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1997-098-Execute An Agreement With Hewlett Packard For Support Services For The Los Gatos Police DepartmentRESOLUTION 1997 -98 RESOLUTION OF THE TOWN OF LOS GATOS AUTHORIZING THE TOWN MANAGER TO EXECUTE AN AGREEMENT WITH HEWLETT PACKARD FOR SUPPORT SERVICES FOR THE LOS GATOS POLICE DEPARTMENT WHEREAS, an agreement for support services to the Police Department's computer system is necessary to maintain its operational condition; and, Packard; WHEREAS, a twelve -month support services agreement is offered by Hewlett NOW, THEREFORE, BE IT RESOLVED, by the Town Council of the Town of Los Gatos, County of Santa Clara, State of California, that the Town Manager is authorized, and is hereby directed, to execute an agreement with Hewlett Packard for support services attached as Exhibit A in the name and on behalf of the Town of Los Gatos. PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 18th day of August, 1997 by the following vote: COUNCIL MEMBERS: AYES: Randy Attaway, Steven Blanton, Jan Hutchins, Linda Lubeck, Mayor Joanne Benjamin NAYS: None ABSENT: None ABSTAIN: None SIGNED. �� ._ A, AYOR OF TH TOWN LOS GATOS LOS GATOS, CALIFORNI LALr HEWLETT PACKARD E RX QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY INH; LOS GATOS POLICE DEPARTMENT Riau" Support Agreement Number Description Amount 1. 2426A7604 HP Personalized System Support $ 15,168.00 Total Support Charges $ 15,168.00 NOTE: All quoted prices are valid for 90 days from June 10, 1997 Please see the Summary of Charges page for the expected billing by invoice period. Prices exclude taxes. Applicable taxes will be added to the invoice. i Support Agreement Number Previous Invoice Authorization 2426A7604 97041 I Please direct questions about your quotation to your Support Agreements Administrator: John Friedrichs HEWLETT- PACKARD CO 8000 Foothills Blvd MS 5634 Roseville CA 95747 -5634 1- 800 - 527 -1161 x80777H Please reference the Support Agreement Number on any correspondence or inquiry. June 10, 1997 EXHIBIT A QUOTATION FOR SUPPORT aERVICES HEWLETT PACKARD SUPPORT IDENTIFIER: 7000TRINI AGREEMENT START DATE: 07/01/97 SUPPORT AGREEMENT NUMBER: 2426A7604 END DATE: 06 /30/98 CUSTOMER CONTACT INFORMATION for Support Services Please verify names, addresses, and telephone numbers. Contact your Hewlett - Packard Support Agreements Administrator with any changes. Support Agreement Contact: TAM MCCARTY (408) 354 -6843 LOS GATOS POLICE DEPARTMENT 110 E. MAIN STREET LOS GATOS CA 95032 Hardware System Contact: TAM MCCARTY (408) 3546843 Equipment Location: LOS GATOS POLICE DEPARTMENT 110 E. MAIN STREET LOS GATOS CA 95032 Software System Manager: TAM MCCARTY (408) 354 -6843 LOS GATOS POLICE DEPARTMENT 110 E. MAIN STREET LOS GATOS CA 95032 Support Materials Ship -To: TAM MCCARTY (408) 354 -6843 LOS GATOS POLICE DEPARTMENT 110 E. MAIN STREET LOS GATOS CA 95032 Comments: FOR SERVICE PLEASE CALL 1- 800 -633 -3600 For HP Internal Use Only: 0044350199S Agreement I Support Order Number: 243018620 Page 1 Proposal Number: 57097138 QUOTATION FOR SUPPORT SERVICES HEWLETT` k13 PACKARD SUPPORT IDENTIFIER: 7000TRINI AGREEMENT START DATE: 07/01/97 SUPPORT AGREEMENT NUMBER: 2426A7604 END DATE: 06 /30/98 ( SUPPORT SERVICES SUMMARY i DESCRIPTION OF SUPPORT SERVICES HP System Support Service. Provides hardware & software support, assigned support engineers, patch mgmt., opera- tional reviews,system release planning & update installation if applicable. Item Product Number Opt Descri Lion - List Price H5356A HP Personalized System Support I $ 1,264.00 OP3 4 Hr. on -site response, 24x7 1 AAH DDS cartridge 1 OBJ Manuals on paper only 1 OMG Central system(s) in support group I 438 HP3000 937RX I OQG 24x365 Phone -in SW assist eligible prods I OP5 Network support declined I Total Monthly Extended Charge $ 1,264.00 NOTE: i Please see the Summary of Charges page for the expected billing by invoice period. I j I i i I I For HP Internal Use Only: 0044350199S Agreement Support Order Number: 243018620 Page Proposal Number: 57097138 HEWLETT QUOTATION FOR SUPPORZ,SERVICES- PACKARD SUPPORT IDENTIFIER: 7000TRINI AGREEMENT START DATE: 07/01/97 SUPPORT AGREEMENT NUMBER: 2426A7604 END DATE: 06 /30/98 The following is a list of the products supported under your support services quoted on the previous page. Hardware Description/ Effective Expire Product Number (Qty Serial Number Date Date A2416A 1 Series 937RX 4 slot chassis, installed 07/01/97 06/30/98 3404A46016 A2441A I LAN Personality card for base system 1/0 07/01/97 06/30/98 C2798AZ 1 Rack Mount kit installed in SPU 07/01/97 06/30/98 A2511AZ 3 64 MB memory module selection 07/01/97 06130/98 A2446A 1 2 GB full height SE SCSI disk 07/01/97 06/30/98 3322AO8223 C2477SZ 1 2 GB DDS DAT Drive 07/01/97 06/30/98 33191164230 C1064GZ 1 C1064G 700 /96 Console included with SPU 07/01/97 06/30/98 3346A45333 C1064GZ ABA I U.S. - English localization 07/01/97 06/30/98 28642A 1 HP 3000 HP -PB SCSI Host Adapter 07/01/97 06/30/98 C3024RZ I Rack integrated 4 GB of SCSI disks 07/01/97 06/30/98 C3024R 1 Series 6000 SCSI Mass Storage System 07/01/97 06/30/98 C3024N 1 Series 6000 SCSI Mass Storage System 07/01/97 06/30/98 US49001506 C2466R 1 Model 8000D R DAT Storage Subsystem 07/01/97 06/30/98 GB02000992 C2466R ABA 1 U.S. - English localization 07/01/97 06/30/98 J2062AZ 1 J2062A DTC16iX integrated in cabinet 07/01/97 06/30/98 3342F70133 A1883A I 1.1 Meter Computer Cabinet 07/01/97 06/30/98 continued ... For HP Intemal Use Only: 0044350199S Agreement 1 Support Order Number: 243018620 Page 3 Proposal Number: 57097138 HEWLETT QUOTATION FOR SUPPORT hJERVICES La PACKARD'. SUPPORT IDENTIFIER: 7000TRINI AGREEMENT START DATE: 07/01/97 SUPPORT AGREEMENT NUMBER: 2426A7604 END DATE: 06 /30/98 r, r , , r rr •, rr, r � The following is a list of the products supported under your support services quoted on the previous page. Hardware Description/ Effective Expire Product Number Qty Serial Number Date Date A1883A ABA 28683A 28699A 2563C 27285A Software Product Number 32651B 32651B UCY 32020A 36367A 36367A ABA I U.S. - English localization 07/01/97 06/30/98 2 HP Fiber Optic Transceiver 07/01/97 06/30/98 I HP EtherTwist Hub Plus /48 07/01/97 06/30/98 SG40400668 1 48dbA LPM Line Impact Printer 07/01/97 06/30/98 3346Y 10770 1 HP AdvanceStack Router 440 07/01/97 06/30/98 