/WAN equipment, telephone sets, and all other third party products or applications. 7.0 Term and Termination. 7.1 Term. The initial term of this Agreement will commence on the date product is first shipped to Customer and will have a term of: X 1 Year 03 Years 05 Years 7.2 Renewal .. Renewal price is based on product list price at the time of purchase and at TeleSwitch's then list price for the current TeleSwitch Support plan. 7.3 Termination. Either party may terminate this Agreement upon 30 days' prior written notice to the other. There are no refunds for early termination of paid support contracts. 8.0 Pricing and Payment Terms 8.1 Price. Unless otherwise agreed by TeleSwitch and Customer in writing, pricing for the TeleSwitch Support plan is based on pricing set forth on TeleSwitch's then current price list. 8.2 Add-On Purchases. Support for all add-on purchases will be billed at the time of shipment, pro-rated for the remaining term, and at the rate on TeleSwitch's then current price list for the current TeleSwitch Support plan. All applicable taxes, if any, will be billed at the time Support Charges are invoiced. 8.3 Payments. Terms are net thirty (30) days. Accounts thirty TeleSwitch Enterprise Support Agreement -Rev. 0410 TELESWITCH SUPPORT AGREEMENT Customer: _03-CITOFS ___________ _ Agreement Number: _____________ _ (Agreement number will be provided by Teleswitch Contract Admin) (30) days past due will be subject to a monthly service charge at the authorized statutory rate for municipalities, Payment for the entire term of the agreement is due prior to the beginning of the term for which services are to be performed for all renewals. 9.0 Limited Warranty. TeleSwitch shall use its reasonable, best efforts to provide the support services defined in this Agreement and warrants that such services shall be performed in a professional manner. TeleSwitch will make available a list of supported hardware platforms, operating systems, database versions, and other third party software products for both the ShoreWare server software and ShoreWare client software and this warranty covers only the configurations set forth in the list. This warranty is contingent upon Customer's adherence to these supported configurations and following the proper installation and support practices and procedures in which the System was intended. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, TELESWITCH MAKES NO WARRANTIES OR CONDITIONS ON THE PRODUCTS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND TELESWITCH SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. 10.0 Unauthorized Equipment. It is TeleSwitch's policy to not extend TeleSwitch support or provide software for any TeleSwitch equipment purchased from an unauthorized third party. 11.0 Limitation of Liability. IN NO EVENT SHALL TELESWITCH'S LIABILITY UNDER, ARISING OUT OF OR RELATING TO ITS TELESWITCH SUPPORT PLAN OR THIS AGREEMENT EXCEED THE AMOUNT PAID TO TELESWITCH BY CUSTOMER FOR THE SERVICES GIVING RISE TO SUCH LIABILITY. IN NO EVENT WILL TELESWITCH BE LIABLE FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICE, UNAUTHORIZED CALLS THAT MAY BE MADE USING THE SYSTEM AND CHARGED TO THE CUSTOMER, ANY TELEPHONE TOLL FRAUD, OR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE. THE PARTIES ACKNOWLEDGE THAT THE SUPPORT CHARGES WERE DETERMINED BASED UPON THE FOREGOING LIMITATION OF LIABILITY. 12.0 Miscellaneous 12.1 Governing Law. The laws of the United States and the State of Florida, without reference to conflict of law principles govern this Agreement. Any dispute between the Customer and TeleSwitch regarding this Agreement will be subject to the exclusive venue of the state and federal courts in the State of 2 Technologies that make sense Florida. 12.2 Entire Agreement; Severability. This Agreement is the entire agreement between Customer and TeleSwitch with respect to support services provided by TeleSwitch and supersedes any other verbal or written communications or advertising. If any provision of this Agreement is held invalid, the remainder of this Agreement will continue in full force and effect. 12.3 Force Majeure. TeleSwitch is not liable for any failure or delay in performance due to any cause beyond its control. In Customer Name: _____________ _ By: ----------------------------- Name: ----------------------------- Title: __________________ _ Date: __________________ _ TeleSwitch By: ----------------------------- Name: __________________ __ Title: _________________ __ Date: __________________ __ TeleSwitch Enterprise Support Agreement-Rev. 0410 TElESWITCH SUPPORT AGREEMENT Customer: __ 03-CITOFS, ___________ _ Agreement Number: ~------------------------(Agreement number will be provided by Teleswitch Contract Admin) any event, if TeleSwitch's ability to deliver services is impaired by Customer or circumstances beyond TeleSwitch's control, TeleSwitch may terminate this Agreement, in which event; Customer will receive a refund for any unused portion of the service term for which it had paid. 1 3 TELESWITCH SUPPORT AGREEMENT Customer: _03-CITOFS Agreement Number: _______ ---:_---:_--:- (Agreement number will be provided by Teleswitch Contract Admin) TO BE COMPLETED BY TELESWITCH CONTRACT ADMINISTRATION: Term: ____________ through __________ _ PO#: ____________ Invoice #: ________ _ TeleSwitch Enterprise Support Agreement --Rev. 0410 4 ~eleSwitch Technologies that make sense TELESWITCH SUPPORT AGREEMENT Customer: _03-CITOFS, ___________ _ Jlgreement Number: . ___ --:----::-:--_---: ____ ----: (Agreement number will be provided by Teleswitch Contract Admin) TELESWITCH SERVICE AGREEMENT EXHIBIT A Partner Support Program Data Sheet Technical Assistance Center (TAC) • Hours of Service 7x 24 • After Hours 4 Hour Response • Authorized Contacts Up to Four Contacts may be designated TeleSwitch Web Access • Access the TeleSwitch Web Access Yes • Case Management Yes • Knowledgebase Yes Moves, Adds and Changes to System Configuration (MAC) • Reduced Hourly Rate for On Site MAC's $135.00/Hour • Remote/Web based MAC's Free Software Subscription Services • Software Updates Yes • Published Patches and Fixes Yes ShoreGear Switch Hardware Maintenance Services • Extended Warranty Yes • Advanced Exchange Yes • Delivery Method Next Business Day Delivery ShorePhone IP Telephone Hardware Maintenance Services • Extended Warranty • Advanced Exchange • Delivery Method 1,2 TeleSwitch Enterprise Support Agreement -Rev. 0410 NO NO Ground Delivery 1 Additional fee applicable for expedites handling 2 Requestor responsible for shipping charges for shipping method other tha n grou nd 1 5 eleSwitch TELESWITCH SUPPORT AGREEMENT Customer: _03-CITOFS, __________ _ Technologies that make sense Agreement Number: ___________ _ (Agreement number will be provided by Teleswitch Contract Admin) AUTHORIZED CONTACTS The following contacts are service/support contacts and are your internal support team. They will receive a unique login and password to the ShoreTel ShoreCare Web Center and will have access to the TeleSwitch Technical Support Center. • Company Name • Address (Line 1) • Address (Line 2) • City / State / Zip Code • Main Phone # • Main fax # AUTHORIZED CONTACT # 1 • Full Name • Title • Phone # • Fax# • Email Address AUTHORIZED CONTACT # 2 • Full Name • Title • Phone # • Fax# • Email Address AUTHORIZED CONTACT # 3 • Full Name • Title • Phone # • Fax# • Email Address AUTHORIZED CONTACT # 4 • Full Name • Title • Phone # • Fax# • Email Address TeleSwitch Enterprise Support Agreement --Rev. 0410 1 6 REQUEST FOR PROPOSALS H-25-10 VOIP PHONE SYSTEM NON-MANDATORY PRE-PROPOSAL CONFERENCE MARCH 22, 2010, 10:00 A.M. CITY COMMISSION CHAMBERS 100 WEST ATLANTIC BOULEVARD POMPANO BEACH, FLORIDA 33060 RFP OPENING: APRIL 6, 2010, 2:00 P.M. PURCHASING OFFICE 1190 N.E. 3RD AVENUE, BUILDING C (Front) POMPANO BEACH, FLORIDA 33060 Pompano Beach b*d ;~ir 2005 CITY OF POMPANO BEACH, FLORIDA REQUEST FOR PROPOSALS H-25-10 March 8, 2010 The City of Pompano Beach ("City') invites Proposals from qualified firms that can provide an IP telephone system that meets or exceeds the specifications listed in this Request For Proposal ("RFP"), including the design, implementation, and support of a new IP telephone system and interconnection of this system to the established multi-site data network. Proposals must not only meet the current functionality requirements, but should also be adaptable for future growth, as outlined herein. A. Background Information The City has approximately twenty-two (22) locations that are all connected by a point-to-point wireless or DSLlVPN LAN. This LAN is currently used only for data transmission, but will be used for VOIP in the future. The LAN has one main computer room located at City Hall and another smaller computer room at the City's Emergency Operations Center (EOC) located at the Water Treatment Plant. The current phone system consists of a Nortel Networks Option61c, located at City Hall, and an Optionllc, located at the EOC. In addition to City Hall, the Option61c provides service to the Commission Chambers, Fire Administration, and Fire Training. The Option 11 c provides service to the EOC and the entire Public Works campus. Both PBX's support Nortel M3900 voice terminals as well as any analog devices that may be required. In addition to the two PBX's, the city has six (6) Nortel Networks key systems of varying models and five (5) NEC Electra key systems. Most sites within the city with fewer than five (5) telephones are supported by AT&T Centrex lines and are equipped with single or dual line analog sets as needed. All sites, except where AT&T Foreign Exchange rules are exceeded, are covered by the city's four digit dialing plan. Our current voice system has 431 voice sets, 57 faxes, 418 DID lines, 170 Non DID lines and 38 Analog accessories. B. Scope of Work Current Voice System and Data Network The City has approximately 22 locations that are all connected by a point-to-point wireless or DSLlVPN LAN. Currently, the City uses this LAN for data only, but we wish to use it for VOIP also. Our LAN has one main computer room located at City Hall, and a smaller computer room at our EOC located at our Water Treatment Plant. RFP H-25-10 1 Initial Our current phone system consists of a Nortel Networks Option61c located at City Hall and an Optionl1c located at the EOC. In addition to City Hall, the Option61c provides service to the Commission Chambers, Fire Administration, and Fire Training. The Option 11 c provides service to the EOC and the entire Public Works campus. Both PBX's support Nortel M3900 voice terminals as well as any analog devices that may be required. In addition to the two PBX's, the city has six (6) Nortel Networks key systems of varying models and five (5) NEC Electra key systems. Most sites within the city with fewer than five (5) telephones are supported by AT&T Centrex lines and are equipped with single or dual line analog sets as needed. All sites, except where AT&T Foreign Exchange rules are exceeded, are covered by the city's four digit dialing plan. Our current voice system has 431 voice sets, 57 faxes, 418 DID lines, 170 Non DID lines and 38 Analog accessories. Current Data Network • We have approximately 35 Windows 2003 servers • Our wireless point to point connections between our buildings provide 11 bps download and 3 bps upload • Each building is wired for a minimum of 100MB Ethernet Sand & Spurs SM20 Civic Ctr SM 2 Cisco 1811 HP4000M Air Park SM4 STA 103 SM5 STA24 SM7 Preschool SM8 Golf Course SM9 Athletics SM 19 RFP H-25-10 Cemetery SM 13 City Hall Cisco 2800 City of Pompano Beach Canopy Network EOC SM 1 Cisco 1811 HP4208v1 HP 2324 HP 2224 HP4000M STA61 SM3 STA 11 ~VPN/DSL Larkins Center SM 11 CAT5 Cable HP 4000M .4-----+. Police Dept HP 4208V1 Fiber and CAT 5 CMM Streets and BridgesTower HP 1800-8G HP 1600M 2 Logistics SM 18 Highlands Center SM 17 M. McLeod 09-22-09 Initial General System Requirements The City is soliciting proposals for an IP compatible phone and voicemail system that meets or exceeds the specifications listed below: General • System equipment provided under this RFP shall be new (never used and the latest production model) • The vendor will provide free of charge a system wide network test of our current LAN to see if it will support the proposed VOIP solution • Vendor will quote any additional network equipment required to make their system operate efficiently. The City will decide whether to purchase this additional equipment from the same vendor or another source. This equipment may be used to replace or add to the current City network. This equipment will new, never used and the latest production model Phone Paging system at each of our six fire stations Call Control System • Redundant call control at separate locations • Simple communication across WAN connections w/o complete loss of service during WAN outages • Configured to support at least 500 users and scalable beyond 500 users • PC/Web based management interface • PC/Web based user interface • 99.999% Reliability Voice Mail Servers • Voice mail, 2 redundant severs, one at City Hall and the other at the EOC • Configured to support at least 500 users and scalable beyond 500 users • Configured to support at least 300 simultaneous voice mail access by users • SIP compatible • Web based management interface • Web based user interface • Integration with Microsoft Exchange e-mail server. Voice mail messages cannot be stored on the Exchange servers. Video Conferencing • Video/Web Conferencing for up to 12 users per work station • Integration of Video conferencing into Microsoft Outlook • Video cameras/devices to support video conferencing for 500 users RFP H-25-10 3 Initial IP Phones • Provide (100) Administrative Level sets o Multi-line (6 lines or greater LCD display (preferably color) o 10011 000 Base-T switch ports o Programmable buttons with light indicators o Full-Duplex speaker phone o Support headset connection o Integrated message waiting light o Integrated phone ringing light o Integrated fixed feature buttons(hold, transfer, conference, redial, VM access, and speaker) • Provide (380) General user level sets o All the same functionality as the Administrative set, except for only a 2 line phone • Provide pricing for (20) soft phones • Provide pricing for (20) portable phones Interactive Voice Response (IVR) • Must replace the City's current EASE CT Solutions IVR. • Full integration with the City's iSeries system via Sungard Public Sector's Naviline or iSeries Access ODBC • Able to be programmed through a web browser and/or GUI interface • Minimum 8 port system • The selected vendor must configure the new IVR to take over for the existing one and provide sufficient training for IT staff to be able to make future changes as needed. Auto Attendant • Must replace the City's current Nortel Call Pilot Auto Attendant. • The new Auto Attendant must provide at least 5 levels of nested menus • The selected vendor will convert the existing Auto Attendant applications to the new system and interview the relevant department heads to see if any changes are necessary. • The system can have no less than 16 channels. • The selected vendor must provide sufficient training for the IT staff to be able to make future changes to the system as needed. City wide Deployment and Training Services • Provide installation services for all core hardware • Provide Programming for VOIP system • Provide complete System Administration training for IT staff • Provide training sessions for multiple City employees at a time, until all are trained to use the new phone system RFP H-25-10 4 Initial c. System Features Matrix Using the following System Features Matrix, indicate if the proposed solution will support the feature listed and/or describe the proposed solution for the feature. Please explain if the feature is not fully supported in the solution proposed and provide pricing for the additional equipment/software/licensing necessary to fully support the feature. Some fields will require a brief explanation. Call Control Yes No Explanation/Notes Call Menus Call Hold Call Parking Call Forwarding Busy/No Answer Call Routing Conference Calling (Max number of users in Conference Call/Max concurrent CCs) Call Recording, with a reminder tone, must be able to be disabled system wide Auto Attendant Hunt Groups User Directory Interactive Voice Response Music Message on Hold Overhead Paging Group Paging through Phones Call Center Support Call Logging w/ Export Abilities Call Accounting Roaming User Support (Log Into Phone) Direct Inward Dial Enhanced 911 Caller 10 Multiple Line Appearance on Phones Message Waiting Light Stutter tone when message is waiting Messages on Hold Call Load Distribution Call Stack Depth (Indicate #) Call Center Software Platform Media Storage Type (Solid State?) 