Loading...
AG 15-018RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: -{- T" 2. ORIGINATING STAFF PERSON: 76d G­, , EXT: `3 Z 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): • CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) • PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT • PROFESSIONAL SERVICE AGREEMENT ACMAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/ CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS • ORDINANCE ❑ RESOLUTION • CONTRACT AMENDMENT(AG #): ❑ INTERLOCAL • OTHER 5. PROJECTNAME: R1 "r a S C c o...'w Moo �re►� -tl� 6. NAME OF CONTRACTOR: e 04>% %,Y- ADDRESS: TELEPHONE E- MAIL: FAX: SIGNATURE NAME: TITLE EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: 1.7 ` ( q / � COMPLETION DATE: lx - lq - 17 3 ymn 9. TOTAL COMPENSATION $ o- 4 192,-7. Zi. 5 3 w'+&A (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY. ❑ CONTRACTOR ❑ CITY ❑, PURCHASING: PLEASE CHARGE TO: 5 0 3 -/I o a _ o14 3 - 5-1 j - '1-o - Y Q O 10. DOCUMENT /CONTRACT REVIEW PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) X LAW 11. COUNCIL APPROVAL (IF APPLICABLE) 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR ❑ ATTACH: SIGNATURE AUTHORITY, ❑ LAW DEPARTMENT NATORY (MAYOR OR DIRECTOR) � ITY CLERK SIGNED AG# LET SIGNED COPY RETURNED COMMENTS: INITIAL/ DATE REVIEWED INITIAL / DATE APPROVED — JM COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: DATE SENT: DATE REC'D: INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL/ DATE SIGNED t lVltl DATE SENTc ► / I eC' ABM° 11/9 NO THWES r+Fc •v l+fr .i. n/Yky tin /t +fl(+17.V 601 Dexter Ave N Seattle, WA 98109 P: (206) 282 -1200 F: (206) 282 -2010 www.copiersnw.com Bill To: City of Federal Way PO BOX 9718 Federal Way, WA 98063 Phone: PI *r 1 H%7IKCC1V1CI14 1 Agreement Start Date: Service Term: Customer No: Account Manager: Jim Olive Purchase Order No: Ship To: City Of Federal Way PO Box 9718 Federal Way, WA 98063 Phone: (253) 835 -7000 Mod IDR5010C Serial No:' Equip Yd: Meter: Start Meter Image >- re Overage 3yearMalntenanceCharge _Ch*MS 0.00000 1395.0 Black 0 Color 0 0.00000 0.00 Base: 0.00 Meter' Contac TOTAL: 1395.00 The customer agrees to provide meter reads at the request of Copiers ,Additional equipment is listed on Schedule A of this agreement and all terms and Northwest, based on the overage billing cycle. conditions of this agreement apply to any equipment listed on Schedule A or any other referenced documents that are part of this agreement. Remarks: This is a 3 year agreement for ID# FK137 apse Glia l aill "Cyrr ;; Cavani>c', �� NO v Base Billing - Select One: Overage Billing - Select One: Select One: n Monthly ❑ Monthly U Toner inclusive with metered charges - Includes, parts, labor, drums, fuser rollers, toner & developer. Paper and /or staples not Included. ❑ Quarterly ❑ Quarterly ❑ Toner exclusive with metered charges - indudes labor , parts, drums, and fuser falters. Paper and /or staples not Included. Other* 0 Other* 0 Toner exclusive non - metered charges - indudes labor and parts «ry. * Other must be Approved by Contract Billing Group ❑ t� ` tm} fy atr tlditaonai $ , t month per device for Initial Network Install and unlimited IT Service Labor, IT Service Labor covers on- "° Networ% Installs are conducted in accordance with the site and phone support for the equipment cfJVered ttr�f tTs dt „,.. „ Terms and Conditions set forth in this Agreement and stated herein and on the reverse side of hereof. �' _" �,. �. ...._., Wj Copiers Northwest, Inc. (CNW)'s factory trained personnel will render service on the listed equipment during regular business hours in accordance with the terms and conditions set forth on the front and reverse side of this Maintenance Agreement. This agreement begins at the time of equipment delivery or approved completed preinspection, unless otherwise specified by the "Agreement Start Date," This Agreement covers emergency calls, as well as routine preventive maintenance calls during normal business hours. Coverage period is for one year unless otherwise specified. This Agreement will automatically renew in increments of one year unless Copiers Northwest is notified in writing 30 days in advance of expiration. This Agreement is non - refundable and non - transferable. The customer signature of this agreement and CNW's billing or signature of this agreement constitutes CNW and Customer's acceptance of the agreement. Chanties to the original terms on the back side of this Maintenance Agreement are not valid unless initialed by an officer of Copiers Northwest. ACCEPTED BY COPIERS NOR"lHl T "In or Northwest &cer Date Lli.rf L la I Printed Name Title ACCEiq BY CUSTOMER vir"I" ­111- Attar rixtd Signature Required Date Printed Name Title page 1 of 2 excluding schedules Revision 1408a MAENANCE AGREEMENT TERMS AND CONDINS 