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Home My WebLink About7.c. Telephone Contract - CITY OF ROSEMOUNT ` EXECUTIVE SIJMMARY FOR ACTION CITY COUNCIL MEETING DATE: AUGUST 15, 1995 AGENDA TTEM: TELEPHONE CONTRACT AGENDA SECTION: , NEW BUSINESS I PREPARED BY: SUSAN M. WALSH AGENDA NO. ADMIrTISTRATIVE ASSISTANT ATTACHMENTS: CONTRACT APPROVED BY: Attached for City Council consideration and approval is an agreement with Frontier Communications for leasin� of telephone equipment and using their telecommunications services for a ten year period. We have used this telephone equipment and service since the later part of 1990, and at this point in time, staff is very satisfied with the equipment and services provided. By going with a ten year agreement, the overall savings for equipment and telephone services is $500 a month. Attorney Charlie LeFevere has reviewed the attached agreement, and many parts of the agreement are the result of Attorney LeFevere's negotiations with Frontier representatives. The city council may terminate this agreement with a 30 days written notice to Frontier. If the city council terminates the ageement because of unsatisfactory service of 15 or more days during the preceding year, no further compensation is owed by the city. If the agreement is terminated without unsatisfactory service as the reason, the city would owe the difference between the contracted amount and the standard month-to-month rates. With this language in the agreement, it seem most appropriate and economically feasible to enter the agreement. RECOMMENDED ACTION: MOTION TO APPROVE TI�AGREEMENT FOR CENTREX SERVICES BETWEEN FRONTIER CO1��IlVIUTTICATIONS AND CITY OF ROSEMOUNT. ACTION TAKEN: � - o�fier AGRLEMENT FOR CENTREX 3ERVICE3 This Agreernent is between Frontier Communications of Minnesota, Inc. ("Frontier Communications") , a Minnesota corporation, and City of Rosemount , a corporation doing business in Minnesota ("Customer") , for Centrex service. Services will be provided to Customer at: 2875 145th Street West, Rosemount Minnesota 55068. PREMI3E3: WHERLA3, Customer has a need for customer premises equipment and local telephone service for use in its business; and WHEREA3, Frontier Communications is able to provide the equipment and local telecommunications services needed by Customer. NOW, THEREFORE, IT IS AGREED as follows: 1. 3ervices and Equipaient Provided. Frontier Communications shall provide Centrex services to Customer in the Frontier Communications service area in Rosemount Minnesota. The specific services provided and quantities of the services provided are described on Schedule A under the heading, "Regulated Services". In addition, Frontier Communications shall provide customer premises equipment as listed on Schedule A under the heading, "Non-Regulated Services and Equipment". (Regulated Services and Non-Regulated Services and Equipment shall hereinafter be collectively referred to as "Centrex Services and Equipment") . 2. Initial Term. The term of this agreement shall commence with the provision of service on , 1995 , ("Date of Service") and shall continue for Ten ( 10 } years from the Date of Service (the "Initial Term") . This Agreement shall automatically renew for up to one ( 1 ) additional term(s) of five ( 5 ) years each unless Customer notifies Frontier Communications in writing on or before ninety (90) days prior to the termination date of the Initial Term or (any renewal term hereunder) that Customer desires to terminate this Agreement. 