HomeMy WebLinkAboutContract 36562�.
2.
CITY SECRETARY
CONTRACT NO.
-- Master Services Attachment for ServiceElite
Scope of Services
IBM will provide you Services as described in this Attachment and, if applicable, its Statements of Work and Change Authorizations to support your
hardware and software products (called "Eligible Machines," "Eligible Programs," and together "Eligible Products"). Services are available for
Eligible Products normally used for business, professional, or trade purposes, rather than personal, family, or household purposes.
IBM will identify the Eligible Products, the Services that apply to them, and the Services transaction contract period in Schedules that reference this
Attachment and any associated Statements of Work and Change Authorizations, Each Schedule will also identify the Specified Locations at which
the Services will be provided. A Specified Location may be your entire information processing environment, or a portion thereof, which may be
resident at multiple sites or a single building.
The specific terms regarding Eligible Machine Services and Eligible Program Services contained in this Attachment and its Statements of Work
and Change Authorizations apply only when you have contracted for an associated Eligible Machine maintenance Service or Eligible Program
support Service as specified in a Schedule.
Sales through IBM and IBM Business Partners
You may acquire Services through IBM or an IBM Business Partner, or their designee, authorized to resell IBM Services. IBM Business Partners
establish the price and general business terms at which they market the IBM Services to you and they will communicate these directly to you for
all transactions they initiate with you. However, IBM establishes the terms of each Service IBM provides and our general business responsibilities
associated with these Services. Therefore, IBM will provide the Services as described in this Attachment and its associated Statements of Work
Viand Change Authorizations (and their Schedules).
fL
R Whenever IBM is required to provide notification to you or you are required to provide notification to IBM, each of us also agrees to notify the
applicable IBM Business Partner if one is engaged in the transaction.
ox
WIn the event that you have contracted through an IBM Business Partner that is no longer able to offer IBM Services, for any reason, IBM will so notify
you in writing. You may continue to receive the Services by instructing IBM (in writing) to transfer administration of the Services to either 1) another
IBM Business Partner of your choice (who may require you to first execute one of their agreements) that is approved to offer you IBM Services,
or 2) IBM under a standard direct marketing relationship that enables IBM to generate charges and invoicing.
IBM is not responsible for 1) any actions of IBM Business Partners or their designees, 2) any additional obligations they have to you, or 3) any
products or services that they supply to you under their agreements.
I his 'I) Attachment, 2) its applicable Transaction Documents (e.g., Statements of Work, Schedules, and Change Authorizations), and 3) the IBM Customer
Agreement (or an equivalent agreement in effect between us) identified below comprise the complete agreement regarding the Services described in this
Attachment and its applicable Transaction Documents and replace any prior oral or written communications between Customer and IBM. In entering into
this Attachment, neither party is relying on any representation that is not specified in the Attachment or the documents specified in the preceding sentence,
including without limitation any representations concerning: 1) estimated completion dates, hours, or fees to provide any Service; 2) the experiences or
recommendations of other parties; or 3) results or savings Customer may achieve. Each party accepts the terms of this Attachment by signing this
Attachment by hand or, where recognized by law, electronically.
As used in this Attachment, "you" and "your" refer to the transaction contracting entity that is part of the Enterprise identified below.
Agreed to:
CITY OF FORT
g
Areed to:
International Business Machines Corporation
�Y
r�umorrzeo signature i% / / Authorized signature
Name (type or print): Karen L. Montgomery,Assistant C�We�t�-�,�,>��CF�n.n�Z
Date:
Enterprise number: 03488000
Date: / �7%-QCSg
Attachment number: MA9CXF8
curer n a e,,y VVC U � � �® Agreement number: HQ12291
1D OTt TiA0 `IRT��€�� IBM address:
FORT WORTH TX 7 02-6312 IBM CORPORATION 01 -3 0 - 0 8
1177 BELT LINE ROAD
'wmwaCOPPELL, TX 75019
ASSIS ANT CITY ATTORNEY
Z125-7227-06 10/2007 (MK076) contract A69W04 (prepared 11/20/07 11:29 TESTANI)
�II
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When you contract for an applicable Service, IBM agrees to deliver the Service in accordance with the terms and responsibilities identified in the
Service description set out in this Attachment or an associated Statement of Work or Change Authorization. For basic maintenance of IBM
Machines, the Service description is set out in our Agreement (referenced in the signature block above).
