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Systems Maintenance Agreement
This agreement is for icons® systems maintenance to be provided by Econolite Control Products,
Inc. (ECONOLITE) to City of Auburn, WA icons system (AUBURN) as follows:
Products Covered
This agreement covers systems maintenance support of the base icons system software licensed
to AUBURN. This agreement does not cover third party commercial off the shelf (COTS)
software (even if that software is required for correct system operation), system hardware,
communications equipment, or field equipment and software unless that software falls under the
base icons system software license agreement.
Period of Coverage
One year from the date of commencement of this agreement. Thereafter the annual fee for
systems maintenance agreement may be renegotiated by the parties not less than 60 days prior to
the expiration of the period of coverage.
Cost
$15,000.00 -plus cost of travel & lodging expenses for the annual upgrade procedure not to
exceed $3,000.00
Coverage
ECONOLITE will provide the following services during the term of this agreement:
1. At the request of the city, an ECONOLITE technician or engineer shall be present and
available at the AUBURN site for one annual maintenance visit (not to exceed 40 hours).
A. The technician will verify that the latest software is installed and operating properly on
icons servers and workstations.
B. The technician will verify that the icons database is properly configured and that an
annual backup is performed.
C. Any remaining time that the technician has will be used to provide training on new
features and functionality and/or supplemental training on standard icons operations, if
requested by customer.
2. ECONOLITE will provide unlimited telephone and/or remote support as follows:
Times: 8:OOam to S:OOpm (Mountain Time)
Days: Monday to Friday except for holidays recognized by ECONOLITE
Telephone support number: 714.630.3700 or 800.225.6480
icons is a registered trademark of Econolite Control Products, Inc,
Systems Maintenance Agreement
Provisions
1. Payment is due at the commencement of the, annual maintenance period. To be paid to
ECONOLITE within 30 days of AUBURN' S receipt of proper invoice.
2. ECONOLITE will invoice AUBURN for any time, travel and lodging costs beyond the
one (I) annual upgrade procedure and telephone support as outlined on page 1 of this
AGREEMENT. ECONOLITE's time will be billable at $175.00 per hour, to be paid to
ECONOLITE within 30 days of AUBURN'S receipt of proper invoice.
3. AUBURN will provide connection services for remote access to the system by
ECONOLITE. ECONOLITE will provide support services by means judged appropriate
by ECONOLITE. Such means may include, upon approval by city, a-mail, dial-up
access, telephone, wireless remote telephone consultations, remote VPN access through
the Internet utilizing Microsoft's Remote Desktop capabilities to AUBURN owned icons
servers and workstations and the provision of written documentation and other materials
to AUBURN, by mail or any electronic means. ECONOLITE will not remotely connect
to any AUBURN system without prior approval by appropriate AUBURN staff.
4. In the event that ECONOLITE identifies a fault or failure in software or hardware not
covered under this agreement, which affects the operation of the icons system, then
AUBURN agrees to take prompt action to correct such faults and failures.
A software upgrade may require hardware and third party COTS software (e.g. operating
systems, database servers, drivers, etc) upgrades to ensure the performance and
functionality of the system. ECONOLITE will provide details of minimum system
requirements and the system will be upgraded at AUBURN's cost to meet or exceed
these requirements at least one week prior to the base icons software upgrade.
ECONOLITE intends to continuing using basic industrial standard software packages for
all future upgrades.
6. This upgrade may not support all the functionality of the previous version of the icons
system. Prior to the upgrade, ECONOLITE will provide AUBURN with release notes for
the new product that describes new and modified functionality. It is not anticipated that
any core functionality will be lost, however support for obsolete field devices may not be
included in future system upgrades. AUBURN will be provided a 60 day notice should
any field devices within AUBURN become obsolete.
7. Any third party applications to be used on any server, workstation or laptop accessing or
forming part of the icons system must be approved by ECONOLITE.
8. This agreement specifically excludes damage to the icons system caused by the
following: accident, unusual physical, electrical, electromechanical stress, neglect,
misuse, failure of electric power, environmental conditions, transportation, or operating
with operating systems, media or other software programs or use with hardware not
approved by ECONOLITE.
9. ECONOLITE is not responsible for obsolescence of the icons system that may result
from changes in AUBURN's computer or informational needs requirements or from
changes in AUBURN'S operational hardware or software programs.
Systems Maintenance Agreement
10. ECONOLITE warrants that the icons system will perform provided that: (a) the icons
system is used only with the Hardware and in accordance with ECONOLITE's
documentation and use instructions; (b) the Hardware is in good operating condition at all
times and is installed in a suitable operating environment and is regularly maintained in
accordance with the user documentation provided by ECONOLITE or the manufacturer;
(c) any error or defect in the icons system is not caused by AUBURN, its employees,
agents, contractors, or any third party.
11. Major system upgrades that include new features and functions also include new icons
user manuals. New documentation is not generated for minor system upgrades to correct
errors.
Signatures below indi al agreement with the terms and conditions herein.
AU ECONOLITE:
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Systems Maintenance Agreement