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LEADING UNIFIED COMMUNICATIONS
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City of Yakima
Maintenance Service Agreement
Advanced Support for Avaya Telephony
01/05/15 Page 1
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
Section 1: Overview
The following Maintenance Service Agreement covers the technical support and maintenance
services of City of Yakima's Avaya telephony solution. This Maintenance Service Agreement specifies
the deliverables and responsibilities associated with the Cerium Advanced Support selected and
listed in the section titled "Scope of Support". Technical support and maintenance services are vital
to the health of your communication system; we appreciate your confidence in our organization to
perform these important services.
Section 2: Scope of Support
The coverage applies to Avaya Telephony and selected non -Avaya telephony products or
components that Cerium has designated in the section titled "Covered Solutions, Equipment, and
Custom Services ".
Cerium Advanced Support Service Profile:
Fundamental Support - Option 1
a) 24x7 system alarm monitoring and notification*
8x5 Remote engineering 1 &2 — 2 hours Priority 3 — 8 business hours
b) Bi- annual management meeting and service reporting upon customer request
c) Avaya Support Advantage — Essential * **
*Alarms are sent to Cerium and the customer 24x7 and responded to by Cerium according to
8x5 or 24x7 according to the level of coverage listed above
* *During the applicable coverage period
** *Unless otherwise noted in the Cerium Sales Order, Avaya Support Advantage is not
included in the price of Cerium Maintenance Services
Essential Support - Option 2
a) 24x7 system alarm monitoring and notification*
Response time * *: Priority 8x5 Remote engineering support for technical trouble
remediation
Response time * *: Priority 1 &2 — 2 hours Priority 3 — 8 business hours
b) 8x5 On -site engineer as needed for technical trouble remediation
Response time * *: Priority 1 &2 — 4 Hours Priority 3 — 8 business hours
c) Common equipment spare parts
d) Bi- annual management meeting and service reporting upon customer request
e) Avaya Support Advantage — Essential * **
*Alarms are sent to Cerium and the customer 24x7 and responded to by Cerium according to
8x5 or 24x7 according to the level of coverage listed above
* *During the applicable coverage period
** *Unless otherwise noted in the Cerium Sales Order, Avaya Support Advantage is not
included in the price of Cerium Maintenance Services
01/05/15 Page 2
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
System Acceptance
The first 60 days from the date listed above as the "beginning contract term" shall be considered the
system acceptance period. If Cerium Networks were to discover pre- existing condition(s) affecting
our ability to provide support during the system acceptance period, Cerium will notify the customer
in writing of the condition(s) found. All pre- existing condition(s) must be remedied by the customer
within 30 days from the date of written notification via one of the following methods:
• The customer may mitigate the issue(s) by their own means
• The customer may engage Cerium on a time and materials or fixed bid basis to
resolve the issue(s)
• The customer may cancel the support agreement and be billed and supported only
for the first 90 days on a best effort basis
Abbreviations and Definitions:
24x7
Refers to 24 hours a day, seven (7) days a week, 365 days per year including holidays.
8x5
Refers to normal business hours - Monday through Friday, 8:00am — 5:00pm Pacific, excluding
holidays.
On -site
The physical location of the customer equipment as defined in the Maintenance Service Agreement.
Response Time
The maximum elapsed time it will take Cerium Networks personnel to begin to work on a trouble
ticket. This is not to imply when the trouble will actually be resolved.
Section 3: Service Descriptions
24 x 7 System Alarm Monitoring and Notification
Remote monitoring occurs 24x7x365 and alarms are e- mailed to customer delegated contacts and
the Cerium Support Center (CSC). Cerium will respond to major alarms based upon the contracted
support level and the hours of coverage. Minor alarms will be reviewed and cleared by Cerium as
appropriate. Alarms received by Cerium outside of the contracted hours of coverage will not be
responded to by Cerium until 8am on the following business day. If the customer receives an alarm
outside of their contracted hours of coverage and requires support they may call the CSC for
assistance however hourly charges will apply.
Remote Engineering Support
A qualified Cerium Networks engineer will troubleshoot and resolve issues for covered equipment via
the telephone and /or a remote system connection. The Cerium engineer will attempt to clear the
trouble remotely and test systems accordingly to ensure that the trouble is resolved.
On Site Engineer
01/05/15 Page 3
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
If on -site coverage is included in the "Service Profile ", a qualified Cerium Networks engineer will be
dispatched to the covered location in the event that the trouble cannot be cleared remotely. The
engineer will test systems accordingly to ensure trouble is resolved. If on -site coverage is not
included in the "Service Profile ", the customer may still receive on -site support at the discretion of
both parties, however, hourly charges will apply.
Common Equipment Spare Parts
Unless otherwise specified in the Support Agreement, the parts which may be replaced without
charge are those contained within the Avaya telephone system (switch) and voicemail system (as
applicable). Telephone sets, other adjuncts, power systems (UPS), modems, PCs, servers, routers,
network switches, other software, other hardware, and adjunct applications are not covered under
this agreement unless specifically listed. Such parts and services are billed at T & M rates.
Proactive Updates every 6 months
Every "Select" support agreement includes a proactive review of your Avaya software and firmware
and updates as necessary in order to help you leverage the investment you have made in Avaya's
Support Advantage program. Every six months, a Cerium engineer will review your system and make
any necessary updates of Avaya firmware and software that you receive at no cost from Avaya under
the Support Advantage program. Customers who are not at the "Select" level can still receive this
service as part of Cerium's Managed Services Program or on a T &M basis as requested.
Bi- Annual Management Meetings and Service Reporting
The Cerium Account Manager upon request will schedule and conduct meetings with the appropriate
personnel within Cerium and the customer's organization to review open and closed service cases,
service reports and any other items that are important to the support of the communication systems
covered.
Avaya Support Advantage — Essential includes:
• Access to Avaya Intellectual Property and Tier 4 Resources
• Access to minor releases with new feature functionality
• Access to online software patches
• Avaya direct remote software solution support
• Access to self -help website, InSite Knowledge Management Tool, and Technical
Documentation Library
• Software media replacement
Cerium Networks is certified by Avaya as a Joint Service Delivery Support Specialist Partner
which allows us to escalate directly to Avaya's tier 4 organization. With this support model,
Cerium would be the primary contact, and Avaya is in essence the "subcontractor" where
appropriate. Cerium would manage the contract with Avaya and there would be no
incremental charges by Avaya for in- contract services
Section 4: Notification and Response Process
1) Trouble Reports may be submitted through several methods:
01/05/15 Page 4
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
a. Phone: You can call the Cerium Support Center at (800) 217 -0933. This number
is used at all times to request support and is answered by Cerium staff 24x7x365
including holidays. This is the recommended method of contact for all urgent
requests.
b. Email: You can e-mail requests for support to cscPceriumnetworks.com Email
is monitored by Cerium staff 24x7x365.
c. Web Site: You can navigate to www.ceriumnetworks.com and click on "request
support" under the "services" section. This method is recommended for non -
urgent issues or technical requests
d. System alarm monitoring notifies the CSC of an alarm. Cerium personnel
monitor system alarms 24x7x365 and take action as defined previously in this
Maintenance Service Agreement.
2) Ticket Created — All requests for support are sent directly to CSC personnel who will:
a. Verify the customer records in our database to determine support coverage
criteria
b. Open a trouble ticket with a detailed entry of the customer issue
c. Appropriately assign a severity level to the ticket
i. Priority 1 Urgent (Major): An urgent issue is any issue that causes a business
to cease its primary business function or two or more critical business
functions. (100 % or nearly 100 % - Out -of- Service) If an urgent issue is not
resolved within two (2) hours the Cerium Engineer must escalate to the
respective Manager.
ii. Priority 2 High (Major) A high priority issue is any issue that involves a down
or severely degraded critical business function. (At least 25% Out -of- Service)
High priority issues will escalate to "Urgent" status if not resolved within four
(4) hours.
iii. Priority 3 Standard (Minor): Standard issues are any issues that degrade or
impair but do not inhibit business functions. (Less than 25% Out -of- Service).
A "Standard" issue must be resolved within 8 hours or it will be escalated to
"High" priority.
iv. Priority 4 Scheduled (Minor): Low priority issues that do not affect business
functions or users. Low priority issues are not normally escalated.
3) Engineer Assigned — Based upon the type of issue an appropriate engineering resource
will be assigned. The assignment will be based on issue both the severity and the skill
set required.
4) Trouble Diagnostics — The assigned engineer will look up the customer's equipment
records in our database and begin work on the issue remotely. If after reviewing the
issue and determining that the issue requires on -site support, the CSC may dispatch a
field engineer to assist on -site. Depending on the service profile defined previously in
the Maintenance Service Agreement, hourly charges may apply.
5) Problem Resolved - Upon resolving the issue the engineer will close out the ticket with
a synopsis of the resolution and any other relevant ticket notes. If hardware or
software was updated, the customer record will be updated appropriately.
01/05/15 Page 5
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
Customer notified — After the reported trouble is resolved, the customer will be notified of
the trouble resolution.
Cerium 1463 Web Portal
Cerium 1463 is an interactive portal accessible through a unique login, and will provide you specific
support information about your account. This portal will have visibility into active and closed tickets,
current alarms, and will allow you to add new tickets and add comments to existing tickets.
Below is your home page of Cerium 1463. From here you can navigate to the information you are
looking for using the "Navigation bar". We also list your contacts with Cerium here, making it easy to
communicate with the person you need. We display Cerium News and Events here as well so you
always know what we are up to.
