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Home My WebLink AboutR A N Services, Inc. Augusta Richmond GA DOCUMENTNAME:~AD Ser-v'l~II()c. DOCUMENT TYPE: ~ "-e..t'Y\e.n{. YEAR: 0 \ BOX NUMBER: ) Ll FILE NUMBER: 15~Li (Q NUMBER OF PAGES: i::! , I . -) " :j "i HARDWARE MAINTENANCE AGREEMENT THIS AGREEMENT made as of the 20 t h day of No v. , 2001, by and between: RAN Services, Inc., a Georgia corporation, with its place of business at 3540 Wheeler Rd, Augusta, GA 30909 (herein collectively referred to as "RAN"), andAugusta, Georgia, a political subdivision of the State of Georgia, with its place of business at 530 Greene Street, Augusta, Georgia, U.S.A., 30911 (hereinreferred to as "Augusta"). WHEREAS Augusta is desirous of participating in RAN's annual maintenance program for the Augusta Regional Airport at Bush Field. NOW THEREFORE, in consideration of the covenants, conditions and agreements herein contained, the parties agree a~ follows: 1. In consideration of payments to be made by Augusta to RAN as set out below, RAN, agrees to provide the following system and software maintenance services during the term of this Agreement: a). RAN will be available to support the. hardware/network on a 24 hours per day, 7 days per week basis. b) RAN will normally respond to a troubleshooting call within 1 hour. One of RAN's engineers will contact the individual on site to determine the details of the problem and attempt"to resolve the problem by talking someone through a procedure. If that does not resolve the problem, a modem session may be set up. Finally, RAN will come on site to. do a. problem resolution, if required, at no additional charge 2. Maintenance services shall not include network customization. 3. Augusta shall pay an annual maintenance fee to RAN as provided in Exhibit A. This fee shall be subject to change as set out in Exhibit A. 4. Augusta shall also provide the warranty as provided in Exhibit A. 5. Aug1,1sta shall, at RAN's reque.st, provide RAN with the right of dial-access to Augusta's computers on which the Software is installed, so as to enable RAN to effect problem resolution in the most expeditious manner possible. 6. RAN will invoice Augusta for services{including installation, hardware, and additional services) and related expenses on a monthly basis for such serVices perfoimed and related expenses incurred d~ing each month that are not covered by the Maintenance Agreement. In addition to the fees payable by Augusta to RAN all taxes and other levies, including sales and use taxes (but excluding taxes based on the net income of RAN resulting from this Agreement) shall be the responsibility of the Augusta. If any withholding tax or similar levy is applicable to the fees or other amounts payable to RAN, Augusta shall pay such additional amount as shall result in RAN receiving the total amount of the fees or other amounts it would have been paid but for such tax or levy. ' 7. The parties hereto acknowledge that information obtained about the other party pursuant to this Agreement includes confidential and proprietary information (hereinafter the "Confidential Information"). Each party agrees not to disclose Confidential Information to third parties, without the prior written consent of the other party or pursuant to Court order. The parties agree that the Confidential Information does not include any information which, at the time of disclosure, is generally known by the public. RAN acknowledges that this Agreement and certain documentation may be subject to the Georgia Open Records Act (O.C.G.A. ~ 50-18- 1 RAN Services, Inc. 28-Nov.Q I 7 \' ,. 70, et seq. RAN shall cooperate fully in responding to such request and shall make all records, not exempt, available for inspection and copying as required by law. RAN shall notify Augusta immediately of any open records request arising out of this contract and shall provide a copy of any response to the same. 8. The initial term of this Agreement shall be for aperiod of one (1) year and it shall be automatically renewed, unless earlier canceled in writing by either party at any time upon 60 days written notice. 9. Either party has the right to temlinate this Agreement if the other party breaches or is in default of any obligation hereunder, and if such default has.not been cured within sixty (60) days after receipt of notice of such default. .. b) Either party may terminate this Agreement by written notice if the other party becomes insolvent or bankrupt. a) c) The obligations of each party pertaining to Confidential Information and taxes shall survive the termination of this Agreement. 