3. Ratea for Regulated 3ervicea. The price for Regulated Services provided to Customer shall be those listed on Schedule A. Those prices are subject to change as a result of action by the Minnesota Public Utilities Commission ("Commission") . In addition to services and eqtxipment provided hereunder, customer may obtain other regulated services provided by Frontier Communications at the rates reflected in Frontier Communications' tariff or at the prices reflected in Frontier Communications' price lists on file with the Commission. The rates for any additional Regulated Services or Equipment not listed in Schedule A shall change if there is a change in Frontier Communications' tariff or price lists. -1- � � 4. Rates for Non-Regulated 3ervices and Equip�aent. Frontier Communications shall make available to Customer any Non-Regulated Services and Equipment at its then prevailing prices. The prices for the Non-Regulated services and Equipment listed in Schedule A will remain in effect for the Initial Term and any renewal terms of this Agreement, unless otherwise agreed to in writing by Frontier Communications and Customer. 5. Services Not Included in This Aqreeatent. This Aqreement does not include other telecommunications equipment or services which Customer may obtain from other suppliers, including without limitation, toll service. 6. Ownership and Access. All equipment owned by Frontier Communications that is used to provide Customer's Centrex Services and Equipment pursuant to this Agreement, including without limitation, equipment leased to Customer and Frontier Communications' telephone plant and equipment ("Frontier Centrex Equipment") , shall at all times remain the sole and exclusive property of Frontier Communications, except as otherwise expressly provided herein. Neither Customer nor vendor to Customer shall obtain additional rights or physical access to the Frontier Cer�trex Equipment as a result of this Agreement. Customer shall refrain from taking any action that would result in any claims, levies, liens, and encumbrances on the Frontier Centrex Equipment. Customer shall not sell, assign, transfer, pledge, lend, or create a security interest in any of the Frontier Centrex Equipment; provided, however, that Customer shall not be restricted from use of the Centrex Services and Equipment to provide services in the ordinary course of business. Upon the termination of this contract, Frontier Communications shall have the right to enter Customer's premises and remove all equipment owned by Frontier Communications. 7. DI3CLAIMER OF WARRANTZES AND LIMITATION OF LIABZLZTY; IIQDEMIQIFICATION. FRONTIER CONIlrIUNICATIONS DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE GENTREX SERVICES AND EQUIPMENT, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE, EXCEPT AS OTHERWISE SET FORTH HEREIN, OR IN TARIFFS OR PRICE LISTS ON FILE WITH THE COMMISSION. FRONTIER COI�ItJNICATIONS, ITS SUBCONTRACTORS, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS SIiALL HAVE NO LIABILITY OR RESPONSIBILITY TO CUSTOMER OR TO ANY OTHER PERSON OR ENTITY WITH RESPECT TO ANY CLAIM, LIABILITY, LOSS, OR DAMAGE, ARISING OUT OF, CAUSED OR ALLEGED TO BE CAUSED, DIRECTLY OR INDIRECTLY, BY THE CENTREX SERVICES AND EQUIPMENT, INGLUDING BUT NOT LIMITED TO, ANY DEATH OR BODILY INJURY, LOSS OF BUSINESS OR PROFITS OR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGE DUE