99.999% Availability Supported Protocols Moves, Adds and Changes Require Reboot? VLAN Supported? How is QoS managed? Types of phones supported RFP H-25-10 5 Initial Soft phone availability Long Distance Authorization codes System Reporting Call Parking Call on hold reminder Send to voice mail while ringing Voicemail Yes No Explanation/Notes Unified Messaging Outlook Integration (MS Exchange) Voicemail Software Platform Voicemail Hardware Platform 99.999% Availability Voicemail Storage Limit Voice mail Simultaneous Access Limit Maximum users that can be added to system Reliability Yes No Explanation/Notes Capability of calling 911 without power Ability to re-route to PSTN on failure Redundancy Maintenance and Upgrades Yes No Answer / Explanation Management Platform (PC, browser, etc.) Cost of adding users beyond the capacity of the system bid Event Logging Email Notification Security How is documentation and support provided? Scalability Built in monitoring and troubleshooting? Self administration wI nominal training? Single management interface for PBX, VM, ACD, E911, IVR, phones and users? Single management interface to manage all sites? Single management interface to manage all PSTN connections at all sites? Is there role-based system administration? RFP H-25-10 6 Initial D. Proposal Requirements Vendors should include sufficient documentation in their Proposal to allow the City to evaluate their response on the following points and others enumerated herein. The City of Pompano Beach reserves the right to solicit additional information from the proposers to determine which solution best meets the City's needs. Additional information may include, but is not limited to, past performance records, a list of available personnel, and any other pertinent information. Proposals are required to comply with the following conditions that are considered an integral part of this RFP. 1. The Proposal must remain valid for acceptance for a minimum of 120 days after Proposal opening. 2. This RFP must be included in the final contract between the vendor and the City of Pompano Beach. 3. Vendor is responsible for determining the amount of time needed to perform the scope of services requested in this RFP and shall provide a proposed schedule of critical dates in the Proposal, including a performance completion date not to exceed six (6) months. Vendor recognizes time is of the essence and that City will suffer financial loss of approximately $2,300 per month if the requested services are not timely completed in accordance with the performance completion date set forth in Vendor's Proposal. Vendor also recognizes the delays, expense and difficulties involved in proving its financial losses as a result of Vendor's untimely performance. Rather than require any such proof, the City will require the selected Vendor to contractually agree to pay liquidated damages of $75 per day (not a penalty), commencing thirty (30) days after the performance completion date set forth in Vendor's Proposal, for each day that Vendor has not completed the requested services. 4. The City shall evaluate the Proposal(s) and award any contract in consideration of the Proposal that is most advantageous to City. Factors to be considered shall include the evaluation criteria stated below and elsewhere in this document: RFP H-25-10 a. Price, net first-year cost to the City. b. Price, net ongoing costs to the City. c. Ability to provide a highly reliable and available VOIP network-based telecommunications solution set. d. Vendor Experience and qualifications: Evaluation of the vendor's experience in building intelligent network infrastructures and implementing VOIP Telephony technologies. 7 Initial e. Voice Messaging: Scalable, cost-effective voice messaging solution that integrates with Microsoft Exchange and supports industry standards. f. System Administration: Maximum flexibility for rapid, efficient, and cost- effective configuration changes, affecting personnel and associated VOIP telephone equipment through a standard browser-based interface. g. Interviews with entities currently using vendor's product. h. Vendor Support/Service Capabilities: Remote serviceability, technical support of the entire VOIP communications system, applications, vendor reputation. i. Ability to provide support from an established office in our Tri-County area (Broward, Palm Beach, Miami-Dade) with availability of service on a twenty four hour, seven day per week basis. ' j. Vendor must maintain its own, full time, qualified technical staff. The winning vendor may not employ subcontractors or 'Rent-a-Techs' for the design, implementation, or future service of the VOIP network. k. Scalability: Modular, cost-effective growth in both VOIP phones and applications over the next five years. 1. Ability to coordinate and work directly with telecom service provider during implementation ofthe new system and switch over. E. Pre-Proposal Conference A Pre-Proposal conference for all potential proposers will be held on March 22, 2010 beginning at 10:00 a.m. at the City Commission Chambers building, 100 West Atlantic Boulevard, Pompano Beach, Florida 33060. Attendance at this meeting is not mandatory, but is highly recommended. This will be the only opportunity to tour the affected City facilities. Technical staff will attend this meeting to discuss the intent and scope of the project. Any material clarifications or changes to scope discussed at this meeting will be published as an Addendum to the RFP. F. SubmissionlFormat Requirements The City of Pompano Beach, Florida will receive sealed proposals until 2:00 p.m. (local), April 6, 2010, in the City'S Purchasing Office, 1190 N.E. 3rd Avenue, Building C, Pompano Beach, Florida, 33060. E-mailed or faxed proposals will not be acceptable. Submit one (1) original and six (6) bound copies of the Proposal. All copies will be on 8-Yz" x II" plain white paper, typed, and signed by an authorized representative who is able to contractually bind the Proposer. To assure consistency, proposals must conform to the following format and include the following items, in the order presented below. 1. A title page showing the RFP subject; the firm's name and FEI number; the name, address and telephone number of a contact person; and the date of the proposal. RFP H-25-10 8 Initial 2. Table of contents with page numbers referenced. 3. Transmittal letter stating the Proposer's understanding of the work to be done; the commitment to perform the work; a statement why the firm believes itself to be the best qualified to perform the work; and a statement that the proposal is a firm and irrevocable offer for a 120-day period from the closing date of this RFP. Include the name and signature of the representative who has been authorized to submit the proposal on behalf of their firm. 4. A brief description of the company, including a history of experience, and any available brochures about the business. Contact information, including the name, address, phone number, e-mail address, and mailing address of the vendor's primary contact person, must be included in this section. 5. A minimum of five customer references and contacts, with name, phone number(s) and address, and how long they have been a customer. 6. A description of any deviations from the stated specifications, which are germane to the proposed services and/or costs. 7. The number of full time employees certified to work on the proposed system. 8. Detailed description of equipment and components. 9. Detailed network diagrams and drawings. 10. A complete description and associated costs of any proposed "electives" available that are not described in this RFP. 11. A cost quotation for the first year of the project. This quotation must be itemized and include all costs, including system license fees, hardware, installation, implementation, training, travel and per diem, documentation, software, maintenance, third party software and any other cost to make the system operational. 12. A cost quotation for the future years of the service. This quotation must be itemized and include all costs, including maintenance, upgrades, support, etc. 13. A detailed schedule of installation and implementation of the project. 14. Disclose any litigation within the past 5 years arising out your firm's performance. RFP H-25-10 9 Initial 15. City Provided Forms: a. Completed Small Business Enterprise participation forms b. All RFP pages, initialed where indicated c. Completed System Feature Matrix G. Questions and Communication All questions must be submitted in writing to the Purchasing Office, 1190 N .E. 3rd Avenue, Building C (Front), Pompano Beach, Florida 33060, fax (954) 786-4168. All questions must include the inquiring firm's name, address, telephone number and RFP name and number. Questions must be received by 2:00 p.m. on March 26, 2010, at the above location. No further questions will be accepted after this date. Oral and other interpretations or clarifications will be without legal effect. Questions and answers will be distributed to all firms known to have obtained the RFP document from the City via an Addendum. H. Addenda In the event it becomes necessary to revise, change, modify, or cancel this RFP, addenda will be issued to all known recipients of this solicitation. I. Acceptance Period Proposals submitted in response to this RFP must be valid for a period no less than one hundred twenty (120) days from the closing date of this solicitation. J. RFP Conditions and Provisions The completed and signed Proposal (together with all required attachments) must be returned to City on or before the time and date stated herein. All proposers, by submission of a Proposal, shall agree to comply with all of the conditions, requirements and instructions of this RFP as stated or implied herein. All Proposals and supporting materials submitted will become the property ofthe City. Any alteration, erasure, or interlineations by the proposer in this RFP shall constitute cause for rejection. Exceptions or deviations to this Proposal may not be added after the submittal date. All proposers are required to provide all information requested in this RFP. Failure to do so may result in disqualification ofthe Proposal. The City reserves the right to postpone or cancel this RFP, or reject all Proposals, if in its sole discretion it deems it to be in the best interest of the City to do so. RFP H-25-10 10 Initial The City reserves the right to waive any technical or formal errors or omissions and to reject all Proposals, or to award contract for the items herein, in part or whole, if it is determined to be in the best interests ofthe City to do so. The City shall not be liable for any costs incurred by the proposer in the preparation of Proposals or for any work performed in connection therein. K. Small Business Enterprise Program The City Commission has established a voluntary Small Business Enterprise ("SBE") Program to encourage and foster the participation of small businesses in the central procurement activities of the City. The City is strongly committed to ensuring the participation of Small Business Enterprises ("SBEs") as contractors and subcontractors for the procurement of goods and services. The City has set a 5% voluntary SBE goal for this engagement. For the purpose of the City's voluntary program, the definition of a SBE is taken from § 288.703(1), Florida Statutes. As of the date of this solicitation, a small business means an independently owned and operated business concern that employs 200 or fewer permanent full-time employees and, that, together with its affiliates, has a net worth of not more than $5 million or any firm based in Florida that has a Small Business Administration 8(a) certification. As applicable to sole proprietorships, the $5 million net worth requirement shall include both personal and business investments. The City encourages all firms to undertake good faith efforts to identify appropriate SBE partners. The City does not maintain a directory of certified small businesses. Other agencies, such as Broward County, the State of Florida, and others, certify small businesses. Sources of information on certified SBEs include the Broward County Small Business Development Division and the State of Florida Office of Supplier Diversity. Links to these organizations can be found on the City's website http://mypompanobeach.o.rg!directory/purchasing/index.html. SBE Forms are included in this solicitation package and all responding firms must return a response of participation or non-participation in order to be considered for evaluation purposes. Proposers who are able to meet the City's voluntary SBE goals must submit as part of their Proposal package the SBE Participation Form (Exhibit "A") and the Letter of Intent Form (Exhibit "B"). Proposers who are unable to meet the recommended goals must submit as part of their proposal package the SBE Unavailability Form (Exhibit C) and Good Faith Effort Report (Exhibit D). RFP H-25-10 11 Initial L. SelectionlEvaluation Process 1. 2. 3. 4. 5. 6. 