US40500466 (t Description 1 MPE /iX Fundamental Operating Software 1 40 user license I NetWare 3.01 License for HP 3000 1 System Management Core Manual Set I U.S. - English localization For HP Intemal Use Only: 00443501995 Agreement 1 Support Order Number: 243018620 Page 4 Proposal Number: 57097138 HEWLETT QUOTATION FOR SUPPORT SERVICES Lid PACKARD'- SUPPORT IDENTIFIER: 7000TRINI AGREEMENT START DATE: 07/01/97 SUPPORT AGREEMENT NUMBER: 2426A7604 END DATE: 06 /30/98 SUMMARY OF CHARGES for Support Services Note: The charges by coverage period reflect additions, deletions, and warranties. Coverage Period Coverage Charges 07/01/97 - 07/31/97 1,264.00 08/01/97 - 08/31/97 1,264.00 09/01/97 - 09/30/97 1,264.00 10/01/97 -10/31/97 1,264.00 11/01/97 - 11/30/97 1,264.00 12/01/97 - 12/31/97 1,264.00 01/01/98 - 01/31/98 1,264.00 02/01/98 - 02/28/98 1,264.00 03/01/98 - 03/31/98 1,264.00 04/01/98 -04/30/98 1,264.00 05/01/98 - 05/31/98 1,264.00 06/01/98 -06/30/98 1,264.00 Total $ 15,168.00 All quoted prices are valid for 90 days from June 10, 1997 Prices exclude taxes. Applicable taxes will be added to the invoice. For HP Internal Use Only: 00443501995 Agreement 1 Support Order Number: 243018620 Page 5 Proposal Number: 57097138 For HP Internal Use Only: 00443501995 Support Order Number: 243018620 Page 6 Proposal Number: 57097138 HP System Support Service Technical Data Service Description HP System Support service pro - vides personalized, comprehen- sive hardware, software, and network support. With HP Sys- tem Support service, you can rely on an HP support team who will focus on your technical support needs. Your HP support team members provide operational guidance and implementation as- sistance tailored to your needs. They assist you in managing your computing environment more ef- fectively by delivering on -site op- erational reviews, planning operating system updates, and by providing patch management as- sistance. As a result, you spend more time managing your busi- ness and less time managing your systems. HP System Support service gives you the flexibility to choose the hardware response time and cov- erage hours that meet your needs. You also have access to technical support through the worldwide HP Response Center network. HP System Support service in- cludes the software license for new releases, patches, and up- dates to HP software products. Benefits to You • Leverage HP's expertise to free in- ternal resources to focus on core business and proactive IT management. • Reduce downtime through proac- tive planning. • Make sound and timely technol- ogy investments with current in- dustry and product information. • Increase return on IT investment. Service Features • Assigned account support engineer • Assigned HP Response Center ac- comit advocate • Scheduled on -site operational reviews • Patch management assistance • System release planting seminars and assistance • Installation of operating system updates and add -on hardware products CP'LAYHEWLETT• PACKARD Personalized System Support Product Number. HP H5356A • On -site hardware support • Phone -in software assistance • Escalation management • Flexible call submittal • License to Use software updates • Software media and documentation • HP SupportLine electronic support • Network support* • Assigned support agreements administrator For Select HP Products • Preventive hardware maintenance • Remote support • HP PowerPatch tapes • Site environmental surveys Descriptions of these features are in tables 1 and 2 on the following pages. Optional features and serv- ices are described in table 5. * Network features are excluded if network support is not ordered. ATTACHMNT 2 SPecifications Table I. Service Feuzsrea Feature Delivery Specification. Assigned account support engineer Your assigned..... at support engineer (ASE) is yaw focal point for technical and operational issues. Your ASE coordinates onshe software support Services, schedules and delivers operational reviews, zcheduks and plans a Pouting system updates, schedules system release planning zeminen, and helps you identify your roads for products and services, including consuhing and education serviva Your ASE is available during normal HP nest hours, excluding HP holidays. bust Assigned HP Response Center account advocate Yow assigned HP Response Center account advocate MCAAI understand, yew software en ' Your advocate to ensure that your emote technical as euppon reeds an met by the HP Response CenteraYourcl RCAA reviews your calls placed to the HP Response Center for software assistance to help identify tends and Potential problems. Your RCAA contacts you immediately if a software class problem arises and works with to knpkment a solution that mininizes you system disruptions. Assistance it available Monday through Friday, 8:00 am to 5:00 Pm local HP Response Center tine, excluding HP holidays. (Outside the U.S., hours an cal availability. Please subject to la check with yaw local office for detailed coverage haws.) Scheduled on,zite operation@, reviews Yew ASE schedules two operational reviews per you, cow' mutually include reviewing and advising on system management practices; explloodopgOpppportu�nitA�� better use system resources; developing transition plans for add-on hardware, software, and network products; and reviewing HP Response Center calls. 01eretum8i reviews am provided during site. normal HP butines hopes, typically at your Patch management assistance Your RCAA provides a full patch analysis twice a year on your central system as a scheduled activity. A patch analysis consists of a review of ell General flekaSe patches not currently installed on your central system and provides you with a recommended list of patche s to install. Your RCAA also proactively notifies HP PuwerPatch tape for you when a ne w supported MPE V and MPEIiX systems is released for your central system. System release planning seminars and assistance System release planning seminars as provided formajor software releases only and as scheduled in advance at an HP office. Your ASE will reserve two seats for you at the system rates" planning seminars. In system release planning seminars, HP support representatives review changes to new software mkasas..muludingnew features and (unctions, problem fixes, end padanmance im pkcetions; new hardware, software, and network products