4. Your Responsibilities
When you contract for an applicable Service, you agree:
1. to provide IBM with an inventory in which you identify all Eligible Products to be covered at each Specified Location and to notify IBM whenever
you wish to move, add, or delete Eligible Products at an existing Specified Location or set up new Specified Locations;
2, to return to IBM all defective CRUs (from covered Eligible Machines) within 15 days of your receipt of the replacement CRU. A "CRU" is a
Machine part which is designated as a Customer Replaceable Unit (e.g, keyboards, memory, or hard disk drives). IBM provides CRUs to you
for replacement by you;
3. that when the Service in IBM providing you with access to electronic diagnostic tools, information databases, or other Service delivery
facilities, you will limit the use of these to only those who are authorized to use them under your control and only in support of Eligible Products
and Services identified in Schedules;
4, to provide IBM with information it requests which is related to its provision of the Services to you and to notify IBM of any changes;
5. that you authorize International Business Machines Corporation and its subsidiaries (and their successors and assigns, contractors and IBM
Business Partners) to store and use your business contact information wherever they do business, in connection with IBM products and
services or in furtherance of IBM's business relationship with you;
6. to pay any communications charges associated with accessing these Services unless IBM specifies otherwise in writing; and
7. to use the information obtained under these Services only for the support of the information processing requirements within your Ente rprise;
8. to securely erase from any Machine that you return to IBM for any reason all programs not provided by IBM with the Machine and data,
including without limitation, the following: 1) information about identified or identifiable individuals or legal entities ("Personal Data") and 2) your
confidential or proprietary information and other data. If removing or deleting Personal Data is not possible, you agree to transform such
information (e.g., by making it anonymous or encrypting it) so that it no longer qualifies as Personal Data under applicable law. You also agree
to remove all funds from Machines returned to IBM. IBM is not responsible for any funds, programs not provided by IBM with the Machine,
or data contained in a Machine that you return to IBM. You acknowledge that, to perform its responsibilities under this Agreement, IBM may
ship all or part of the Machine or its software to other IBM or third party locations around the world, and you authorize IBM to do so.
5. Automatic Inventory Increase for Machine and Software Maintenance Services
If specified as a selected option in the Schedule, IBM will automatically increase the inventory count and associated Services at Specified Locations
per the terms set out below.
OPTION #1 -MACHINE MAINTENANCE SERVICES
IBM will automatically increase the inventory count and associated Machine maintenance Services whenever:
1. an Eligible IBM Machine is added to the inventory. If the Machine is under warranty when added, maintenance Services will commence at
warranty exit. If the Machine is not under warranty when added, maintenance Services will commence at the later of a) the date of installation
or b) the previous yearly anniversary of the start of the transaction contract period. IBM Machines specifically excluded from coverage at
transaction contract period start will remain outside the scope of this Section unless you request IBM add them during the transaction contract
period. However, all Eligible IBM Machines added to your inventory during the transaction contract period will be included in the inventory
count and receive maintenance Services as set out in this Section.
2. an Eligible non -IBM Machine, of the same type as other non -IBM Machines already covered at that Specified Location, is added to the
inventory. If the Machine is under warranty when added, maintenance Services will commence at warranty exit. If the Machine is not under
warranty when added, maintenance Services will commence at the later of a) the date of installation or b) the previous yearly anniversary of
the start of the transaction contract period.
The maintenance Services that apply for these Machines will be the same as that which you are receiving for all other Eligible Machines of the same
type at the Specified Location.
Newly installed IBM Machines of the same type for which you have already selected Warranty Service Upgrade will be added at date of actual
installation and will be covered at the same Warranty Service Upgrade support level.