7. A Selection/Evaluation Committee will be appointed and will be responsible for selecting the most qualified firm. The Selection/Evaluation Committee will then present their findings to the City Commission and upon their approval, negotiate contract with the most qualified firm. The Committee will rank responses based upon the following criteria: Criteria Ability to provide products and services as determined by qualifications, financial stability and past work completed in similar conditions. Overall responsiveness to the RFP. Proposed cost of products and services Quality of references Work plan and project deadline compliance System features and overall reliability Support capabilities including multi-site VOIP support experience Point Range 0-20 0-10 0-20 0-5 0-15 0-15 0-15 The Committee has the option to use the above criteria for the initial ranking to short-list proposers and to use an ordinal ranking system to score short-listed proposers following presentations (if deemed necessary) with a score of "1" assigned to the short-listed proposer deemed most qualified by the Committee. Each firm should submit documentation that evidences the firm's capability to provide the services required for the Committee's review for short listing purposes. After an initial review of the Proposals, the City may invite proposers for an interview to discuss the Proposal and meet firm representatives, particularly key personnel who would be assigned to the project. Should interviews be deemed necessary, it is understood that the City shall incur no costs as a result of this interview, nor bear any obligation in further consideration of the submittal. When more than three responses are received, the committee shall furnish the City Commission (for their approval) a listing, in ranked order, of no fewer than three firms deemed to be the most highly qualified to perform the service. If three or less firms respond to the RFP, the list will contain the ranking of all responses. The City Commission has the authority to (including, but not limited to); approve the recommendation; reject the recommendation and direct staff to re-advertise the solicitation; or, review the responses themselves and/or request oral presentations and determine a ranking order that may be the same or different from what was originally presented to the City Commission. RFP H-25-10 12 Initial M. InterviewsIPresentations Ifthe City considers it necessary, the Selection/Evaluation Committee will meet on April 21 for presentations from short-listed firms. All proposers are informed of this date so that they will be available should the Committee require a presentation from their firm. N. Insurance The insurance described herein reflects the insurance requirements deemed necessary for this project by the City. It is not necessary to have this level of insurance in effect at the time of submittal, but certificates indicating that the insurance is currently carried or a letter from the Carrier indicating upgrade ability will speed the review process to determine the most qualified Proposer. The successfill Proposer shall not commence operations, construction and/or installation of improvements until certification or proof of insurance, detailing terms and provisions of coverage, has been received and approved by the City of Pompano Beach Risk Manager. The following insurance coverage shall be required. a. Worker's Compensation Insurance covering all employees and providing benefits as required by Florida Statute, Chapter 440, regardless of the size of the company (number of employees). The Contractor further agrees to be responsible for employment, control and conduct of its employees and for any injury sustained by such employees in the course of their employment. b. Liability Insurance 1) Naming the City of Pompano Beach as an additional insured, on General Liability Insurance only, in connection with work being done under this contract. 2) Such Liability insurance shall include the following checked types of insurance and indicated minimum policy limits. Type of Insurance GENERAL LIABILITY XX comprehensive form XX premises -operations explosion & collapse hazard underground hazard operations hazard RFP H-25-10 LIMITS OF LIABILITY MINIMUM $1,000,000 OCCURRENCE/AGGREGATE bodily injury and property damage combined 13 Initial XX contractual insurance XX broad form property damage XX independent contractors XX personal injury AUTOMOBILE LIABILITY XX comprehensive form XX owned XX hired XX non-owned EXCESS LIABILITY XX umbrella form other than umbrella MINIMUM $1,000,000 OCCURRENCE/AGGREGATE bodily injury (each person) and bodily injury (each accident) bodily injury and property damage combined MINIMUM $1,000,000 OCCURRENCE/AGGREGATE bodily injury and property damage combined The certification or proof of insurance must contain a provision for notification to the City thirty (30) days in advance of any material change in coverage or cancellation. The successful Proposer shall furnish to the City the certification or proof of insurance required by the provisions set forth above, within ten (10) days after notification of award of contract. o. Standard Provisions 1. Governing Law Interested vendors will agree that agreements shall be governed by the laws of the State of Florida, and the venue for any legal action will be in Broward County, Florida. 2. Conflict Of Interest For purposes of determining any possible conflict of interest, each Proposer must disclose if any City employee is also an owner, corporate officer, or an employee of the firm. If any City employee is an owner, corporate officer, or an employee, the Proposer must file a statement with the Broward County Supervisor of Elections pursuant to § 112.313, Florida Statutes. 3. Drug Free Workplace RFP H-25-10 The selected firm(s) will be required to verity they will operate a "Drug Free Workplace" as set forth in Florida Statute, 287.087. 14 Initial 4. Public Entity Crimes A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a proposal on a contract to provide any goods or services to a public entity, may not submit a proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit proposals on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Florida Statute, Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 5. Patent Fees, Royalties, And Licenses If the selected Proposer requires or desires to use any design, trademark, device, material or process covered by letters of patent or copyright, the selected Proposer and his surety shall indemnifY and hold harmless the City from any and all claims for infringement by reason of the use of any such patented design, device, trademark, copyright, material or process in connection with the work agreed to be performed and shall indemnifY the City from any cost, expense, royalty or damage which the City may be obligated to pay by reason of any infringement at any time during or after completion of the work. 6. Permits The selected Proposer shall be responsible for obtaining all permits, licenses, certifications, etc., required by federal, state, county, and municipal laws, regulations, codes, and ordinances for the performance of the work required in these specifications and to conform to the requirements of said legislation. 7. Familiarity With Laws It is assumed the selected firm(s) will be familiar with all federal, state and local laws, ordinances, rules and regulations that may affect its services pursuant to this RFP. Ignorance on the part of the firm will in no way relieve the firm from responsibility . 8. Withdrawal Of Proposals RFP H-25-10 A firm may withdraw its proposal without prejudice no later than the advertised deadline for submission of proposals by written communication to the General Services Department, 1190 N.E. 3rd Avenue, Building C, Pompano Beach, Florida 33060. 15 Initial 9. Composition Of Project Team Firms are required to commit that the principals and personnel named in the proposal will perform the services throughout the contractual term unless otherwise provided for by way of a negotiated contract or written amendment to same executed by both parties. No diversion or substitution of principals or personnel will be allowed unless a written request that sets forth the qualifications and experience of the proposed replacement(s) is submitted to and approved by the City in writing. 10. Force Majeure If the CITY or VENDOR are unable to perform, or are delayed in their performance of any obligations under this RFP by reason of any event of force majeure, such inability or delay shall be excused at any time during which compliance therewith is prevented by such event and during such period thereafter as may be reasonably necessary for either party to correct the adverse effect of such event of force majeure. a. Events. An event of "force majeure" shall mean, but is not limited to, the following events or circumstances to the extent that they delay either the CITY or VENDOR from performing any of its obligations under this RFP: acts of God; fire; epidemics; earthquake; flood or other natural disaster; acts of the government; riots; strikes; and war or civil disorder. b. Economic Hardship. Economic hardship of the CITY or VENDOR shall not be considered an event of force majeure. c. Modification. In order to claim the benefit of this Paragraph, a party claiming an event offorce majeure shall be required to give the other party prompt written notice that specifically details the event of force majeure and diligently proceed to correct the adverse effect of any force majeure. Both parties agree that time is ofthe essence. 11. Contact Information RFP H-25-10 For additional information regarding this solicitation, please contact Ms. Leeta Hardin, General Services Director, at (954) 786-4098. 16 Initial SBEGOALANNOUNCEMENT RFP # H-25-10 The City of Pompano Beach is strongly committed to ensuring the participation of Small Business Enterprises (SBEs) as contractors and subcontractors for the procurement of goods and services. All firms responding to this solicitation are encouraged to participate in the City of Pompano Beach's Voluntary Small Business Enterprise (SBE) Program. The recommended, voluntary goal for this solicitation is 5 % for Small Business Enterprises. The SBE criteria being used is as stated in §288.703, Florida Statues. SBE Forms are included in this solicitation package and all responding firms must return a response of participation or non-participation in order to be considered for evaluation purposes. Responding firms should utilize SBEs certified by the State of Florida, Broward County and/or other local government jurisdictions with similar certification criteria. Proposers who are able to meet the City's voluntary SBE goals must submit the SBE Participation (Exhibit "A") and Letter of Intent (Exhibit "B") Forms as part of their proposal package. Proposers who are unable to meet the recommended goals must submit the SBE Unavailability Form (Exhibit C) and the Good Faith Effort Report (Exhibit 0) as part of their proposal package. RFP H-2S-1O 17 Initial EXHIBIT "A" CITY OF POMPANO BEACH, FLORIDA SMALL BUSINESS ENTERPRISE PARTICIPATION FORM RFP Number & Title: ___________ _ Contractor's Name: --------------------------- Name of Firm Contact Person, Telephone Number Type of Work to be Performed Contract Amount/Percentage (INCLUDE CERTIFICA TES FOR ANY FIRMS LISTED ON THIS PAGE) FOR CITY USE ONLY Total SBE Contract Participation _________ _ Are documents requested submitted accordingly YES NO RFP H-25-10 18 Initial EXHIBIT "B" LETTER OF INTENT TO PERFORM AS A SUBCONTRACTOR RFP Number ____ _ TO: (Name of Prime or General Contractor) The undersigned intends to perform subcontracting work in connection with the above contract as (check below) __ an individual __ a corporation __ a partnership __ a joint venture The undersigned is prepared to perform the following work in connection with the above Contract, as hereafter described in detail: (Date) (Name of SBE Contractor) BY: ----------------- RFP H-25-10 19 Initial EXHIBIT "C" SMALL BUSINESS ENTERPRISE (SBE) UNAVAILABILITY FORM RFP# ____ _ 1,------------------------------------------------------(Name and Title) of _______________________________ , certify that on the _____ day of ____________ , I invited the following SBE CONTRACTOR(s} to bid work items to be performed in the City of Pompano Beach: SBE Contractor Address Said SBE CONTRACTOR(s}: Work Items Sought Did not bid in response to the invitation Form of Bid Sought (i.e., Unit Price, Materials/Labor, Labor Only, etc.) Submitted a bid that was not the low responsible bid Other: __________________________________________ _ Signature: ________________________________ Date: ________ _ Note: Attach additional documents as available. RFP H-25-10 20 Initial EXHIBIT "0" GOOD FAITH EFFORT REPORT RFP#~ ___ _ 1. What portions of the contract have you identified as SBE opportunities? 2. Did you provide adequate information to identified SBE? Please comment on how you provided this information. 3. Did you send written notices to SBEs? Yes No If yes, please include copy of the notice and the list of individuals who were forwarded copies of the notices. 4. Did you advertise in local publications? Yes No If yes, please attach copies of the ads, including name and dates of publication. 5. Did you contact any organizations with large constituents of SBE members for possible sub-contractors? Please attach list of resource organizations used. 6. What type of efforts did you make to assist SBEs in contracting with you? 7. List the SBEs you will utilize and subcontract amount/percentage. RFP H-25-10 21 Initial 8. Other comments: ______________________ _ Note: Please attach the unavailability letters with this report. RFP H-25-10 22 Initial CITY OF POMPANO BEACH . . . . MANDATORY PRE-BID CONFERENCE SIGN IN SHEET BID NO. H-2S-10 UOIP PHONE SYSTEM DATE:~~ 2010 '. ATTEr.IDEES NOTE: Furnish complete information. This completed form becomes the basis of the mailing . list for all addenda. Only ~ompanies represented on this sheet may submit bids for the above named project. c.:;;..·I·~'" m/1r . ---(. . "C •• "", . '1r itle . CompanyYouRepresent Xe.-M 'T·d.),,} n() 1(:(Ji~:.c:;. Me . ' .' J CompanYMailingAdme~~/~5l~~,,~zx.~in~V~{~t'~7~~~·~i,_~~.~~~~x~L~~~[~tr~.f~), __ ~r<-~ __ -=~3~~_-~+_3~2~ T City state Zip Code Telephone Number (~J) 3Z5 -8. C&l.; Fax Number W) 3c.;.s -9 yV.0- Nam~ &b Company You Represent --+-7(-"-" ,f--j;..:!:.tJ'___--+:M ..... -e.e.:.-h~W.'_"~'_"~=~7JL9.L..I'--'ff'------------"---- Company Mailing Admess TelephoneNumber{~) ;lJ'f -,{52.5 J? Title Hort/ole CompanyMailingAddress ;;Zloty shiL!t~9. R/ If/ol ·Ff~vcl~k. FL ].?J2<.. City State Zip Code Telephone Number (9'f)'f 9', Go -2-7 b~ Fax Number ( ]'it 9GY-f'7R / Title companyYouR,epresent~C~'&J=-=~:.-=£!l.-.....J~o::.....::=/~ . .LAvi~::..:::::ll::...,~"....;'<-L..L... ____ '---_ / Company Mailing Admess _7",---,-~_(f'<._o_...::;:;5GJ,--· --=----'-/-..!.~-'-o~7/( ___ If1i_· _, !_"1I.....:.;-/---h-=~_?,...:..rt_~_ City Sta' Zip Code Telepho~eNumber(orf /71 -cf .J"6o Fax Number <3<i> ..233 -€J] b 7 CITY OF POMPANO BEACH MANDATORY PRE-BID CONFERENCE SIGN IN SHEET BID NO. H-2S-10 VOIP PHONE SYSTEM DATE:~~ 2010 ATTENDEES NOTE: Fwnish complete information. This completed fonn becomes the basis of the mailing list for all addenda. nly companies represented on this sheet may submit bids for the above named project. Telephone Number (JS/) ~3~b.ug_~-",O~O~0<'-IY!....-____ Fax Number ~ Sf) 7.;:) <) 'S Ob c.f Name Ch(~ [1Jl,Zl$.g., QrtS"tQQV\t Title Compmy You Roe"""t U 12os.<L Ie ch i'f> l (lcf':':':» ! 1\ ( . 3)""'- Company Mailing Address Y:Zo 5· ~ A..e, Sotkc20G\ Po..,a"'h f14 fL Cit! State r Zip Code TelephoneNumberfj.>t: 733 -3<?3'{-Fax NumberrS'4 ?«J. ,77;>] Name <·~r;~.e \ ~ Loc.o ocJ--o Company You Represent ---re. \ <:: S t.9.) \ -t-Gb Company Mailing Address ~ Cf ~O N vJ \ Oct ~ ~O{o..\} ~\ 33rid-. City State . Zip Code TelephoneNumber(2oi 6'i 3 -<1~9 0<. e...c-\ ~3Fax Number(3c5) 593 .gC).. d...O Title Company You Represent ~~/C,.q-~~k:S- Zip Code Company Mailing Address {;) d S-fl/w glZ.. \:) S' "\ City State Telephone Number ( ) 95</-/'Y7 35 C;; Q Fax Number ( CITY OF POMPANO BEACH MANDATORY PRE-BID CONFERENCE SIGN IN SHEET BID NO. _-=H=--::.:25=--.::.,;lO=-- VOIP PHONE SYSTEM DATE:...!!2.-! 22 2010 ATTENDEES NOTE: Furnish complete information. This completed form becomes the basis of the mailing list for all addenda. Only companies represented on this sheet may submit bids for the above named project. Name ---LB_e.. ±e--,-----,-tJ---=-<-1 c..=dOJ...l Q~r~-"",--e,,-,-Yl ____ --=~-=..:....::( e.:..--s.--....£.~~Cj+---V' Title Company You Represent __ ~--,,-' =6_J+-_Co_--=Wl,-,-¢t.....;;.....c.I-=.11..>..C;:...:C c"'-4....::.1!.--/..::.Q...:4.""-"'-> ________ _ 3;),(00 oJ Lv !-3. fl"c; P{}~fJAf1(J ~t~ FL 3306 T' Company Mailing Address City , state Zip Code Telephone Number (771.. -7 ~ 3 ~ ;) D (!) () Fax Number (ll~ ;< '6' "5 -c;~ 51) --I a-r ,..;-,,-e"t ,,·~,J(?NC oIIA L>..A \ Company You Represent _~.:..rf_(o~..:..L<.-.:....,,=_r__.:.ff ___ '=__ ~~rw_"-...J ___________ _ Company Mailing Address .-.:..3_()_sL} __ 1\j_--'~=:..:..a?_~_' _;).-"g::c--'-n..::.~~/lA-C..-6 __ ; __ )_.~_'_u.:..:..y_w_o«J _ __=3:.::3_t7_d_()_ City State Zip Code Telephone Number ( <7;>.3 ) ...Lq.=:.. .. S~1.f--"~:=O:::;'.L---=-;;L...::·~=3c.....7~ __ Fax Number ( Name Company You Represent __ --Lf<o~tf\Ll.lue,~Q'--~6"""_rn.