sup parted by new mleues; hardware needs; and impact on system and network configurations. Your ASE can also provide ongoing planning assistance during operational reviews to help you smoothly introduce new operating system software into your computing envirmanant. Installation of operating system updates and add-on hardware productt An HP engineer installs ore operating system update per major release on your central system. Installation is available 7 days a week, 24 hours a day, excluding HP holidays. advance at a mutually agreed-Upon must be scheduled at keel 1 week in upon tine, end your system manager or abstains must be Present during the installation. During the software installation, additional HP hardware products am installed on your central system no at additional charge, even if the installation is Outside of normal HP business hours. This options to Purchased directly from HP select products and added to your HP System Support Service agreement. It does not apply hardware that is designated as customer installable. to Table 1. Service Features (continued) Feature Delivery Specifications; Onsbe hardware supper HP travels to your site and provides all labor, parts, and materials nocesaary to maintain your hardware products in • Work to completion good operating condition. HP diagnoses and canects product malfunctions and failure. Replacement pans are new • Engineering improvements or equivalent to now; replaced parts became the property of HP. Once an HP engineer arrives at your site, the engineer continues service, uninterrupted, until your products am operational or as long as reasonable progress is being made. Work may be temporarily suspended if additional parts or resources am required, but resumes when they became available. With the Scheduled support service level, work resumes on the following bushels day. HP installs appropriate engineering improvements on your system to ensure maximum performance sndmeintaln compatibility with HP-supplied hardware replacement parts. Phone-in software assistance Remote eseistence is available fat software problems. Unlimited, t4free access to the HP Response Center is provided for authorized callers. Response is within 2 hours for all calls. Assistance is available from Monday through Friday, excluding HP holidays, during normal HP Response Center hours for all HP and select nonHP software products. For software support coverage after normal business hours, see the optional features table for information on 24385 phone-in software assistance. Escalation management HP has established formal escalation procedures to solve wry complex hardware, software, end network problems. Local HP management coordinates problem escalation, rapidly enlisting the skills of key probbm-sohnnp experts throughout HP, At HP's discretion, the HP Response Center may dispatch in HP service representative to your site to assist with problem resolution. Flexible call submittal Authorbed tellers can submit software calls electronically to the HP Response Center via HP SupportLine support and request a call beck within 2 hours for the next business day if after normal hours) or a written electronic response the next business day. If you have selected a hardware service evil that provides coverage only during normal business hours, you can still place an after-hours service call. The HP Response Center lops the call and notifies your local office the following business day. Outside the U.S., hours are subject to local availability. License to Use software updates You can use and copy updates to HP software an each system covered by HP System Support service as described in the HP Terms and Conditions of Sae and Service. Exhibit 5, HP System Support Service. Software media and documentation As HP refuses updates to your HP software, the latest revisions of the software and reference manuals are made available to your system manager. Software documentation updates are typically delivered on compact disc read-only memory (CD-ROM). Other media types are available. HP Channel Partners may request pnomy delivery of software releases. HP SupportLine electronic support HP SupportLine provides electronic access to a database of current product and support information. HP SupportLine includes new product information, software status bulletins, engineering and application notes, and information about available software patches and HP PowerPatch tapes. Keyword search and brown capabilities make it easy to locate appropriate intonnatian. Software patches can be downloaded from HP Supponlima For current hours of coverage, call your local HP Response Center office. Table L Service Features, (continued) 1P Products) Feature Delivery Specifications Network support" HP network engineers provide network troubleshooting and fault isolation to identify the specdic cause of any network operational failure. Sources of network faults an isolated to speclfic hardware products, operating By, IBM and network operating system software, Remote support network cabling, and telecommunication links on the network. To efficiently solve your problem, HP may contact other network product vendors to obtain additional technical m formation. HP has establisled technical support alliBms with many of today's leading network product manufac. turns and telecommunication service providers specifically for this purpose. HP PowerPatch tapes If your network problem is isolated to a specific network component that is covered by an on•site maintenance agreement with HP, the HP Response Center engineer automatically contacts an HP Bailout from the appropriate HP service office. If your network problem is isolated to a specific network corporate that is net covered by ■ maintenance agreement tram HP, the HP Response Center engineer provides you with detailed information Site environmental surveys Ihet enables you to resolve the problem efficiently. As an option. you may appoint HP as a special agent to deal, on your behalf, with your otter network product vendors to manage and resolve your network problem. Because the HP Response Center can manage the resources required to solve muhivendor and multisite problems, HP can normally cover your entire network. Assigned support agreements administrator An assigned support agreements administrator serves as you single point of