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CSC Contact Info
Join us
Staying up to date with the technology that runs your organization and ensures a secure environment for your
data and infrastructure are critical to your business. TechJunction helps you meet these needs by providing Jeff Lynch
quality, vendor neutral educational seminars, drawn from case studies and best practice examples from lees in Account E.e: uti.e
the field. sr.rrrra..
t. 509.576.8634
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Steve Fisher
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Cerium News dnd Events f t 509.23:.2269
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David Miller
Director Cerium Support Crotcr
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Support Tickets:
To Access trouble tickets
1. Click on "my support center" and select "view trouble tickets".
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01/05/15 Page 6
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
2. By default you will see all active tickets and on the right side you will see graphs
showing ticket counts by month and severity for the past year.
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3. To see closed tickets click on the filter button and select the view you would like
to see.
.= Active Tickets -
active tickets
resolved ticket in the last 7 days
resolved tickets
Corium Notu,, rice _ H(1 11 !nrt To view details and add notes
1. To view more details and /or add a note to a ticket, click on the site name.
2. To add a note click on "Add Note ".
3. Enter notes and /or attach document and click "Submit ".
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4. Your note will now show in the "Customer Status" field.
To create a support ticket.
* Only P3 /P4 priority tickets can be entered through the Portal, you are prohibited from changing the prii
higher than Priority 3. All higher priority(P1 /P2) issues should be called into the Cerium support cente
There are a number of locations that have a link to submit a new ticket.
• From the home page click on the "submit a support ticket" link on the right.
01/05/15 Page 7
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
24/7 Support
Open a ticket:
t. 2 77.423.7486
submit a support ticket
• From any page click on the "Submit a ticket" link in the footer.
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Submit a ticket About Portal 2015
View Support Tickets Contact Us
View Alarms
• From the Navigation bar click on "my support center" and then choose "submit a
trouble ticket ".
home I my support center -
my alarms
view trouble tickets
submit a trouble ticket
1. Fill out the form, attach any documents and click on "Submit Ticket ".
01/05/15 Page 8
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
Customer
Cerium Networks - HQ
Enter a brief subject line (Field is public) •
Solution Category '
Description of Work Requested •
Attack .1 filo
Choose Files No file chosen
Submit Ticket
2. You will be redirected to the "view trouble tickets" page and you will see your new
ticket there.
Access Alarms
Steps to view your current equipment alarms.
1. Click on "my support center" on the navigation bar and click on "my alarms ".
My Alarms
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No Alarms to display.
* AlarmTraq shows your Avaya and Nortel equipment alarms.
* SolarWinds shows your Cisco and Microsoft equipment alarms.
01/05/15 Page 9
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
2. Use the paging buttons to see past alarms.
Section 5: Escalation Procedures
1) The engineer initially assigned to the case is responsible for assuring that the case is
properly completed.
2) Assignments of cases are based upon:
a. Relevant product expertise and certification
b. Availability / Schedule of Engineer
c. Experience / Familiarity with Customer and configuration
3) If the engineer assigned to the case is unable to resolve the issue:
a. Either by the estimated time or
b. Because in the engineer's judgment the scope of the issue is beyond their
expertise, an assessment will be made on the need to involve additional
resources.
c. If the issue is within the scope of their expertise and the engineer is still unable
to resolve the issue, escalation timelines will take precedence.
4) Escalation will be made to next higher resource level in appropriate product or technical
area.
5) The escalation process will continue either until the issue is resolved or the issue is
determined not to be technically feasible.
6) Issues may have results which require the customer to obtain additional equipment or
software. These Cases may be closed once a configuration is provided to the Sales
Account Executive for pricing / purchase discussions.
7) Escalation to Manufacturer resources can occur at any point in the process as part of
research or fact finding. To open a case and actively pursue resolution with
Manufacturer resources requires an assessment by the Cerium Technical Tier A Director
of Technologies or Director of the Cerium Support Center. If the issue has been
escalated through all levels of support at Cerium and Cerium has attempted all known
ways to address the issue then opening a trouble ticket and escalating to the
manufacturer is the next step.
Cerium Account Management Escalation Procedures
The primary point of contact within Cerium Networks is your assigned Account Manager. In the
unlikely event you are not achieving the expected results then making contact with Sales Vice
President is appropriate. City of Yakima's Cerium Account Management escalation contacts are:
• Account Manager —Jamie Harris, 509 - 536.8630, jharris @ceriumnetworks.com
• Vice President of Sales - Steve Fisher, 509.232.2269, sfisher @ceriumnetworks.com
Cerium Technical Escalation Procedures
The Cerium Support Center coordinator will provide you with a mechanism to formally escalate a
case to the appropriate resources within the Cerium team. This escalation process will increase
the visibility, awareness, and focus of your service outage within the Cerium management team.
Process flow:
• An escalation request should be initiated in reference to a specific Case ID.
01/05/15 Page 10
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
• Place a telephone call to the Support Center number 800 - 217 -0933 and make your
escalation request with the CSC coordinator.
• Clearly state that you are requesting escalation of the case.
• If the Coordinator is not available at the time, place a separate telephone call to the
Manager or Director of the Cerium Support Center.
• The severity of the case will be mutually agreed upon between the customer and the
Cerium escalation point engaged in the process.
• A formal action plan including ownership for each action item will be agreed upon
between the customer and the Cerium escalation point.
• Escalation will be documented by Cerium in the customer record.
Cerium Support Center (CSC) Technical Escalation Contacts:
Technical Tier C
Cerium Support Center: 800.217.0933 or 509.536.8610
csc @ceriumnetworks.com
Technical Tier A
Technical Supervisor: Bill Paro
509.344.5814
bparo @ceriumnetworks.com
Cerium Management Escalation Contacts
Support Center Manager: Shannon Behm
509.344.5848
sbehm @ceriumnetworks.com
Director - Support Center: David Miller
509.344.5865 — Work
dmiller @ceriumnetworks.com
VP of Finance & Operations: William Junkermier
509.536.8650 — Work
wjunkermier @ceriumnetworks.com
President: Roger Junkermier
509.536.8656 — Work
rjunkermier @ceriumnetworks.com
Section 6: Customer Dependencies and Responsibilities
• Customer shall provide dedicated remote access methodology for those appropriate
systems requiring technical support and service.
01/05/15 Page 11
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
• Dedicated access must remain available to provide remote access on a 7X24 hour basis.
• Remote access line number or IP address must be provided and tested by Cerium
Networks prior to coverage commencing.
• Provide Cerium Networks with system passwords and equipment access control features
required to provide support.
• Notify Cerium Networks of all changes that affect system and network configurations as
well as operations.
• Provide Cerium Networks with a copy of all Modular Messaging /CMS Software and
system backup disks
• Minimum coverage with Avaya is required in order for Cerium to begin support for City
of Yakima's Avaya environment. City of Yakima must maintain at least the minimum
level of Avaya support throughout the term of this agreement. If City of Yakima chooses
to cancel support, Cerium Networks requires 45 days notification from the annual
renewal date of the support contract. All underlying Avaya support contracts will be
governed by Avaya's terms and conditions.
Section 7: Covered Solutions, Equipment, and Custom Services
The following equipment is supported under this agreement. Any equipment not expressly listed
below is not considered to be covered under this agreement however support may be available at
current hourly T &M rates.
Covered Location Equipment /Solution Covered: Special Coverage
Name /Address: Instructions:
City of Yakima Avaya Communication Manager N/A
Public Safety Avaya Messaging Platform
Waste Water
Public Works
Cerium Networks may perform a true -up on a quarterly basis to ensure appropriate coverage levels.
At such time, the pricing may be adjusted up or down based on hardware, software, or users newly
introduced into the supported environment. Any change in monthly charges will require notification
to the customer in writing at least 15 days in advance. No adjustment in previous month's charges
will occur.
Any work performed that falls outside of the scope of this agreement is subject to Cerium's then
current T &M rates.
Special instructions or custom services:
Not Applicable
Section 8: Signature Authorization
01/05/15 Page 12
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
The information in this Maintenance Service Agreement shall not be duplicated, used or disclosed by
the customer or Cerium Networks, in whole or in part, for any purpose other than for fulfillment of
the work to be performed by Cerium Networks, Inc. Cerium Networks Terms and Conditions apply to
this Maintenance Service Agreement.
City of Yakima Cerium Networks Inc.
Authorized Signature Authorized Signature
By: L 7 B y: J. _1 U .-
Name: Jeff u r Name: William Junkermier
Title: Int rim City Manager Title: VP of Finance & Operations
Date: vyzav S 3 cm Date:
CITY comma to - 0
RESOLUTION so:
Cerium Support Contract Terms and Conditions
Cerium Networks LLC ( "Cerium ") and you, the Customer, agree that the following terms and conditions will apply to the warranty, post - warranty
services and Support services ( "Services ") listed on the attached Support Contract ( "Agreement ") This Contract may contain additional pages
and covers Support Services provided by Cerium.
1. CONTRACT PERIOD — This Agreement shall be effective the date this agreement is executed by Cerium, for the term as specified on the
Contract until terminated as set forth in Section 8 of these terms. Enhanced warranty services will be coterminous with the applicable product
warranty period. Post - warranty Support services will be for an initial term as specified on the attached hereof, (one (1) year minimum). Post -
warranty service shall be automatically renewed for successive one (1) year terms at the charges and under the terms and conditions applicable
to Cerium's standard one (1) year service agreement at the time of renewal, unless either party gives the other written notice of its intent not to
renew at least thirty (30) days prior to the expiration of any initial or renewal term. Cerium can also notify you ninety (90) days in advance of the
time of renewal that Service for specific Products covered under this Agreement will not be renewed.