1. General Scope of Coverage: This Agreemont covets adjustments; relPawt r and repiscrmantoi pans is request by normal use, of the agvi;rcnnnt, subject !nth , exeapl tits in and r acevda.,ice with 6reae Iteimiard ccnd 6.ons. This Agteenmeni tides ndt cover charges 'or {nstaliat`on of equip rent or de- iristailadon of oquipmeat if it is moved by Customer. If the device is placed outside a Coplers Northwest trio. ('t 04) zervit s area: CuOlviler afbws CNiW to choose to servicing provider. Damage to equipment or 4, pasts erisvtg Out or Or caused by misuse, abuse, nsyitgs ^ce, attachment of unauthorized comwnonts, accessories o, pars, use of aubstmnca:ro paper or substandard suppiias or outer causes beyond thH ;rHnt of rf CNVd are neteme 2d rf i "is A :y2e rent and may subject Customer to a surcharge or le ^aria lation of this Agreement in addition, CNW may terninate the Agreement if ills equiprival s modifix d, damaged, altered or serviced by personnel other than CWJ AaU ;rfzed personnel: or if pars, a ccesviiaa or caatpcn2nia not meeting mactiiae specifications are fated to Ines equipment This Agreement doss not rover charges ter repairs to print co,ntrokers other than described in pa agraph 3 or repairs due t) Citsr:tar or thld patty mddi5cabons to software or hardware. 2. Service +^..sits: Set rco ^alts under this Agreement wit be inade dtdml normal insures hours: 8 a m to 5 p n?. t fonday thr:,ugh Friday, at!he lnstalLsiion address stow: on the reverse side of this Agreemsnt. Travel and iatw;r fime for seroks calls after normal business hours, on weekends and on holidays: it and when availabe, will be charged at the puofisnell ovotero ft,,es in effect at i time the service cats made. CNW tep rese:^,tatives viii not handle, dicuonoeci ix repair unautrori >_ed attachments or components; Cum, nor is responsible for disuonneeling and reconnecting unauthorized alachmenK, or canponeats. Customer hereby indamnifaa and bolds CNW and its RHf:FaBartiatiuHp ham }: ass for damages lo or for:: any u?authe: :zed Patti, compo-.ents, accessories r equipment resulting from service periormad or: CNW equipment. Labor performed during a service call inciud; s cleaning and meiniaiffli of the equipment and this ai ushnnt ?i :repair or replacemari€ of pals descrited below. S: Unlimited i.T'. Service Labor: It this notion has bean selected and paid for by She customer ii bciudes all netwalt labor directly related fc the 2!}uipn ant tisf2d on this egreement •t T. Service Lib;x'shall be dery ed as the kA.0w:10 laliny 10 sca ^ping: priming, c =other nexarked runc€ams of Cie equip::elti: Basso :n 11al ttewvk costa lafun {if not inmoded in purchaserlease of equitxnent fisted above), insta:".ingrupdating drivers, adding new wdtkstai ors rn not dried runct ens, re"mstaitimg network gonnocBcFlS if eus anhers network falls, you A sir. t nq as it relates io e rocs caused by the eijuipritent trot Cie customer's nelwsrki. 11 Services will only be enlisted after a CNW service tec^nklan deternfinas that a network issue, not ha machine itself. sausad thH a nor. Any sry caa porfor fried oulskk; of tha Itmjte of Oils dMriifons above wilt be chargeable to Cie Cushmor at a rate of $1751,1tour 4, Repair and Replacement nt Parts: Ali parts necessary to IN aperaton of the equipment. due ;r normal wear and tees, w ith file excaptkott of the oars blared below and sub of s ifie I;Pimfal a"-Tie of coverage, wli be turnlshod free of charge durbq a sarvire cal neloded in ine maintenarce service or- ovideti by Cris Agreatilarit Excaptions are consumable item -, drum units, Kuser units, and makhtonance kits unless otherwise state^ in l is .A.greoment g Recondidoning: Rebuilding o major overhauls aze not omered by this Agreement in addition: when to its seta discretion CNYJ damolifies gtal a tecondlikining is necessary, as a result orexpected war and 09' r of materials and age factors caosed by r: xmai o'fcs en iro.me d usage, in order to keep the equipment it war coneit on: CNW ;YII $vomit t0 in8 Cuatnmer en eStMnala of needed reaairs and filet/ soatwhict `hilt be in addiTnn Te the Charge payable ut:der tit's Agreement. if the f uslontar dines not aultxxize such reconditioning, CNW may discencrius sore ra of the squa meal under this Agreement trefurding the unused p r leer: of the malntemanra charge) or may arose L renew ins AgmemeM upon la sxpiradcr, Thereafter,lhe CNW raprosenfatva may make serve available on a far C3;1 basis at ih0 published rates In effect at the lime of service, 6. Use of CNW Supplies: If ti ^e Customer uses ntner Clan CNW suppttas Nd if sue t supplfaa are defective or itnaCC.';(tt:abi0 for use to CNW Ina0hres and cause abwiomaly frequent se- -VF,fi ca li or Service froblill:s, Ilan CN:V may, at ils option, assess a surcharge Gr (asminate this AI;resment. to this aver ±. the: ustomar may ba offered cerwce on a' -er Cat:' hasis oased upon published rates. tit is roc a coliditi,a of `his Agreement, however, that the Custelfrier use -only CNW authorized suppies. 