If at any time either of us requests a review of the inventory count, each of us will provide reasonable cooperation to the other in updating the last
formal inventory.
OPTION #2 -SOFTWARE SERVICES
IBM will automatically increase the inventory count and associated software Services whenever an Eligible Program licensed for use on an Eligible
IBM Machine is added to the inventory. The software maintenance Services that apply for these programs will be the same as that which you are
receiving for all other copies of the Program licensed for use on Eligible IBM Machines of the same type at the Specified Location.
These software Services will commence immediately upon addition of the Eligible program to the inventory except that for software maintenance
Services, a) if the Program is covered under the Agreement for Acquisition of Software Maintenance when added to the inventory, then software
maintenance Services via ServiceElite will commence at the expiration date of that support period, or b) if the Program is not covered under the
Agreement for Acquisition of Software Maintenance when added to the inventory, then software maintenance Services via ServiceElite will
commence immediately and After License Fees may apply.
If at any time either of us requests a review of the inventory count, each of us will provide reasonable cooperation to the other in updating the last
formal inventory.
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L
'harges and Payment
7.
For sales through IBM your charges are calculated taking into account your Service selections, price protection option, payment option , and for
prepayments, length of the prepay period. You agree to pay by electronic funds transfer to an account provided by IBM or other means as; agreed
by both of us.
FOR EACH TRANSACTION PACKAGE YOU MAY SELECT ONE OF THE FOLLOWING 3 PRICE PROTECTION OPTIONS. YOUR
SELECTION WILL BE SPECIFIED IN THE SCHEDULE ASSOCIATED WITH THAT TRANSACTION PACKAGE.
OPTION #1 -PRICE PROTECTION DURING EACH TRANSACTION CONTRACT YEAR ONLY
IBM may revise charges. However, any rate increase will not take effect until the next yearly anniversary of the start of the transaction contract
period. At the start of each transaction contract year, you will be invoiced at the charge rates that are then in effect and that invoice v./ill serve
as your notice of charge rate changes.
All newly added Eligible Products and Services, as well as changes to existing Eligible Product configurations and Services, will assume the
charge rate that applied for these at the previous yearly anniversary of the start of the transaction contract period. Eligible Products and Services
that become generally available during the transaction contract period will be added at the charge rate that applied on their initial availabil ity date.
OPTION #2 -PRICE PROTECTION FOR ENTIRE TRANSACTION CONTRACT MACHINE TYPES PERIOD, INCLUDES PROTECTION FOR NEWLY ADDED
For the entire transaction contract period, charges for included Eligible Product configurations and Services will not increase. All newly added
Eligible Products and Services, as well as changes to existing Eligible Product configurations and Services, will assume the charge rate that
applied for these at transaction contract period start. Eligible Products and Services that become generally available during the transaction
contract period will be added at the charge rate that applied on their initial availability date. You will receive the benefit of a decrease in applicable
charges for amounts which become due on or after the effective date of the decrease.
OPTION #3 -PRICE PROTECTION FOR TRANSACTION CONTRACT PERIOD PREPAY
Since you have selected to prepay for the entire transaction contract period, you will not be subject to increases in charges (during that period)
for included Eligible Product configurations and Services. All newly added Eligible Products and Services, as well as changes to existing Eligible
Product configurations and Services, will assume the charge rate that applied for these at transaction contract period start with adjustment for
the reduced prepay period. Eligible Products and Services that become generally available during the transaction contract period will be added
subject to the charge rate that applied on their initial availability date with adjustment for the reduced prepay period. If you elect to have these
charge terms apply for charges during any renewal transaction contract period (as recalculated at the start of each renewal period), you must
provide IBM written notification (at least one month prior to the start of the renewal period) and prepayment for the entire renewal period.
Otherwise, charges for the renewal period will revert to a quarterly billing cycle under the terms set out for Option #1 above.
FOR EACH TRANSACTION PACKAGE THE FOLLOWING CHARGE ADJUSTMENT TERMS APPLY.