contact for contract administration, " Network features am excluded R network support is not ordered. Table 2. Service Features (For Select 1P Products) Feature Delivery Specifications Pmventive hardware maintenance An HP engineer visits your site at regularly scheduled intervals to perform diagnostics on your system. adjust mechanical at electronic system components as needed, and replace wom or defective parts if necessary. Remote support Prior to any raceuery onsim assistance, an HP engineermay initiate and perform mmots diagnostics to facilitate pmblem resolution. When you use an HP-qualified support modem for remote problem resolution, HP can have your system up and running more quickly. HP performs remote support only upon receipt of your authorization. HP Predictive Support software is an HP proprietary emote suppon tool that helps transform unplanned downtme into scheduled maintenance through early warning and prevention of potential problems. HP PowerPatch tapes Operating and subsystem patches are available for supported JAPE V and JAPEliX releases. You can order HP PowerPatch tapes from the HP Response Center at any ratio, for installation with a new release or between major software updates. HP PowerPatch solutions ere subjected to the same quality assurance testing as all HP software releases. Site environmental surveys HP computer products am designed to operate within specific power, temperature, airborne contaminant. and humidity ranges. Your HP engineer Periodically monitors these environmental conditions at your site and advises YOU of necessary modifications. Hardware Service levels Table 3. Hardware Service Level Selection Guide The right coverage hours and re- Hardware S level Sryeice L vice Coverage Hours' Resportw Time Envirormem sponse times for your business depend upon the critical nature priority Plus 24 hour a day, Bost e: Highly critical of your applications and the 7 days a weak a not to exceed 4 hours exceed availability of alternate comput- ing resources. With HP System Pretty 8:00 tm -B:00 pm, Best response; Urgent Support service, you can choose Molloy, not to exceed 4 hours from the four hardware service h ho lidays" excluding H HP P o levels described in table 3. While these service levels meet the Next Day 8:00 m -5;00 pm. Next working day is :: critical needs of most customers, HP Monday -: also has the flexibility to indi- P ho excluding HP holidays Adualize service for you. Scheduled 8:00 an -5:00 pm, Scheduled weekly Multiple units; Response Time Monday— Fnday, visits spare equipment excluding HP holidays When your call is received at HP, an engineer quickly responds to gather information about the problem and begin work. If re- mote support is available, the engineer may access your system to run diagnostics. If on -site assistance is required, an HP en- gineer arrives at your location as quickly as possible within the response time specified in your agreement. Travel Zones If your system is within 100 miles (160 Ion) of a primary HP Support Responsible Office, you receive the response time you have selected as specified in table 3. Response times to loca- tions beyond 100 miles are speci- fied in table 4. Travel to sites located within 200 miles (320 km) of your primary HP Support Responsible Office is provided at no additional charge. If your site is more than 200 miles (320 Ian) from the primary HP Support Re- sponsible Office, you are charged for travel based on the distance to your location. Outside the United States, hours an subject to local availability. Please check with your local office for detailed coverage hour. If you request service before 5:00 pm, an HP engineer mmonds on site within 4 hours H necessary. Table 4. HP's Response Time for Extended Travel Distance it= Primary HP Support Responsible Office 101 -200 miles (181 -320 km) 201 -300 miles (321480 kml Beyond 300 mile 1480 kmf Response Time Priority Plus Priority Next Oay 8 hours 8 hours 1 additional coverage day Established at tine of order and subject to resource availability 2 additional coverage days Table 5. Optional Features rand Service Feature or Saralee 24365 phone.in software assistance Additional operational review Additional operating synem update installation Additional patch analysis for central system Patch analysis for other sysmms Custom services Additional HP Response Center caller Extended cavenpe Media retention Per incident software mrvka$ Preferred hardware mrvices labor rate Delivery Specifications Remote assistance for software problems on HP UX and MPEIiX systems. Unlimited, tollfree access to the HP Response Center is available to authorized callers. Response is within 2 hours far all calls. Assistance is available night tine, weekends and holidays for all eligible HP and select nomHP software products. Refer to the HP Corporate Price Lin for eligible products and to HPSupportLim for details of service donnas This feature adds one additional operational mview, scheduled during normal HP business hours. That feature adds one additional operating system update installation on one system. Installation 24 hours a day, ) days a week, excluding HP hokdays. is evadable Your HP System Support service agmement provides two full patch analysis activities for your central system. This feature adds arse additional patch analysis activity for your central system. The patch one must uled with your RCAA at least i week in advance. al be ached This fast" adds one patch en"al as a scheduled activity an one additional system that is supported under you HP System Support service agreement. This is ncammanded fu any system that het different sahwom then you control system. The patch analysis must be scheduled with your RCAA at least 1 week in advance. This feature provides arse day of ASE fine for cuslom¢ed support activities in addition to the features described in table 1. Your ASE will assist you in determining what these activities should be based an your need,, Additional support activities am provided during normal HP business hours. This feature allows one additional caller access to the HP Response Center. Response is immediate for critical calls and within 2 hours for all calls. Additional callers must meet His training requirements. You can extend your hardware coverage hours and improve response Imo on a percall basis, subject