HomeMy WebLinkAboutContract 43122 (2)17-ML/MF-0127
D.P. Associates Inc.
PROPOSAL
Full Service Warranty Renewal
PS V
ATTN: Quilla Barnett
Fort Worth Police Department
1000 Calvert Street
Fort Worth, TX 76102
Tel: 817-907-9561
March 22, 2012
L-3/DPA
1320 Braddock Place
Suite 700
Alexandria, Virginia
USA 22314
Phone 703-664-2950
Fax 703-664-2955
www.L-3Training.com
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communications
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
The techno/ogy described herein is controlled under the ExportAdministration Regulations (EAR) and
may not be exported without proper authorization by the U. S. Department of Commerce.
Notice: This document contains TRADE SECRETS and/or COMMERCIAL or FINANCIAL INFORMATION
and is PROPRIETARY to L-3/DPA.
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Transaction;
Client:
Full Service Extended
Warranty Agreement:
Coverage Second Year
Start Date: OS/O1/2012
End Date: 04/30/2013
PSV11-017,PSV11-017
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Payment Terms:
Pricing Validity:
Purchase Order for Second Year Warranty
Fort Worth Police Department
One Year Full Service $5,000 (per simulator)
Total $10,000
Renewal Date�:
Due Net 30 Upon Invoice Receipt
Warranty pricing is only valid with a current active warranty for product(s) listed
on this Proposal. L-3/DPA reserves the right to adjust the price of warranty and
may require an onsite product assessment for expired warranties. If Client
does not return a signed proposal with an authorized purchase order prior to
warranty expiration date the warranty is thereby deemed lapsed. If Client
wishes to renew a warranty, L-3/DPA may, at its sole discretion, provide a
revised quote with an onsite product assessment fee required for all products
where the warranty has lapsed or expired.
ACCEPTED BY:
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FORT WORTH 12-MUMF-0123
L-3/DPA WARRANTY RENEWAL
ACCEPTED BY:
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THIS DOCUMENT CONTAINS TRADE SECRETS AND/OR COMMERCIAL OR FINANCIAL INFORMATION AND IS PROPRIETARY TO
L-3/DPA AND MAY NOT BE USED, COPIED OR DISCLOSED TO THIRD PARTIES OR OTHERWISE APPROPRIATED WITHOUT THE
WRITTEN CONSENT OF L-3/DPA. i�� ��6�"`l
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FT. WORTH, T1(
FULL SERVICE WARRANTY CONTRACT
D.P. Associates Inc. A wholly-owned subsidiary of L-3 Communications Corporation ("L-3") or ("L-
3/DPA"), with its headquarters located at 1320 Braddock Place, Alexandria, VA 22314-1694 and the
wal7anty purchased by Customer ("Client") enter into this Full Service Wananty Contract (the
"ContracY') for the support of L-3's Simulator products (referred to collectively as "Product" herein)
beginning on the Coverage Start Date set forth below.
5ubject to the terms and conditions of this Contract, L-3 agrees to provide the following support services with
respect to L-3's Simulator Products contained herein:
o Repair or replacement of defective parts & components.
o The costs for shipping parts out and bringing them back fi•om the Client's
location.
o On-Site field service support for labor and repairs.
o Toll Free Customer Service Phone Support 24 lus a day, 7 days a week (1-800-
595-5740).
o Remote diagnostics via internet connectivity between L-3 customer service and
the clients simulator (Client must provide voice and high-speed internet
connection at the simulator)
o Software and hardware updates are included as defined in Section 5.
In consideration of the mutual agreement as set out in this Contract, the parties hereby agree as follows:
l. Covera�e Start and Expiration Dates:
Coverage starts and expires as indicated on the signature page above.
2. Requesting Service and Service Hours:
To request service, Client shall call 1-800-595-5740, 24 hours a day, seven (7) days a week.
3. Troubleshooting and Renair:
When Client calis L-3 regarding a technical problem with their simulator, the Client and Customer Service
technician will troubleshoot the problem. It is the responsibility of the Client to maintain a voice and high-
speed internet connection at the simulator(s) to diagnose the problem. Once the simulator has been
diagnosed over the phone and the failure determined, L-3 will ship replacement part(s). When the part(s)
are received, the Client will call L-3 Customer Service (800-595-5740) to receive telephone assistance to
repair their simulator. This process enables the simulator to be repaired as quickly as possible.
If the simulator is not repairable by the Client with the assistance of the L-3 technician via telephone, then
L-3 will schedule a Field Service Engineer to visit the Client's site to repair and service the simulator. L-3
shall bear all travel-related costs (e.g., airfare, rental car, gas, lodging and meals) it incurs with respect to
this Conh•act. On-site service wili be provided during Normal Business Hours at Client's address. L-3 will
determine the need for the on-site visit.