Total Services charges may be adjusted whenever:
1. a review of the inventory count indicates a change from the last accounting; or
2. a Specified Location, Eligible Machine type, or Service is added, deleted, or changed.
For all Service charges based on usage, upon IBM's request you will immediately provide IBM with the actual meter reading recording the actual
usage.
For sales through IBM Business Partners your IBM Business Partner sets the charges and terms governing charges. Your IBM Business
Partner may impose an additional charge for some actions, e.g., termination, or for IBM's provision of some additional services, e.g., Service
upgrades. These actions or additional services are identified in this Attachment and its associated Statements of Work and Change Authorizations
with an asterisk ("*'). Where you see an asterisk, check with your IBM Business Partner to determine if you will incur an additional charge or may
be entitled to a credit or refund. You will make payment directly to your IBM Business Partner.
IBM may charge you directly for certain expenses IBM incurs in performance of a Service for you (e.g, actual travel and living expenses,
out-of-pocket expenses). IBM will not incur these expenses without your prior approval.
Renewal and Termination
IBM will automatically renew Services unless you or your IBM Business Partner request otherwise. For each transaction the Schedule will specify
the number of years (0 or greater) in the Renewal Contract Period. Whenever this number is greater than 0, IBM will renew the applicable Services
at the end of the transaction contract period for the number of years specified. Thereafter, IBM will automatically renew the Services for same
length periods unless you or your IBM Business Partner notify IBM in advance of your desire to change the length of the renewal. You, your IBM
Business Partner, or IBM can select not to renew by providing written notification (at least one month prior to the end of the current transaction
contract period) to the others of its decision not to renew. Nonrenewal notification sent to you by IBM or received by IBM from either you or your
IBM Business Partner will result in IBM ceasing to provide you the applicable Services at the end of the current transaction contract period.
In case of renewals, charges are recalculated at the start of each renewal period. For sales through IBM, the new charges will be based on the
length of the Renewal Contract Period and then current charges associated with your contracted a) Services, b) price protection option, and c)
payment option.
You have committed to continue Services for the entire transaction contract period. However, you may terminate Services for an Eligible Product,
on notice to IBM, if you permanently remove it from productive use within your Enterprise. You may also terminate Se ices; ifnjmediately,�d�gr to ...;
the start of any fiscal year for which funds have not been appropriated. You agree to request such funds from the appli abl�,� islative body.
Otherwise, if you choose to terminate Services and these are not being replaced by equivalent Services, you may ck so 1tpcovidirty M one
month's written notice, however the Services must have been under contract for at least one fiscal year upon terminatio J.� I U �� ,
Z125-7227-06 10/2007 (MK076) contract A69W04 (prepared 11/20/07 11:29 TESTANI)
9.
Termination adjustment fees will not apply and you will receive a credit for any remaining prepaid period associated with Services you terminate
in accordance with this provision.`
Governing Law
As pertains to your contracted Services, the laws of your State govern our Agreement, this Attachment, and associated Statements of Work and
Change Authorizations.
Services
Warranty Service Upgrade
For certain Eligible Machines, you may select a Service upgrade from the standard type of warranty Service for the Machine. IBM provides Service
for Machines as described in our Agreement but charges for the upgrade in type of Service during the warranty period.
Certain IBM Eligible Machine types with a same day on -site response -time objective may require the installation and use of remote connectivity
tools and equipment for direct problem reporting, remote problem determination and resolution.
You may not terminate the Service upgrade or transfer it to another Machine during the warranty period. When the warranty period ends, the
Machine will become part of your standard inventory count and will convert to maintenance Service at the same type of Service you selected for
warranty Service upgrade.
Maintenance of IBM Machines
IBM will provide Service for Machines, as described in our Agreement, for those Eligible IBM Machines specified in the Schedule.
Maintenance of Non -IBM Machines
IBM will provide Service for Machines, as described in our Agreement, for those Eligible non -IBM Machines specified in the Schedule. Unless
specified otherwise in the Schedule, Service is provided only for the manufacturer's base configuration for each covered Machine model. You are
responsible for following the manufacturer's and IBM's provided guidelines pertaining to operator responsibilities, maintenance procedures, and
supplies prior to placing a Service request.