10. Neither party to this Agreement shall be liable to the other party hereto for loss or damage arising out of any delay or failure by such party in performing its obligations hereunder, if such delay or failure was the unavoidable consequence of a natural disaster, exercise of governmental power, strike or other labor disturbance, war, revolution, embargo, insurrection, operation of military forces, or other event or condition beyond the control of such party; provided that such party notifies the other. party of its inability to perform and the reasons therefor, with reasonable promptness; and performs its obligations hereunder as soon as circumstances permit. 11. This Agreement, or any of the rights or obligations of RAN created herein, may not be assigned by RAN without Augusta's consent, which consent shall not be unreasonably withheld, but this Agreement is for the sole benefit of Augusta and may not be assigned by Augusta without the express written consent of RAN. 12. Augusta acknowledges havirigread and understood this Agreement and agrees to be bound by its terms and conditions. Augusta also agrees that this Agreement, together with the relevant terms and conditions of the contract(s) between RAN and Augusta, represents the complete imd exclusive agreement betWeen the parties with respect to the subject matter hereof and supersedes all prior agreements, negotiations, discussions or understandings between them in any way relating thereto. No other terms, conditions, representations, warranties or guarantees, whether written or oral, express or .implied, shall form a part hereof or have any legal effect whatsoever. In the event of any conflict or inconsistency be~een the provisions of this Agreement and the provisions of the contract(s) identified in the License Agreement, the latter provisions shall be of no force and effect and the provisions of this Agreement shall govern. This Agreement shall not be modified except by later written agreement signed by both parties. 13. This Agreement shall be governed by and c.onstrued in accordance with the laws of the State of Georgia, U.S.A. All claims, disputes and other matters in question between Augusta and RAN, arising out of, or relating to, this Agreement, or the breach thereof, shall be decided in the Superior Court of Richmond County, . Georgia. RAN, by executing this Agreement; specifically consents to venue . and jurisdiction in Richmond County, Georgia and waives any right to contest jurisdiction and venue in said Court. 14. All notices hereunder shall be in writing audshall be duly given if delivered personally or sent by registered or certified ma.il, return receipt requested, postage prepaid, to the respective addresses of the parties appearing on page one of this Agreement. Any notice given shall be deemed to have been received on the date, which it is delivered if delivered personally, or, if maIled, on the fifth business day next following the mailing thereof. Either party may change its address for notices by giving notice of such change IN WITNESS WHEREOF, this Agreement has been read, understood, and signed by duly authorized officials of RAN Services, Inc. and Augusta. 2 RAN Services, Inc. 28-Nov-O I 4. V LICENSOR: LICENSEE: # RAN SE~CE}~/ . AUGUSTA, G \0. By KKI/JM~~ B~ Name: f;~~~ 5ph t{,Nt-c::t~ Name: Bob Young Title: 4:/ ~ I IZA-/I' . Title: Mayor As approved by: 11/ ,~ By: #t;af}itJ1WU Attest: Name: Lena Bonner Ken Kraemer, Director Augu'sta Regional Airport at B u.s h Fie 1 d Title: Clerk 3 RAN Services, Inc. 28-Nov,OI r., .' 'j, EXHIBIT A Hardware Maintenance Item Support Vendor Annual Hardware Maintenance Maintenance Fee Start Date 1. RAN SER VICES, INC. $ 2,950 f2/,:2~oZi'o'O:11 TOTAL $2950.00 . First year maintenance fee only. Subsequent years are renewable annually at the support anniversary date. Fees may change depending upon cost factors affecting RAN Services, Inc; provided, however, any increase in fees shall not exceed seventeen per cent (17%) annually. . Hardware Warranty * Receipt Printer (Thenruil)(T) Epson America (one year warranty) 30 days DOA * TouchScreen (14)(T) MicroTouch (5 year on sensor and touch controller, 2 year warranty on monitor) * TouchScreen (15)(T) Flat-Panel MicroTouch (5 year on sensor and touch controller, 2 year warranty on monitor) * Cash Drawer (T) MMF Cash Drawer (2 year warranty, 30 days DOA) * Bar Code Scanner (T) 24 month from date of manufacture. DOA 14 days from invoice date. * Check Swiper (T)(l year warranty on MICR) * Credit Card Reader (T)(l year warranty on MICR). * Pole Display (T)(l year warranty on MICR) . RAN SERVICES, INC.: Title: ~ tZk/Ss~~,4 By Name: E eA?- V"d 5('/) pt./UI7,1<~ Name: fr/-A7 MA As approved by: ~,~ 4 RAN Services, Inc. By: Title: 28-Nov-Ol