2. CUSTOMER RESPONSIBILITIES — You agree to (i) provide the proper environment, electrical and telecommunications connections, (ii) provide
access and work space, and (iii) maintain a backup procedure external to the software program(s) and host computer for reconstruction of loss or
altered files, data or programs (iv) and provide a phone line connection to the equipment being supported at all times (v) maintain a copy of all
01/05/15 Page 13
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
software used on your systems. Failure by the Customer to perform these responsibilities will cause Cerium to be unable to meet its Support
requirements. You are responsible for notifying Cerium of the presence of any hazardous material (e.g., asbestos) on your premises prior to the
commencement of any Services. You are also responsible for removal of any such hazardous material or correction of any hazardous condition
that affects Cerium's performance of Services. Services will be delayed until you remove or correct the hazardous condition; Cerium shall not be
liable to you as a result of such delays.
3. WARRANTY — A. When a post - warranty service agreement exists, Cerium warrants that during the warranty period the Products will operate
in accordance with the Manufacturer's Documentation. If a Product does not operate in accordance with the Documentation during the warranty
period, you must promptly notify Cerium. Cerium, at its option, will either repair or replace that Product without charge. You have the right, as
your exclusive remedy, to return that Product for a refund of the purchase price or license fee if Cerium is unable to repair or replace the Product.
A pending or active Cerium post - warranty service agreement is a prerequisite for this warranty coverage.
B. The warranty period shall begin on the Delivery Date for Customer - installed Products. Cerium's standard warranty period will apply if none is
specified. A pending or active Cerium post- warranty service agreement is a prerequisite for this warranty coverage.
4. ENHANCED WARRANTY & POST - WARRANTY SERVICE — A. Cerium will provide Services during the Contract Period in accordance with Cerium's
standard specifications subject to the exclusions set forth in this Section 4. Cerium provides various Support Services dependent upon the product
and option selected by the Customer and indicated on the attached. Cerium's current Services options are described in the Cerium Service
Advantage Support Plan document, a copy of which is available upon request. B. Post-warranty service includes preventive maintenance as
deemed appropriate by Cerium and remedial maintenance, including replacement parts required for Products used under normal operating
conditions. C. If you subsequently purchase products ( "Added Products ") from Cerium or a third party and co- locate those products with the
existing ones, those Added Products purchased from a party other than Cerium are subject to certification by Cerium at Cerium's then current
rates for such certification; post - warranty service coverage will be effective immediately after Cerium certifies the Added Products. Charges for
Added Products will be at the then current rate and coverage will be coterminous with the coverage for the existing Products. D. PURCHASED OR
REPLACEMENT PARTS AND PRODUCTS MAY BE NEW, REMANUFACTURED OR REFURBISHED. Any removed parts and /or Products will become
the property of Cerium. E. Enhanced Warranty and post - warranty service coverage will be in accordance with the option(s) you have selected as
listed on the front of this Agreement. Cerium's standard warranty and post- warranty coverage will apply if none is specified. F. POWER SURGES
— If you have ordered post - warranty service, during Cerium's warranty and post - warranty service periods, Cerium is not responsible for damage
(including loss or corruption of data records) to your voice Products (e.g., DEFINITY® ECS, and Intuity AUDIX® systems and data or video
products) from power surges. Cerium will assist in selecting and installing an electrical protection system that complies with the National Electrical
Code if requested, any applicable local standards, and any Cerium - specified site requirements. G. Cerium may, at its discretion, electronically
monitor your system for the sole purpose of collecting and recording the configuration of and the number and kinds of products in your system.
Such monitoring will serve two (2) principal purposes: (1) the information will permit more accurate remote diagnostics and corrective actions;
and (2) the information will be used once a year, before the renewal date of any Support Agreement, or the annual anniversary date, to
determine applicable charges. Products identified in the data collection will be treated as Added Products under Section 4.C. You will cooperate
with Cerium in such data collection, including making remote access available to Cerium for this purpose.
5, WARRANTY /POST - WARRANTY SERVICE EXCLUSIONS — A. EXCEPT AS STATED IN SECTION 5, CERIUM, ITS SUBSIDIARIES AND THEIR
AFFILIATES, SUBCONTRACTORS AND SUPPLIERS, MAKE NO WARRANTIES EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ANY
WARRANTY OF MERCHAN - TABILITY OR FITNESS FOR A PARTICULAR PURPOSE. B. The warranty provided in Section 3 and post- warranty
service do not cover repair for damages, or malfunctions, or performance characteristics caused by: (1) use of non - Cerium furnished equipment
unless certified by Cerium, software, or facilities with the Product(s); (2) your failure to follow Cerium's or the Manufacturer's installation,
operation or maintenance instructions, including your failure to permit Cerium timely remote access to your Product(s); (3) failure or malfunction
of equipment, software, or facilities not serviced by Cerium; (4) actions of non - Cerium personnel; or (5) force majeure conditions as stated in
Section 10. Cerium does not warrant uninterrupted or error free operation of the Product(s). In addition, Cerium is not obligated to provide
warranty or post- warranty service if you modify the Product(s). If you request, Cerium will perform repair or other services not covered by this
Agreement to your Product(s) at Cerium's standard rates for such service. C. Although Products are designed to be reasonably secure, Cerium
makes no express or implied warranty that Products are immune from or present fraudulent intrusion, unauthorized use or disclosure or loss of
proprietary information. Certain features, if purchased, such as Password Reset, Conference Mailbox, Skip Password and Monitor Mailbox, when
enabled, could be improperly used in violation of privacy laws. By ordering Products with these features or separately ordering such features, you
assume all responsibility for assuring their proper and lawful use.
D. You agree to notify Cerium prior to moving a Product. Additional charges may apply if Cerium incurs additional costs in providing warranty or
post- warranty services as a result of a move of a Product. E. If the Product supports Telephony or Transmission Control Protocol /Internet
Protocol (TCP /IP) facilities, you may experience certain compromises in performance, reliability and security, even when the Product performs as
warranted. These compromises may become more acute if you fail to follow Cerium's recommendations for configuration, operation and use of
the Product. YOU ACKNOWLEDGE THAT YOU ARE AWARE OF THESE RISKS AND THAT YOU HAVE DETERMINED THEY ARE ACCEPTABLE FOR
YOUR APPLICATION OF THE PRODUCT. YOU ALSO ACKNOWLEDGE THAT, UNLESS EXPRESSLY PROVIDED IN ANOTHER AGREEMENT, YOU ARE
SOLELY RESPONSIBLE FOR (1) ENSURING THAT YOUR NETWORKS AND SYSTEMS ARE ADEQUATELY SECURED AGAINST UNAUTHORIZED
INTRUSION, AND (2) BACKING UP YOUR DATA AND FILES.
6. PRICE AND PAYMENT — A. Payment of invoices is due within thirty (30) days from the invoice date. Delinquent payments on any undisputed
balance are subject to a late payment charge of the lower of one and one half percent (1.5 %) per month or portion thereof, or the maximum
amount allowed by law. Restrictive endorsements or other statements on checks will not apply. You agree to reimburse Cerium for reasonable
attorneys' fees and any other costs associated with collecting delinquent payments.
B. You shall pay taxes levied upon the sale, transfer of ownership, installation, license or use of Products or Services unless you provide Cerium
with a tax exemption certificate. Excluded are taxes on Cerium's net income.
7. EXCLUSIVE REMEDIES AND LIMITATIONS OF LIABILITY — A. THE ENTIRE LIABILITY OF CERIUM AND ITS SUBSIDIARIES, AFFILIATES AND
SUBCONTRCTORS, (AND THE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUBCONTRCTORS AND SUPPLIERS OF ALL OF
THEM) AND YOUR EXCLUSIVE REMEDIES FOR ANY DAMAGES CAUSED BY ANY PRODUCT DEFECT OR FAILURE, OR ARISING FROM THE
PERFORMANCE OR NON- PERFORMANCE OF ANY WORK OR SERVICE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT
INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE SHALL BE: (1) FOR FAILURE OF PRODUCTS DURING THE WARRANTY PERIOD,
THE REMEDIES STATED IN SECTION 3; (2) FOR CERIUM'S FAILURE TO PERFORM ANY MATERIAL TERM OF THIS AGREEMENT (E.G., CERIUM'S
POST- WARRANTY SERVICE OBLIGATIONS), YOU MAY CANCEL THIS AGREEMENT WITHOUT INCURRING CANCELLATION CHARGES IF CERIUM
FAILS TO CORRECT SUCH FAILURES WTIHIN THIRTY (30) DAYS OF RECEIPT OF YOUR WRITTEN NOTICE; (3) FOR DAMAGES TO REAL OR
TANGIBLE PERSONAL PROPERTY OR FOR BODILY INJURY OR DEATH TO ANY PERSON FOR WHICH CERIUM'S SOLE NEGLIGENCE WAS THE
PROXIMATE CAUSE, YOUR RIGHT TO PROVEN DAMAGES TO PROPERTY OR PERSON; AND (4) FOR CLAIMS OTHER THAN SET FORTH ABOVE,
CERIUM'S LIABILITY SHALL BE LIMITED TO PROVEN DIRECT DAMAGES IN AN AMOUNT NOT TO EXCEED THE PRICE OF SERVICE GIVING RISE
TO THE LIABILITY OR $100,000, WHICHEVER IS LESS.
B. EXCEPT TO THE EXTENT PROVIDED IN SUBSECTION 7.A(3), CERIUM SHALL NOT BE LIABLE FOR THE FOLLOWING TYPES OF DAMAGES: (1)
INDIRECT OR INCIDENTAL DAMAGES, AND (2) SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO: LOST PROFITS,
SAVINGS OR REVENUES OF ANY KIND, LOST, CORRUPTED, MIS - DIRECTED OR MISAPPROPRIATED DATA OR MESSAGES; AND CHARGES FOR
COMMON CARRIER TELECOMMUNICATION SERVICES OR FACILITIES ACCESSED THROUGH OR CONNECTED TO PRODUCTS ( "TOLL FRAUD ").