=.LJrD~v~ty..L!...i.:=c..:.LfLtfL...L.!._J ~O::..;I\J~S ______ _ Company Mailing Address IS-cd s-(V1tJ 3 (l~S-t-$ur/-t(..[ Oe{({hTIO R3L/(/2 Zip Code City State Telephone Number (~ :>:bQ.. ['Rca 5"" Fax Number ( ) g 1"3' ~ ~ 0 6</"7, Name __ ~G~\w~~~~~A~m~ob=---~--__ -------------------~~~~~~-----­ Title Company You Represent __ ~aL'f\Q...:..:::::_\X)\~-=---~~~:i!.Y· ~~~ _____________ _ Company Mailing Address _--.-...:S:u..Q,L'"7L-li _~~, --=3>=-kli.:...·=..!.\<..xJ.-=-=· _:r~_.t:_7_ll_~\):::...~::::.v.!..::.:::Q, ___ ....:3=-~.:...?_=__t_1 [ City State Zip Code , Telephone Number ~ 32..1 . r II '1 0 Fax Number (i9{) 3'2..1· -f'f'1.5" CITY OF POMPANO BEACH MANDATORY PRE-BID CONFERENCE SIGN IN SHEET BID NO. _-=oH=--2=5,--.=..;10,--- VOIP PHONE SYSTEM ATTENDEES NOTE: Furnish complete infonnation. This completed fonn becomes the basis of the mailing list for all addenda. Only companies represented on this sheet may submit bids for the above named project. N"", ,--I Vli 4 P 11\'0 A~ .. ffihJT ~I'" I Company You Represent V-t L.Wf( \(~ I f!.£ ~ bA-' It' Compw,y M'iling Ad"",,, l (PO 'fit\< QUn-fJl( ~ Lv D fJ ;J,lJfAb Title City ~ -StateCJ1?' ip Code Telephone Number (q54 & q I I ~:1 q Fax Number ( (""'9~~~L:...._s:!~~~ Name Po..U-..\ Fc\\e r SQ~<:S ·tv\2r- Tit Company You Represent E \ a ct. Boy \=L Company Mailing Address 2 5"20 W tJo v\/ C \' \ ~ "c R d .s 3 O<.i 33069 City State Zip Code TelephoneNumber{56i 702-Q07 " Fax Number qsy Q20 -6647 Title Company You Represent ----z:x..6A.C-t!6'~ 'c.., / ~ . ~ S21/~/Clt7? Company Mailing Address /7 9-5"" ..11:/&:.5 tb ~Ldk;l1~ -4 &';').sz? Ci y State . Zip Code Telephone Number (yO) 97/ e?--/ ~ Company You Represent _-,4,-=---.:..-1 .-:c-F_' __ _ Fax Number &"t:1?) 1)/ . .)../<L/ $TbI:tE6lC-reAl-{ L-c""1tj) Title Company Mailing Address /3{n to. SuwlbsE dI.VD,,-::(ft.oo SUAJj.'Se) Fe-3 3 J.)..3 City State Zip Code Telephone Number (lsi) ~ 31( -/7.). { Fax Number( CITY OF POMPANO BEACH MANDATORY PRE-BID CONFERENCE SIGN IN SHEET BID NO. _-,,-H=--::;:25=--;:.:10=----- VOIP PHONE SYSTEM DATE: ~I 22 2010 ATTENDEES NOTE: Furnish complete infonnation. This completed fonn becomes the basis of the mailing list for all addenda. Only companies represented on tIus sheet may submit bids for the above named project. Acouflif-e;cec uh v-L Title Company You Represent ___ C_,_,,_~_gs_' _______________ --:-__ _ Company Mailing Address _--,Lf,-7_'/_3_S_U/_J_Y_7_A._' _C_T_-:::::A.-'-Ic-_..vl_".:..t __ -'-;t::.-:i..=::-,,...--_---'s'-;S-'-" -,-I S-:::-5-:-- City St3.te Zip Code Telephone Number (3as) -=-'?_C!_' ....:'1_o-"-3-=--_____ Fax Number e1 s ry Sf.$"""'6 -3 "/9 5 £.;~~~ j(~pr )./ANA«J{ Title Nom, 21/Cr/-TS ~.1>'Y A--r). T Company You Represent --0-.1---1<-'1--__________________ _ /J.,! /) <'.-CiJ~ C-'-. Company Mailing Address "7'Z¥ <Jt,::. L ~J. City State Zip Code TelePhoneNumber~S¥. 1to 9: ·8(003= Fax NumbeliStfy Yb'; -'499 Company You Represent S korcd :tec...b ~al O't5te..r Company Mailing Address /~(JlP Cuc.st Cyllt'(!U' l\-u-k... (ld . Au}(/.. E£ 131ap City State ' Zip Code qot&-d~/S- Telephone Number {f&'f> ~7/-/6 dO Fax Number (CloSe{) 1i?1 c9'/,',~ Name ~ GVV\~ s~ Title Company You R,epresent --I\rJ--iJA=-f--.,~:....,-------------:-------- Company Mailing Address q~ Sz ~ 1evr OIAA /}.J!\i\ ~ ~ ~ State Zip Code Telephone Number ( ) 9)\1-"ig '1~ \ b ~ G Fax Number ( ) _______ _ CITY OF POMPANO BEACH MANDATORY PRE-BID CONFERENCE SIGN IN SHEET BID NO. __ H_-_2-,,-S_-1;;;..;0_ VOIP PHONE SYSTEM DATE: ~ 22 / 2010 ATTENDEES NOTE: Furnish complete infonnation. This completed fonn becomes the basis of the mailing list for all addenda. Only companies represented on this sheet may submit bids for the above named project. Company You Represent W/j~JL IN, ,ok~.Q 5 Company Mailing Address ~ 131W,50 [dr!1. ~ tlrzhu' City FL State Telephone Number ('6t:o )tfLU-=-)=-~-=O....!"-=(p,-,,,(),-----,-,)q=~,-=-,q,--_ Fax Number (41) r) 5 S t) -t.f,3 } 0 CsJul8 Zip Code Name ____________________________________________________________ __ Title Company You Represent _________________________________________________ _ Company Mailing Address _________________________________________ .,.--:::'-"":,- City State Zip Code Telephone Number { ) ____________ Fax Number ( ) _________ ~ Name ___________________________________________ ~~--~------- Title Company You Represent ________________________________________________ _ Company Mailing Address ___________________ -'-________________________ :--:::-:_ City State Zip Code Telephone Number ( _______________ Fax Number( ) ____ ,-,-________ _ Name _____ ~ ______________________________________ ~~ _________ __ Title Company You Represent ________________________________ --,-__________ _ Company Mailing Address _________________ -= ____________ -::-______ ~:__::::_:- City . State Zip Code Telephone Number ( ) _____________ Fax Number ( ) ___________ ~ CITY OF POMPANO BEACH RESPONSES RFP H-25-10 VOIP Phone Systems 04/22/10 Company Responding: Address City, State, Zip AT&T 13450 W. Sunrise Blvd Sunrise, FI 33323 Celtic Communications 601 W. Congress Avenue, Ste 112 Delray Beach, FI 33445 CPT of South Florida Inc 2699 Striling Road, Ste A-1 01 Ft. Lauderdale, FI 33312 Milner Voice & Data ·3660 Park Central Blvd North Pompano Beach, FI 33064 Mitel 1193 Newport Center Drive West Deerfield Beach, FI 33442 Shared Technologies 6466 N. W. 5th Way Ft. Lauderdale, FI 33309 TeleSwitch 2920 N.W. 109th Avenue Miami, FI 33172 Page 1 of 1 CITY COMMISSION MEETING -JULY 13,2010 -AGENDA NO. 20l0-33 CONSENT AGENDA APPROVED I. Approval to award Bid 1-1-37-10, Golf Course Decorativc Pence, to the low bidder, Intercounty Engineering, Inc., in the amoLlnt of $247,125.80. (Staff Contact: Phyllis A. Korab/Claylon Young) ADOPTED 2. RES. NO. 2010-247: A RESOLUTION OF TI-IE CITY COMMISSION OF THE CITY OF POMPANO BEACH, FLORIDA, APPROVING AND AUTHORIZING THE PROPER Crry OFFICIALS TO EXECUTE A LOANED VEHICLE RISK ALLOCATION AGREEMENT BETWEEN TIlE CITY OF POMPANO BEACH AND MEDTEC AMBULANCE CORPORATION; PROVIDING AN EFFECTIVE DATE. (Staff Contact: I-Iarry L. Small) (-------) APPROVE]) I 3. Approve ranking order for RFP H-25-1O "VOIP Phone System," and authorize \..---_/ staff to negotiate a contract with the highest-ranked firm, Telcswitch. (No cost at this time.) (Staff Contact: Gene Zamoski) API'ROV(~J) 4. Approval to replace Mitchell Moore Air Conditioning system by Job Order Contractor (JOC), Shiff Construction & Development, Inc. (City's Cost: $129,232.00) (Staff Contact: Robert McCaughan) AOO}>TED 5. RES. NO. 2010-248: A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF POMPANO BEACH, FLORIDA, APPROVING AND AUTHORIZING THE PROPER CITY OFFICIALS TO EXECUTE A CONSULTANT AGREEMENT BETWEEN THE CITY OF POMPANO BEACH AND CAMP DRESSER & MCKEE INC. FOR CONTINUING CONTRACT FOR ENGINEERING SERVICES FOR WATER AND RECLAIMED WATER TREATMENT PLANT PROJECTS; PROVIDING AN EFFECTIVE DATE. (Staff Contact: Phyllis A. Korab) 2 Meeting Date: 07/13/10 Agenda Item REQUESTED COMMISSION ACTION: x Consent Ordinance Resolution ConsiderationlDiscussion Presentation SHORT TITLE Approve ranking order for RFP H~25-10 "VOIP Phone System", and authorize staff to negotiate a contract with the highest-ranked firm, Teleswitch. (No cost at this time.) Summary of Purpose and Why: RFP H-25-10 was issued to obtain responses from firms to provide a VOIP (Voice Over Internet Protocol) telephone system. City Commission approval of the ranking order presented by the Selection/Evaluation Committee is requested, and authorization is requested for appropriate City staff to negotiate a contract with the highest-ranked firm. Teleswitch. Further authorization is requested to continue with the succeeding ranked firms should an impasse occur in the negotiations with the recommended firm. The recommended firm indicated they would not have SBE participation. (1) Origin of request for this action: ....:s:::.ct::::aff:..:....... _____________ -.,. ___ -~__:=-- (2) Primary staff contact:: Gene Zamoski, I.T. Director 954 786-4537 (3) Expiration of contract, if applicable: -.:..::n/.=a _____________________ _ (4) Fiscal impact and source of funding: _n~o::....::.:co:..:s:.:t..:::a:.:..t .:::..th:::is:...:t:;.:im.:.:.e=--_______________ _ DEPARTMENTAL COORDINATION Info. Technologies General Services Finance Budget lL City Manager DATE 6/28/10 DEPARTMENTAL RECOMMENDATION approve ACTION TAKEN BY COMMISSION: Ordinance 1st Reading 2nd Reading Resolution 1st Reading DEPARTMENTAL HEAD SIGNATURE ConsideratioQ Results: Workshop Results: To: From: Subject: MEMORANDUM Dennis W. Beach, City Manager Leeta Hardin, General Services Director~~ Background for RFP H-25-1 0 "VOIr Phone System" Contract Need/Background Purchasing # 10-071 June 28, 2010 The Request for Proposals (RFP) #H-2S-JO was issucd to select a firm to provide a VOIr (Voice Over Internet Protocol) telephone system to replace the City's current systems. Gene Zamoski, Information Technologies Dircctor, provided the project scope of services. Mailing List The mailing list for this project was created by using companies suggested by the rcquesting department, companies that have responded to prior solicitations, companies that have requested their names be placed on the mailing list, and companies from appropriatc listings in other sources. Number of firms subinitting proposals ....................... ., ................................................ 7 Advcrtising The RFP was advertised in the Sun Sentinel, and notices were sent to bid notice agencies throughout the nation. The RFP package was also posted on the City's web page for download by interested firms. Selection/Evaluation Committee Seven responses were received to the solicitation. The Selection/Evaluation Committee met on May 26 to review and evaluate the responses, and again on June 14 for presentations from the short-listed firms and to create a final ranking (both public meetings). Copies of the minutes, voting matrix, and scoring sheets from each meeting are attached. Recommendation The recommendation from the Selection/Evaluation Committee to the City Commission is to awrove the ranking order, and authorize the City staff to negotiate a contract with the highest-ranked firm, Tcleswitch. Additional authorization is requested to continue negotiations with the remaining finns in ranked order to complete a contract in case of an impasse in negotiations with the recommended firm. This solicitation was assigned a voluntalY 5% Small Business Enterprise participation goal; the highest- ranked firm indicated they do not usc subcontractors and would not have SSE participation. attachments cc: file FINAL MEETING MINUTES SELECTION I EVALUATION COMMITTEE RFP #H-25-1 0 VOIP PHONE SYSTEM City Manager's Conference Room Commencing at 9:00 a.m. 6/14/10 This was the second meeting of the Selection/Evaluation Committee. This meeting was held for presentations from the three firms that had been scored highest by the Committee at the initial meeting held on May 26. This meeting was posted as a "Public Meeting" both at City Hall and at the Purchasing Division office, and on the City's website. Committee members in attendance were: Barbara Harrison, IT Analyst I (Voting) David Hersh, IT Analyst I (Voting) Jim Martin, IT Supervisor (Voting) Michael McLeod, IT Analyst IV (Voting) Gene Zamoski, IT Director (Voting) Leeta Hardin, General Services Director (Non-Voting) The meeting schedule was: June 14 (Monday), 9:00 a.m.-12:00 p,m., presentation by Teleswitch (Committee recess 12-1) June 14 (Monday), 1 :00 p.m.-4:00 p.m" presentation by Mitel (recess at 4, until next day) June 15 (Tuesday), 9:00 a.m.-12:00 p.m" presentation by AT&T (recess at 12, until next day) June 16, 9:00 a,m" Committee to discuss and score Presentations were conducted on Monday and Tuesday. Each firm was given up to three hours for their presentation and questions from the Committee. In advance of the meeting, all firms were sent a set of issues they were to clarify in their presentation. During their presentations. the firms discussed their capabilities, experience, and distinguishing features of their company. Some firms provided live demonstrations of equipment. The Committee had specific follow-up questions for each firm. The Committee reconvened on Wednesday to discuss their perception of each presentation and each firm's overall response to the City's project. The General Services Director reviewed evaluation procedures. Voting Committee members scored the firms using the weighted-point criteria published in the RFP, The members scored the short-listed firms with the following results: 1 Teleswitch ............................................ 489 points 2 Mitel ...................................................... 398 points 3 AT&T .................................................... 386 pOints (Copies of the voting matrix and scoring sheets are attached to these minutes.) An agenda item will be prepared to present the final ranking to the City Commission for their approval to negotiate a contract with the highest-ranked firm, Teleswitch Technologies. The meeting adjourned at approximately 10:30 a.m., June 16. Analysis & Comparison, FINAL Ranking, 6/16/10, RFP H-2S-1O VOIP Phone System Potential Points AT&T Mitel TeleSwitch Committee Members (Totals) Ability to provide products and services as determined by qualifications, financial stablity and past work completed in similar conditions 0-20 79 75 99 Overall responsiveness to the RFP 0-10 31 42 48 Proposed cost of products and services 0-20 84 83 100 IQuality of references 0-5 17 21 23 Work plan and project deadline compliance 0-15 60 63 69 System features and overall reliability 0-15 47 50 75 Support capabilities includinq multi-site VOIP SUDDort 0-15 68 64 75 Total "" 386 398 489 Potential Committee Member Points AT&T Mitel TefeSwitch Barbara Harrison Ability to provide products and services as determined by qualifications, financial stablity and past work completed in similar conditions 0-20 14 15 19 Overall responsiveness to the RFP 0-10 7 7 9 Proposed cost of oroducts and services 0-20 17 13 20 IQuality of references 0-5 1 3 4 Work plan and project deadline compliance 0-15 9 12 14 System features and overall reliability 0-15 8 10 15 Support capabilities includinq multi-site VOIP SUPDort 0-15 13 10 15 Total = 69 70 96 Potential Committee Member Points AT&T Mitel TeleSwitch David Hersh Ability to provide products and services as determined by qualifications, financial stabHty and past work completed in similar conditions 0-20 15 10 20 Overall responsiveness to the RFP 0-10 4 10 9 Proposed cost of products and services 0-20 17 19 20 IQuality of references 0-5 5 5 5 Work plan and project deadline compliance 0-15 11 14 15 System features and overall reliability 0-15 5 8 15 Support capabilities includinq multi-site VOIP SUPDort 0-15 15 15 15 Total = 72 81 99 Potential Committee Member Points AT&T Mitel TefeSwitch Jim Martin Ability to provide products and services as determined by qualifications, financial stablity and past work completed in similar conditions 0-20 20 20 20 Overall responsiveness to the RFP 0-10 10 10 10 Proposed cost of products and services 0-20 19 18 20 IQuality of references 0-5 5 5 5 Work plan and project deadline compliance 0-15 15 15 15 System features and overall reliability 0-15 14 14 15 Support capabilities includinq multi-site VOIP SUDPort 0-15 15 15 15 Total :;:; 98 97 100 Potential Committee Member Points AT&T Mitel TeleSwitch Michael McLeod Ability to provide products and services as determined by qualifications, financial stablity and past work completed in similar conditions 0-20 20 20 20 Overall responsiveness to the RFP 0-10 5 5 10 Proposed cost of products and services 0-20 19 18 20 [Quality of references 0-5 4 4 5 Work plan and project deadline compliance 0-15 15 12 10 ~stem features and overall reliability 0-15 