Service Agreement
Customer: City of Ripon
Attention: Lieutenant Danny Sauer
Address: 259 N. Wilma Ave. Ripon, CA 95336
Phone: (209) 599-2108
Service Agreement Term: 06/15/2022 – 06/15/2023
When this agreement is accepted by La Rue Communications, the equipment on the customer/agreement order referenced above will be serviced by La Rue Communications in accordance with the Terms and Conditions printed on the reverse side. This agreement does not include replacement of antennas or batteries or service of any transmission line, antenna, tower, or tower lighting unless such work is described below. All labor, and travel will be covered by this agreement. Maintenance contract price on each unit is subject to change depending on parts and manufacturer’s availability.
Service 24 x 7 days a week on Backbone Infrastructure only. Radios are serviced Monday - Friday 8am-5pm excluding holidays. Does NOT cover any non-maintenance contract work or labor, parts, liquid damage, intentional or accidental damage to any component.
This includes, but is not limited to antennas, microphones, batteries, and chargers. _______________________________________ _______________ Authorized Signature Date
La Rue Communications
_______________________________________ _______________ Authorized Signature Date
City of Ripon
This MAINTENANCE AGREEMENT is subject to these terms and conditions:
1. Definitions. For the purpose of brevity and uniformity all references to La Rue Communications in this agreement will be construed to mean La Rue Communications All references to Customer shall be construed as meaning and apply to the equipment to be maintained by the terms of this agreement.
2. Work. La Rue Communications agrees to provide maintenance for the Customer of the equipment described on the reverse side of the agreement beginning and ending on the dates indicated if the Customer makes the payments herein specified. Mobile units will be removed and reinstalled in different vehicles at T&M rates. This agreement does not include maintenance of any transmission line, antennas, tower, or tower lighting, unless such work is described on the reverse side of this agreement, such maintenance may be furnished upon request at mileage, material and labor rates prevailing at the time of each call. Maintenance shall include the labor and parts required to repair equipment which has become defective through normal wear and usage. Maintenance does not include the repair or replacement of equipment which has otherwise become defective, including, but not limited to, damage caused by accidents, physical abuse, or misuse of the equipment, acts of God, fues, and does not include extensive maintenance or replacement of equipment due to interference, intermodulation, or other degrading signals causing poor service that the equipment is not designed to reject.
3. Maintenance Standards. The equipment will be maintained by La Rue Communications in accordance with these standards: (I) Motorola parts or parts of equal quality will be used; (ll) oil, water, dust and foreign substances will be removed from the equipment; (III) the equipment will not be subject to mechanical abuse; (IV) the equipment will be maintained at the levels necessary to provide the required communication; (V) routine maintenance procedures will be followed; and (VI) au maintenance work will be done by qualified technicians. The equipment will be inspected and adjusted periodically and as often as required.
4. Time and place of maintenance work. Maintenance work on the base stations and other fixed equipment shall be performed at the location of the equipment, and the Customer shall furnish heat, light and power at these locations. Mobile units and removable equipment shall be delivered by the Customer to the place of service indicated on the reverse side of this agreement. The Customer shall give the La Rue Communications Service Station at least 3 days' notice prior to delivery of a mobile unit for reinstallation. Customer shall give La Rue Communications full and free access to all equipment being serviced.
5. Payment. On or about the date each payment is due as set forth on the reverse side of this agreement La Rue Communications will send the customer an invoice covering the monthly maintenance fees for the next Payment Period plus all other charges for the preceding Payment Period, and the Customer shall pay the amount of said invoice within thirty (30) days of its date to La Rue Communications Each invoice shall be due and payable whether or not the equipment is operating, and La Rue Communications may terminate this agreement by giving the Customer thirty (30) days' notice by certified mail if the Customer defaults in its payment to La Rue Communications The Customer shall reimburse La Rue Communications for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments now or hereafter imposed by or under the authority of the Federal, State, or local law, rule, or regulation with respect to the maintenance of the equipment except Federal income and profits taxes of La Rue Communications
6. FCC records. La Rue Communications will assist in FCC licensing issues, however Customer is solely responsible for any and all licenses or authorizations required by the FCC or any other government agency.
7. Interruption of service. The customer shall notify La Rue Communications in the event of failure of the unit. If La Rue Communications fails to repair the unit within a reasonable time the Customer shall notify La Rue Communications in writing. After said notice from the Customer, La Rue Communications, shall be liable for any interruption or interference affecting the use of or transmission through the equipment maintained to the extent of a pro rate allowance based on the monthly maintenance fee for the time such interruption or interference is attributable to the fault of La Rue Communications does not assume and shall have no liability under this agreement for failure to provide or for delay in providing maintenance for the equipment due directly or indirectly to causes beyond the control and without the fault 01· negligence of La Rue Communications including, but not restricted to, acts of God, acts of the public enemy, acts of the United States any State Territory of the United States, or any political subdivision of the foregoing, or the District of Columbia, acts of the Customer, its agents, employees, or subcontractors, fires, floods, epidemics quarantine restrictions, strikes, freight embargoes, and unusually severe weather conditions,
8. Automatic renewal. After the "Maintenance Term Ends" indicated on the reverse side of this agreement, this agreement shall continue for successive additional periods of 1 month, provided that either La Rue Communications or the Customer may terminate this agreement on the "Maintenance Terms Ends" or thereafter upon 30 days written notice to the other party sent by certified mail to the address indicated herein.
9. Laws and regulations. This agreement and the rights and obligations of the parties under it are subject to present and future valid orders and valid laws, rules and regulations of duly constituted authorities having jurisdiction.
10. Waiver, Failure, or delay on the part of La Rue Communications, or the Customer to exercise any right power or privilege hereunder shall not operate as a waiver thereof.
11. Prior negotiations. This contract constitutes the entire agreement of the parties hereto and shall supersede all prior offers, negotiations, and agreements.
12. Amendment. No revision of this agreement shall be valid unless made in writing and signed by a General Manager or corporate officer of La Rue Communications Inc. and authorized agent of the Customer.
13. Non-solicitation agreements. Contracted Company is and shall remain an independent contractor under this agreement and any other agreement for consulting services and no employment relationship is created. Services are provided for the exclusive use of the Client, and may not be sold, given away, or used for any other purpose other than the Client's business or organization. The Client understands and agrees that Contracted Company employees may not be solicited for regular full-time or part-time employment at the Client's business or organization without the express written approval by Designated of Contracted Company. The Client further agrees that in the event that any Contracted Company employee, while still employed by Contracted Company, or within ninety days of separation of employment from Contracted Company, becomes employed by the Client, a placement fee equal to thirty percent of the first year's salary is immediately payable to Contracted Company upon hiring of the Contracted Company employee by the Client,
14. Non-Solicitation of Employees. For a period of 2 years after the date of any notice of termination of this agreement, either party shall not employ, seek to employ, or otherwise associate for business purposes with any person employed by either party during the 2-year period after the date of such notice, without the express written consent of either party no shall either party induce or otherwise encourage any person to leave employment of either party.