CERIUM SHALL NOT BE LIABLE FOR THE TYPES OF DAMAGES ENUMERATED ABOVE WHETHER OR NOT CERIUM HAS BEEN ADVISED OF THE
POSSIBLITY OF SUCH DAMAGES. THIS PARAGRAPH SHALL SURVIVE THE FAILURE OF ANY EXCLUSIVE REMEDY.
01/05/15 Page 14
Maintenance Service Agreement
Avaya Telephony Advanced Support
Prepared for: City of Yakima
Cerium Sales Order #65234
8. CANCELLATION/TERMINATION — A. Prior to the commencement of post- warranty service, you may cancel coverage and receive a full refund of any
prepaid amount. After commencement of any initial or renewal term of post - warranty service, you may terminate Service coverage upon thirty (30)
days written notice. If you provide notice of your intent to terminate during the first thirty (30) days of coverage, you will only be responsible for the
charges for the period of coverage up until the effective date of termination. After the first thirty (30) days of coverage, you may provide notice to
terminate the Agreement subject to a termination charge equal to the monthly charges for twelve (12) months or the period remaining, whichever is
less. For prepaid agreements, Cerium will refund or credit the pro rata price of the remaining term less the applicable termination charge.
B. If you fail to perform any material term or condition of this Agreement (e.g., fail to pay any charge when due) and such failure continues for thirty
(30) days after receipt of written notice, you shall be in default and Cerium may terminate this Agreement and exercise any available rights. Upon
termination by Cerium, you shall be liable for cancellation and /or termination charges and any other applicable charges.
9. DISPUTES — A. Any controversy or claim, whether based on contract, tort, strict liability, fraud, misrepresentation, or any other legal theory, related
directly or indirectly to this Agreement ( "Dispute ") shall be resolved solely in accordance with the terms of this Section 9.
B. If a Dispute arises, the parties will endeavor to resolve the dispute through good faith negotiation within seventy-five (75) days of notification of the
Dispute.
C. Any Dispute you have against Cerium with respect to this Agreement must be brought in accordance with this Section 9 within two (2) years after
the cause of action arises.
10. FORCE MAJEURE — Cerium shall have no liability for delays, failure in performance or damages due to: fire, explosion, power failures, pest
damages, lightning or power surges (except as provided in Section 4.F), strikes or labor disputes, water, acts of God, the elements, war, civil
disturbances, acts of God, the elements, war, civil disturbances, acts of civil or military authorities or the public enemy, inability to secure raw materials,
transportation facilities, fuel or energy shortages, performance or availability of communications services or network facilities, unauthorized use of the
Products, or other causes beyond Cerium's control whether or not similar to the foregoing.
11. ASSIGNMENT — Neither party may assign this Agreement without the prior written consent of the other party, which consent shall not be
unreasonably withheld. However, Cerium may assign this Agreement to a present or future affiliate, subsidiary, successor or distributor or may assign
its right to receive payment without your consent. Further, such consent shall not be required if Customer assigns this Agreement to an affiliate,
subsidiary, or in connection with a merger, acquisition, or sale of all or substantially all of its assets.
12. SUBCONTRACTING — Cerium may subcontract work to be performed under this Agreement, but shall retain responsibility for the work.
13. GENERAL — A. Any supplement, modification or waiver of any provision of this Agreement must be in writing and signed by authorized
representatives of both parties.
B. If either party fails to enforce any right or remedy available under this Agreement, that failure shall not be construed as a waiver of any right or
remedy with respect to any other breach or failure by the other party.
C. You certify that the Services acquired hereunder are intended for your use in the ordinary course of your business and not for the purpose of resale.
D. This Agreement shall be governed by the local laws (as opposed to the conflict of law provisions) of the State of Washington.
F. THIS AGREEMENT IS THE ENTIRE AGREEMENT BETWEEN THE PARTIES WITH RESPECT TO THE PRODUCTS AND SERVICES PROVIDED
HEREUNDER AND SUPERSEDES ALL PRIOR AGREEMENTS, PROPOSALS, COMMUNCIATIONS BETWEEN THE PARTIES AND UNDERSTANDINGS,
WHETHER WRITTEN OR ORAL.
CUSTOMER
�
(Authorized Cust e presentative's Signature) (Date)
Approved by CSC
01/05/15 Page 15
Cerium Networks
1636 West 1st Avenue - Spokane, WA 99201
SUPPORT CONTRACT
cerium networks' Date Contract #
LEADING UNIFIED COMMUNICATIONS
02/18/16 CERQ65245
Sold To: City of Yakima - (Communications) Support City of Yakima - (Communications)
Jeff Cutter Location: Jeff Cutter
200 South 3rd Street 200 South 3rd Street
Yakima WA Yakima WA
98901 98901
Phone: (509) 575 -6000 Phone: (509) 575 -6000
Fax: Fax:
Billing Freq. Term Rep
MONTHLY 12 Months Jamie Harris
Ln # 177 I Description Unit Price Ext. Price
1 Cerium Support for Avaya Voice and Messaging Systems
2 Cerium Essential Support 8X5
3 1,238 CSC 8X5 ESSENTIAL SUPPORT FOR AVAYA CM - BUNDLE $1.15 $1,423.70
(J71100-J71101-J71103-J71105)
4 1 Cerium Networks 8x5 Essential support for Avaya CM includes 24x7 $0.00 $0.00
system alarming and monitoring, remote and onsite engineering support
for technical trouble remediation, and critical parts replacement during
normal business hours for Avaya Communication Manager, Gateways,
AES, and System Manager. Priced per RTU.
5
6 674 CSC 8X5 ESSENTIAL SUPPORT FOR AVAYA MODULAR MESSAGING $0.46 $310.04
7 1 Cerium Networks 8x5 Essential support for Avaya Modular Messaging $0.00 $0.00
includes 24x7 system alarming and monitoring, remote and onsite
engineering support for technical trouble remediation, and critical parts
replacement during normal business hours. Priced per RTU
Pricing is exclusive of any sales tax if applicable
See page attached for contract signatures.
02/26/16 13:14:34 Page 1
SUPPORT CONTRACT (cont)
c erium networks- Date Contract #
LEADING UN■ICO COMMUNICATIONS 02/18/16 CERQ65245
City of Yakima - (Communications)
Yakima WA
Customer signature below indicates customer has read and agrees to the terms and conditions set forth on the attached hereof: (11441A-/
Jeff Cutter Date William Junkermier Date
City of Yakima - (Communications) Cerium Networks
Commencement of this agreement will begin upon the acceptance by signature of Cerium Networks. This commencment date is dependent upon Cerium's
timely receipt of customer supplied information as specified in this contract package. Cerium will return a signed copy of this agreement indicating that date.
02/26/16 13:14:34 Page 2
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
cerium
networks
,ti.:f1
ri,..
,...... ....„ ;) 1..?,
Support Agreement
Advanced Support for Avaya Telephony
11Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Date: Services Performed By: Services Performed For:
April 23, 2020 Cerium Networks City of Yakima
Verbal/Written Disclaimer: No verbal statements by Cerium Networks or other party shall constitute a
modification of this Support Agreement or representation that additional or different services will be
performed. Services not written within this Support Agreement are not assumed and will not be
performed unless defined within this document.
Section 1: Overview
The following Support Agreement covers the technical support and maintenance services of City of
Yakima's Avaya telephony solution.This Support Agreement specifies the deliverables and
responsibilities associated with the Cerium Advanced Support selected and listed in Section Two(2),
titled, "Scope of Support."Technical support and maintenance services are vital to the health of your
communication system;we appreciate your confidence in our organization to perform these important
services.
Section 2: Scope of Suppo 4
The coverage applies to Avaya Telephony and selected non-Avaya telephony products or components
that Cerium has designated in the section titled, "Covered Solutions, Equipment,and Custom Services."
Essential Support
a) 24x7 system alarm monitoring and notification'.
b) 8x5 Remote engineering support for technical trouble remediation.
Response time2: Priority 1&2—2 hours Priority 3—8 business hours
c) 8x5 On-site engineer as needed for technical trouble remediation.
Response time2: Priority 1&2—4 Hours Priority 3—8 business hours
d) Critical equipment spare parts.
e) Management Meeting and Service Reporting.
f) Avaya Support Advantage3.
'Alarms are sent to Cerium and the dedicated customer contacts via email 24x7.
2During the applicable coverage period.
3Unless otherwise noted in the Cerium Sales Order,Avaya Support Advantage is not included in the
price of Cerium Maintenance Services.
Contract Term
The term of this agreement is for a period of 12 months beginning on 3/1/2020 and ending on
2/28/2021. This agreement will automatically renew for an additional term of 12 months if Cerium is
not notified by the customer in writing that renewal is not desired at least thirty(30)days in advance of
the term end date.
Abbreviations and Definitions:
24x7
21Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Refers to twenty-four(24) hours a day, seven (7) days a week,three hundred sixty five (365)days per
year; including holidays.
8x5
Refers to normal business hours-Monday through Friday, 8:00am—5:00pm Pacific Standard Time (PST);
excluding holidays.
On-site
The physical location(s)of the customer equipment as defined in this Support Agreement.
Response Time
The maximum elapsed time it will take Cerium Networks personnel to begin to work on a service ticket.
This is not to imply when the service issue will actually be resolved.
Section 3: Service Descriptions
24 x 7 System Alarm Monitoring and Notification
Remote monitoring occurs 24x7x365 and alarms are e-mailed to customer delegated contacts and the
Cerium Support Center(CSC). Minor alarms will be reviewed and cleared by Cerium as appropriate.
Cerium will respond to critical/major alarms based upon the contracted support level and the hours of
coverage. Alarms received by Cerium outside of the contracted hours of coverage will not be responded
to by Cerium until 8am on the following business day. If the customer receives an alarm outside of their
contracted hours of coverage and requires support they may call the CSC for assistance; however, hourly
charges will apply.