15 13 15 Support capabilities includinq multi-site VOIP support 0-15 15 14 15 Total :::: 93 86 95 Potential Committee Member Points AT&T Mitel TefeSwitch Gene Zamoski Ability to provide products and services as determjned by qualifications, financial stablity and past work completed in similar conditions 0-20 10 10 20 Overall responsiveness to the RFP 0-10 5 10 10 Proposed cost of products and services 0-20 12 15 20 Quality of references 0-5 2 4 4 Work plan andproject deadline compliance 0-15 10 10 15 System features and overall reliability 0-15 5 5 15 Support capabilities including multi-site VOIP SUPPort 0-15 10 10 15 Total :::: 54 64 99 Potential Points AT&T Mitel TeleSwitch Committee Members (Average} Ability to provide products and services as determined by qualifications, financial stablity and past work completed in similar conditions 0-20 16 15 20 Overall responsiveness to the RFP 0-10 6 8 10 Proj2osed cost of products and services 0-20 17 17 20 iQuality of references 0-5 3 4 5 Work plan and project deadline compliance 0-15 12 13 14 System features and overall reliability 0-15 9 10 15 Support capabilities inc!udinq multi-site VOIP support 0-15 14 13 15 Total = 77 80 98 RESOLUTION NO. 2011-~ CITY OF POMPANO BEACH Broward County, Florida A RESOLUTJON OF THE CITY COMMISSION OF THE CITY OF POMPANO BEACH, FLORIDA, APPROVING AND AUTHORIZING THE PROPER CITY OFFICIALS TO EXECUTE A MASTER SALES, SOFTWARE LICENSE AND SUPPORT AGREEMENT BETWEEN THE CITY OF POMPANO BEACH AND SWITCH TECH INTERNATIONAL, INC. D/B/A TELESWITCH; PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF POMPANO BEACH, FLORIDA: SECTION 1. That an Agreement between the City of Pompano Beach and Switch Tech International, Inc. d/b/a Teleswitch, a copy of which Agreement is attached hereto and incorporated by reference as if set forth in full, is hereby approved. SECTION 2. That the proper City officials are hereby authorized to execute said Agreement between the City of Pompano Beach and Switch Tech International, Inc. d/b/a Teleswitch. SECTION 3. This Resolution shall become effective upon passage. PASSED AND ADOPTED this ~ day of GBLljrm 9/24/10 l:reso/20 1 0-406 October, 2010. ;21. eleSwitch Technologies that make sense Switch Tech International, Inc. d/b/a TELESWITCH MASTER SALES, SOFTWARE LICENSE, AND SUPPORT AGREEMENT This Master Sales, Software License, and Support Agreement is made this i!L day of October ,2010, by and between Switch Tech International, Inc. d/b/a TELESWITCH, a Florida corporation, whose principal place of business is 2920 NW 109th Ave., Miami, Florida 33172 (hereinafter referred to as "TELESWITCH") and The City of Pompano Beach , whose address is 100 West Atlantic Blvd., Pompano Beach FI, 33060 {hereinafter referred to as the "Purchaser"). For and in consideration of the mutual covenants and agreements herein contained, the parties hereto do hereby agree as follows. 1. EQUIPMENT PURCHASE and RFP H-25-10 TELESWITCH agrees to sell and deliver to Purchaser. and Purchaser agrees to buy and accept the machinery, equipment and other communication hardware (but, however, excluding any software contained herein or which is part thereof), workstations, peripherals, accessories and parts described in quote section of this Agreement, attached hereto and made a part hereof (the "Equipment"). Incorporated herein, and made a part of the terms and conditions hereof, are each of the terms and conditions of the City of Pompano Beach RFP-25-1 O. Attached hereto in Appendices A though 0 are the Sales Invoice and the Master Price lists. Unless discontinued by the manufacturer or otherwise not commercially available, Teleswitch shall sell to the City, upon written request by the City, any items/services/software listed in Appendices A-D and the prices set forth therein. The prices set forth in Appendices A through 0 shall remain valid for a period of 5 years from the date this Agreement is first entered. Any conflict between the terms of this Agreement and the RFP shall be resolved in accordance with the language of the RFP. 2. SOFTWARE LICENSE. Subject to the terms of this Agreement, TELESWITCH hereby grants to Purchaser a personal, non-transferable, non-exclusive license to use th.) software owned and manufactured by ShoreTel and a sublicense (the "license" and "sublicense" referred to collectively as the "License") to use any third party software contained in, or made a part of ShoreTel software or provided in conjunction with the Equipment, and all related documentation, as described in Appendix "A" (collectively, the "Software"). This grant is limited to use of the Software solely for Purchaser'S own use at the Installation Site (s) (as described in Appendix A) and only on TELESWITCH supplied and installed Equipment, or other equipment authorized by TELESWITCH, for which the Software is first provided or installed, except as otherwise provided herein. The Software may be copied, subject to the proper inclusion of any and all copyright and proprietary notices, solely for archival and back-up purposes, or to replace a worn or defective copy. If Purchaser is unable to operate the Software on the EqLlipment due to its malfunction, the Software may be transferred temporarily to back-up equipment. Purchaser agrees and acknowledges that the Software and reiated documentation is confidential and proprietary information of ShoreTel, INC. or any third party vendor from whom TElESWITCH has acquired rights to license any portion of the Software. Purchaser shall not reverse compile. disassemble vr otherwise reverse engineer, embed within any other software product, or modify in any manner whatsoever, including modifications to source code with respect thereto. the Software in whole or in part. Purchaser shall not disclose, provide or otherwise make available the Software or any part or copies thereof to any person, firm, organization or employees, other than to employees of the Purchaser who have a legitimate need therefore, without the prior written consent of TELESWITCH. The Purchaser shail take all appropriate actions by instruction, agreement or otherwise, with any persons permitted access to the Software, necessary to satisfy Purchaser'S obligatIOns under the Agreement. All rights, title and interest to, and all applicable rights in patents, copyrights and trade secrets in the Software or any of its parts thereof, shali remain vested in full in ShoreTel or in any third party vendor from whom TELESWITCH has acquired rights to license any portion of the Software not withstanding the grant of the License pursuant to the terms of this Agreement. The License shall commence on the date the Software h&s been installed at the Installation Site(s) and continue perpetually unless terminated for non-payment of License fees or for any breach by Purchaser of the provisions of this Software License Initials I .~ .. ~) ./ ( -':,/' SS. TELESVvlTCH M&ster Sales, Support and Software License P.g:t:ement 9/27/2010 10f23 or this Agreement. Any use of the Software on any equipment other than that for which it was obtained or authorized by TELESWITCH or for purposes for which it was not designed, or any unauthorized removal of the Software from the United States, shall automatically terminate this License. Purchaser agrees that upon notice of termination of this License or this Agreement pursuant to the terms herein, the Purchaser will immediately return the Software and all portions and copies thereof as directed by TELESWITCH. 3. DELIVERY AND DELAYS. A TELESWITCH shall deliver the Equipment and Software on the date specified by Purchaser in writing and agreed to by TELESWITCH (the "Delivery Date"). Purchaser may designate a specific carrier on an order. TELESWITCH reserves the right to choose an alternate carrier if shipments are not picked up within forty-eight (48) hours after notification. The Delivery Date is approximate and represents the best estimate of the time required for delivery, assuming prompt receipt of all necessary information from Purchaser. B. TELESWITCH shall not be liable for any delay in delivery and/or installation of the Equipment and Software due to causes beyond the reasonable control of TELESWITCH, including, without limitation, acts of God (such as, storms, fires, floods or epidemics), acts of Purchaser, power shortages, enactment or adoption of any law, ordinance, regulation or ruling interfering or rendering more burdensome production, lack of usual means of transportation, inability to obtain necessary labor, materials, supplies or components from manufacturer, or other similar causes. Upon such delay, the Delivery Date will be extended for a period equal to the time lost. The full amount of the merchandise will not be decreased but delivery shall be deferred. If the contingencies herein named, or other causes of like character, prevent or interfere with the delivery of the equipment ordered, Purchaser shall accept such portion of the Equipment and Software as TELESWITCH is able, under the circumstances, to procure and deliver. If the Delivery Date is rescheduled as a result of Purchaser, Purchaser's agents, contractors or representatives (excluding TELESWITCH) the rescheduling provisions of Section 10 of this Agreement shall apply. 4. SECURITY INTEREST AND INSURANCE. A To the extent authorized by and pursuant to the procedures required in Purchaser's Municipal Charter, Code of Ordinances, and Florida Statutes governing Municipal Corporations, Purchaser hereby grants TELESWITCH a purchase- money security interest of a type and nature not requiring a referendum, until all payments, with interest therein, has been madt= and all other obligations of the Purchaser due to TELESWITCH hereunder have been fully satisfied. Purchaser shall promptly upon notification by TELESWITCH execute any document required to perfect this security interest. A copy of this Agreement may be filed for the purpose of perfecting such security interest at any time after execution. Until payment in full of all amounts due hereunder is received by TELESWITCH, Purchaser shall not sell, transfer, mortgage, pledge or dispose of the Equipment, or permit any lien to be placed or remain thereon. If Purchaser makes an unauthorized disposition of the EqUipment, TELESWITCH shall have a security interest in and to the proceeds of such disposition in whatever form they are received by Purchaser. Whether now owned or hereafter acquired, any and all increases, additions, accessions, attachments or repairs added to or placed upon the Equipment or any part thereof, and all substitutions or replacements of the Equipment or any part thereof, shall be deemed a component part of the Equipment and a security interest shall pass onto TELESWITCH and remain in it until all amounts and charges to be paid by Purchaser hereunder are paid in full. B. From the date of delivery and until payment in full of the entire purchase price and charges as set forth in this Agreement, Purchaser shall obtain and maintain, at its own expense, adequate insurance against all risk of loss or damage in any amount not less than the amount of the unpaid purchase price and charges. Purchaser assigns to TELESWITCH all rights to receive the insurance proceeds not exceeding the unpaid balance due TELESWITCH and directs any insurer to pay all proceeds directly to TELESWITCH and authorizes TELESWITCH to endorse any draft for proceeds there from. 5. PA YMENT TERMS AND CHARGES. A Purchaser shall pay to TELESWITCH the prices for the EqUipment and license fees for the Software specified on Appendix "A" to this Agreement (collectively known as the "Purchase Price"). Payment of the Purchase Price shall be made by Purchaser as follows: (i) 50% due with execution of signed Sales Agreement (ii) 25% due upon delivery of equipment (iii) Balance due upon installation and proper operation of the completed system as set forth in Appendix A attached Purchase may elect to obtain lease financing through an approved leasing company in which the lease contract shall be the final document containing terms and conditions of sale. All prices are subject to adjustment by TELESWITCH at any time upon thirty (30) days notice. Such price adjustments shall not apply to accepted Purchase Orders. A service charge of one and one-half percent (1.5%) per month will be charged to all accounts that are delinquent for more than fifteen (15) days from the date of invoice TELESWITCH Master Sales, Support and Software license Agreement 9/2712010 20123 B. Unless otherwise agreed, prices and license fees are exclusive of sales, use and all other similar taxes levied against the sale, delivery, licensing or use of the Equipment and Software, and all freight and carrier charges. TELESWITCH shall invoice separately for taxes and freight and carrier charges, and such charges shall be in addition to the Purchase Price. If Purchaser has obtained an exemption certificate acceptable to tax authorities, it must be provided to TELESWITCH prior to execution of this Agreement by TELESWITCH. Additionally, the Purchase Price does not, unless specifically stated, include conduit or conduit boxes required by municipal code, teflon fire rated cable or telephone wall kits if required. 6, RISK OF LOSS, TITLE AND NON-ASSIGNABILITY. Risk of loss or damage to the Equipment and Software shall pass to Purchaser upon their delivery by TELESWITCH to the carrier. Title to the Equipment or any portion thereof shall not pass to Purchaser until payment in full therefor is received by TELESWITCH. The License to the Software licensed hereunder is personal to Purchaser and Purchaser shall not transfer, sublease, assign or deliver, except to an affiliated company(s). the Software or such license to another without the prior written consent of TELESWITCH. 7. SITE PREPARATION AND INSTALLATION. Before delivery and installation of the System (as defined in Section 16A herein), Purchaser shall make available a safe and suitable place for installation and, at its expense, prepare the Installation Site in accordance with the specifications that TELESWITCH or the manufacturer or vendors of the Equipment may supply. The System shall be installed by TELESWITCH at no additional charge only if the applicable price list states that installation is included in the price. Installation shall be deemed completed upon successful conclusion of TELESWITCH's standard test procedures. TELESWITCH shall be under no obligation to install Equipment or Software unless: (a) the Equipment and Software are properly treated; (b) all prerequisite Products and the Installation Site are properly prepared; and (c) EqUipment. products and site are made available to TELESWITCH immediately upon delivery. Installation of Software shall be in accordance with the then current applicable software product description of service or service description. TELESWITCH does not accept responsibility to connect TELESWITCH's products to equipment not supplied by TELESWITCH Should TELESWITCH, at its option, connect these products, TELESWITCH shall not be responsible for any damages or malfunction which may result 8. LIMITED WARRANTY AND REMEDIES A. 