After the simulator has been repaired, the Client will return the defective part(s) and any other unused
part(s) within ten (10) business days to L-3 using the instructions and return shipping labels provided. If the
FORT WORTH 12-MUMF-0123
L-3/DPA WARRANTY RENEWAL
THIS DOCUMENT CONTAINS TRADE SECRETS AND/OR COMMERCIAL OR FINANCIAL INFORMATION AND IS PROPRIETARY TO
L-3/DPA AND MAY NOT BE USED, COPIED OR DISCLOSED TO THIRD PARTIES OR OTHERWISE APPROPRIATED WITHOUT THE
WRITTEN CONSENT OF L-3/DPA.
P. 2 REV 120307
part(s) are not received at L-3 within ten (10) business days after the problem has been resolved, the Clieilt
will be billed for the cost of the part(s).
Carry-in Service - Periodically, Client's Product may need to be removed and repaired at an L-3
authorized repair center, in which case, Client is responsible for delivering the product to and fi•om the L-3
authorized repair center, located at 2961 West California Avenue, Salt Lake City, Utah 84104. If "carry-in"
service is required or requested by Client, Client is responsible for delivering its product to and from the
authorized repair center.
4. Movin� Your Covered Product to a New Location in the USA:
Client may change its service address at any time by notifying L-3 in writing at the address set forth above.
Damage incurred by moving Client's covered product is not covered under this Contract, unless the move is
managed by L-3. Cost of an L-3-managed move is not covered under this contract.
5. Updates:
Software and hardware updates (if applicable to this product) will be defined by L-3. These updates (where
applicable) will be provided free of charge to the Client.
6. Service Contract Cancellation:
L-3 may cancel this Contract if any of the Client's obligations, agreements or pronuses contained in this
Contract are breached, in which case, Client will be refunded a pro-rata amount of the Contract price, less
(1) the Adminish�ative Fee, and (2) the costs incurred by L-3 in making any repairs and/or rendering any
service pursuant to this Contract, and (3) any other costs or expenses incurred by L-3 on account of such
breach.
7. Service Contract Limitations:
a. Non-Original Manufacturer and Re-Manufactured Parts - Genuine factory parts will be used
whenever possible, however, only L-3 authorized use of non-original manufacturer and re-manufactured
parts is allowed under this Contract.
b. Limitation of Liability - To the extent permitted by applicable law, the liability of L-3, if any, for any
allegedly defective covered Product or part(s) shall be limited to repair or replacement of the Product or
part(s) at L-3's option. However, if L-3, at its sole discretion, determines that a Product, which it is
otherwise required to be repaired or replaced pursuant to this Contract, is not repairable or replaceable
(which includes when the Product or parts are no longer available), then L-3 shall either provide Client
with a similar product (on terms and conditions acceptable to Client and L-3) to replace the defective
Product, ar give Client the right to cancel this Contract and receive, as Client's sole and exclusive
remedy, a pro-rata refund of the purchase price of this Contract (with no deduction for any
Administrative Fee or for repairs already rendered by L-3). In any event, to the extent permitted by
applicable law, the maximum liability of L-3, if any, for damages relating to or resulting from any
defective covered Product or part(s) or L-3's failure to perform its obligations under this Contract with
respect to such Product or part(s) shall be an amount equal to your purchase price for such Product or
part. IN NO EVENT SHALL L-3 BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE
RESULTING FROM ANY DEFECT OR MALFUNCTION OF THE PRODUCT OR LOSS OF
DSE THEREOF. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT
WILL L-3 BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR
PUNITIVE DAMAGES RELATING DIRECTLY OR INDIRECTLY TO THE PRODUCT OR
THIS CONTRACT OR ANY ACTION TAKEN IN CONNECTION THEREWITH. AS OF THE
COVERAGE START DATE, THE WARRANTIES AND REMEDIES PROVIDED TO CLIENT
UNDER THIS CONTRACT IS THE ONLY WARRANTIES AND REMEDIES WITH RESPECT
TO THE COVERED PRODUCT. ALL OTHER WARRANTIES AND REMEDIES, WHETHER
EXPRESSED OR IMPLIED, WITH RESPECT TO THE PRODUCT, INCLUDING BUT NOT
FORT WORTH 12-ML/MF-0123
L-3/DPA WARRANTY RENEWAL
THIS DOCUMENT CONTAINS TRADE SECRETS AND/OR COMMERCIAL OR FINANCIAL INFORMATION AND IS PROPRIETARY TO
L-3/DPA AND MAY NOT BE USED, COPIED OR DISCLOSED TO THIRD PARTIES OR OTHERWISE APPROPRIATED WITHOUT THE
WRITI"EN CONSENT OF L-3/DPA.