Remote Engineering Support
A qualified Cerium Networks engineer will troubleshoot and resolve service tickets for covered
equipment via the telephone and/or a remote system connection. The Cerium engineer will attempt to
clear the identified trouble remotely and test systems accordingly to ensure that the trouble is resolved.
On Site Engineer
A qualified Cerium Networks engineer will be dispatched, at the discretion of the CSC,to the covered
location in the event that the identified trouble cannot be cleared remotely. The engineer will test
systems accordingly to ensure trouble is resolved. If on-site coverage is not included in the"Service
Plan",the customer may still request on-site support at the discretion of both parties. Any on-site visit
not included in the 'Service Plan'will be billed at the current T& M rates; including any associated travel
time.
Critical Equipment Spare Parts
Unless specifically listed in the Support Agreement,the parts which may be replaced without charge are
those contained within the Avaya telephone system (switch) and voicemail system (as applicable).
Telephone sets,other adjuncts, power systems (UPS), modems, PCs,servers, routers, network switches,
other software,other hardware,and adjunct applications are not covered under this agreement. Such
parts and services are billed at T&M rates.
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Avaya Support Advantage—Essential and Upgrade Advantage includes:
Cerium Networks is certified by Avaya as a Joint Service Delivery Support Specialist Partner which allows
us to escalate directly to Avaya's tier 4 organization. With this support model, Cerium would be the
primary contact, and Avaya is in essence the "subcontractor" where appropriate. Cerium would manage
the contract with Avaya and there would be no incremental charges by Avaya for in-contract services.
• Access to Avaya Intellectual Property and Tier 4 Resources
• Access to minor releases with new feature functionality
• Access to online software patches
• Avaya direct remote software solution support
• Access to self-help website, InSite Knowledge Management Tool,and Technical
Documentation Library
• Software media replacement
• Full Release Software Upgrades on Avaya Aura Messaging*
*Any additional product and installation and implementation fees apply
Section 4: Notification and Response Process
1) Service Requests may be submitted through several methods:
a) Web Site: You can navigate to http://cerium1463.ceriumnetworks.com/my-
contracts/and click on "Submit a ticket" under the"My Support Center"section.
b) Phone: You can call the Cerium Support Center at 800.217.0933. This number is always
available to request support and is answered 24x7x365; including holidays. This is the
recommended method of contact for all urgent requests.
c) Email: You can e-mail requests for support to csc@ceriumnetworks.com Email is
monitored 24x7x365.
d) System alarm monitoring notifies the CSC of an alarm. Cerium personnel monitor system
alarms 24x7x365 and will respond as defined by your Support Agreement.
2) Support Ticket Creation—All requests for support are sent directly to CSC personnel who
will:
a) Verify the customer records in our database to determine support coverage criteria.
b) Open a service ticket with a detailed entry of the customer issue.
c) Appropriately assign a severity level to the ticket.
i. Priority 1 Urgent(Major):An urgent service ticket is any issue that causes a
business to cease its primary business function or two or more critical business
functions. (100%or nearly 100%-Out-of-Service) If an urgent issue is not actively
engaged within two (2) hours the Cerium Engineer must escalate to the
respective Manager.
ii. Priority 2 High(Major)A high priority service ticket is any issue that involves a
down or severely degraded critical business function. (At least 25%Out-of-
Service) High priority issues will escalate to "Urgent"status if not actively
engaged within four(4) hours.
iii. Priority 3 Standard (Minor):A standard service ticket are any issues that degrade
or impair but do not inhibit business functions. (Less than 25%Out-of-Service).A
4JPage
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
"Standard"issue must be actively engaged within eight(8) business hours or it will be
escalated to"High"priority.
iv. Priority 4 Scheduled(Minor):A scheduled service ticket is a low priority issues
that does not affect business functions or users. Low priority issues are not
normally escalated.
3) CSC Engineer Assigned—Based upon the type of service ticket an appropriate engineering
resource will be assigned. The assignment will be based on the type of issue and the
severity or skill set required.
4) Trouble Diagnostics—The assigned engineer will look up the customer's equipment
records in our database and begin work on the issue remotely. If after troubleshooting
the issue it is determined on-site support is required,the CSC may dispatch a field
engineer to assist on-site. Depending on the Service Plan selected, hourly charges may
apply for on-site support and be will billed at the current T& M rates.
5) Problem Resolved -Upon resolving the issue the engineer will close out the ticket with a
synopsis of the resolution and any other relevant ticket notes. If hardware or software
was updated,the customer record will be updated appropriately.
6) Customer notified—After the service ticket is closed,the customer will be notified of the
ticket resolution. A record of the service ticket and its resolution will be available in the
customer's Cerium1463°portal page.
7) Root Cause Analysis(RCA)can be completed upon request on Priority 1 and Priority 2
cases which are resolved by Cerium. RCAs for Priority 3 and Priority 4 cases are not
included in the Support Agreement, but can be completed upon request. Time and
Material charges will apply. RCA focus will be limited to system(s) covered by the Support
Agreement. RCA will be researched and results delivered based upon data and logs
available to Cerium at the time of the event.
Cerium 1463 Web Portal
(cerium
1463°
LUID COLLABORATION
5 ' Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Cerium 1463 is an interactive portal accessible through a unique login,and will provide you specific support
information about your account. This portal will have visibility into active and closed tickets,current alarms,and
will allow you to add new tickets and add comments to existing tickets.
Below is your home page of Cerium 1463. From here you can navigate to the information you are looking for using
the"Navigation bar". We also list your contacts with Cerium here,making it easy to communicate with the person
you need.We display Cerium News and Events here as well so you always know what we are up to.
w Ow» .»>••e.-n�r.^wop.ox.o- •i«•�.Lg�,.. v,<.a .Mn �a vnsr..Acs..Jmsr.p,cm.pc...g,`M,,..,�m a.,os. :C.mQ ps'.n..�.•r,..o+»r.
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Support Tickets:
To Access trouble tickets
1. Click on "my support center"and select"view trouble tickets".
home my support center -
(�
my alarms
My Si view trouble tickets ?}`S
submit a My Support Center
2. By default you will see all active tickets and on the right side you will see graphs showing
ticket counts by month and severity for the past year.
Lust oar.'
3. To see closed tickets click on the filter button and select the view you would like to see.
61Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Active Tickets-
active tickets
resolved ticket in the last 7 days WI
resolved tickets
_ ..crtl�rti� afixrn. c_ ..._._. . nr
To view details and add notes
1. To view more details and/or add a note to a ticket,click on the site name.
2. To add a note click on "Add Note".
3. Enter notes and/or attach document and click"Submit".
Enter Notes
Customer• Number
,ry`a
Responsible Contact Customer Tube.Number
'CSC t®— tii:t:.l : te,: •
.1 I'k<.
Description of Work Recmested
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Add Notees Here
Hen wr.�
I Choose Fifes I w,file •
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4. Your note will now show in the"Customer Status"field.
To create a support ticket.
* Only P3/P4 priority tickets can be entered through the Portal, you are prohibited from changing the priori'
higher than Priority 3. All higher priority(P1/P2) issues should be called into the Cerium support center.
There are a number of locations that have a link to submit a new ticket.
• From the home page click on the"submit a support ticket"link on the right.
7IPage
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
24/7 Su port
Open a ticket:
c 877.42 3.7486
A @ submit a support ticket
• From any page click on the"Submit a ticket" link in the footer.
My Support Center About Having Problems
with this W,Alebsit ?
Submit a ticket About Portal 2015
View Support Tickets Contact Us
View Alarms
• From the Navigation bar click on "my support center"and then choose"submit a trouble
ticket".
home I my support center
my alarms
view trouble tickets
I
submit a trouble ticket
1. Fill out the form,attach any documents and click on "Submit Ticket".
81Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Customer*
[ Neteorks HQ
•Enter a brief subject line(Field is public)*
Solution Category*
Description of Work Requested*
Attach a file
Choose No file chosen
Submit Ticket
2. You will be redirected to the"view trouble tickets"page and you will see your new ticket there.
Access Alarms
Steps to view your current equipment alarms.
1. Click on "my support center"on the navigation bar and click on"my alarms".
My Alarms
5wi6/5=14 92ikS1 AM 65/2014 4:2052 Ala 234567e101 Caricon Normarti A UV Audi, Warning 655
solarwinds
No Alarms to display.
91Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
2. Use the paging buttons to see past alarms.
Section 5: Escalation Procedures
1) The Cerium CSC engineer initially assigned to the case is responsible for assuring that the case
is properly completed.
2) Assignments of service tickets are based upon:
a. Relevant product expertise and certification
b. Availability/Schedule of Engineer
c. Experience/Familiarity with Customer and configuration
3) If the engineer assigned to the case is unable to resolve the issue:
a. Either by the estimated time or
b. Because in the engineer's judgment the scope of the issue is beyond their expertise,
an assessment will be made on the need to involve additional resources.
c. If the issue is within the scope of their expertise and the engineer is still unable to
resolve the issue,escalation timelines will take precedence.
4) Escalation will be made to next higher resource level in appropriate product or technical area.
5) The escalation process will continue either until the service ticket is resolved,or the issue is
determined not to be technically feasible based on the customer's environment and
available hardware.
6) The resolution of certain service tickets may require the customer to obtain additional
equipment or software. These tickets may be closed once a recommendation is provided to
the Sales Account Executive for pricing/purchase discussions.
7) Escalation to Manufacturer resources can occur at any point in the process as part of
troubleshooting or fact finding. To pursue resolution with Manufacturer resources requires
an assessment by the appropriate Cerium Director of Technology or the Director of the
Cerium Support Center. If the issue has been escalated through all levels of support at
Cerium then opening a trouble ticket and escalating to the manufacturer is the next step.