TO INTERRUPTION OF SERVIGE. CUSTOMER'S EXCLUSIVE REMEDY FOR ANY BREACA OF TAIS AGREEMENT BY FRONTIER COMMUNICATIONS SHALL SE A PRORATED REFUND OR CREDIT AGAINST COMPENSATION DUE HEREUNDER BASED UPON THE NUMBER OF DAYS THAT THE USE OF THE CENTREX SERVICES AND EQUIPMENT IS PREVENTED, BEGINNING 24 HOURS AFTER WRITTEN NOTICE THEREOF IS PROVIDED BY CUSTOMER TO FRONTIER CONa3UNIGATIONS. -2- ' t � IN THE EVENT THE CITY DETERMINES BY RESOLUTION OF ITS COUNCIL THAT SERVICES PROVIIIED BY FRONTZER UNDER THIS AGREEMENT ARE NOT SATISFACTORY, OR DO NOT MEET THE NEEDS OF THE CITY, IT MAY TERMINATE THIS AGREEMENT ON 30 DAYS WRITTEN NOTICE TO FRONTIER. IF TERMINATION IS PRECEDED, DURING THE YEAR PRECEDING ADOPTION OF SUCH A RESOLUTION, BY MATERIAL FAULT OR DEFICIENCIES IN SERVICES BY FRONTIER (DEFINED FOR PURPOSES OF THIS SECTION AS UNSATISFACTORY SERVICE ON 15 OR MORE DAYS) NO FURTHER COMPENSATION SHALL BE OWED BY THE CITY TO FRONTIER AFTER THE EFFECTIVE DATE OF TERMINATION. IF SUCH TERMINATION IS MADE FOR THE CONVENIENCE OF THE CITY, OR IS NOT PRECEDED DURING THE YEAR PRECEDING ADOPTION OF SUCH RESOLUTION BY MATERIAL DEFAULT OR DEFICIENCIES, THE CITY SHALL PAY TO FRONTIER THE DIFFERENCE IN RATE BETWEEN THE RATE PAID AS SPECZFIED ON SCHEDULE A FOR THIS TEN YEAR AGREEMENT, AND THE RATE SPECIFIED ON SCHEDULE B (STANDARD MONTH-TO-MONTH RATES) WHICH WOULD HAVE BEEN APPLICABLE FOR A SHORTER TERM SERVICE, FOR THE PERIOD FROM THE DATE OF THIS AGREEMENT TO THE EFFECTIVE DATE OF TERMINATION, IN EITHER EVENT, THE CITY AGREES THAT PRIOR TO THE EFFECTIVE DATE OF TERMINATION, IT WILL DISCUSS AND CONSIDER IN GOOD FAITH WHETHER OTAER SERVICES OR SYSTEMS AVAILABLE FROM FRONTIER WILL MEET TEHE NEEDS OF THE CITY. CUSTOMER FURTHER AGREES TO'• INDEMNIFY AND HOLD HARMLESS FRONTIER COMMUNICATIONS OF AND FROM ANY SUCA CLAIM, LIABILZTY, LOSS OR DAMAGE BY ANY PERSON OR ENTITY WITH WHOM CUSTOMER IS DOING BUSINESS THAT USES OR IS INTENDED TO USE THE CENTREX SERVICES AND EQIIIPMENT IN ANY WAY, INCLUDING WITHOUT LIMITATION ANY PERSON OR ENTITY PURCHASING ANY GOODS OR SERVICES FROM CUSTOMER. ALL RIGHTS AND OBLIGATIONS HEREUNDER ARISING WITH REBPECT TO EVENTS OCCURRING PRIOR TO TERMINATION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. 8, Custaner Default. Customer shall be in default under this Agreement in the event (i) Customer shall fail to pay within sixty (60) days of the date when due any part of the compensation payable hereunder; or (ii) Customer shall fail, after thirty (30) days' written notice thereof, to correct any failure in the due performance and observance of any other of the covenants and obligations of Customer hereunder. Interest at the rate of One and One Half Percent (1-1/2$) per month shall accrue and be payable to Frontier Communications by Customer on any compensation due from Customer that remains , unpaid for more than thirty (30) days from the date when due. In the event of any default by Customer, Frontier Communications shall have no further obligation to supply the Centrex Services and Equipment and, at the option to Frontier Communications, all rights of Cuatomer hereunder in and to the Centrex Services and Equipment owned by Frontier Communications shall terminate. In addition, Frontier Communications shall retain all compensation previously received hereunder. t -3- � t 9. Assignment. This Agreement may be assigned by Frontier Communications to a successor in interest or affiliate of Frontier Communications