to local m. source availability, for an additional fixed charge. To buy these options, you must hate an open purchase order an file with HP, specifying all persons authorized to request Ibem services. This service waives HP's right to maintain possession of a failed disk drive component on which sensitive date is stored. (select products) For occasions when you regwm technical assistance beyond the scope of your HP System Support service agree men , HP provides mr- ncident software services. Them "miles an available on an hourly basin end em billed i. dependently from your mrvice agreement. On occasion, you may require hardware services that am not included in your HP System Support service agree. men,, such as deinstellmion. As an HP System Support customer, you may purchase certain unegme hardware services et a preferred labor rate lower than HP's standard service labor rate. This lower labor rate only applies to services performed on products covered by HP System Support service. C HEWLETT' UOU PACKAR❑ HP TERMS AND CONDITIONS OF SALE AND SERVICE Hp's sale of Products and Support and HP's license of Software Conditions of Sale and Service. 1. DEFINITIONS a) "Exhibits" or Support. means hardware, Software, documentation, accessories, supplies, parts and upgrades determined by HP to be available from HP upon receipt of Customer's order. "Custom means Products modified, designed or manufactured to meet Customer requirements. c) "Software" means one or more programs capable of operating on a controller, processor or other haHUndledPSoftware "), or fixed oin Sftware is either a separate Device and not r movable in normal operationtt ( "Firmware Product roduct ) d) "Specifications" means specific technical information about HP Products which is published in HP Product manuals and technical data sheets in effect on the date HP ships Customer's order. e! support" means hardware maintenance and repair; Software updates and maintenance; training; and " other standard support services provided by HP. "Custom Support" means any agreed non - standard Support, including consulting and custom project services. f) "Delivery" means standard HP shipping to and arrival at the unless ro therwiseat rdicaced hop the address in the country where Customer's order is placed, quotation. Exhibit E16 are governed by these HP Terms and means attachments that describe or otherwise apply to the sale or license of Products b) "Products" that are Products" 2. PRICES a) Prices include Delivery charges and are valid for the period indicated on the quotation o, for the applicable purchase agreement ordering period, whichever expires first. Prices remora valid for :.5o days from the original order date unless otherwise indicated on the quotation. Change orders that extend Delivery beyond those validity periods become new orders at ,rites =n may be ch ar.9ed receives the change orders. Support prices, except for Custom and prepaid Support, Y by HP upon 60 days written notice. t) Prices are exclusive of, and Customer will pay, applicable sales, use, sery ice, value added or C Omer has provrden HP with an appropriate exemption certificate I like taxes_, unless Delivery ;'ar rsdictic,-,. 3. ORDERS a! A_1 orders are sun; ect to acceptance by HP. Product oboe rs m•.at specify Delivery within '160 as }s from order date. b) Customer will specify Ship To addresses within the country where the order is placed, unle =_s otherwise agreed. c) Customer may cancel orders for Products :extent Custom Products) shipping prior to shipment at no charge. Customer will pay all charges for returning Products to H' shipping location L` Product orders are cancelled after shipment. 4. DELIVERY p will make reasonable efforts to meet Customer's Delivery requirements. If Hp i H s unable to meet be agreed. . the absence of such Customer's Delivery requirements, alternative arrangements may . agreement, Customer's sole remedy is to cancel the order. 5. SHIPMENT AND RISK OF LOSS HP will ship according to Hp's standard commercial practice, and risk of loss and damage charges pass_ be customer at Ship To address. if special ,,,king or shipping instructions are agreed, charges will be ATTACRMENT 4 [hjp HEWLETT PACKARD HIS TERMS AND CONDITIONS OF SALE AND SERVICE Exhibit E16 billed separately to Customer, and risk of loss and damage will pass to Customer on delivery to Customer's carrier. 6. INSTALLATION AND ACCEPTANCE available with al installation by HP when included u ed insthe purchase price, Products, complete quotations tthesP Product upon passes HPts installation and test procedures. b) For Products with installation included in the purchase price, acceptance by Customer occurs upon completion of installation by HP. For Products without installation included in the purchase price, acceptance by Customer occurs upon Delivery, and will be presumed unless Customer demonstrates within 14 days after Delivery that the Product does not pass HP's established test procedures or programs. c) If Customer schedules or delays installation by HP more than 30 days after Delivery, Customer acceptance of the Product(s) will occur on the 31st day after Delivery_ 7. PAYMENT a) Payment terms are subject to HP credit approval. Payment is due 30 days from HP's invoice date. Invoices for contractual support services and maintenance will be issued in advance of the Support period. HP may change credit or payment terms at any time when, in HP's opinion, Customer's financial condition, previous payment record, or the nature of Customer's relaticashio with HP so warrants. b) HP may discontinue performance if Customer fails to pay any sum due, or fails to perform under this or any other HP agreement if, after 10 days written notice, the failure has not been cured. C) Title to hardware Products will pass upon the later of full payment or Delivery of Products. 