Cerium Account Management Escalation Procedures
The primary point of contact within Cerium Networks is your assigned Account Manager. In the
unlikely event you are not achieving the expected results then making contact with Sales Vice
President is appropriate. Cerium Account Management escalation contacts are:
• Account Manager—Todd Jones,509.536.8625,tjones@ceriumnetworks.com
• Vice President of Sales-Don Walde,509.536.8647, dwalde@ceriumnetworks.com
101Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Cerium Technical Escalation Procedures
The Cerium Support Center coordinator will provide you with a mechanism to formally escalate a
case to the appropriate resources within the Cerium team.This escalation process will increase the
visibility,awareness,and focus of your service outage within the Cerium management team.
Process flow:
• An escalation request should be initiated in reference to a specific Service Ticket ID.
• Place a telephone call to the Support Center number 800.217.0933 and make your escalation
request with the CSC coordinator.
• Clearly state that you are requesting escalation of the case.
• If the Coordinator is not available at the time,place a separate telephone call to the Manager
or Director of the Cerium Support Center.
• The severity level of the service ticket will be mutually agreed upon between the customer
and the Cerium escalation point of contact engaged in the process.
• A formal action plan including ownership for each action item will be agreed upon between
the customer and the Cerium escalation point of contact.
• Escalation will be documented by Cerium in the customer record.
Cerium Support Center(CSC)Technical Escalation Contacts:
Technical Tier C
Cerium Support Center: 800.217.0933 or 509.536.8610
csc@ceriumnetworks.com
Cerium Management Escalation Contacts
Support Center Manager: Shannon Behm
509.344.5848
sbehm@ceriumnetworks.com
Director of Support Center: Scott Daniels
971.404.2709 —Work
sdaniels@ceriumnetworks.com
VP of Finance&Operations: William Junkermier
509.536.8650—Work
wjunkermier@ceriumnetworks.com
President: Roger Junkermier
509.536.8656—Work
rjunkermier@ceriumnetworks.com
11 ' Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Section 6: Customer Dependencies and Responsibilities
• Customer shall provide dedicated broadband remote access methodology for the
equipment and systems covered under the Maintenance Agreement.
• Dedicated broadband access must remain available to provide remote access on a
24x7 hour basis.
• Remote access line number or IP address must be provided and tested by Cerium
Networks prior to coverage commencing.
• Provide Cerium Networks with system passwords and equipment access control
features required to provide support.
• Notify Cerium Networks of all changes that affect system and network
configurations as well as operations.
• Provide Cerium Networks with a copy of all Modular Messaging/CMS Software and
system backup disks
• Minimum coverage with Avaya is required in order for Cerium to begin support for
the City of Yakima's Avaya environment. City of Yakima must maintain at least the
minimum level of Avaya support throughout the term of this agreement.
• All underlying Avaya support contracts, i.e.Support Advantage,will be governed by
Avaya's terms and conditions.
• Cerium will make every effort to maintain stocking levels and procure like-for-like
replacement spare parts to support the covered system.There are instances due to
age and release level of supported product replacements are no longer being
manufactured.This scarcity may affect response and repair times on certain
troubles,and certain parts may require replacement with more current substitute
parts.As a last resort,you may have to purchase an upgrade to your system to
resolve the trouble if replacements or substitutes are not available,or if the
substitute part(s) is incompatible with your current version.
• Any software deemed End of Maintenance Support (EoMS) by Avaya is best-effort as
Avaya Manufacturer Support is no longer available.
• Software products categorized with best effort support means Avaya has
terminated development efforts for these software products. Cerium Networks
standard support does not apply to products in the best effort category.Cerium
Networks will use commercially reasonable efforts to assist the customer in
resolving errors
• The installation and configuration of new hardware will be considered to be an
independent project and therefore not covered under this agreement.
12IPage
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Section 7: Covered Solutions, Equipment, and Custom Services
The following equipment is supported under this agreement. Any equipment not expressly listed below
is not considered to be covered under this agreement however support may be available upon request
at the current hourly T&M rates.
Covered Location Name/Address: Equipment/Solution Covered:
200 South 3rd St Yakima,WA. 98901 -260 RTU—Avaya Aura Core R6
-86 RTU—Avaya Aura R6 Foundation
-15 RTU—Avaya Aura Power
-1 RTU—Avaya Aura R6 S8510 HA
-926 RTU—Avaya CM R5
-694 RTU—Avaya Aura Messaging
Unless specifically stated in this Support Agreement City of Yakima shall be responsible for security of
the equipment, including but not limited to application patching, certificate renewals, customer account
maintenance, and passwords (including but not limited to administrative and user passwords).Customer
will be responsible for its own compliance with all state and federal privacy laws. For Select and
Managed Service Support Agreements, upon request,Cerium Networks can provide a technical review
of potential patches prior to customer deployment for any known incompatibility issues. For all other
Support Agreements, a technical review is subject to current T&M rates. Support tickets associated with
a patch, certificate renewal,or a security update that did not include a technical review by Cerium prior
to deployment is subject to billable time.
Any work performed that falls outside of the scope of this agreement is subject to Cerium's current T&M
rates. Rates subject to change at any time.
Hourly Rate with Hourly Rate .
Cerium without Cerium ' • r:`
Maintenance Maintenance Travel • ,' After Hours Holiday
Onsite - r
*Onsite is a(2)Hour $200.00 $325.00
Minimum. Rate x.5 _ Rate.x 1.5 ... • Rate x 2.0
Remote $180.00 $280.00
Special instructions or custom services:
Move,Add,Change are not covered under this maintenance agreement and will be billable at current
T&M rates.
13 1Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Section 8: Cancellation Guidelines ® Avaya Manufacturer Support
Customer may terminate Avaya Manufacturer Support at any time during the current term with a
minimum of forty(40)days written notice and shall be subject to payment of: (i)charges up to and
including the date of termination,and (ii)cancellation fees. Cancellation fees shall be equal to the
charges that would otherwise be payable for the affected coverage for the remainder of the year of the
Term in effect as of the effective date of the termination.
• Cancel in Year 1: Full amount of 1st year annual fees to be paid in full.
• Cancel in Year 2: Full amount of 1st and 2nd year annual fees to be paid in full.
• Cancel in Year 3: Full amount of 1st, 2nd and 3rd year annual fees to be paid in full.
OFFER EXPIRATION: THIS STATEMENT OF WORK(SOW) WILL BECOME INVALID IF NOT ACCEPTED BY CITY
OF YAKIMA ON OR BEFORE 4/30/2020.
Section 9: Signature Authorization
The information in this Support Agreement shall not be duplicated, used or disclosed by the customer or
Cerium Networks, in whole or in part,for any purpose other than for fulfillment of the work to be
performed by Cerium Networks, Inc.Cerium Networks Terms and Conditions apply to this Support
Agreement.
City of Yakima Cerium Networks Inc.
A horized Signature Authorized Signature
PaitUAA
DocuSigned by:
,3IA1A/t-INAtt.r
By: By:
,
Title: • 4(1(1 'C Title: VP of Finance&Operations
Date: net 3 L.4 Date:
141Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
Cerium Support Contract Terms and Conditions
Cerium Networks, Inc. ("Cerium") and you, the Customer, agree that the following terms and conditions will apply to the
warranty,post-warranty services and Support services("Services")listed on the attached Support Contract("Agreement")This
Contract may contain additional pages and covers Support Services provided by Cerium.
1. CONTRACT PERIOD—This Agreement shall be effective the date this agreement is executed by Cerium, for the term as
specified on the Contract until terminated as set forth in Section 8 of these terms. Enhanced warranty services will be
coterminous with the applicable product warranty period. Post-warranty Support services will be for an initial term as specified
on the attached hereof, (one(1)year minimum). Post-warranty service shall be automatically renewed for successive one(1)
year terms at the charges and under the terms and conditions applicable to Cerium's standard one(1)year service agreement
at the time of renewal, unless either party gives the other written notice of its intent not to renew at least thirty(30)days prior
to the expiration of any initial or renewal term. Cerium can also notify you ninety(90)days in advance of the time of renewal
that Service for specific Products covered under this Agreement will not be renewed.
2. CUSTOMER RESPONSIBILITIES—You agree to (i)provide the proper environment, electrical and network connections,
(ii) provide access and work space, and (iii) maintain a backup procedure external to the software program(s) and host
computer for reconstruction of loss or altered files, data or programs (iv) and provide a network or phone line connection to
the equipment being supported at all times(v)maintain a copy of all software used on your systems. Failure by the Customer
to perform these responsibilities will cause Cerium to be unable to meet its Support requirements. You are responsible for
notifying Cerium of the presence of any hazardous material (e.g., asbestos)on your premises prior to the commencement of
any Services. You are also responsible for removal of any such hazardous material or correction of any hazardous condition
that affects Cerium's performance of Services. Services will be delayed until you remove or correct the hazardous condition;
Cerium shall not be liable to you as a result of such delays.
3. WARRANTY—A. When a post-warranty service agreement exists, Cerium warrants that during the warranty period the
Products will operate in accordance with the Manufacturer's Documentation. If a Product does not operate in accordance with
the Documentation during the warranty period, you must promptly notify Cerium. Cerium, at the manufacturer's option, will
either repair or replace that Product without charge. You have the right, as your exclusive remedy,to return that Product for
a prorate refund of the purchase price or license fee if Cerium is unable to repair or replace the Product. A pending or active
Cerium post-warranty service agreement is a prerequisite for this warranty coverage.
B.The warranty period shall begin on the Delivery Date for Customer-installed Products. Cerium's standard warranty period
will apply if none is specified. A pending or active Cerium post-warranty service agreement is a prerequisite for this warranty
coverage.