'EQUIPMENT WARRANTY. TELESWITCH makes no warranty of any kind, expressed or implied except that goods sold under this order shall be free of manufacturer's defects as specified in any warranty supplied by the manufacturer. Purchaser assumes all risk and liability resulting from the use and/or installation of the goods, whether used singly or in combination with other goods. TELESWITCH neither assumes nor authorizes any person or entity to assume for seller any liability in connection with the sale or use of the goods sold, and there are no oral agreements or warranties collateral to or affecting this agreement other than as specifically set forth herein. MANUFACTURER WILL AT IT'S OPTION REPAIR REPLACE OR MAKE APPROPRIATE ADJUSTMENT WHERE MANUFACTURER'S INSPECTIONS DISCLOSES ANY SUCH DEFECT OCCURING IN NORMAL USAGE WITHIN THE TIME THIS PRODUCT IS WARRANTIED BY THE MANUFACTURER AFTER DELIVERY. TELESWITCH EXPRESSLY DISCLAIMS ALL RESPONSIBILITY FOR CONSEQUENTIAL DAMAMGES OF ANY NATURE OR DESCRIPTION WHATSOEVER. IN NO EVENT SHALL TELESWITCH TECHNOLOGIES LlABILOTY HEREUNDER EXCEED THE ACTUAL PRICE FOR THE PRODUCT. TELESWITCH TECHNOLOGIES FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR USE AND ALL OTHER WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED EXCEPT AS SPECIFICALLY SET FORTH HEREIN. B. EXCLUSIONS. The foregoing limited warranty does not cover damages, problems, malfunctions or service failures caused by: (1) actions of any non-Purchaser personnel; (2) failure to follow TELESWITCH's installation, operation or maintenance instructions; (3) combination, operation, association or use of the Software with materials and equipment not supplied or authorized by TELESWITCH; (4) alterations or modifications, repair or attempted repairs to the Software or Equipment by anyone other than TELESWITCH TECHNOLOGIES or TELESWITCH's authorized representative: (5) negligence, misuse, or abuse by Purchaser of the System; (6) attachment to or incorporation in the Software of non- TELESWITCH products not supported by TELESWITCH; or (7) any factor beyond TELESWITCH's control, including fire, explosion, lightning, pest damage, power surges and failures, strikes or labor disputes, water, acts of God, acts or omissions of communications carriers, or other similar causes. E. DISCLAIMER AND LIMITATION OF LIABILITY. THE EXPRESS WARRANTIES SET FORTH IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE. PURCHASER AGREES THAT IT'S EXCLUSIVE REMEDY AND TELESWITCH'S ENTIRE LIABILITY WITH RESPECT TO THE EQUIPMENT AND SOFTWARE, SHALL BE AS SET FORTH HEREIN. IN NO EVENT SHALL TELESWITCH BE LIABLE TO PURCHASER OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT OR DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, SAVINGS OR PROFITS, ANY BUSINESS INTERRUPTIONS OR DOWNTIME, ANY DEFECT IN SOFTWARE OR DOCUMENTATION, OR THE BREACH OF ANY EXPRESS OR IMPLIED WARRANTY, ARISING OUT OF ITS USE OR INABILITY TO USE THE SOFTWARE OR EQUIPMENT, REGARDLESS OF.ANY .-.... ~-'\ .. I , "f2,/ ,,/ Ini!ials_+~~ss_ 1>,"" .•• .."."... TELESWITCH Master Sales. Support and Software License Agreement 9/27/2010 30123 KNOWLEDGE OF TELESWITCH TECHNOLOGIES OF SUCH POTENTIAL DAMAGES. TELESWITCH'S CUMULATIVE LIABILITY TO PURCHASER OR ANY THIRD PARTY FOR ALL CLAIMS RELATING TO THE EQUIPMENT AND SOFTWARE OR THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL AMOUNT OF THE PRICE FOR THE EQUIPMENT AND THE AMOUNT OF LICENSE FEES FOR THE SOFTWARE ACTUALLY RECEIVED BY TELESWITCH TECHNOLOGIES FROM PURCHASER 9. TELESWITCH'S PROPERTY. Documentation, schematics, maintenance, materials, tools, site management guides, test equipment, software (including diagnostic software) for which a license has not been obtained, and associated media to be used by TELESWITCH's personnel at the installation site shall remain the exclusive property of TELESWITCH and shall be for TELESWITCH's sole use. 10. CANCELLATION AND RESCHEDULING CHARGES. In the event the Purchaser (a) cancels all or any part of any order, or (b) fails to meet any obligation hereunder causing cancellation or rescheduling of any order or portion thereof, or (c) requests a rescheduling of delivery of the scheduled equipment and the request is accepted by TELESWITCH, the Purchaser agrees to pay TELESWITCH twenty percent (20%) of the Purchase Price for reasonable and proper cancellation/rescheduling charges. 11, DEF AUL T AND REMOVAL OF SYSTEM. Any of the following events shall constitute a defa ult under this Agreement (a) failure by Purchaser to pay the agreed Purchase Price (including any and all License fees) within fifteen (15) days of when said payment is due pursuant to this Agreement; (b) failure by Purchaser to comply with the terms and conditions of this Agreement or any other agreement between TELESWITCH and Purchaser; or (c) bankruptcy, assignment for benefit of creditors, insolvency of the part of Purchaser. Upon the occurrence of an event of default, TELESWITCH, at its option and in addition to all remedies available In law or equity, shall have the right to (a) cancel this Agreement and terminate TELESWITCH's obligation hereunder; (b) accelerate and declare the total Purchase Price or any portion thereof, or any amounts due and to become due hereunder immediately due and payable; (c) stop work on the job site or refuse to deliver the Equipment and Software to the job site; (d) disconnect the System by remote or otherwise; or (e) remove the System (Equipment and Software) and take possession of all or part of the System. Purchaser agrees to grant full access to TELESWITCH to remove and take possession of the Equipment and Purchaser will hold TELESWITCH harmless for taking such action. Removal of the Equipment does not relieve Purchaser of the obligations of this Agreement Any and all amounts due and owing under the terms of this Agreement and subsequent to any default herein shall bear interest at the lesser of eighteen percent (18%) per annum or the highest rate allowed by law. 12. INFRINGEMENT INDEMNIFICATION. TELESWITCH shall defend, at its expense, any claim (or suit) brought against the Purchaser alleging that any Equipment or Software furnished hereunder infringes on a valid United States patent or copyright, and shall pay all resulting costs and damages finally awarded, provided, that TELESWITCH is given prompt written notice of said claim and is given information, reasonable assistance (at Purchaser's own expense) and sole authority to defend and/or settle the claim. In the defense or settlement of the claim, TELESWITCH, may, at ItS option, obtain for Purchaser the right to continue using the Equipment or Software, replace or modify the Equipment or Software so that they become non-infringing or, if such remedies are not reasonably available, grant the Purchaser a credit for the Equipment or Software as depreciated and accept their return. TELESWITCH shall not have any liability if the alleged infringement is based upon the use or sale of the Equipment or Software in combination with other products, equipment or devices not furnished by TELESWITCH, or upon the use of the Equipment or Software in a manner for which they were not intended.TELESWITCH disclaims all other liability for infringement of any kind, including any incidental, special or consequential damages. Purchaser shall indemnify, to the extent permitted by law TELESWITCH harmless against any !oss, liability, damage, cost or expense, including reasonable attorney fees, incurred in connection with any claim, suit, action, or proceeding brought against TELESWlTCH so far as it is based on a claim relating to the manufacture or sale of any Equipment or Software modified or altered by the Purchaser or combined with any equipment, device, apparatus, or software not supplied by TELESWITCH to the extent that such claim, suit, action or proceeding is due to Purchaser's actions. 13. EFFECTIVE DATE, TERMINATION. This Agreement is effective from the date on which it is executed by TELESWITCH. Purchaser may order Equipment and/or Software Products under this Agreement until this Agreement is terminated by either party upon ninety (90) days prior written notice to the other party, provided that any Licenses granted herein shall continue for the period stated in Section 2 unless such licenses are terminated as provided therein. All Equipment and/or Software Products purchased or licensed from TELESWITCH shall be governed by this Agreement, except where another written agreement signed by authorized representatives of each party is intended to supersede this Agreement 14. ORDERS. All Orders are subject to acceptance by TELESWITCH. Performance of an order does not constitute TELESWITCH's agreement to or acceptance of new terms, including pre-printed terms on Purchaser's Order. TELESWTCH Master Sales. Support and Software License Agreement 9/27/2010 4 of 23 15. MAINTENANCE. TELESWITCH offers maintenance services in support of the Equipment and Software. The terms and conditions of such maintenance services are set forth in TELESWITCH's most current Maintenance Agreement. 16. GENERAL PROVISIONS. A. The Equipment and Software are sometimes referred to collectively as the "System". B. Each item of Equipment and Software (individually a "Product'). notwithstanding anything in this Agreement to the contrary. shall be delivered, installed and accepted individually and the Purchaser shall be obliged to make non- refundable payment for each said Product in accordance with the terms and conditions herein. Each Product shall be deemed accepted when it is installed and operating in accordance with TELESWITCH's specifications for such Product. C. This Agreement will be governed by and interpreted in accordance with the laws of the State of Florida. D. The Purchaser may not assign any of its obligations, rights or remedies hereunder without the express written approval of TELESWITCH. E. If any paragraph or clause thereof in this Agreement shall be finally held to be invalid or unenforceable by a court of competent Jurisdiction or by legislative action or any other government action. the remainder of this Agreement shall remain in full force and effect and the terms and conditions contained herein shall prevail. F. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their legal representatives. G. Except for any maintenance agreement that may be entered into between the parties hereto. this Agreement constitutes the entire agreement between the parties relative to the subject matter hereof, and supersedes all proposals. written or oral. and all other communications between the parties relating to the subject matter of the Agreement. H. The waiver by either party of any term or condition of this Agreement shall not be deemed to constitute a continuing waiver thereof. I. The section and paragraph heading contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. J. Purchaser understands and agrees that credit reports and other financial information concerning Purchaser may be requested by and furnished to TELESWITCH in connection with this Agreement and any credit application completed and signed by Purchaser. Purchaser further understands and agrees that acceptance of thiS Agreement by TELESWITCH is subject to TELESWITCH's review and approval of such credit applications. K. In connection with any claim. dispute or litigation arising out of or relating to this Agreement. the prevailing party shall be .entitled to recover costs and reasonable attorneys' fees (including costs and fees incurred at all appellate levels. b:' Initials ~ ss. I, ... TELESVv'lTCH Master Sales Support and Software License ,o..graement 9/27/2010 50(23 17. Support. A. Definitions · After-Hours. All hours that are not included in On-Hours. -Business Day. Monday through Friday from 9:00am to 6pm, excluding holidays. -Holidays. TeleSwitch observes the following calendar days in the United States as holidays; New Year's Day, Memorial Day, Independence Day, labor Day, Thanksgiving Day, the day following Thanksgiving Day and Christmas Day. TeleSwitch may designate more additional holidays each year. -On· Hours. 9:00AM EST to 6:00PM EST, Monday through Friday. -System. The ShoreTel IP Voice Communication System. -Time of Coverage. Unless otherwise agreed in writing and signed by TeleSwitch and Customer, the period of support hours are stated in Appendix E -Teleswitch Partner Support Program Data Sheet. · International. Any TeleSwitch product installed in a country other than the continental United States of America is defined as an Internationa! Deployment. Unless otherwise agreed to in writing and signed by TeleSwitch and Customer, TeleSwitch support is only available for Shoretel products in countries where Shoretel products are certified for use by Shoretel. Customer acknowledges that TeleSwitch may not nor is obligated under this Agreement to have a local service or sales presence in any particular foreign country .. This extends to but is not limited to service centers, replacement part stocking locations, and training centers. B. Installation · Network Readiness. TeleSwitch recommends a network assessment prior to installing the System. This assessment need not be a TeleSwitch assessment. Support assistance, which in TeleSwitch's judgment could have been avoided by an assessment, will be billed at TeleSwitch's standard hourly rates. -Installation and Configuration. An installation plan is essential for a successful instaliation of the ShoreTel System. To ensure a successful installation, assessment and planning support may be purchased for the price set forth on TeleSwitch's then current price list. In the event Customer elects to perform a system installation without on-site installation assistance or remote installation assistance from TeleSwitch, and supplemental assistance is required from the TeleSwitch Technical Support Center, Customer may be charged an hourly rate set forth on TeleSwitch's then current price list for installation services. In the event that installation assistance requested by the Customer is ultimately determined by TeleSwitch to be directly attributable to third party issues, (e.g., telco, network configuration, cabling, DHCP configuration), TeleSwitch will charge the Customer an hourly rate, set iorth on TeleSwitch's then current price list for professional services. C. Support Authorized Contacts. TeleSwitch Support provides authorization for specific Customer employees to engage TeleSwitch's Technical Assistance Center (TAC). The Authorized Contacts may contact the TAC by sending e·mail, or by telephone. The number of specific Authorized Contacts Customer may designate and Customer's entitlements to TAC services are identified in Appendix E -Enterprise Service Program Data Sheet. -Third Party Product Issues. In the event that product issues assigned to TeleSwitch are ultimately defined as third party issues the Customer may be charged an appropriate hourly rate from TeleSwitch's then current price list for TeleSwitch's efforts. . On Line Support. Each specified Authorized Contact, shall be provided with a unique user account for the ShoreTel/TeleSwitch web site. Accessibility to individual areas of the ShoreTel/TeleSwitch web site is identified in Appendix E -Enterprise Service Program Data Sheet. -Telephone Support and E·Mail Support. Telephone Support and E-mail support is available during On-Hours. Any provisions for After-Hour or Holiday support are outlined in Appendix E- Enterprise Service Program Data Sheet. For International Deployments, unless otherwi~e agreed to in writing and signed by TeleSwitch and Customer, services identified in Appendix E - Enterprise Service Program Data Sheet, are available during TeleSwitch On·Hours las defined in section 17.A). -ShoreGear Switch Hardware Support. ShoreGear switch support includes the support described above plus advanced exchange, overnight replacement of failed ShoreGear switch units. Requests for overnight replacement requests must be received by no later than 2:00pm Pacific Time. Entitlement to hardware replacements and replacement hardware delivery commitments are outlined in Appendix E -Enterprise Service Program Data Sheet. For International Deployments, unless otherwise agreed to in writing and signed by TeleSwitch and Customer, Hardware Maintenance Advanced Exchange Service identified in Appendix E -Enterprise Service Program Data Sheet, shall be delivery via reasonable efforts utilizing the most expedient shipping method available