7. Supply inclusive Contracts: If suppflos are fr Wind: o tha service pmu ded under tW Agreeman!. ;'•h W A l supply torrar: ink and developer. The agreernant debts riot nciuda consumable soppy items MA as paper arldd staples- Alt normal prof yieltls are eased or an "8'.'s x 11'shes: with SY, text coverage. if ble Casinenars usages of supplies exceeds the nonral yields for The equipment tong servioad, 10N1N wi l invv'icc and to Cuskcr!er, agrees to pay. TT the excess suppkias atCNW s current retain prices in effect CN'vV reserves file r gh! Ic nhargo'or supplAs, freight, handltag, and fuel.. U on lerntlnatk,n of carcelat or; of a suppiies avbusive corlrarcl, cosaxnei most rslurr: any unused supp?y items provided by CNW under the agreement 8. ElKhridd; n o he to bosom optrnum par rrrtaFlra by file CfdW equipmHnt, it ntandaioy fha: spoof^ coots s be plugged into a ded'ieated [ns: Witch mmstcomply wish mane achimt efecrricai sfe- r1catuns. These power stsidAMs are na uirbd by marufat E rev specifxetinns. 9. Chwoes: The iil'at non- ralupdabse charge for ntafiitepance under this Agreement shell be he amount sat for•Jt on tha nwerea side of this Agraerment The nttat maintenance charge Will respect le any renewal term, or wmid or third item of a ntuli lamb agreenJSnt; will blithe charge in vita t at U a time Y ren rrnval CNW ,aserves the right to kncreasH the Bans Charge sml Cvera,,3 Charge of this Krasment upon renewal or ,annually 'or a mull'.. year agreement. Customer shat pay all ehargsawilhin 15 days of in.va. o date Customer agrees to prry aft ac;v^ costs and any rmso ^:able atotneys fees required by CNW trio collsul payment or: this agreement. interest will be charged at 1 :1% per momh or any unpaid balance. CNW r2se ves Ile rlgitl lovrlhhcid service n cancel inns :lgrtteniam if tit customer's etc; aunt is cv,rlhlrty {3") days rkolingttHnl tf egtaipnie,ni is rnoterf fG a new ;tit "t seroiee tert`Wry, CNW shah have the option tc charge, and the Customer egress u pay the dittaremce' :n ix b €shod Maintenance Charges between the curreni tarrilorri and the new (errlicry (on a T.ro•rala basis). if equiprmard is rnor<"r�d Extyertd CtiSMs sac vigH lenlari, C`e;V vas ;r,•es Ube .'gill td, ^.antai, qr the ^:;stonier agrees lo pay a fair and reasonable up-Charge for the corthiitied service: (,ailing into aaatunt the d arse to Cusforner's new location and (,= puiotished .ales of CNYa for seroYH nn viper air' basis. CN V toss 'es file right 5^ charge aticiill nary for ~hipping - r:eiglt . handing and fuel. 19. CansRlatlon: This A,trt:w mant hecorres effecif e upon the dale indxtaled ire in8'Ayeernaal Sla l Date" space, and shall .rintres for t t tnrm as spaciged on the face of this Acrae,miin( This Agreement w ti a :i:omaliccafry renew urcraments of ' "z momlts she tie traits: tern nas i)nen reached. GttsGimar may rangaf'tty prow ding CAl r a wridgn intent to cancel 30 days prior ;o die end of" s eurrerticon, 11, Event of Defaut; and Termination: The o eurrence H'iha tc'nv ng s art ccnsF €rte an Evcni of Default t; e cusiomer fails to pey any por!ion Of the charges for mafnienarea as prcivAed: under t e Agreenwtil wtnen t;ua or uuslomw rails to dory pertorm any covenant condiffcns, or term of this Agreelteat Upon The Event of Dallatt, CNW may; (i). ^tore to ser ica the eGUipm2itt, {ii) iumislt service on C O.D 'Per C ail' basis based upon published rates in etfetf at the .i : " : ?8 Of s9rviCU; {r) tarrnw,ats his A7raen rots Vd :thin fill days of fie expirati n cr ierrtinal Willis it ;is AIinsernenl, CN'vV sna i sutiiit to Cusfatner an i"i ed invoice for any fees or 2xp u see, inckuding any Per Call fees, the eic lore accrued under this Ayeetnent in the event customer let -riratss prix to the expiration of the currant form of tfhis agmentent wi0out cause, Of in this event CN Y terminates this agmentanl prior to the end of the term due to Cusfcrt ors rnaterlal b each, C.NW w It b ll ant Coskxmer w It be re sills a pry an aariy loon ref on charge aS tiquidaied damages, and gat a penally. Early termh atiori c iargss are are grsatar of the fmkvv:ng: a) billing period bane charge times remai lino bulirg periods rernaininy in the ter r,: divided by two Of lot 30 -891! of the Pdor L1ree oiling periods' mafrienancs lolling t nos ifts rnrnbor of b ding percls rernaining in the to r ;.tivderf by tae} . 12, Indemnity^ Customer shall indemnify, Sava and hold CNW, its atfilfates: oltcera, d rect,xs, shareholders, eHJphyees, age: ^its and representatives and tt eir successors amd assigns harmless from and against any laoliiN, loss; test, expense or damage MMtsoavar caused by reasoth of any breach of this Aoreement by Customer or by reason: ;X any injury w0fit her to body, property, business: character or reputation sustained by CNW Parties or to any etner, porson by reason of any act, regv ct cmiss':on or default by Customer. Customer shall defend any action to which t ^:is indemmy shell apps Ir d a ave,I Customer fits to deMnd:;u h antan i,N i+may do so a id r�r ever f rn Customer In addition, all casts and axpe sH , fnGudlnq, wilAO!'t ffmlta €loft, attorneys fees and dtsburserrsr:E, incurrud by CNW n connection Win actions taken by CNW or Its representatives {tj to onkonse any, txov.s :tea of IN '$ Agreement; (ll) in affeci airy payrr:enis or coilmi'wns provided for herein; (ill) to fnsGute, maintain: preserve antorics, and foreclose oq CN'W's saeudry m2mst if) or lion on the goods, whether through judicial proceedings or etriarwiso: or (M to defend w prosecute any ;:nnceedngs arising Gut of or relation „any CNW hansocMonsW.th Cuskx w,r. Tt?s Orel nog provisoans of this Paiayaph shag survive (he termination or expeaton of this Agreement. 13. Full Agrecrnent: This Agreement; along wi D all screduiaa, allachtnems: and supporting documents, consRulas the entire igree pem between the part es pertaining to the sub ect;natltr hercmf and supersedes o f prior anroe menta, understandings, rwggtiatans and rli usstons, whether met or wridan, of the parties, and may rot be adced to, modified, suppfemenled or waived in any way except fn writing signed by bo -th parties (otrier linen pricing ohanges provided for herein), 14, Successors and Assigns; Temyr anon: T} is Agreement stall its boding en lie parties hersto, their hears, successors, and assigns However, Customer may nqt assign this Agreemebt without the consent of CNW. i6, Sapsrabiffty of Rrovis`ons: lath provision cf gtfs AgreemHnt shall tie conaiderad sops attfe: and: I'for any reason any erxlv!Von II Al is not essential to ice effectuation of the basic purposes of this Agreement is deteninh ed to be Invalid and ootiimry ko my asist ilg or Future Easy, such invalidity shall not impair the operation of or ah'ect blow Provisions of this Agrearrent that am valid. 16. Counterparts and Facsimile Signatut s; fills Agrcisrnant may W exacutad in sevnrai oounierpafl each rf Mich albeit tx deern2d to c ao nrgiral eriA ai oP wltith loges :er shs I constitute eta Agrierrant tird'ng er ati parties holelio, no 0ahstar:di:ng that atl The parlias nave: not signed the same counterpart A faxed sfgnalure of dtfs Agreement bearing authorized signatures may be treated as an Original, 17. NAfitER OF JURY TRIAL: AL'. PARTIES HEREM HEREBY IRREVOCABLY WAI'V (a) THE RIGHT TO TRIAL BY JURY; AND Ill) THE RIGH r T :O INTERPOSE ANY AND ALL COONTERCLA MS iN A14Y ACDON, PROCEEDING OR CLAIM ARISING OUT Or OR PERTAINING TO THIS AGREEMENT 18. Jurisdiction: All parties herby cortsert and voiuoUrily submit to misonai ulisd?tgcn it cite State of Washington and in the coals In such State located In King County It any prccseding arising out of or relatlrg to this 19_ Hold Narni ess: in no event shall CNW be iiabie for any oamages wilaLsoaver. inciWing without limitation, special: incidental, cdnsnquanLat, or indirnt damages fa parson it njury, loss of business profits, business isnupdct :,and loss of business f ik m.atfor. arising nut of or arc inability to use dws ptoduct CNW is nc! labia for arry claim mado by a ihird patty or made by G.tslo.ner fora third parry. The Customer acknowledges that the service sewerage fs such that lne arpdpmaM may co ^limo to pmviris ^totzes loot rat furcUgn as a prrtsr, The Customer strait lots Labe for ihese, types of repairs unless IT Service Labor box's checksd or revaise side: 20. Force Majoure: CNW shall not be fable if, Customer for any failure or delay caiss by events beyond CNW s contol, inducing, without ltmilaim?, Cuslornur's Pailute to furnish naccessary inf xtnann; sabotage; falure or delays o Iansp Elation or communication, boycoits: e<mltw3ocs; faflctras or subshtufions of oquipment: later disputes; arrfderitr :. shcrlages of iabor: `tie:, raw -nmeriais! machinery, or equipment tedhnioaf raison s; F:te; SUM; flied; ea thquaka; axpr:sktn; ask$ Hf Lrie puRto enemy; war; insurrecder :; riot; public d sorde : upfdamlc; ullarinulle estri flans; acts of God; MIS,)! any governmontcr any quasi- goverrma ttal att(hod€y, nslrumentaty or agency. 21. NO WARRANTY: C.; ;h' DiSCt AIMS ALL WARRANTIES, EXPRESS rift IMPLIED INCLUDING ANY WI :PLiELt ViAflRAfi4 NES Ot MERCHANTAPILfTY, TECHNIC;A.t. COMPATASN i1 Y, MNESS FOR USE, OR FITNESS =QR A PARTICULAR PURPOSE,. CUSTOMERAGR_ES THAT CNW IS NOT RESPOW&LE FOR OtRECT; INCIOF4T.AL. IR CONSEQUENTIAL DAMAGES INCLUDING, 8UT NOT L tot ED TO: THE LOSS OF USE Oi "HE 22. insurance: Customs- r shall abWn and maintain, at its own experise, fnsurence relating to claims for injury ane`cr property damage (ic:uding ca €mmerciai goosrai liability insurance) based on Its use of the equipment, goods atxi machillorY Ct i er staff Revision 140S-- mrrool_ �r wIrIR Ri�lS7 A w1M r NOR 601 Dexter Ave N Seattle, WA 98109 P: (206) 282 -1200 F: (206) 282 -2010 www.copiersnw.com Bill To: City of Federal Way PO BOX 9718 Federal Way, WA 98063 Phone: customer agrees to provide meter reads at the request of Copiers hwest, based on the overage billing cycle. is is a 3 year agreement for ID# FK137 Base Billing - Select One: ❑ Monthly Black Color ige Billing - Select One: ❑ Monthly ❑ Quarterly I ❑ Quarterly (] Other* I ❑ Other* * Other must be Approved by Contract Billinq Groui I°IAil1l 1 CI1jA1M%.0C Ati3RCCI`7C1M 1 Agreement Start Date: Service Term: Customer No: Account Manager: Jim Olive Purchase Order No: Ship To: City Of Federal Way PO Box 9718 Federal Way, WA 98063 Phone: (253) 835 -7000 1395 Base: 0.( TOTAL: 1395.( Additional equipment is listed on Schedule A of this agreement and all terms and conditions of this agreement apply to any equipment listed on Schedule A or any other referenced documents that are part of this agreement. Select One: ❑ Toner inclusive with metered charges - includes, parts, labor, drums, fuser rollers, toner & developer. Paper and/or staples not included. ❑ Toner exclusive with metered charges - includes labor, parts, drums, and fuser Alers. Paper and /or staples not included. n Toner exclusive non - metered charges - includes labor and parts only. LI Customer a 5 r month per device for Initial Network Install and unlimited IT Service Labor. IT Service labor covers on- site and phone support for the equipment covered under is Network Installs are conducted in accordance with the Terms and Conditions set forth in this Agreement and stated herein and on the reverse side of hereof. Copiers Northwest, Inc. (CNW)'s factory trained personnel will render service on the listed equipment during regular business hours in accordance with the terms and conditions set forth on the front and reverse side of this Maintenance Agreement. This agreement begins at the time of equipment delivery or approved completed preinspection, unless otherwise specified by the "Agreement Start Date." This Agreement covers emergency calls, as well as routine preventive maintenance calls during normal business hours. Coverage period is for one year unless otherwise specified. This Agreement will automatically renew in increments of one year unless Copiers Northwest is notified in writing 30 days in advance of expiration. This Agreement is non - refundable and non - transferable. The customer signature of this agreement and CNW's billing or signature of this agreement constitutes CNW and Customer's acceptance of the agreement. Changes to the original terms on the back side of this Maintenance Agreement are not valid unless initialed by an officer of Copiers Northwest. ACCEPTED BY COPIERS NORTHWEST Copiers Northwest Officer Printed Name Date Title ACCEPTED BY CUSTOMER _ / lb* Wh /N Authorized Signature Required Date ) �►�OMA r1'&VVR_f_1fi 0� M.Wv,_ Printed Name Title page 1 of 2 excluding schedules Revision 1408a MAINTENANCE AGREEMENT 1. General Scope of Coverage: This Agreement covers adjustments, rep0eplacement of parts as required by normal use of the equipment, subject to the exceptions in and in accordance with these terms and conditions. This Agreement does not cover charges for installation of equipment or de- installation of equipment if it is moved by Customer. If the device is placed outside a Copiers Northwest Inc. (CNW) service area, Customer allows CNW to choose the servicing provider. Damage to the equipment or its parts arising out of or caused by misuse, abuse, negligence, attachment of unauthorized components, accessories or parts, use of substandard paper or substandard supplies or other causes beyond the control of CNW are not covered by this Agreement and may subject Customer to a surcharge or to cancellation of this Agreement In addition, CNW may terminate the Agreement if the equipment is modified, damaged, aftered or serviced by personnel other than CNW Authorized Personnel, or if parts, accessories or components not meeting machine specifications are fitted to the equipment This Agreement does not cover charges for repairs to print controllers other than described in paragraph 3 or repairs due to Customer or third party modifications to software or hardware. 2. Service Calls: Service calls under this Agreement will be made during normal business hours, 8 a.m. to 5 p.m. Monday through Friday, at the installation address shown on the reverse side of this Agreement Travel and labor time for service calls after normal business hours, on weekends and on holidays, if and when available, will be charged at the published overtime rates in effect at the time the service call is made. CNW representatives will not handle, disconnect or repair unauthorized attachments or components; Customer is responsible for disconnecting and reconnecting unauthorized attachments or components. Customer hereby indemnifies and holds CNW and its Representatives harmless for damages to or from any unauthorized parts, components, accessories or equipment resulting from service performed on CNW equipment. Labor performed during a service call includes cleaning and maintenance of the equipment and the adjustment, repair or replacement of parts described below. 3. Unlimited I.T. Service Labor. If this option has been selected and paid for by the customer it includes all network labor directly related to the equipment listed on this agreement "I.T. Service Labor" shall be defined as the following relating to scanning, printing, or other networked functions of the equipment Basic initial network installation (if not included in purchasellease of equipment listed above), installinglupdating drivers, adding new workstations for networked functions, re- installing network connections if customer's network fails, troubleshooting as it relates to errors caused by the equipment (not the customers network). I.T. Services will only be enlisted after a CNW service technician determines that a network issue, not the machine itself, caused the error. Any services performed outside of the limits of the definitions above will be chargeable to the Customer at a rate of $1751hour. 4. Repair and Replacement of Parts: All parts necessary to the operation of the equipment, due to normal wear and tear, with the exception of the parts listed below and subject to the general scope of coverage, will be fumished free of charge during a service call included in the maintenance service provided by this Agreement Exceptions are consumable items, drum units, fuser units, and maintenance kits unless otherwise stated in this Agreement. 5. Reconditioning: Rebuilding or major overhauls are not covered by this Agreement In addition, when in its sole discretion CNW determines that a reconditioning is necessary, as a result of expected war and tear of materials and age factors caused by normal office environment usage, in order to keep the equipment in working condition, CNW will submit to the Customer an estimate of needed repairs and their cost which will be in addition to the charge payable under this Agreement. If the Customer does not authorize such reconditioning, CNW may discontinue service of the equipment under this Agreement (refunding the unused portion of the maintenance charge) or may refuse to renew this Agreement upon its expiration. Thereafter, the CNW representative may make service available on a "Per Call" basis at the published rates in effect at the time of service. 6. Use of CNW Supplies: If the Customer uses other than CNW supplies and if such supplies are defective or unacceptable for use in CNW machines and cause abnormally frequent service calls or service problems, then CNW may, at its option, assess a surcharge or terminate this Agreement. In this event, the customer may be offered service on a "Per Call" basis based upon published rates. It is not a condition of this Agreement, however, that the Customer use only CNW authorized supplies. 7. Supply Inclusive Contracts: If supplies are included in the service provided under this Agreement, CNW will supply toner, ink and developer. The agreement does not include consumable supply items such as paper and staples. All normal print yields are based on an "8 %x 11" sheet with 5% text coverage. If the Customers usage of supplies exceeds the normal yields for the equipment being serviced, CNW will invoice and the Customer agrees to pay, for the excess supplies at CNW's current retail prices in effect CNW reserves the right to charge for supplies, freight, handling, and fuel. Upon termination or cancelation of a supplies inclusive contract, customer must return any unused supply items provided by CNW under the agreement. 8. Electrical: In order to insure optimum performance by the CNW equipment, it is mandatory that specific models be plugged into a dedicated line, which must comply with manufacturer electrical specifications. These power standards are required by manufacturer specifications. 9. Charges: The initial non - refundable charge for maintenance under this Agreement shall be the amount set forth on the reverse side of this Agreement The annual maintenance charge with respect to any renewal term, or second or third term of a multi -term agreement, will be the charge in effect at the time of renewal. CNW reserves the right to increase the Base Charge and Overage Charge of this agreement upon renewal or annually for a multi- year agreement Customer shall pay all charges within 15 days of invoice date. Customer agrees to pay all court costs and any reasonable attorneys fees required by CNW to collect payment on this agreement. Interest will be charged at 1 % % per month on any unpaid balance. CNW reserves the right to withhold service or cancel this Agreement if a customers account is over thirty (30) days delinquent. If equipment is moved to a new CNW service territory, CNW shall have the option to charge, and the Customer agrees to pay the difference in published maintenance charges between the current territory and the new territory (on a pro -rata basis). If equipment is moved beyond CNW's service territory, CNW reserves the right to cancel, or the Customer agrees to pay a fair and reasonable up- charge for the continued service, taking into account the distance to Customers new location and the published rates of CNW for service on a "Per Call" basis. CNW reserves the right to charge additionally for shipping, freight, handling and fuel. 10. Cancellation: This Agreement becomes effective upon the date indicated in the "Agreement Start Date" space, and shall continue for the term as specified on the face of this Agreement. This Agreement will automatically renew in increments of 12 months after the initial term has been reached. Customer may cancel by providing CNW a written intent to cancel 30 days prior to the end of the current term. TERMS AND CONDITIONS 11. Event of Default and TerminShe occurrence of the following shall constitute an Event of Default: the customer fails to pay any portion of the charges for maintenance as provided under the Agreement when due or Customer fails to duly perform any covenant, conditions, or term of this Agreement. Upon the Event of Default, CNW may; (i) refuse to service the equipment, (ii) furnish service on C.O.D. "Per Call" basis based upon published rates in effect at the time of service; (iii) terminate this Agreement Within 60 days of the expiration or termination of this Agreement, CNW shall submit to Customer an itemized invoice for any fees or expenses, including any Per Call fees, theretofore accrued under this Agreement In the event customer terminates prior to the expiration of the current term of this agreement without cause, or in the event CNW terminates this agreement prior to the end of the term due to Customer's material breach, CNW will bill and Customer will be responsible to pay an early termination charge as liquidated damages, and not a penalty. Early termination charges are the greater of the following: a) billing period base charge times remaining billing periods remaining in the term, divided by two or b) average of the prior three billing periods' maintenance billing times the number of billing periods remaining in the term divided by two . 12. Indemnity: Customer shall indemnify, save and hold CNW, its affiliates, officers, directors, shareholders, employees, agents and representatives and their successors and assigns harmless from and against any liability, loss, cost, expense or damage whatsoever caused by reason of any breach of this Agreement by Customer or by reason of any injury whether to body, property, business, character or reputation sustained by CNW Parties or to any other person by reason of any act, neglect, omission or default by Customer. Customer shall defend any action to which this indemnity shall apply. In the event Customer fails to defend such action CNW may do so and recover from Customer in addition, all costs and expenses, including, without limitation, attorneys fees and disbursements, incurred by CNW in connection with actions taken by CNW or its representatives (1) to enforce any provision of this Agreement; (II) to affect any payments or collections provided for herein; (111) to institute, maintain, preserve enforce, and foreclose on CNW's security interest in or lien on the goods, whether through judicial proceedings or otherwise: or (IV) to defend or prosecute any proceedings arising out of or relating to any CNW transactions with Customer. The foregoing provisions of this Paragraph shall survive the termination or expiration of this Agreement 13. Full Agreement: This Agreement, along with all schedules, attachments, and supporting documents, constitutes the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior agreements, understandings, negotiations and discussions, whether oral or written, of the parties, and may not be added to, modified, supplemented or waived in any way except in writing signed by both parties (other than pricing changes provided for herein). 