Repair of non -IBM Machines is subject to the availability of repair parts and any technical support required of the original manufacturer. Repair
parts will be functionally equivalent to those replaced. They may be new or used and may have been manufactured by other than the original
manufacturer. You may request that IBM use repair parts manufactured by the original manufacturer when these are available, but there may be
an additional charge for these parts.*
IBM's support does not cover:
1. Machine installation, engineering change activity, or preventive maintenance;
2. correction of date related errors. IBM will make the final determination of whether a date related error is the source of the problem;
3. service of microcode or firmware;
4. service of features, parts, or devices not supplied by either a) the Machine's original manufacturer or b) IBM during the performance of this
Service,
5. service for accessories, supply items, and certain parts, such as batteries, frames, and covers;
6. service of a Machine damaged by misuse, accident, modification, unsuitable physical or operating environment, or improper maintenance by
you;
7. service of a Machine with removed or altered Machine or parts identification labels;
8. failures caused by a product for which IBM is not responsible; or
9. service of Machine alterations.
Upon written notice, IBM may terminate coverage for an Eligible non -IBM Machine due to lack of available repair parts or lack of original
manufacturer technical support.
Eligible non -IBM Machines must meet IBM's safety and serviceability requirements. IBM reserves the right to inspect a Machine within one month
from the start of Service. If the Machine is not in an acceptable condition for Service, IBM will notify you and terminate coverage.
You agree to provide IBM one month's written notice prior to terminating coverage for a Machine being permanently removed from productive use
within your Enterprise.
IBM Software Maintenance for OS/400, i5/OS and Selected Products
IBM will provide software maintenance support, as described below, for those Eligible Programs for which you are licensed and for which you order
this Service.
General:
1. IBM makes available to you the most current commercially available version, release or update to all of the Programs for which you acquire
support under this Service, should any be made available.
2. IBM provides you with assistance for your a) routine, short duration installation and usage (how-to) questions and b) code defect related
questions.
3. IBM provides assistance via telephone and, if available, electronic access, only to your information systems (IS) technical support personnel
during normal business hours (normal business hours are 8 a.m. to 5 p.m. in the local time zone where you receive this Service, Monday
through Friday, excluding national holidays). This assistance is not available to your end users. IBM provides Severity 1 assistance 24 hours
a day, every day of the year. Consult the IBM Software Support Guide, which may be found at
http•/ltechsupport services ibm com/guides/handbook html for details. A 24x7 (every day of the year) all severity option is available at extra
charge.* During normal business hours, IBM's response time objective is two hours for voice and electronic problem submissions. For voice
problem submissions during other than normal business hours, IBM's response time objective for critical problems (Severity 1) is two hours
and if you select the 24x7 all severity option, four hours for non -critical problems. For electronic problem submissions during other than normal
business hours, IBM's response time objective is within two hours of the start of normal business hours on the next business day. IBM's initial
response (either voice or electronic) may result in resolution of your problem or it will form the basis for determining what additional actions
Z125-7227-06 10l2007 (MK076) contract A69W04 (prepared 11l20/07 11:29 TESTANI) Page 4 of 5
may be required to achieve technical resolution of your problem. IBM is not responsible for delays in electronic response delivery caused by
systems and network problems.
4. In some instances, IBM may request that you allow it to remotely access your system to assist you in isolating the software problem cause.
You will remain responsible for adequately protecting your system and all data contained therein whenever we remotely access it vmith your
permission.
5. This Service does not include assistance for a) the design and development of applications, b) your use of Programs in other than their
specified operating environment, or c) failures caused by products for which IBM is not responsible under this Service.
Eligible Programs: Licensed programs for which this Service is available are listed at hftp://www.ibm.com/services/si/swm/or maybe obtained
from your IBM marketing representative. The listing of Eligible Programs contains the last date of service for each respective release of licensed
programs. IBM will support only current releases. It is your responsibility to insure that, when calling in for service, your software is curre nt.