4. ENHANCED WARRANTY& POST-WARRANTY SERVICE—A. Cerium will provide Services during the Contract Period
in accordance with Cerium's standard specifications subject to the exclusions set forth in this Section 4. Cerium provides
various Support Services dependent upon the product and option selected by the Customer and indicated on the attached.
Cerium's selected Services are described in the Cerium Service Statement of Work. B. Post-warranty service includes
preventive maintenance as deemed appropriate by Cerium and remedial maintenance, including replacement parts required
for Products used under normal operating conditions. C. If you subsequently purchase products ("Added Products") from
Cerium or a third party and co-locate those products with the existing ones, those Added Products purchased from a party
other than Cerium are subject to certification by Cerium at Cerium's then current rates for such certification; post-warranty
service coverage will be effective immediately after Cerium certifies the Added Products. Charges for Added Products will be
at the then current rate and coverage will be coterminous with the coverage for the existing Products. D. PURCHASED OR
REPLACEMENT PARTS AND PRODUCTS MAY BE NEW, REMANUFACTURED OR REFURBISHED. Any removed parts
and/or Products will become the property of Cerium. E. Enhanced Warranty and post-warranty service coverage will be in
accordance with the option(s) you have selected as listed on the front of this Agreement. Cerium's standard warranty and
post-warranty coverage will apply if none is specified. F. POWER SURGES — If you have ordered post-warranty service,
during Cerium's warranty and post-warranty service periods,Cerium is not responsible for damage(including loss or corruption
of data records) to your Products (voice, network or video products) from power surges. Cerium will assist in selecting and
installing an electrical protection system that complies with the National Electrical Code if requested, any applicable local
standards, and any Cerium-specified site requirements. G. Cerium may, at its discretion, electronically monitor your system
for the sole purpose of collecting and recording the configuration of and the number and kinds of products in your system.
Such monitoring will serve two (2) principal purposes: (1)the information will permit more accurate remote diagnostics and
corrective actions; and(2)the information will be used once a year, before the renewal date of any Support Agreement,or the
annual anniversary date,to determine applicable charges. Products identified in the data collection will be treated as Added
Products under Section 4.C. You will cooperate with Cerium in such data collection,including making remote access available
to Cerium for this purpose.
5. WARRANTY/POST-WARRANTY SERVICE EXCLUSIONS —A. EXCEPT AS STATED IN SECTION 5, CERIUM, ITS
SUBSIDIARIES AND THEIR AFFILIATES, SUBCONTRACTORS AND SUPPLIERS, MAKE NO WARRANTIES EXPRESS
OR
IMPLIED,AND SPECIFICALLY DISCLAIM ANY WARRANTY OF MERCHAN-TABILITY OR FITNESS FOR A PARTICULAR
PURPOSE. B.The warranty provided in Section 3 and post-warranty service do not cover repair for damages,or malfunctions,
or performance characteristics caused by: (1)use of non-Cerium furnished equipment unless certified by Cerium, software,
15IPage
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91 AD-453F-A778-181 E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
or facilities with the Product(s); (2)your failure to follow Cerium's or the Manufacturer's installation, operation or maintenance
instructions, including your failure to permit Cerium timely remote access to your Product(s); (3) failure or malfunction of
equipment,software,or facilities not serviced by Cerium; (4)actions of non-Cerium personnel;or(5)force majeure conditions
as stated in Section 10. Cerium does not warrant uninterrupted or error free operation of the Product(s). In addition, Cerium
is not obligated to provide warranty or post-warranty service if you modify the Product(s). If you request, Cerium will perform
repair or other services not covered by this Agreement to your Product(s) at Cerium's standard rates for such service. C.
Although Products are designed to be reasonably secure, Cerium makes no express or implied warranty that Products are
immune from or present fraudulent intrusion, unauthorized use or disclosure or loss of proprietary information. Certain
features, if purchased, such as Password Reset, Conference Mailbox, Skip Password and Monitor Mailbox, when enabled,
could be improperly used in violation of privacy laws. By ordering Products with these features or separately ordering such
features, you assume all responsibility for assuring their proper and lawful use.
D. You agree to notify Cerium prior to moving a Product. Additional charges may apply if Cerium incurs additional costs in
providing warranty or post-warranty services as a result of a move of a Product. E. If the Product supports Telephony or
Transmission Control Protocol/Internet Protocol(TCP/IP)facilities,you may experience certain compromises in performance,
reliability and security, even when the Product performs as warranted. These compromises may become more acute if you
fail to follow Cerium's recommendations for configuration, operation and use of the Product. YOU ACKNOWLEDGE THAT
YOU ARE AWARE OF THESE RISKS AND THAT YOU HAVE DETERMINED THEY ARE ACCEPTABLE FOR YOUR
APPLICATION OF THE PRODUCT. YOU ALSO ACKNOWLEDGE THAT, UNLESS EXPRESSLY PROVIDED IN ANOTHER
AGREEMENT, YOU ARE SOLELY RESPONSIBLE FOR (1) ENSURING THAT YOUR NETWORKS AND SYSTEMS ARE
ADEQUATELY SECURED AGAINST UNAUTHORIZED INTRUSION,AND(2)BACKING UP YOUR DATA AND FILES.
6. PRICE AND PAYMENT—A. Payment of invoices is due within thirty(30)days from the invoice date. Delinquent payments
on any undisputed balance are subject to a late payment charge of the lower of one and one-half percent(1.5%)per month or
portion thereof, or the maximum amount allowed by law. Restrictive endorsements or other statements on checks will not
apply. You agree to reimburse Cerium for reasonable attorneys'fees and any other costs associated with collecting delinquent
payments.
B. You shall pay taxes levied upon the sale, transfer of ownership, installation, license or use of Products or Services unless
you provide Cerium with a tax exemption certificate. Excluded are taxes on Cerium's net income.
7. EXCLUSIVE REMEDIES AND LIMITATIONS OF LIABILITY — A. THE ENTIRE LIABILITY OF CERIUM AND ITS
SUBSIDIARIES, AFFILIATES AND SUBCONTRCTORS, (AND THE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS,
REPRESENTATIVES,SUBCONTRCTORS AND SUPPLIERS OF ALL OF THEM)AND YOUR EXCLUSIVE REMEDIES FOR
ANY DAMAGES CAUSED BY ANY PRODUCT DEFECT OR FAILURE,OR ARISING FROM THE PERFORMANCE OR NON-
PERFORMANCE OF ANY WORK OR SERVICE, REGARDLESS OF THE FORM OF ACTION,WHETHER IN CONTRACT,
TORT INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE SHALL BE: (1) FOR FAILURE OF PRODUCTS
DURING THE WARRANTY PERIOD,THE REMEDIES STATED IN SECTION 3;(2)FOR CERIUM'S FAILURE TO PERFORM
ANY MATERIAL TERM OF THIS AGREEMENT(E.G.,CERIUM'S POST-WARRANTY SERVICE OBLIGATIONS),YOU MAY
CANCEL THIS AGREEMENT WITHOUT INCURRING CANCELLATION CHARGES IF CERIUM FAILS TO CORRECT SUCH
FAILURES WTIHIN THIRTY (30) DAYS OF RECEIPT OF YOUR WRITTEN NOTICE; (3) FOR DAMAGES TO REAL OR
TANGIBLE PERSONAL PROPERTY OR FOR BODILY INJURY OR DEATH TO ANY PERSON FOR WHICH CERIUM'S
SOLE NEGLIGENCE WAS THE PROXIMATE CAUSE, YOUR RIGHT TO PROVEN DAMAGES TO PROPERTY OR
PERSON; AND (4) FOR CLAIMS OTHER THAN SET FORTH ABOVE, CERIUM'S LIABILITY SHALL BE LIMITED TO
PROVEN DIRECT DAMAGES IN AN AMOUNT NOT TO EXCEED THE PRICE OF SERVICE GIVING RISE TO THE
LIABILITY OR$100,000,WHICHEVER IS LESS.
B. EXCEPT TO THE EXTENT PROVIDED IN SUBSECTION 7.A(3), CERIUM SHALL NOT BE LIABLE FOR THE
FOLLOWING TYPES OF DAMAGES: (1)INDIRECT OR INCIDENTAL DAMAGES,AND(2)SPECIAL OR CONSEQUENTIAL
DAMAGES, INCLUDING BUT NOT LIMITED TO: LOST PROFITS, SAVINGS OR REVENUES OF ANY KIND, LOST,
CORRUPTED, MIS-DIRECTED OR MISAPPROPRIATED DATA OR MESSAGES; AND CHARGES FOR COMMON
CARRIER TELECOMMUNICATION SERVICES OR FACILITIES ACCESSED THROUGH OR CONNECTED TO PRODUCTS
("TOLL FRAUD"). CERIUM SHALL NOT BE LIABLE FOR THE TYPES OF DAMAGES ENUMERATED ABOVE WHETHER
OR NOT CERIUM HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. THIS PARAGRAPH SHALL SURVIVE
THE FAILURE OF ANY EXCLUSIVE REMEDY.
8. CANCELLATION/TERMINATION—A. Prior to the commencement of post-warranty service, you may cancel coverage and
receive a full refund of any prepaid amount. After commencement of any initial or renewal term of post-warranty service, you
may terminate Service coverage upon thirty (30)days written notice. If you provide notice of your intent to terminate during
the first thirty(30)days of coverage,you will only be responsible for the charges for the period of coverage up until the effective
date of termination. After the first thirty(30)days of coverage, you may provide notice to terminate the Agreement subject to
a termination charge equal to the monthly charges for twelve (12) months or the period remaining, whichever is less. For
prepaid agreements,Cerium will refund or credit the pro rata price of the remaining term less the applicable termination charge.