8-SUPPORT a) Customer may order Support from HP's then current Support offering. Some Support (and related Products) may not be available in all countries. orders for Support are subject to the Support Exhibit or quotation in effect on the date of order, the terms of b) To he eligible for Support, Products must be at current specified revision levels reasonable opinion, in good operating condition. and, .. - HP'S HP mav, at no additional charge, modify Products to improve P �v and reliability, or to meet legal requirements. operation, supportabi �) Relocation of Products is Customer's responsibility. Relocation may charges and modified service response times. Su Y result in additional Support subject to availability. Support °= Products moved to another c.,,... r, _s e) HP does not provide Support for products not supplied by HP or approved by HP in writing, or for Products which Customer does not allow HP to modify. Customer is responsible for removing such products to allow HP to perform Support services. if Support services are made more difficult because of such a product, HP will charge Customer for the extra work at HP's standard rates. f) Support does not cover any damage or failure caused by: 1) use of non -HP media, supplies and other products; or 2) site conditions that do not conform to HPfs site specifications; or 3) neglect, improper use, fire or water damage, electrical disturbances, transportation. by Customer, work or modification by people other than HP employees or subcontractors, or other causes beyond HP's control. g) Customer is responsible for maintaining a procedure external to the Products to reconstruct lost or altered Customer files, data or programs. Customer will have a representative present when HP Provides Support services at Customer's site. Customer will notify HP if Products are being used HEWLETT PACKARD N'e. Do. Exhibit 5 d. Niscsllansous. Ecp 1) Limitation of Liability. 8P is not liable for anY damage of claims made against Customer or that are caused by Customer's failure to perform its obligations under Section 9 or by service contracts with Non - Affiliates. ense, or 1) Zadamalty. Customer agrees to indemnify and hold HP harmless from any liability, y md against HP loss, including attorneys' fees, incurred as a result of any claim that may by any third parties that arise out of Hp's discharge of authorized duties as stated ere o - Sec Customer's failure to perform i obligations ai underpzovided here wtil exhibit or the service l survive termination of contract with such third parties. this exhibit. 9. Miscellaneous. a. HP Product Warranty Upgrade, support is ordered with the initial Purchase If HP System Support service that Provides hardware suPP year return-to -RP warranty, or lease of HP hardware products with a 90 day on -site warranty of 1 the service level ordered or the warranty coverage level, whichever provides the better service level, will be provided dazing the on -site warranty period. A 1 year return -to -HP warranty must 6e converted to a90 day on -site warranty to qualify. Days of coverage and on -site response times can be upgraded for an additional charge during the warranty period for most hardware Products. n Hp Terms and Conditions of sale and b. Subcontractors. Notwithstanding anything to the contrary i Service, HP reserves the right and Customer consents to Hp's s use of otice to Customer. subcontractors to assist in the provision of HP system Support service as HP deems appropriate, without n c. Replacement Parts. Replacement parts provided ce are functionally System equ support sen to rice or better include than the parts, equivalent to new parts, parts replaced part, or whole unit replacements. Customer Credit Approval /Authorized Personnel (CRAP) tons uic + °� "' "'_•' ement), an Hp support pond more quickly to a request for assistance beyond the terms of this contractual service. Without signed CAAP form on file at the local HP office for similar arrang Arenas is approved by an HP credit representative. Although not required, HP strongly encourages zesentative cannoe go to s received and credit Customer's site until a purchase order from Customer i ,tamer to sign the CARP form to allow HP to provide better service. HEWLETT PACKARD Edibit 5 lip SYSTEM SUPPORT SERVICE Hats Customer a License to use and copy one copy of the updates received from Product license for which Customer has purchased an NP System Support 2) In addition, HP gr teens is HP for each HP software P The license to copy updates on additional eys service that provides software support- lot available for HP 5000 series 1500 systems. the Hp Software 3) Customer agrees that the License to Use and COPY the updates is governed by _ License Terms (Hxhibie 8361 is of £ect on the date HP ships the update to Customer' Said HP Software License Terms are hereby made a Part Of this exhibit. b update Ownership- Customer acknowledges that it does not own and has no right to, title to, or interest in the updates except as set forth in the Hp Software License Terms• of an update that on each COPY C. Copyright and Trademark except Notices. Customer agrees to reproduce and conspicuously affix copyright Customer makes or notices obtains from an electronic data source msuchtasnHP SupportL ne. 6. Multivendor Network Coverage ort service that The following additional terms and conditions apply to orders for HP System Support include multivendor network coverage. known as Affiliates, who purposes of HP's appointment as a Special Agent a. Affiliates. HP has developed working relationships with select vendors, assist in the delivery of multivendoz support. For during multivendor coverage, Non - Affiliate refers to ocher vendors of products in customer's network. performance or nonperformance b 4arformancs of Affiliates and Non- Aff111atss• HP is not liable for of Affiliates and Non - Affiliates, their products, or their support services• operational before HP e. Operational Network. Customer's network must be verified by HP a fully P System Support service, including network coverage, begins. This prerequisite is automatically met if coverage commences upon completion of Hp's network configuration services. Otherwise, HP performs verification at HP'sstandard service rates. d. Supported Conasetioa3. All network connections and products covered under HP System Support greed upon by HP. service with network coverage must be a Customer will run HP or a service request with HP, diagnostic self -test programs, as appropriate. Customer must then s. Service Requests- Prior to or after placing on request non -HP product or network Customer will enable, operate, or disable the NP -to -HP and /or contact the appropriate service °call vendor it a specific product is found to be ae fau t. from HP during HP- to- non-HP CPU data communications subsystem products. configuration information for all products on the network. Customer =at notify HP when majob f. Network information. Customer must identify current product version numbers and system topology changes occur on the network. ort service benefits, Customer must q. Non-HP Service Contracts. To take advantage of HP System Supp support purchase service contracts from Affiliates and Non - Affiliates that maintain appropriate service levels for non -HP products. 