without prior approval by Customer. Customer may assiqn this Agreement only upon written consent of Frontier Communications which consent shall not be unreasonably withheld; provided, however, that after any such assignment, Customer shall remain responsible for all obligations of Customer hereunder. Customer: City of Rosemount gy; Date: Name (Brint) : Title: Brontier Communications of Minnesota, Inc. gy; Date: Name (Print) : Susan M. Rupp . Title: Regional Sales Manager -4- ' CITY OF ROSEMOUNT 2875 14Sth Street West Rosemoant,MN 55068 (�12)423-4411 Schedule A 10 Year Contract Rates CENTREX LINE&FEATURE PACKAGES Regulated Services Unit Price Extended Price Qty Description Per Month Per Month 9 Centrex Access Lines $55.84 $502.56 73 Intragroups 6.50 474.50 3 Basic Feature Packages 4.00 12.00 79 Enhanced Feature Packages 5.00 395.00 6 Dedicated Business Lines 55.84 335.04 CENTREX LINES AND FEATURES PER MONTH: �1,719.10 CENTREX EQUIPMENT Non-Regulated Services Unit Price Extended Price Qty Description Per Month Per Month 16 M5009 Business Sets $4.65 $74.40 2 M5112 Business Sets w/Speaker 10.30 20.60 29 M5209 Business Sets w/Display 11.50 333.50 3 M5312 Business Sets w/Speaker and Display 13.00 39.00 1 M536-36 Button Add-On Unit 15.50 15.�0 6 M518- 18 Button Add-On Units 4.50 27.00 5 M8009 Business Set w/Features 3.00 15.00 � 15 Unity Sets(Redial) 3.00 45.00 , 4 Unity Sets ' 3.00 12.00 1 Greeting Only Mailbox 6.75 6.75 46 Voice Messaging Mailboxes 3.75 172.50 1 Stinger Ringer 4.60 4.60 1 Di�ital Signal 6.30 630 1 TDD Rental Unit(for Hearing Impaired) 630 6.30 1 TC Premium Single Line Phone 3.00 3.00 EQUIPMENT INVESTMENT PER MONTH: $781.45 TOTAL CENTREX INVESTMENT PER MONTH: $2,500.55 * Access Line rate does not include legislated charges such as 911,TAPS,TACIP,and FCC subscriber line charge. These charges are mandated and subject to change. CITY OF ROSEMOUNT FRONTIER COMMUNICATIONS Customer's Signature Regional Sates Manager's Initials Date: Date: A CITY UF ROSEMOUNT' ' 2875145th Street West Rosemaunt,MN 55068 (6l2)423-4411; Schedule B Month-TaMonth CENTREX LINE&FEATURE PACKAGES Regulated Services Unit Price Extended Price Qty Description Per Month Per Month 9 Centrex Access Lines $55.84 $502.56 73 Intragroups 8.00 584.00 3 Basic Feature Packages 4.00 12.00 79 Enhanced Feature Packages 5.00 395.00 b Dedicated Business Lines 55.84 335.04 CENTREX LINES AND FEATURES PER MONTH: $1,866.46 CENT;REX EQUIPMENT Non-Regulated Services Unit Price Extended Price Qty Description Per Month Per Month 16 M5009 Business Seu $7.00 $112.00 2 M5112 Business Sets w/Speaker 14.00 28.00 ' 29 M5209 Business Sets w/Display 15.00 435.00 3 M5312 Business Sets w/Speaker and Display 21.00 63.00 1 M536-36 Button Add-On Unit 26.00 26.00 6 M518- 1&Button Add-On Units 12.00 72.00 5 M8009 Business Set w/Features 3.85 19.25 15 Unity Sets(Redial) 3.50 52.50 4 Unity Sets 3.00 12.00 1 Greeting Only Mailbox 7.95 7.95 46 Voice Messaging Mailboxes 6.95 319.70 1 Stinger Ringer 6.50 6.50 1 Digital Signal 9.00 9.00 1 TDD Rental Unit(for Hearing Impaired) 9.04 9.00 1 TC Premium Single Line Phone 3.50 3.50 EQUIPMENT INVE5TMENT PER MONTH: $1,175.40 TOTAL CENTREX INVESTMENT PER MONTH: $3,004.00 * Access Line rate does not include legislated charges such as 911,TAPS,TACIP,and FCC subscriber line charge. These charges are mand�ted and subject to change. CITY OF ROSEMOUNT FRONTIER COMMUNICATIONS Customer's Signature Regional Sales Manager's Initials Date: Date: