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Home My WebLink AboutContract 1589 Trans-Alarm, Inc. 500 East Travelers Trail. Burnsville, MN 55337. Phone (952) 894-1700. Fax (952) 894-1850 MAINTENANCE AGREEMENT 24-7 OPTION THIS AGREEMENT made this ~ day of June, 20Ql between TRANS-ALARM, INC., its successors and assIgns CTRANS-ALARM") and City of Columbia Heights Police Department "you" or "your") located at: 590 40th Ave. NE Columbia Heights, Mn 55421. YOU AND TRANS-ALARM agree as follows: I. SERVICES TO BE PROVIDED - TRANS-ALARM agrees to provide the maintenance set forth herein for the equipment listed on Schedule "A" ("Equipment") which is installed at: 590 40th Ave. NE Columbia Heights, Mn 55421. SERVICES FOR THIS ADDRESS ARE TO BE BILLED TO: 2. TERM - The Agreement shall have an initial term of One Year from the installation completion . After the initial term, this Agreement shall continue on an annual basis unless either party terminates by giving thirty (30) days written notice. 3. CHARGES - You agree to pay TRANS-ALARM the maintenance fee as determined by the attaehed Schedule "A" and summarized below. The annual maintenance agreement fee may be adjusted from time to time by delivery of an amended Schedule "A" 30 days prior to the effective date of the adjustment. 4. INSPECTION AND REPAIR a. Equipment which is not being maintained by TRANS-ALARM immediately prior to its being listed on Schedule "A" will not be accepted for maintenance until it has been inspected and brought up to TRANS-ALARM'S standards atyollr expense. b.ll~ atyollr subsequent request, TRANS-ALARM agrees to maintain additional equipment that is not currently on Schedule "A," such maintenance shall be provided subject to the terms of this Agreement and at TRANS-ALARM's then current charges but only after such equipment has been duly inspected and brought up to TRANS-ALARM's standards atyollr expense. 5. TRANS-ALARM'S MAINTENANCE RESPONSIBILITIES a. TRANS-ALARM shall maintain the Equipment in good operating condition, provide scheduled preventive maintenance, as applicable, and shall furnish on-call maintenance. b. TRANS-ALARM shall bear the costs oflabor and parts required to maintain the Equipment due to normal wear and tear. c. TRANS-ALARM Service Hours are 24 hours a day, 7 days a week. The customer will not be billed tor any parts that are already covered in this agreement. 6. LIMIT A TION OF LIABILITY You understand that TRANS-ALARM is not an insurance company and that TRANS-ALARM is only providing certain services to attempt to help you reduce certain risks YOll may have. YOIl acknowledge that YOll continue to be solely responsible for any insurance coverage for any loss or damage to any person or property at YOllr premises. SINCE IT IS EXTREMELY DIFFICULT FOR TRANS-ALARM TO BE ABLE TO DETERMINE WHAT THE NATURE OF OR AMOUNT OF ANY LOSS THA T YOU MAY INCUR DUE TO ANY ACTION OR INACTION BY TRANS-ALARM, YOU AGREE THAT TRANS- ALARM'S LIABILITY FOR ANY SUCH LOSS SHALL BE LIMITED TO THE SUM OF $250.00. THIS LIMIT A TION DOES NOT APPLY TO GROSS NEGLIGENCE. 7. THIRD PARTY CLAIMS YOU AGREE TO INDEMNIFY, DEFEND AND HOLD TRANS-ALARM, ITS AGENTS AND EMPLOYEES, HARMLESS AGAINST ANY CLAIMS, LAWSUITS, OR LOSSES ASSERTED OR SUSTAINED BY PERSONS OTHER THAN YOU WHICH ARE ALLEGED TO HAVE BEEN CAUSED BY TRANS-ALARM'S PERFORMANCE HEREUNDER, EXCEPT FOR THOSE RESULTING SOLELY AND DIRECTLY FROM THE ACTIONS OF A TRANS-ALARM EMPLOYEE WHILE ON YOUR PREMISES. TRANS-ALARM, INC. ,-r fl~/ p ~ '1/V? Authorized Officer YOll acknowledge that this Agreement contains LIMITATIONS OF LIABILITY, DISCLAIMERS OF WARRANTY, and INDEMNIFICATION FOR THIRD PARTY CLAIMS as well as other provisions on the FRONT and BACK hereof which YOll acknowledge YOll have read, understand and accept. Ci Bruce Vogelgesang Sales Representative BY: DATE: May 3, 2001 TITLE: Ci ty Manager DATE: 5-22-01 FEDERAL ID NO. 41-6005069 8. DISCLAIMER OF WARRANTY TRANS-ALARM MAKES NO WARRANTY, EXPRESS OR IMPLIED, WITI-I RESPECT TO TIlE SERVICES AND MATERIALS PROVIDED HEREUNDER INCLUDING THE IMPLIED WARRANTY OF MERCI IANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 9. INCIDENTAL AND CONSEQUENTIAL DAMAGES - YOU ACKNOWLEDGE THAT TRANS-ALARM SHALL NOT BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM ANY FAILURE OR BREACH BY TRANS-ALARM HEREUNDER. Some States do not allow the exclusion or limitation of incidental or consequential damages, so this exclusion may not apply to you. 10. MISCELLANEOUS - A. PROTECTION FOR THIRD PARTIES - Your obligations under this Agreement shall extend to any person contributing labor, materials or any other service to you for or on behalf of TRANS-ALARM. B. MODIFICATIONS AND SUBSEQUENT SERVICES - You understand that the terms of this Agreement shall apply to any parts and materials, monitoring, maintenance, labor or other services provided prior to, during or after the term of this Agreement until a new Agreement has been signed by the parties which includes and governs such parts, materials or services. C. REMEDY - You acknowledge your sole remedy for TRANS-ALARM's failure to perform hereunder is to have TRANS-ALARM restore the equipment to good operating condition. D. INCREASE IN CHARGES - TRANS-ALARM shall have the right to increase its charges at any time after the expiration of five (5) years from the date of this Agreement after giving you thirty (30) days written notice. Additions or deletions to covered systems will cause a proportional adjustment to charges. E. DELAYS AND INTERRUPTIONS - TRANS-ALARM shall not be liable to YOIl for delays or interruptions in the services provided herein that are caused by events beyond TRANS-ALARM's control. F. MONITORING - If TRANS-ALARM provides monitoring services hereunder without a separate Service and/or Monitoring Agreement, the terms of this Agreement shall apply to such services. [ADD MONITORING PROVISION] G. YOUR RESPONSIBILITIES - I. In addition to the payments set forth above, you shall pay TRANS-ALARM for the cost of any labor, parts or other expenses incurred by it as a result of: a. your or others unauthorized attempts to repair or maintain the equipment, or b. your or others misuse or abuse of the equipment, or c. the occurrence of any event beyond TRANS-ALARM's control. 2. You shall allow TRANS-ALARM full and free access to the Equipment at all reasonable times, and shall arm, disarm and otherwise test the Equipment for proper operation and immediately notify TRANS-ALARM of any improper operation. 3. You shall maintain site conditions at your premises in accordance with the specifications established by TRANS-ALARM for the Equipment being maintained. 4. You shall not attempt to perform maintenance or repairs to the Equipment subject hereto or allow any other person to attempt such maintenance or repairs, but subject to TRANS-ALARM's specific instructions, you shall perform certain duties of a housekeeping nature with respect to the Equipment at your expense. 5. You shall not make any modifications, additions or replacements nor add any device or other matter to the Equipment without TRANS-ALARM's prior written approval. II. RIGHT TO DISCONTINUE SERVICES - TRANS-ALARM shall have the right to discontinue any services provided hereunder and terminate this Agreement without further notice, if it has determined, in its sole discretion, that conditions at your premises or events beyond TRANS-ALARM's control make it impractical, impossible, or too financially uncertain to continue. I. GENERAL - This Agreement is not binding until signed by an ofJicer of TRANS-ALARM. This Agreement together with any LEASE AGREEMENT, SERVICE and MONITORING AGREEMENT, or PURCHASE AGREEMENT signed by the parties constitutes the entire Agreement between the parties and no other oral or written understanding shall be binding on either party. The terms of this Agreement control any conflicting terms in your Purchase Order or other documents regardless of their date of issue. J. JURISDICTION - You agree that this Agreement shall be governed by the Laws of the State of Minnesota and you consent to jurisdiction in the applicable State or Federal courts of Minnesota for the resolution of all disputes arising out of this Agreement. TRANS-ALARM, INC. Filename: Columbia PO.xls Sheet: Schedule A Date: 5/3/01 Page: 1 MAINTENANCE AGREEMENT SCHEDULE "A" ~,\ME: Columbia Heights Police Dept. ClSL Ln. Columbia Heights Police Dept AllllRESS: 590 40th Ave. NE START nATE: Jun-Ol CITV. ST ZIP: Columbia Heights, MN 55421 CONTACT: Tom Johnson SALESPERSON: Bruce Vogelgesang PIlO'\E: 782-2844 I'\STAU.ATlON DATE: 02/01100 F\X: INSTALL DATE QTY DESCRIPTION **CARD ACCESS** 02/00 2 Electric Strike 02/00 5 Medeco High Security Cylinder 02/00 Dummy Rim Cylinder 02/00 Exit Lever 02/00 3 Maglock 02/00 2 Cord (Brown) 02/00 Door Cord (Stainless) 02/00 3 Microswitch 02/00 Strike 02/00 7 Mini Prox reader 02/00 Control Panel 02/00 RS-485 Panel Interface 02/00 RS-485 Computer Interface Maintenance Agreement Option: I $ 1.047.041