14. Successors and Assigns; Termination: This Agreement shall be binding on the parties hereto, their heirs, successors, and assigns. However, Customer may not assign this Agreement without the consent of CNW. 15. Separability of Provisions: Each provision of this Agreement shall be considered separable, and, if for any reason any provision that is not essential to the effectuation of the basic purposes of this Agreement is determined to be invalid and contrary to any existing or future law, such invalidity shall not impair the operation of or affect those provisions of this Agreement that are valid. 16. Counterparts and Facsimile Signatures: This Agreement may be executed in several counterparts, each of which shall be deemed to be an original and all of which together shall constitute one Agreement binding on all parties hereto, notwithstanding that all the parties have not signed the same counterpart. A faxed signature of this Agreement bearing authorized signatures may be treated as an original. 17. WAIVER OF JURY TRIAL: ALL PARTIES HERETO HEREBY IRREVOCABLY WAIVE (a) THE RIGHT TO TRIAL BY JURY; AND (b) THE RIGHT TO INTERPOSE ANY AND ALL COUNTERCLAIMS IN ANY ACTION, PROCEEDING OR CLAIM ARISING OUT OF OR PERTAINING TO THIS AGREEMENT. 18. Jurisdiction: All parties hereby consent and voluntarily submit to personal jurisdiction in the State of Washington and in the courts in such State located in King County in any proceeding arising out of or relating to this 19. Hold Harmless: In no event shall CNW be liable for any damages whatsoever, including without limitation, special, incidental, consequential, or indirect damages for personal injury, loss of business profits, business interruption, and loss of business information arising out of or an inability to use this product. CNW is not liable for any claim made by a third party or made by Customer for a third party. The Customer acknowledges that the service coverage is such that the equipment may continue to provide copies but riot function as a printer. The Customer shall be liable for these types of repairs unless IT Service Labor box is checked on reverse side. 20. Force Majeure: CNW shall not be liable to Customer for any failure or delay cause by events beyond CNW's control, including, without limitation, Customers failure to furnish necessary information; sabotage; failure or delays in transportation or communication; boycotts; embargoes; failures or substitutions of equipment; labor disputes; accidents; shortages of labor, fuel, raw materials, machinery, or equipment; technical failures; fire; storm; flood; earthquake; explosion; acts of the public enemy; war; insurrection; riot; public disorder; epidemic; quarantine restrictions; acts of God; acts of any government or any quasi - governmental authority, instrumentally or agency. 21. NO WARRANTY: CNW DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TECHNICAL COMPATABILITY, FITNESS FOR USE, OR FITNESS FOR A PARTICULAR PURPOSE. CUSTOMER AGREES THAT CNW IS NOT RESPONSIBLE FOR DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, THE LOSS OF USE OF THE 22. Insurance: Customer shall obtain and maintain, at its own expense, insurance relafing to claims for injury and/or property damage (including commercial general liability insurance) based on its use of the equipment, goods and machinery. Customer Irr 1as Revision 1408a OOPIERS r NORTHWEST New Ides& New Solutions. 601 Dexter Ave N Seattle, WA 98109 P:206- 282 -1200 F:206- 282 -2010 Bill To: City Of Federal Way PW Work Room 33325 8th Avenue S Federal Way, WA 98003 -6325 CONTRACT INVOICE Invoice Number: INV1139344 Invoice Date: 12/31/2014 Customer: City Of Federal Way I 33325 8th Avenue S l Federal Way, WA 98003 -6325 Summary: Contract base rate charge for the 12/29/2014 to 12/28/2017 billing period $1,395.00 $1,395.00 Detail: Equipment included under this oontlract , Canon /DR5010c Number Serial Number FK137 DD312926 OK TO PAY ® a °C�.L�v. PLEASE REMIT TO: Copiers Northwest, Inc 601 Dexter Ave N Seattle, WA 98109 Base AcU. $0.00 Location City Of Federal Way CC:518 88 316 /Law 33325 8th Ave South Federal Way, WA 98063 Invoice SubTotal $1,395.00 Tax: $132.53 Invoice Total $1,527.53 Balance Due: $1,527.53 Page 1 of 1 0 ` 33325 8th Ave. South CITY of Federal Way, WA 98003 Federal Way VENDOR: 008445 COPIERS NORTHWEST INC 601 DEXTER AVE N SEATTLE, WA 98109 FOB Point: Terms: Net 30 Req. Del. Date: Special Inst: 0 Page 1 / 1 " '6 ' �d 1-1 tfti P�} tJ 12/12/2014 065809 SHIPTO: FEDERAL WAY CITY HALL 33325 8TH AVE SOUTH FEDERAL WAY, WA 98003 Req. No.: 030795 Dept: Contact: PEARSON, BRIAN Confirming? No IT -3 YEAR MAINTENANCE AGREEMENT FOR 1,395.00 CANON I DR- 501'0C PD- RECORDS SCANNER CNW ID FK137 SUBTOTAL 1,395.00 BILLTO: CITY OF FEDERAL WAY TAX 132.53 33325 8TH AVE SOUTH FREIGHT 0.00 FEDERAL WAY, WA 98003 TOTAL 1,527.53 E 503- 1100 - 043 - 518 -70 -480 Authorized Signature 1,527.53 VENDOR COPY Authorized Signature (over $1,000)