7. Warranty Maintenance Management Products if Hp is gp provides warranty maintenance management for designated non -HP hardware Special Agent as set out in Section S during the warranty Period ce the management, ointment as a Special Agent during warranty maintenance management, appointed as a Sp products, or authorized product. For purposes of Hp's app warranty• Non - Affiliate refers to manufacturers of the designated non -HP hardware service providers for such manufacturers who are obligated to provide services during S. Appointment of Hp as Speelal Agent appoints HP as a Special when HP offers and Customer problem management or during These terms and CO w�'h ospecifiedf Non- Affiliates during multivendor p yt. This Agent in dealing execution of as attachment to this exhib' warranty maintenance management, as evidenced by attachment is provided by HP when necessary. pie; U�HEWLETT PACKARD HP SYSPEM SUPPORT SERVICE Exhibit 5 a. Scope of Aganoy, oPon appointment, Customer authorizes HP to represent customer in dealings with specified Non - Affiliates in the process of network fault isolation and problem , or management Of a service call during the warranty period for authority to represent Customer is limited to the following non -HP hardware products. resolution o activities: I) HP directly contacts Non - Affiliates for the purpose of (a) initiating a service tall Non - Affiliate for remote or on -site assistance with Customers network and e requesting Non- Aftiliate�a a maintenance management) s (specified d n Appendix iont the Pment, or my appointment attachment pe for warranty _ 4 Only during the warranty period. 2) HP directly follows up with Non - Affiliates throughout the network problem resolution Process or until the non -HP hardware warranty problem is resolved. 3) HP facilitates communication among Non - Affiliates and between HP and Non - Affiliates process of network fault isolation and problem resolution. in the b. Relationship between Parties. This appointment will not: 1) Be construed to crest& the relationship of employer and employee partnership or joint venture between HP and Customer or its employees. . 2) Preclude HP from adting as a Special Agent for multivendor problem management for other Parties, or from performing warranty parties. maintenance management for non -HP products for other 3) Preclude HP from continuing in the business of multivendor problem management, even if Customer is also in the business of providing similar services. 4) Allow Hp or Customer to use each others trademark or trade name in any manner. c. Customer Responsibilities for Appointment. 1) In order to appoint HP as a Special Agent, Customer must sign the attachment provided by HP. 1) Customer must write letters of notification to specific Non - Affiliates listed in the appendix Of the appropriate attachment. These letters must explain the be sent to HP. The appendix scope of agency and a copy must parties, can only be modified in writing upon mutual agreement of both 3) Customer must provide HP with a list of non -HP products on respective names, model numbers, serial the network, including their numbers, and firmware and software revision numbers, along with copies of applicable support contracts for these products. 4) Customer must provide HP with, and keep current, a list of the Non - Affiliate contacts and a list of the non -HP hardware products for which HP will provide warranty maintenance management, including products' numbers, products' serial numbers, dates of Purchases /delivery, warranty period and service level, and, it applicable, software license and revision numbers. 5) Customer must provide HP with a copy of the warranty terms and conditions applicable to all non-HP hardware products, and a copy of warranty entitlement, ouch as the proof of purchase, validating warranty for non -HP hardware products for which HP will provide warranty maintenance management. 6) Customer must provide to HP in writing all information that may have a direct effect on the operation or cost - effective maintenance of the network, or on the warranty maintenance management of non -HP hardware products. 7) Customer understands the limited scope of HP's authority as a Special Agent and agrees not to obligate HP beyond the terms and conditions set out in this exhibit. 61 Customer is solely responsible for dealing directly with Non - Affiliates concerning transaction that requires a purchase order for non -Hp support services. any S) Customer moat submit a service claim during warranty if a Non - Affiliate requires such a submission directly from Customer. HEWLETT lolk/110. 21 P A C K A R D Exhibit 5 HP SYSTEM SUPPORT SERVICE — c Obsolete Products. HP may cover obsolete hardware and software products that are beyond their specified support period on a best -effort basis. d Interfaces and Accessories. Hp may cover cables, connectors, accessories are anusded. t` faces under the same hardware service level purchased for the products with which they •. supported Software versions. HP provides contractual support only for the current and immediately - versions of HP software, and only when the software is used with hardware that be preceding ations. If support coverage -d versions lapses, additional fees may Included in HP- specified configur ecified verslona of selected non -HP required to resume support coverage. HP w111 support sp supports it. For non -HP software, but will not support the software any longer than the vendor software, HP provides contractual support only for software versions that are documented as supported on specified configurations. HP contractual support services is limited if available to HP from the third -Party software vendor, patches, f to phone re. Support for non -HP software covered rt for selected versions of to telephone assistance d up and, . _ workarounds, and