at the time the part replacement is requested by Customer. . Shore Phone IP Telephone Hardware Support. Shore Phone IP telephone support includes the support described in paragraphs abOve plus advanced exchange replacement of failed ShorePhone IP telephone units covered under this TeleSwitch agreement. Replacement delivery is via ground delivery service. Reql,lests for expedited replacement may be made and is subject to TeleSwltch's then current expedite fee. Overnight delivery may be requested. Requestor is responsible for all overnight shipping fees and charges. Overnight replacement requests must be received by no later than 2:00pm Pacific Time. Entitlement to hardware replacements and replacement hardware delivery commitments are outlined in Appendix E -Enterprise Service Program Data Sheet. For International Deployments, unless otherwise agreed to in TELESVVl'-CH Master Sales. Suppon and Software License Agreement 9/27/2010 6 of 23 writing and signed by TeleSwitch and Customer, Hardware Maintenance Advanced Exchange Service identified in Appendix E -Enterprise Service Program Data Sheet, shall be delivery via reasonable efforts utilizing the most expedient shipping method available at the tIme the part replacement is requested by Customer. -Response Standards. Response standards define the level of support that can be expected by TeleSwitch Customer. TeleSwitch's commitments surrounding these standards are defined in Appendix E -Enterprise Service Program Data Sheet. -Service Level Agreement. Service Level Agreements may be purchased in addition to the standard TeleSwitch Support described in this Agreement for the price set forth on TeleSwitch's then current price list. If Customer has purchased a Service level Agreement, the terms thereof are set forth as Appendix F to this agreement and by this reference such Service level Agreement is incorporated herein and made part thereof; nothing herein shall relieve Customer of its obligation to pay for such Service Level Agreement. On-Site Services. On-site support services for warranty support are covered under the scope of this agreement. Any on-site service for moves, adds or changes will be billed at the hourly rate specified in the attached Appendix E -Enterprise Service Program Data Sheet. This hourly rate is subject to change upon 30 days written notice to the customer. D. Training -System Administration and Trainer Training. TeleSwitch will provide web-based System Administrator training during the term of this agreement for up to eight students. Attendees shall be a) individuals identified as Authorized Contacts set forth in Section 17.C hereof and b) the Customers Help Desk employees who are typically System Administrators and/or trainers. -End User Training. TeleSwitch will provide web-based end- user training sessions during the term of this agreement for up to sixteen students. Attendees shall be a) individuals identified as Authorized Contacts set forth in Section 17.C hereof and b) end users, key operators, and others as specified by the Customer. -Other Training. Computer-based training courses may be made available as a download from TeleSwitch's TeleSwitch web. Any QuickStart training sessions in addition to the interactive, virtual classroom sessions defined above, Appendix E -Enterprise Service Program Data Sheet, are available and may be purchased for the price set forth on TeleSwitch's then current price list. E. Software and Hardware -Software Updates and New Releases. TeleSwitch Customers will receive new software releases and applicable software maintenance updates during the term of the agreement as defined in Appendix E -Enterprise Service Program Data Sheet. Installation of such software releases and updates is not included as part of TeleSwitch Support and is the responsibility of the Customer. Software support does not entitle the Customer to new software that is designed to add additional applications or to provide functions that were not included in the software originally licensed. Such new software may be licensed separately from TeleSwitch. -Hardware Updates. In the event Shoretel deems it necessary to issue critical Engineering Change Orders, (nECO's"), TeleSwitch Customers will receive a replacement ShoreGear switch with those ECO's installed during the term of the agreement. -No Installation or Delay. The Customer may elect to not install or to delay the installation of ShoreWare System software or ShoreGear updates. If the Customer elects not to install two successive updates of either hardware or software, Customer will be subject to an update charge or may incur additional charges for support due to the additional costs associated with supporting older versions of the product F. Customer Responsibilities -Help Desk. Customer shall establish their Help Desk as the support interface with TeleSwitch. Employees who bypass the Help Desk will be referred back to the Customer's Help Desk by TeleSwitch's TAC staff. -Authorized Contacts. Customer shall designate specific TeleSwitch Authorized Contacts within their Help Desk. Prior to contacting the TeleSwitch TAC for system assistance, each authorized contact will receive initial TeleSwitch product training and updated training as specified in Section 17.0. Customer shall maintain the responsibility of notifying TeleSwitch Contract Administration via fax, mail, or email in the event changes to the Customer's previously designated Authorized Contacts are required. -On Site Contacts. In situations in which the Customer has multiple locations, Customer shall provide at least one individual per location to work with TeleSwitch personnel to resolve cases if initial efforts to resolve the inCident with the Customer's Help Desk are unsuccessful. These contacts can be system administrators and/or trainers that have received training per Section 17.D. Latest Release. Customer shall maintain all ShoreTel hardware and software within two versions of current release level including ShoreGear held as replacement parts. Installation of new software and hardware is the Customer's responsibility and will be installed in accordance with TeleSwitch's specifications. Installation support for subsequent hardware and software purchases and/or releases are available as Professional Services and are priced separately. -Access. TeleSwitch reserves the right to remotely access TELES'MTCH Master Sales. Support and Software License Agreement 9/27/2010 7 of 23 Customer's system to a) review the final installation for quality assurance purposes, b) provide remote installation support, and/or c) for system aUditing and license compliance reviews. Customer may elect to provide this access to the ShoreTel IP Voice Communication System server as well as any remote control software on the server as specified by TeleSwitch; provided, however, that if Customer does not elect to provide remote access, TeleSwitch shall charge Customer fees for on- site access in accordance with TeleSwitch's then-current price list. . Maintenance of Systems. Customer shall maintain the Switch room cable plant, ShoreWare server, including software updates, client PC's, LAN/WAN equipment, telephone sets, and all other third party products or applications. G. Term and Termination. -Term. The initial term of this Agreement will commence on the date product is first shipped to Customer and will have a term of: 01 Year !RI 3 Years OS Years -Renewal. This agreement will automatically renew for a term equal to the initial term in section 17.G unless a written can.cellatlon notice is received no later than 30 days prior to the expiration of this agreement. Rp.newal price is based on J}(oduct list price at the time of purchase and at TeleSwitch's then list price for the current TeleSwitch Support plan. -Termination. Either party may terminate this Agreement upon 30 days' prior written notice to the other. There are no refunds for early termination of paid support contracts. H_ Pricing and Payment Terms .. Price. Unless otherwise agreed by TeleSwitch and Customer in writing, pricing for the TeleSwitch Support plan is based on pricing set forth on TeleSwitch's then current price list. -Add-On Purchases. Support for all add-on purchases will be billed at the time of shipment, pro-rated for the remaining term, and at the rate on TeleSwitch's then current price list for the current TeleSwitch Support plan. All applicable taxes, if any, will be billed at the time Support Charges are invoiced. -Payments. Terms are net thirty (30) days. Accounts thirty (30) days past due will be subject to a monthly charge at a rate equal to the lesser of one and one-half percent (1.5%) per month or the maximum legal rate permitted under the applicable law. Payment for t~e entire term of the agreement is due prior to the beginning of the term for which services are to be performed for all renewals. I. Limited Warranty. TeleSwitch shall use its reasonable, best efforts to provide the support services defined in this Agreement and warrants that such services shall be performed in a professional manner. TeleSwitch will make available a list of supported hardware platforms, operating systems, database versions, and other third party software products for both the ShoreWare server software and ShoreWare client software and this warranty covers only the configurations set forth in the list. This warranty is contingent upon Customer's adherence to these supported configurations and following the proper installation and support practices and procedures in which the System was intended. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, TELESWITCH MAKES NO WARRANTIES OR CONDITIONS ON THE PRODUCTS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND TELESWITCH SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. J. Unauthorized Equipment. It is TeleSwitch's policy to not extend TeleSwitch support or provide software for any TeleSwitch equipment purchased from an unauthorized third party. K. limitation of Liability. IN NO EVENT SHALL TELESWITCH'S LIABILITY UNDER, ARISING OUT OF OR RELATING TO ITS TELESWITCH SUPPORT PLAN OR THIS AGREEMENT EXCEED THE AMOUNT PAID TO TELESWITCH BY CUSTOMER FOR THE SERVICES GIVING RISE TO SUCH LIABILITY. IN NO EVENT WILL TELESWITCH BE LIABLE FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICE, UNAUTHORIZED CALLS THAT MAY BE MADE USING THE SYSTEM AND CHARGED TO THE CUSTOMER, ANY TELEPHONE TOLL FRAUD, OR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHERWISE. THE PARTIES ACKNOWLEDGE THAT THE SUPPORT CHARGES WERE DETERMINED BASED UPON THE FOREGOING LIMITATION OF LIABILITY. l. Miscellaneous -Governing L.aw. The lav~s of the United States and the State of Florida, without reference to conflict of law principles govern this Agreement. Any dispute between the Customer and TeleSwit.ch regarding this Agreement will be subject to the exclusive venue 'of the state and federal coud~ in the State of Florida. -Entire Agreement; Severability. This Agreement is the entire agreement between Customer and TeleSwitch with respect to support services provided by TeleSwitch and supersedes any other verbal or written communications or advertising. If any provision of this Agreement is held invalid, the remainder of this Agreement will continue in full force and effect. -Force Majeure. TeleSwitch is not liable for any failure or delay in performance due to any cause beyond its control. In any event, if TeleSwitch's ability to deliver services is impaired by /,/ InitralsC-(.,1 I ~.';' SS. TELES\MTCH MaSler Sales. Support and Software License Agreemenl 9/27/2010 8 of 23 ·"c-... ._ •• -' Customer or circumstances beyond TeleSwitch's control, TeleSwjtch may terminate this Agreement, in which event; Customer will receive a refund for any unused portion of the service term for which it had paid. Initlals ______ ss. TELESVIATCH Master Sales. Support and Software License Agreemenl 9/27/2010 90123 EXECUTION PAGE TO THE MASTER SALES, SOFTWARE LICENSE AND SLPPORT AGREEMENT The City of Pompano acknowledges that it has read and understands all the terms and conditions set forth in Master Sales, Software License, and Support Agreement, as well as their Exhibits, Addenda, Appendix, Schedules and Attachments, and hereby accepts each of them in their entirety, and acknowledges receipt of a completely executed copy of them. THIS AGREEMENT IS NOT VALID UNTIL ACCEPTED BY AN OFFICER OF SWITCH TECH INTERNATIONAL, INC D/BfA TELESWITCH. ,/} /~? ,//.,' /",," .'.' Switch ~_~~;?~5~13c."{~~,~/a Tele;~!~h BY' /' //;];/ ~-'-'" ;?/'" ,/ Kenneth E-~ooke Its: ____________ _ President Witnesses' CITY OF POMPANO BEACH (\!/~ f--ti.) /r--d) ~.;-' ';i'~, [' , L. it b. ! __ f I ...-,V ~)L\..I;"~_ '{j:_jC,'\..3~L;;'_,<_ By: .-' /" , _____ _ ~R R(7 / BY:~1'~ vJ-~~ . ______ . DENNIS W BEACH, CITY MANAGER (SEAL) STATE OF FLORIDA COUNTY OF BROWARD The foregoing instruments were acknowledged before me this 1 8 day of October , 2010 by LAMAR FISHER as Mayor, DENNIS W. BEACH as City Manager and MARY L. CHAMBERS as City Clerk of the City of Pompano Beach, Florida, a municipal corporation, on behalf of the municipal corporation, who are personally known to me, NOTARY'S SEAL: Mitzi A Scott (Name of Acknowledger Typed, Printed or Stamped) Commission Number Imtials ______ ss. TELESVv1TCH Master Sales, Support al1d Software License Agree:nellt 9'27/2010 10 of 23 APPENDIX A Sales Invoice Quality Description List Price Extended Price 6 ShoreGear 90 -I U half width, Max Capacities 90 IP . $ 2,995.00 $ 17,970.00 phones, 4 Analog exts, 8 LS trunks, 0 Universal ports. Not all maximum capacities can be reached at the same time. 2 ShoreGear 24A -I U full width, Max Capacities -24 $ 2,995.00 $ 5,990.00 Analog extensions. No IP Phone or trunk support. S ShoreGear TI k -1 U half width, Max Capacities 1 $ 3,459.00 $ 17,475.00 Tl, 0 IP phones, 0 Analog exts, 0 LS only trunks, 0 Universal ports. Digital trunk support only. 285 ShorePhone IP230 -Black $ 259.00 $ 73,815.00 210 ShorePhone IP265 -Black $ 369.00 $ 77,490.00 1 ShoreTel 10.1 Software $.00 $.00 495 Extension & Mailbox License $ 200.00 $ 99,000.00 70 Extension-only License $ 140.00 $ 9,800.00 30 ShareWare Professional Call Manager (requires $ 80.00 $2400.00 I ShoreTel 8 or later; includes Contact Viewer, r-SoftPhone and Video) 495 ShoreWare Personal Call Manager $ .00 $.00 3 ShoreWare Operator Call Manager (requires $ 595.00 $ 1785.00 ShoreTel 8 or later; includes Contact Viewer, 1---- SoftPhone and Video) I ShoreCare Partner Support (3 Year, Full Coverage $102,228.00 $102,228.00 for all equipmentguoted under this App_endix A) I ECC BASE 10 PACKAGE -Includes server $ 8,504.00 $ 8,504.00 software, 1 0 concurrent Agent lie for inbound voice, 10 concurrent IVR Ports, 1 Supervisor Admin, Wall I board, Agent board and Formula Editor lic for the whole system. 1 Base Package is needed per server. 106 Shore Phone Power Adapter for Ethernet Speed of $ 35.00 $ 3,710.00 1011 00/1 000 (min 10 w/o ~hone order) .1 ShareWare Emergency Notification, $ 2,000.00 $ 2,000.00 I Converged Conferencing, 12 Audio Conferencing $ 9,300.00 $ 9,300.00 Ports, 1M Server (Software and Hardware) I 6.0 Brocade FWS 48 Port PoE Layer 3 Switch $ 3,295.00 $ 19,770.00 125 Logitech C250 Webcam $ 39.99 $ 4998.75 I Lifesize Multipoint 12 Port Video Conferencing $ 29,999.00 $ 29,999.00 MCU TELES\I\IlTl;h Master Sales, Support and Software LIcense Agreemen! 