Software Maintenance After License Fee: The Software Maintenance After License fee is a one time charge to resume Software Main tenance
if you a) did not renew this Service prior to the end of the then current support period or b) terminated this Service. The new support period in such
an instance begins on the date that IBM accepts your order.
IBM Software Maintenance for AIX Operating Systems
IBM will provide software maintenance support, as described below, for those Eligible Programs for which you are licensed and for which you order
this Service.
General:
1. IBM makes available to you the most current commercially available version, release or update to all of the Programs for which you acquire
support under this Service, should any be made available.
2. IBM provides you with assistance for your a) routine, short duration installation and usage (how-to) questions and b) code defect related
questions.
3. IBM provides assistance via telephone and, if available, electronic access, only to your information systems (IS) technical support personnel
during normal business hours (normal business hours are 8 a.m. to 5 p.m. in the local time zone where you receive this Service, Monday
through Friday, excluding national holidays). This assistance is not available to your end users. IBM provides Severity 1 assistance 24 hours
a day, every day of the year. Consult the IBM Software Support Guide, which may be found at
hfto://techsur)i)ort,services.ibm-com/ouides/handbook.html for details. A 24x7 (every day of the year) all severity option is available at extra
charge.* During normal business hours, IBM's response time objective is two hours for voice and electronic problem submissions. For voice
problem submissions during other than normal business hours, IBM's response time objective for critical problems (Severity 1) is two hours
and if you select the 24x7 all severity option, four hours for non -critical problems. For electronic problem submissions during other than normal
business hours, IBM's response time objective is within two hours of the start of normal business hours on the next business day. IBM's initial
response (either voice or electronic) may result in resolution of your problem or it will form the basis for determining what additional actions
may be required to achieve technical resolution of your problem. IBM is not responsible for delays in electronic response delivery caused by
systems and network problems.
4. In some instances, IBM may request that you allow it to remotely access your system to assist you in isolating the software problem cause.
You will remain responsible for adequately protecting your system and all data contained therein whenever we remotely access it with your
permission.
5. This Service does not include assistance for a) the design and development of applications, b) your use of Programs in other than their
specified operating environment, or c) failures caused by products for which IBM is not responsible under this Service.
Eligible Programs: Licensed programs for which this Service is available are listed at htto://www.ibm.com/services/sl/swm/ or may be obtained
from your IBM marketing representative. The listing of Eligible Programs contains the last date of service for each respective release of licensed
programs. IBM will support only current releases. It is your responsibility to insure that, when calling in for service, your software is current.
Software Maintenance After License Fee: The Software Maintenance After License fee is a one time charge to resume Software Maintenance
if you a) did not renew this Service prior to the end of the then current support period orb) terminated this Service. The new support period in such
an instance begins on the date that IBM accepts your order.
Z125-7227-06 10/2007 (MK076) contract A69W04 (prepared 11/20/07 11:29 TESTANI)
International Business Machines Corporation
CITY OF FORT WORTH
DATA PROC DEPT
1000 THROCKMORTON AVE
FORT WORTH TX 76102-6312
Subject: Proposal for IBM Services
Reference: A69W04
DEAR CUSTOMER
November 203 2007
Thank you for your interest in doing business with IBM. This proposal will allow you to customize your service
contract to meet your current and future requirements. The Master Services Attachment, any applicable
Statement of Work, Change Authorization, and the Schedule, contain the services we discussed and will allow
you to add additional services as your requirements change.
The Master Services Attachment, any applicable Statement of Work, Change Authorization, and the Schedule
will constitute the Agreement between us, once it is signed by both parties. The prices and terms and
conditions are valid through December 27, 2007 provided your contract start date is on or prior to this date. If
your contract start date is after the date listed above, this quote is for planning purposes only and is subject
to change.
We appreciate your business, and look forward to delivering these services to you. Thank you for doing
business with IBM.
NOTE: If Software Maintenance is part of your proposal, After License Fees may apply if proposal is signed
after proposal start date. (see schedule)
Sincerely,
Lawrence Testani
Sales Rep
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