B. If you fail to perform any material term or condition of this Agreement(e.g., fail to pay any charge when due) and such
failure continues for thirty (30) days after receipt of written notice, you shall be in default and Cerium may terminate this
Agreement and exercise any available rights. Upon termination by Cerium, you shall be liable for cancellation and/or
termination charges and any other applicable charges.
16IPage
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:4919428B-91AD-453F-A778-181E09B74FA3
Avaya Telephony Advanced Support
Cerium Sales Order#78679-2020
9. DISPUTES—A.Any controversy or claim,whether based on contract, tort, strict liability,fraud, misrepresentation,or any
other legal theory, related directly or indirectly to this Agreement("Dispute")shall be resolved solely in accordance with the
terms of this Section 9.
B. If a Dispute arises,the parties will endeavor to resolve the dispute through good faith negotiation within seventy-five(75)
days of notification of the Dispute.
C. Any Dispute you have against Cerium with respect to this Agreement must be brought in accordance with this Section 9
within thirty(30)days after the cause of action arises.
10. FORCE MAJEURE—Cerium shall have no liability for delays, failure in performance or damages due to:fire, explosion,
power failures, pest damages, lightning or power surges(except as provided in Section 4.F), strikes or labor disputes,water,
acts of God, the elements, war, civil disturbances, acts of civil or military authorities or the public enemy, inability to secure
raw materials, transportation facilities, fuel or energy shortages, performance or availability of communications services or
network facilities, unauthorized use of the Products, or other causes beyond Cerium's control whether or not similar to the
foregoing.
11. ASSIGNMENT— Neither party may assign this Agreement without the prior written consent of the other party, which
consent shall not be unreasonably withheld. However, Cerium may assign this Agreement to a present or future affiliate,
subsidiary, successor or distributor or may assign its right to receive payment without your consent. Further, such consent
shall not be required if Customer assigns this Agreement to an affiliate,subsidiary,or in connection with a merger,acquisition,
or sale of all or substantially all of its assets.
12. SUBCONTRACTING—Cerium may subcontract work to be performed under this Agreement,but shall retain responsibility
for the work.
13. GENERAL—A. Any supplement, modification or waiver of any provision of this Agreement must be in writing and signed
by authorized representatives of both parties.
B. If either party fails to enforce any right or remedy available under this Agreement, that failure shall not be construed as a
waiver of any right or remedy with respect to any other breach or failure by the other party.
C.You certify that the Services acquired hereunder are intended for your use in the ordinary course of your business and not
for the purpose of resale.
D.This Agreement shall be governed by the local laws(as opposed to the conflict of law provisions)of the State of Washington.
F. THIS AGREEMENT IS THE ENTIRE AGREEMENT BETWEEN THE PARTIES WITH RESPECT TO THE PRODUCTS
AND SERVICES PROVIDED HEREUNDER AND SUPERSEDES ALL PRIOR AGREEMENTS, PROPOSALS,
COMMUNCIATIONS BETWEEN THE PARTIES AND UNDERSTANDINGS,WHETHER WRITTEN OR ORAL.
CITY OF YAKIMA
By �' l � _i 1 �Jv
(Authorized Cu tomer Repre ative's Sign t e) (Date) �
CITY CONTRACENO:j? ._O
RESOLUTION NO:
l71Page
Parties shall maintain confidences to the extent possible in accordance with state law.
DocuSign Envelope ID:BD25ECDD-87BC-486E-970C-0B4DC40D55DB
Cerium Networks,Inc.
1636 West 1st Avenue-Spokane,WA 99201
SUPPORT CONTRACT
cerium networks° Date Contract#•
CERQ78679-2020
Sold',To: Cityof Yakima•- HQ Support • City:of Yakima- HQ :
• .• Alex•Meyerlioff, t Locatiori:' Alex,Meyerhoff
•
• 200 South 3rd`Street' 200•South.3rd Street
•
• Yakima' - : ' WA. Yakima - . WA
.98901' . . 98901 •
• Phone:: (509) 575-6048 . ' Phone: (5'09) 575-6048 •
Fax: Fax:
Billing Freq.. - . Term Rep
ANNUAL'.: • " Nef 30 Todd,Jones
Ln#: :.Qty .Description . ~• -` ' - Unit Price " `.Ext. Price.
1 MONTHLY COST
2 Start Date: 3/1/2020 End Date: 2/28/2021
3 Cerium Support for Avaya Voice and Messaging Systems
4 Cerium Essential Support 8X5
5 1,288 CSC 8X5 ESSENTIAL SUPPORT FOR AVAYA CM-BUNDLE $1.15 $1,481.20
(J71100-J71101-J71103-J71105)
6 1 Cerium Networks 8x5 Essential support for Avaya CM includes 24x7 $0.00 $0.00
system alarming and monitoring,remote and onsite engineering support
for technical trouble remediation,and critical parts replacement during
normal business hours for Avaya Communication Manager,Gateways,
AES,and System Manager.
7 694 CSC 8X5 ESSENTIAL SUPPORT FOR AVAYA AURA MESSAGING $0.46 $319.24
8 1 Cerium Networks 8x5 Essential support for Avaya Aura Messaging $0.00 $0.00
includes 24x7 system alarming and monitoring,remote and onsite
engineering support for technical trouble remediation,and critical parts
replacement during normal business hours.
9 Cerium Support Monthly SubTotal $1,800.44
10 Avaya Manufacturer Support Renewal
11 Sold To: 2691706
12 Start Date: 3/1/2020 End Date: 2/28/2021
13 CMR6 System
14 1 SA ESS C/D AURATM R6 S8510 HA 1YPP $11.78 $11.78
15 86 SA ESS C/D AURA R6 FND 1YPP $0.77 $66.22
16 15 SA ESS C/D AURA POWER R6 1YPP $1.54 $23.10
17 260 SA ESS C/D AURA CORE R6 1YPP $1.13 $293.80
18 Aura Messaging
19 694 SA ESS C/D AURA MSG 6 MAINSTREAM 1YPP $0.40 $277.60
20 694 UPG ADV AURA MSG 6 MAINSTREAM 1YPP $0.35 $242.90
21 CMR5 System
04/30/20 11:51:09 Page 1
1 of 3
DocuSign Envelope ID:BD25ECDD-87BC-486E-970C-0B4DC40D55DB
fLri#:_ Qty Description • • -. Unit.Price- Ext. Price
22 901 SA ESS C/D AURAR5 SE 101-1 K U1 1YPP $0.57 $513.57
23 25 SA ESS C/D AURA R5 SE 1-100 N1 1YPP $0.57 $14.25
24 Avaya Support Advantage Monthly SubTotal $1,443.22
Pricing is exclusive of any sales tax if applicable Contract Total: $3,243.66'
See page attached for contract signatures.
04/30/20 11:51:09 Page 2
2 of 3
DocuSign Envelope ID:BD25ECDD-87BC-486E-970C-0B4DC40D55DB
SUPPORT CONTRACT (cont)
( ceriurri networks.- ,Date''. Contract#
BEADING UNIAIEO COMMUNICATIONS . 03/13/20 - CERQ78679-2020
City of Yakima- HQ
Yakima WA
Customer signature below indicates customer has read and agrees to the terms and conditions set forth on the attached hereof:
/—'',,Dor�cuSigned by:
r/4 5/1-1420W1U.10.N1 �.�bt4ll,V'
�8907r1A1A14874A4
ALEX M YERHOF Date William Junkermier Date
City of Yakima- H Cerium Networks
Commencement of this agreement will begin upon the acceptance by signature of Cerium Networks. This commencment date is dependent upon
Cerium's timely receipt of customer supplied information as specified in this contract package.Cerium will return a signed copy of this agreement indicating
that date.
Please contact me if I can be of further assistance.
CITY CONTRAC r NO:
-�
RESOLUTION
04/30/20 11:51:09 Page 3
3 of 3
networks.
Sold To,
City of Yakima - HQ
Carsten Hasse
200 South 3rd Street
Yakima, WA 98901
1
2
3
4
5
6
7
8
9
10
Cerium Networks, Inc.
1636 West 1st Avenue
Spokane, WA 99201
800-217-0933
csc@ceriumnetworks.com
PURCHASE AGREE ; ENT
Ship To:
City of Yakima - HQ
Carsten Hasse
200 South 3rd Street
Yakima, WA 98901
Cisco Smartnet Renewal 2020-2021
Descriptk
CISCO-NPV AR233 (14-19), WA CONTRACT #01114
SNTC 24X7X4OS (C4P) Contract 96003038
Start Date 10/1/2020 - End Date 9/30/2021
1 UCS-SPR-C220M4-BA1, SN FCH2O35V1NT
SubTotal
2 VMWARE VSPHERE 6 STANDARD (1 CPU), 1-YR,
2 VSPHERE STANDARD FOR 1 CPU; ANNUAL LIST
2 Acceptance of Terms, Standalone VMW License for UCS Servers
SubTotal
ect
Date
Sale, Re
CERQ90768
9/15/2020
Todd Jones
Spokane Location:
1636 West 1st Avenue
Spokane, WA 99201
Fax: (509) 536-8633
Purchase Price/Uniti
$553.50
$1,094.50
$547.86
$0.00
Purchase Price/Total
Page 1
$553.50
$553.50
$2,189.00
$1,095.72
$0.00
$3,284.72
1 of 2
Description
Pricing valid for 60 days
Purchase Price/Unit:
Purchase Price/Total
Applicable taxes and/or freight & handling to be billed upon final invoicing
Your Smartnet coverage on this existing contract is about to expire or has expired already and needs to be renewed. Ifyou wish to
renew, please sign and fax or mail back to Cerium Networks. An order for the contract renewal will be placed and you will receive an
invoice onyour account.
City of Yakima - HQ
Authorized 90ature
°
Printed Name: +\pw°
Title: Cj\� n°^um
Date:
2mu