updates. HP's decision on how long to offer HP support non -Hp software is final. hardware or g. Non -Hp products. Hp is not liable for t the performance support or non services including designpf flaws in and /or software vendors, their products. incompatibility with non -Hp products. h, HP Software oa Non-sp Systems. HP System Support service for specified software software pro so used with designated non -HP s e =tLine electroni h infolrmation act ssreand callsubm ttal assistance, i nnseotowIIse problem reporting, Hp supp software updates, and patches. I. supportedaby nee esystam manager and situatedo critical 1 /2smilea(I k to eterli radius of each will problems with systems situated beyond this limit that require on -site assistance will be subject to additional charges at Hp's standard service rates. er for the applicable, the network operator for the network; if j, Access to the 8p Reap case Center. Hp Response Center use is limited to the system mans an d, operating system and subsystem software; if app application software; applicable, the application software man agez;s) for each family of HP if purchased, the After-hours these coverage managers, the manager, Respon edCenteriisaavailable otoetheire designated an in the absence of any alternates. ort service, k. Source Code Support. For HP source code software covered under HP System support ocher at asistce is limied to ofs theanparticulart software. Hpa charges Customer duplicated Hp Hp' standard e serve elorates t for banyc code that can be assistance required. 1 BY, predictive SfyPOrtremedy system sore peripheral problems prior e to actual occurrence. port software curraneep provides _ problem-solving assistance and limited to m. Network Software Coverage without Network Support- Support for Rp network software t multivendor node connectivity is network support isu purchased and p software update materials, primary HP Support es, longer response times, and reduced coverage n. Travel Zones. Cuatomez sites located subject tto t avel charges, (16O kilometers) o a p Availability of Responsible Office may be HP support Responsible Office. hours as specified is be Worldwide Customer support Travel and Office Diree o some coverage levels is based on distance from a primary Pp program o. Exclusions. Rp System Support service does not lemenclude assistance, pezformanceinvolves onsulting, assistance problems implementation problems or development, coding, isolation coding p stems Hp System data recovery regardless of the `the uuse of of privileged omodee code eon aHP�3000 nsyan p investigation time relating unless a consulting option has been purchased. HP Support service does not include consulting formal training offered he HP. System Support service is not a substitute for any P_ Availability. Some HP System Support service features and coverage levels are subject to local availability. rHEWLETT PACKARD HP nTT 41 SUPPORT SERVICE Exhibit 5 l Customer Responsibilities — a. Product List. Customer must maintain and provide HP System Sup port service. to HP a current list of products supported under Sup b. Access. Customer must provide HP with the following; 1) Access to the products covered under HP System Support service 2) Adequate working space and facilities within a reasonable distance of the products 3) Access to and use of all information, by Hp to service internal resources, and facilities determined necessary the products ,<) For the Scheduled support level, Customer site. This area must Customer must designate a single work area acceptable to HP at include shelves or racks for adequate open bench work space, adequate power and lightin iacoming and outgoing products, g, and amines to a telephone. Before having a product serviced under the Scheduled support level, Customer must; a) Maintain a written slog of model number, serial number, and current failure symptoms and be prepared to provide this information to HP upon request before the scheduled visit. b) Locate all failed units to be repaired during a scheduled visit at the designated work area before the Hp customer engineer arrives. c) Call HP the workday before the day Of the scheduled visit to provide information regarding the number and type of products requiring repair. c. operating Procedures. Customer must follow routine operating procedures as specified in the HP product operating manuals. d. Usage -Level Charges. Customer moat allow HP to install or remove usage meters on specified electromechanical devices. Usage charges may be invoiced separately. e. Diagnostic /Maintsaence software (Selected Systems). Customer must allow HP to keep system and network diagnostic and maintenance programs resident on Customer's system or site for the exclusive purpose of performing diagnostics and maintenance. Prior to submitting a software problem report to HP, Customer may be required to assist HP in running these HP- supplied ro Customers with HP Predictive Support software must use the electronic data transfer capabilitymit provides to inform HP of events identified by the software. Customer acknowledges that Customer has no ownership interest in diagnostic hardware or software provided by HP and that HP may remove these diagnostic programs and any HP -loaned modems or re HP System Support service. mote access devices upon termination of f. Service Requests. Prior to placing a service request with HP, Customer may be required to run Hp- supplied diagnostic programs. g. Revision Levels. Customer must maintain all associated system hardware and firmware, except PC systems, at the latest HP- specified configuration and code revision level. For PC systems, Customer must maintain all associated system hardware and firmware at a revision level specifie by HP. Customers must maintain HP- supported non -HP software d HP. at a code revision level specified by h. Telecommunications Charges, Customer is responsible for all telecommunications charges associated with using HP SupportLine electronic support. i. Temporary Procedures Customer is responsible for implementing temporary procedures or workarounds while Permanent solutions are being sought. 5. Software Ucense and Copyrights A. Updates. 1) HP grants Customer a License to Use the updates for software updates provided by HP under an HP System Support service that provides software support.