P. 3
REV 120307
LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR CONFORMANCE TO CLIENT'S SPECIFICATIONS ARE
HEREBY EXCLUDED AND DISCLAIMED.
8. What is NOT Covered Under This Contract:
a. Repair or replacement of Product(s) or parts upon Client's noncompliance with any part of this
agreements.
b. Coverage, components, products or items not specifically listed herein, or Products whose serial
numbeis have been removed or altered.
c. Any loss, damage or failure of any components or peripherals not installed by L-3, an authorized
representative of L-3 or under the direction of L-3.
d. Any loss, damage or failure resulting from improper use, storage or operation.
e. Consumer replaceable items, including but not limited to batteries, tapes, ribbons, bulbs, air filters,
fuses, belts, etc.
f. Loss, damage or failure resulting from unauthorized repairs, additions, or modifications performed by
Client or third parties.
g. Any loss, damage or failure of the cabinet, housing, case or fi•ame of the Product or any non-operating
part, such as any plastic or decorative parts masks, or glass.
h. Any loss, damage or failure caused by conditions beyond L-3's control, such as normal wear and tear,
inadequate plumbing, wiring or electrical/power supply, power surge, rust, corrosion, infestation,
negligence, abuse, misuse, theft, vandalism, acts of God, environmental conditions (e.g., fire, floods,
sand, dirt, windstorm, hail, earthquake, or exposure to weather conditions), failure to follow L-3's
recommended maintenance, leaking batteries, excessive humidity or dampness.
i. Any loss, damage or failure of any software (other than software manufactured by L-3).
j. Service outside of the United States and Canada is not covered. Coverage outside the US and Canada is
limited to telephone support ONLY; replacement parts, shipping, taxes, duties, etc are not covered under
the provisions of this contract.
9. Your Promises and Assurances:
In order for this Contract to remain in full force and effect during its term, Client promises and assures to:
(1) fully cooperate with L-3, L-3 techniciaus and authorized representatives during diagnosis and repair of
the Product, (2) make the Product accessible to L-3; (3) provide a non-tlu•eatening and safe environment for
L-3's on-site technicians, (4) provide the presence of a responsible person during the service, (5) Report
any problem or defect associated with the Product promptly upon Client's discovery of such defect or
problem to the customer service department. (1-800-595-5740), (6) return, at L-3's expense, failed part(s)
within 10 business days, and (7) maintain in good operating condition (at Client site) the
telecorrununication (Voice and Modem Phone) lines/equipment required by L-3 for compatibility with the
telecommunication equipment and software at L-3's facility for support under this Contract.
10. Governin� Law: i � x�� s(_'zc�-�
This Contract shall be governed by and construed by the laws of the State of �ew�'erk. This Contract is
articulated in and governed by the English language.
11. General:
All terms and conditions outlined in the order are applicable to this warranty.
12. Force Ma_jeure:
L-3 shall not be responsible for a default, delay or failure to perform hereunder if such default, delay or
failure to perform is due to causes beyond L-3's conh�ol, including, but not limited to, labor disputes, civil
disturbances, actions or inactions of governmental authorities, epidemics, war, embargoes, fire, acts of God,
or default of common carrier or supplier.
FORT WORTH 12-ML/MF-0123
L-3/DPA WARRANTY RENEWAL
THIS DOCUMENT CONTAINS TRADE SECRETS AND/OR COMMERCIAL OR FINANCIAL INFORMATION AND IS PROPRIETARY TD
L-3/DPA AND MAY NOT BE USED, COPIED OR DISCLOSED TO THIRD PARTIES OR OTHERWISE APPROPRIATED WITHOUT THE
WRITTEN CONSENT OF L-3/DPA.
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P. 4 REV 120307
13. Contract Renewal:
At the end of this Full Service Wairanty Contract, L-3 has the option to renew and propose a Full Service
Warranty extension or Maintenance Agreement for one (1) additional year. The renewal conh•act must be
purchased thirty (30) days or more prior to warranty expiration. If this Contract has lapsed prior to renewal,
Client agrees to pay an evaluation fee to assess the condition of the simulator and pay for any necessaiy
repaus to attempt biinging it up to full operating condition.
FORT WORTH 12-MUMF-0123
L-3/DPA WARRANTY RENEWAL
THIS DOCUMENT CONTAINS TRADE SECRETS AND/OR COMMERCIAL OR FINANCIAL INFORMATION AND lS PROPRIETARY TO
L-3/DPA AND MAY NOT BE USED, COPIED OR DISCLOSED TO THIRD PARTIES OR OTHERWISE APPROPRfATED WITHOUT THE
WRITTEN CONSENT OF L-3/DPA.
P. 5
REV 120307