9/27/2010 110123 1 LifeSize Multipoint-12 -Extended Warranty & $5355.00 $5355.00 Maintenance (3-year) 1 LifeSize Video Center 2200 $29,999.00 $29,999.00 1 LifeSize Video Center 2200 -Assurance $9720.00 $9720.00 Maintenance Services (3-year) 1 LifeSize Express 220 -MicPod $6,999.00 $6,999.00 1 LifeSize Express 220 -Assurance Maintenance. $1,215.00 $1,215.00 Services (3-year) 2 Dell Power Edge Server 2950 III wi Windows $ 5,995.95 $ 11,991.90 Server 2008 2 APC Smart-UPS XL Modular 3000V A $ 1,775.00 $ 3,550.00 5 Engenius Durafon 1 x wi Base Station $ 599.00 $ 2,995.00 15 Engenius Durafon I x Handset $ 299.00 $ 4,485.00 10 69700-06 CS55 Wireless Office Headset system $225.00 $2,250.00 30 6700 10 CS50-USB Wireless Office Headset System $225.00 $6,750.00 745 Installation $ 155.00 $ 115,475.00 Includes Network Analysis at No Charge Subtotal: $687,019.65 Discount: ($190,410.33) Total: $ 496,609.32 Assumptions: Customer will provide: • Network connectivity (Routers, infrastructure cabling, patch panels and patch cables, cable management, and rack) for telephony solution. • Assumes all responsibility for ali cost from communications services provider • Customer Provided cable facilities Minimum Cat 5e required • Applicable Taxes are not included Initials TELESVVlTCH Master Sales Support and Software License Agreeme~)t 9/27/2010 120123 Appendix B ss, TELESV\i1TCH Master Sales, Support and Software License Agreemenl 9/27/2010 13 of 23 Appendix B 18005 Workgroup Target Service Level Agreement Report 1,4%.00 1,262.25 18006 Workgroup Agent Daily Login/Logout Report 1,485.00 1,262.25 40009 High Resolution Video License, 1024x768 (requires ShoreTel 8.1) 695.00 59075 18010 ShoreTel Call Router Application -System-wide Caller ID and DNiS based routing with web-bas 3,438.00 2,922.30 Shore Tel EasyPop (Universal CRM Connector) -Licensed per desktop seat 18011 18012 ShoreTel Application Dialer -Desktop client application which allows highlight and cIi(i-to-call fr 200.00 17000 72.00 61.20 18020 ShareTel Cantact Center Interaction Viewer -Base package (1 concurrent user) -Web based vi 2,750.00 2,337.50 18021 ShareTel Contact Center Interaction Viewer -Add-on license (1 concurrent user) -Combine with 400.00 340.00 41002 SALESFORCE.COM Call Center Adaptor Software 200.00 170.00 41004 ShoreTel Netsuite CRM Integration Software 200.00 170.00 41005 Shore Tel Microsoft Dynamics CRM Integration 200.00 170.00 93111 ShoreTel Web Dialer 7200 61.20 . .: .... 10245 Converged Conferencing, 12 Audio Conferencing Ports, 1M Server (Software and Hardware) 9,300.00 7,905.00 10246 Converged Conferencing, 12 Audio & Web Canferencing Ports, 1M Server (Software and 15,000.00 12,750.00 10247 Add-on, Audio Conferencing SW (12 Ports) 7,00000 5,950.00 10248 Add-on, Audio & Web Conferencing SW (12 Ports) 9,00000 7,650.00 10250 Base, Conference Bridge Upgrade, Additional 12 Web Ports 7,000.00 5,950.00 30034 ECC BASE 10 PACKAGE -Includes server software, 10 concurrent AJ:tent lie for inbound voice, 8,504.00 7,228.40 30015 LICENSE, ECC INBOUND 5 VOICE -5 concurrent agent and 5 concurrent IVR Port licenses. 4,125.00 3,506.25 30016 LICENSE, ECC OUTBOUND VOICE 5 -5 concurrent agent licenses for outbound campaigns. 2,000.00 1,700.00 30017 LICENSES, ECC 5 EMAIL -5 concurrent agent licenses for emails. Add on to inbound voice 2,00000 1,700.00 30018 LICENSES, ECC 5 WEB -5 concurrent agent licenses for web chat, co-browsing and web 2,000.00 1,70000 30038 LICENSE, 5 IVR PORTS -5 IVR port license. Incremental licenses over either the ECC Base 1,000.00 850.00 30056 ShoreTel Contact Center'TAPI App Server License -Allows use of Contact Center TAPI apps 495.00 42075 30063 CC-ECC Redundant Server License 5.0· (Not for use with CC-ECC 4.66) . License for the 6,500.00 5,52500 30069 LlCENSE,CC/ECC SUPERVISOR 5.0 . (Not for use with CC-ECC 4.66) . Access real time 825.00 701.25 Other Equipment 10169 IP560 (S2fS6) Wall Mount Kit 12.25 10.41 10211 IP212K1230/265 Wall Mount Kit 1300 1105 60032 VPN Concentrator Model 5300 , Bundle (Includes Licenses for 25 connections). For use with 5,995.00 5,095.75 60033 VPN Concentrator Model 5300 , Bundle (Includes Licenses for 50 connections). For use with 7,995.00 6,795.75 L:6c.,:0-,,0.::.,34-'-__ ..J....:.V.Pc.c.N,-Concentrator Model 5300 , Bundle (Includes Licenses for 100 connections). For use with 9,995.00 8,495.75 /4 ' Injtials~_q:·,/ __ .. _~ 53. TELESW1TCH Master Sales, Support and Software License Agreement ,,/2712010 14 of 23 Appendix C TELES\MTCH Master Sales, Support and Software License Agreement 912712010 150123 Appendix C LifeSize Room· True High Definition Videoconferencing System' , 1000-0007·1101 IUfeSize Room· China RoHS compliant 11000-0008-1101 _ifeSize Room· Japan '1' 1101 .ifeSize Room· Non·AES 1 000·000S-11 01 I LifeSize Room -SGP 1000-0000-1104 .ifeSize Room -Integrator· No Phone 1000·00C 1104 .ifeSize Room -InteQrator • No Phone China RoHS compliant 1104 LifeSize Room -Integrator· No Phone Japan 1000-00oti-f105 lifeSize Room -Integrator· No Camera 1105 LifeSize Room, InteQrator ' No Camera -China RoHS compliant 1105 ILifeSize Room -Integrator· No Camera· Japan 10nn.nnn"-0168 lifeSize Room· Codec nOl lifeSize Room, Assurance , Services (l'year) 11000-2200-1101 lifeSize Room, Assurance ,Services (2-year) 11000-2300-1101 LifeSize Room, Assurance ,Services (3-year) , Assurance===services ~(mlnimUm l-year) required with each product purchase 11000.0000-~Size Team~hone 11000-0004-129 lifeSize ream 22C ,Phone, Australia 11000-0007-1129 L~eSize Team 220 ' Phone, China 11000-0008-1129 LifeSize Team 220 ,Phone Japan 11000-000R-1129 ILifeSize ream 22C ,Phone, Non-AES 11000-000S-1129 L~eSize Team 220 ' Phone -SGP 11000-0000-1130 LifeSize Team 220, Dual MicPod 11000-0004-113C LifeSize Team 22C Dual MicPod -Australia !1000·0007-1130 LifeSize Team 220 -Dual MicPod • China -1130 LifeSize Team 220, Dual MicPod -Japan 113C IlifeSize Team 220 Dual MicPod -Non-AES 11000·000S-1130 LifeSize Team 220 -Dual MicPod -SGP )312 LifeSize Team 22( Codeconly IIUUU-L1UlJ 1129 1 LifeSize Team 220 -,Services (I-year) 11000-2200-1129 cifeSize Team 220 -Ao.""onrp , Services (2-year) 11000-2300-129 LifeSize Team 22:; -,Services (3-year • Assurance, , Services Contract (minimum l-year) required with each product purchase 1116 11000-0004-j 116 11000-0007-1116 11000-0008·,1116 11000-000R-1116 11000-000S-1116 11000-0000-1117 11000-0004- 11000-0007-11 11000-0008-1117 1117 i-III :10oe 11000-2100-1116 116 1116 , Assurance i LifeSize Team 200 -Phone LifeSize Team 200 -Phone -Australia LifeSize Team 20e -Phone -China RoHS Compliant LifeSize Team 200 -Phone -Japan LifeSize Team 200 -Phone, Non·AES LifeSize ream 20e ' Phone -SGP LifeSize Team 200 -Dual MicPod LifeSize Team 200 -Dual MicPod -Australia LifeSize Team 20e Dual MicPod China RoHS compliant 1 LifeSize Team 200 -Dual MicPod Japan 1 LifeSize Team 200 -Dual MicPod -Non-AES ILifeSize Team 200 -Dual MicPod ' SGP LifeSize Team 200 -Codec -ifeSize Team 200 -Assurance , Services (l-year) I LifeSize Team 200 -Assurance ,Services (2-year) .ifeSize Team 200 ,Assurance , Services (3-year) . Services Contract (minimum I-year) required with each product purchase 512,999 12,999 14,949 $11,999 $ ',999 ~ $11,799 $' ,799 $1 799 _~11,(399 $975 ~ $2,632 $12,999 $12,999 $12,999 $12,999 $12,999 $11,999 $' 1,999 ~ $11,999 $1.1,999 $13,799 $ ),999 $975 ~1,852 ~2,632 ~ $9,999 $9,999 $9,999 $11,499 1,999 1,999 ~13,999 1,999 HI 1,349 F,999 $750 ~ $2,025 $11,04E $11,~ $11,04E $12,701 $10,19, ~ .$10,0~E $10me $ )29 -$-~ $829 $1,574 $11,049 $11049 $11,049 $11,049 $IC,199 $10,199 ..!1.~ $10,199 $10,199 $11.729 $9,349 ~ $1,57"- $2,237 ~ $8,499 $8,499 $8,499 $9 '74 ~7,649 ',649 $7,649 $7,649 $7,649 $8,79 $6,799 $638 _~!1_!1 $1,721 000-0000-1131 "ifeSize Express 220 -Phone ~ ~7§L 1000-0007-113' .ifeSize Express 220 -Phone -China _E,!J!J1l. ~,7!J9_ 1000-0008-1131 _ifeSize Express 220· Phone -Japan $7,999 ~6,799 1006:06oR:H31 .ifeSize Express 220 -Phone -Non-AES $~',999 ,799 1000-000S·' 13' .ifeSize Express 220 -PhOne" SGP $9,l§lll, ITJl1Jl. 1132 _ifeSize Express 220 -MicPod ~ G;,!J,49 1000-0007-1132 I LifeSize Express 220 -MicPod -China ;6,999 ,949 r.l00c~0-~OOC08-~111~32-+.IL~_~~s~~e,,~Exp~~SS~2201~-~MiCP~Odl~-J~apa~n~ ________________________ ;-~'6~;,,9~99-r~~;5~,,9~49~ 1000·06oR-1132 _ifeSize Express 220 MicPod -Non·AES ,6,999 g;,~_ 1000-000S-1132 .ifeSize Express 220· MicPod· SGP ._8,049 . $6,842 )313 -ifeSize Express 220 -Codec only $5,999 $5,099 1000:2100-' 132 .ifeSize Express 220 -, Services (I-year) _~~5 $446 1( 1132 I LifeSize Express 220 -, Services (2-year) $997 $847 1000-2300-1132 .ifeSize Express 220 -,Services (3-year) $1,41l _U,204 , Assurance , Services Contract (minimum l-year) required with each product purchase TELESVv'lTCH Master Sales, Sllpport and SoftWare LIcense Agreement 9121'2010 16 of 23 Appendix C 1000-0000-1120 LlfeSize Express 200· True High Definition Videoconferencing System' ~200-Phone ~999 -$5;949 ,lUUU-UUU -1120 LifeSize Express 200 "Phone China 1(3 Jl99. , $5,~4~ 11000-0008-12C LifeSize Express 20C . Phone Japan .€ ,999 .5.949 12C LifeSize Express 20e . Phone ' Non-AES ,999 55,949 11 000-000S-1120 LifeSize Express 200 . Phone -SGP ~~ 56,842 11000-0000-1121 LifeSize Express 200 . MicPod $5,999 .5,099 121 I LifeSize Express 20C ,MicPod China $5,999 .5,099 ·1121 LiteSize Express 200 . MicPod -Japan ~ ~ 11000-000R-' 12' LifeSize Express 200 ,MicPod· Non·AES $5,999 $5,099 121 ILifeSize Express 200 ' MicPod -SGP $6,899 $5,864 1122 ILifeSize Express 200 ' Focus ~~~ ~ 11000-0007-1122 LifeSize Express 200 -Focus -China $4,999 $4,249 1122 LiteSize Express 200· Focus· Japan $4,999 $4,249 11000-00UK' f 122 LifeSize Express 200 -Focus· Non·AES ,$4,99~ ~ 11000-000S-1122 LifeSize Express 200 -Focus -SGP $5,749 $4,887 11 LifeSize Express 2C ) -Codec onlv $4,999 $4,249 11000-2100-1121 LifeSize Express 200 -i ' Services (1~y_ear) ~ $383 11000-2260~j12 LifeSize Express 200 -A .. ",gn~" i , Services (2·year) $855 $727 12' LifeSize Express 200 -Assurance , ServIces (3-year) $1,215 $1,033 , Assurance • Services Contract (minimum l-year) required \Nil.produc_ 000·0000-1124 LifeSize Passport . MicPod with Camera $3,499 .2,974 11000-0007-1124 I LifeSize Passport . MicPod with Camera -China ~ .2,974 11000-0008-1124 I LiteSize Passport . MicPod with Camera, Japan $3,499 .2,974 OOO-OOOR-124 cifeSize Passport -MicPod wilh Camera -Non-AES $3,499 52,974 ,lOOO-000S-1124 I LifeSize Passport -MicPod w~h Camera -SGP $4,079 .3,46: 110r 1.0000.1125 -ifeSize Passport· Focus camera with buin in i $2,499 .2,12~ 11000·0007-125 LifeSize Passport -Focus camera with buin in i -China $2,499 $2,124 11! 125 I LifeSize Passport -Focus camera with bum in i Japan $2~ $2,124 11000-000R-1125 LifeSize Passport· Focus camera with buift in i . Non-AES ~ $2,124 11000·000S-' 125 LifeSize Passport ,Focus camera with buift in i ·SGP $2,879 $2,447 124 LifeSize Passport , Services (I-year) $35C $298 11000·2iUU-1124 LiteSize Passport ,Assurance , Services (2-year) -$~ ~565 11000-2300-124 LifeSize Passport -, Services (3·year) $945 $803 , Assurance , Services Contract (minimum l-year) required with each product purchase 11000-000H-0384 I LG Executive All in One $2,999 ~ 11 LG Executive All in One -Japan .2,999 , $2,549 11000-21OH·0384 LG Executive All in One -, Services (l-year) $360 $306 11nm-??", ,mR" LG Executive All in One • A""'M~" • Services (2-year) $684 ~581 11000_"0,,,, '_MR LG Executive All in One· Assurance , Services (3-year) $972 $826 11000-0000-0300 LifeSize Desktop -1 seat $199 ~, UfeSize Desktop -5 seat $945 $803 11uuu-uuuu LifeSize Desktop -10 seat 1,8s( $1&QI 11000-0000-0303 UfeSize Desktop -25 seat _$4,475 ~8()<I 1000-0000-0304 LifeSize Desktop -50 seat $8,950 $7,608 '000-LifeSize Desktop 00 seat $16,90C $14,365 1000-2100-0300 I LifeSize Desktop· 1 seat ' Assurance ' Services (I-year) _$30_ ~ t 000-21 00-0301 I LifeSize Desktop -5 seat ,Assurance ' Services (l-year) $142 $120 000-2100-0302 .ifeSize Desktop -111 seat • , Services (l-year) $284 $241 000-2100-0303 -ifeSize Desktop -25 seat -, Services (I-year) $671 $5~ 11 I LifeSize Desktop " 50 seat -Assurance ,-S~rvices_(l~year) -.l1"~~ HJi1 1000-2100·0305 ILifeSize Desktop' 100 seat -Assurance , Services (I-year) $2,535 $2,155 1000-,ifeSize Desktop , 1 seat -Assurance ' Services (2-year) $54 $46 11000-2200-0301 .iteSize Desktop " 5 seat ,Assurance ' Services (2-year) $255 $217 11000 .. aw-u"uL .ifeSize Desktop , 10 seat • , Services (2·year) ~ ~ 11onl' -ifeSize Desktop ,25 seat -Assurance , Services (2-year) -~ $1,027 110nr .ifeSize Desktop -50 seat· i , Services (2-year) $2,417 $2,054 ill -ifeSize Desktop , 100 seat -Assurance ' Services (2-year) $4,563 $'~ 11000 ,ifeSize Desktop , 1 seat· Assurance , Services (3-year) $76 ,~ )1 ,ifeSize Desktop .. 5 seat -Assurance Services (3-year) ..lli1. _$307 11 uuu-,;jUU-U"UL ILiteSize Desktop" 10 seat-i , Services (3-yearj $723 $614 I LifeSize Desktop , 25 seat -i , Services (3-year) ,712 $1,455 ,ifeSize Desktop , 50 seat -, Services:3-year) $3,423 $2,910 11000-2300-0305 LifeSize Desktop , 100 seat ,Assurance , Services (3-year) ;6,464 $5~ , Assurance i , Services Contract (minimum l-year) required with each product purchase Initials TELESW'lTCH MaSler S~les, SuppuJi and Software license Agreement 812712010 17 of 23 Appendix C LifeSize Communicator· " .. 0/ i InjtiarS'_J.l~y.,,-__ sri. .... -. _ ..... TELESWlTCI-t Master Sales, Support and Software License AgreenH~I:t 9/27/2010 18 of 23 Appendix C L.feSize Gateway ~-1 lnjtjals,_*{6.fc~~~:'<;'-/_-' TELESWlTCH Master Sales, Support and Software license AgrG&ment ss. 912712010 19 of 23 Appendix C TELESVVlTCH Master Sales. Support and Software license Agreement 9/27/2010 20 of 23 77559-31 63725-03 63725-01 .:1 Initials ((j!"! Appendix 0 Audio Processors DA45 corded USB-te-headset adapter and audio processor DA55 USB includes a USB audio processor with digital signal processing (DSP) for crisp. clear sound DA60 USB Audio Pro~essor with PerSono Pro 2.0 Software ss. TElESVVlTCH Master Sales. Support and Software license Agreement $ 99.00 $ 84.15 $ 120.00 $ 102.00 $ 150.00 $ 127.50 9/2712010 21 of 23 : ~"" '~" ~i' : ,~'. ." I ; • • • • • r--" • -" • --- • • • • • • • • • APPENDIX E ShoreCare Partner Support Enterprise Service Program Data Sheet • f-'i" < '1-', \ "-',-...s;?,{t,~ Ente~Prise Pr~g~~~ t?ri?-Vld.~$ .Jj ~:;.": .::~ TeleSwitch Feature " Technical Assistance Center (TAC) Hours of Service 7)( 24 After Hours 1 Hour Response Authorized Contacts Up to Four Contacts may be desigf':sted TeleSwitch Web Access Access the TeleSwitch Web Access '{<;Os Case Management Yes Knowledgebase Yes Moves, Adds and Changes to System Configuration (MAC) -- Reduced Hourly Rate for On Site MAC's $95.0D!Hour Remote/Web based MAC's Free -- - Software Subscription Services Software Updates Yt?s Published Patches and Fixes V~S ShoreGear Switch Hardware Maintenance Services Extended Warranty Yes -- Advanced Exchange Yes Delivery Method Next Business DaV Delivery ShorePhone IP Telephone Hardware Maintenance Services ._------- Extended Warranty Vi:.~S Advanced Exchange V"E$ -- Delivery Method 1,2 Ground Deliverv :. A~1jitl,'lna1 f(:~~ ~1ppti(;,hlC' for' ,:~xn(:Gl! ~}~; iL;ndil ~g , k::~UC:;'~Gi rc:;p~)nsnJk for snipl)I(,g (harg;'):; ;~)r sh~pV(;€; (n':~th(l~l utht:":r t!;o~l gr(::.!nd TELESIMTCH Master Sales, Suppol1 and Software License p.greemerrt 9/27/2010 22 of 23 APPENDIX E AUTHORIZED CONTACTS The following contacts are service/support contacts and are your internal support team. They will receive a unique login and password to the ShoreTel ShoreCare Web Center and will have access to the TeleSwitch Technical Support Center. -~ : i . , '. ' ~~ \1 , COMPANY NAME AND MAILING AIlDR~$S J~':' <' ~ , : r, " ", ~ , i' v , • Company Name • Address (Line 1) • Address (Line 2) • City I State I Zip Code • Main Phone # • Main fax # .... : ". " AUTHORIZED CONTACT #.1 \ • Full Name • Title • Phone # • Fax # -. - • Email Address AUTHORIZED CONTACT # 2 • Full Name • Title • Phone # • Fax # • Email Address AUTHORIZED CONTACT # 3 • Full Name • Title • Phone # • Fax # • Email Address AUTHORIZED CONTACT # 4 • Full Name • Title • Phone # • Fax # • Email Address TELESWrTCH Master Sates, Support and Software license Agreement 9/27/2010 23 of 23