HomeMy WebLinkAboutRes 05-40 Authorizing a Contract with Logical SolutionsTOWN OF WESTLAKE
RESOLUTION NO. 05-40
A RESOLUTION OF THE BOARD OF ALDERMEN OF THE TOWN OF
WESTLAKE, TEXAS, AUTHORIZING THE TOWN MANAGER TO ENTER
INTO A MAINTENANCE CONTRACT, RENEWABLE ANNUALLY, WITH
LOGICAL SOLUTIONS, INC. FOR ALL HVAC AND LIGHTING CONTROLS.
WHEREAS, All HVAC and lighting control components need to be properly
maintained in order to ensure efficiency and long life of the systems; and
WHEREAS, Logical Solutions, Inc. will provide necessary software upgrades;
monthly service visits to include field inspection of control modules, manually
overridden equipment and adjustments to temperature, humidity, and pressure devices as
needed, ongoing training and priority response; all standards of maintenance for both the
Town of Westlake and the Westlake Academy units; and
WHEREAS, We have developed an agreement, attached hereto as Exhibit "A",
establishing the services provided with this maintenance agreement; and
WHEREAS, the Mayor and other Board of Aldermen of the Town of Westlake,
Texas, as well as the Town Staff, is committed to providing a safe environment for its
students and employees hereby deem it to be of the utmost importance to the Town of
Westlake and Logical Solutions Inc. to actively participate and execute this Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF
THE TOWN OF WESTLAKE, TEXAS:
SECTION 1: That the above findings are hereby found to be true and correct and
are incorporated herein.
SECTION 2: That the Board of Aldermen of the Town of Westlake, Texas,
hereby approves the Agreement with Logical Solutions, Inc. attached hereto as Exhibit
"A"; and further authorizes the Town Manager to execute said agreement on behalf of the
Town of Westlake, Texas.
SECTION 3: That the annual cost per this agreement is $5,047 and has been
included in the adopted 200512006 budget and will be renewed annually upon review of
satisfactory service and competitive pricing.
PASSED AND APPROVED ON THIS 14" DAY OF NOVEMBER, 2005.
ATTEST: rw& A44"W -
Scott Bradley, Mayor
Q-1-tw, , -
J n Dwinnell, Town Secretary
APPROVED AS TO FORM:
4tantordd/vk4yow n Attorney
Trent O. Petty, Town ager
Town of Westlake
2650 J.T. Ottinger Road
Westlake, TX
Attn: Trent Petty
Maintenance Agreement Proposal
Proposal ID: 102105 -CE
Proposal Date: 10.21.05
Limiting Date: 11.21.05
Project name: Westlake Municipal Facilities/Academy Maintenance Agreement
Agreement Start Date: October 21,2005
Proposal: Logical Solutions, Inc. (LSI) proposes to furnish labor and materials required to provide the following
optional service programs for the energy management and and/or environmental control system serving the
above referenced project:
Preventative Support Program:
1. Preventive Maintenance - LSI will provide service visits (32 hours/year) as required to verify proper operation of
the system. During these visits technicians will check system operating parameters, schedules, and present
system operation. Technicians will then make field inspections of control modules, checking for loose
connections, manually overridden equipment and adjust temperature, humidity, and pressure devices as needed.
II. Software Upgrades - LSI will provide WebCTRL software upgrades within (3) months of the release date. If
additional workstation hardware is required to successfully operate new software, then the owner will bare the
cost. LSI will provide 4 hours of training with the provision of the WebCTRL software upgrade not related to
preventative maintenance visits.
III. Training - This agreement includes basic operator training. Training will be scheduled during preventive
maintenance visits.
IV. Parts and Labor - 10% off ALC parts, 20% off labor for on-site repair, and 10% off time and material contracts.
V. System Support - LSI will provide unlimited phone and on-line support of the WebCTRL system 24 hours a
day, 7days a week.
VI. Priority On-site Response - 4 -hour response time, 24/7. ($76.00, M -F 8:00 am — 5:00 pm or $114.00 after
hours, weekends, and holidays)
Price: $5,047.00 (1 yr. Contract: October 21, 2005 thru October 21, 2006)
Five Thousand Forty Seven and no/100
407 International Parkway Phone (972)-437-5500
Suite 406 Fax (972)-437-3318
Richardson, Texas 75081
FM
The attached Exhibit A Terms and Conditions are a part hereof.
The above pricing does not include sales tax.
Payment terms: Ouarterly
in witness whereof, the parties hereto have executed this agreement on 21 st day of October 2005.
Logical Solutio
Signature:
Date:
Company�.�,
Signature:
Date:
407 international Parkway
Suite 406
Richardson, Texas 75081
Phone (972)-437-5500
Fax (972)-437-3318
Imm,EoMO
Exhibit A
Terms and Conditions
General Provisions
1.1 The services provided under this agreement shall be provided during our normal working hours, Monday
through Friday inclusive, excluding holidays, unless otherwise stated in this agreement.
1.2 This agreement, when accepted in writing by you (also referred to herein as "the Client") and approved by an
authorized Logical Solutions, Inc. (also referred to as "we" or "us") representative, shall constitute the entire
agreement between the two parties.
1.3 Either party may terminate this agreement on the anniversary date of the original or any extended term by
giving the other party 30 days written notice.
1.4 If in the event, during the term of this agreement or within 90 days thereafter, you hire or in any way engage,
any Logical Solutions, Inc. employee who is presently performing services such as this agreement provides,
compensation equal to the current annual salary of said employee will be paid by you to Logical Solutions,
Inc.
1.5 This agreement shall by governed by, construed, and enforced, in accordance with the laws in the State of
Texas.
Initial inspection
2.1 This agreement pre -supposes that all equipment is in satisfactory working condition. During the first 30 days
of this agreement or at first seasonal startup, we will inspect the equipment covered under this agreement. If
we find the equipment in need of repair or replacement, we will notify you in writing of the deficiency and the
proposed correction. We will not be responsible for the repair or replacement of the equipment until the
equipment is restored to a condition acceptable to us. If no corrective action is taken within 30 days of our
notice to you of deficiency, we will remove the equipment from coverage and adjust the agreement price
accordingly.
Charges and payments
3.1 Invoices are due and payable within 30 days of date of invoice. If payment is not received when due, the
agreement may be considered to be breached, and we may take whatever actions are available through law,
including but not limited to suspension or termination of services and acceleration of payment.
3.2 If emergency service is performed at your request and inspection does not reveal any defect for which we
are liable under this agreement, you shall be charged at our prevailing rates.
3.3 Service that is performed with your authorization on equipment not covered by this agreement shall be
charged and paid by you at our prevailing rates.
3.4 You shall be responsible to pay any present or future sales, use, occupancy, excise or other federal,
provincial, or local tax owed with respect to the services and material covered by this agreement.
447 international Parkway Phone (372)-437-5500
Suite 406 Fax (972)-437-3318
Richardson, Texas 75081
sa i M, s _>
Warranty
4.1 We warranty for one year from original purchase date or until the termination date of this agreement,
whichever occurs first, that all equipment manufactured by Automated Logic Corporation shall be free from
defects in material and workmanship which arise from normal use and service, provided the equipment
should prove defective under this warranty, we will at our option, repair, replace, or issue credit for any such
item.
4.2 For materials furnished but not manufactured by us nor bearing our nameplate, we will extend the same
warranty we received from the manufacturer.
4.3 We warrant that the labor for all service provided in this agreement is guaranteed for 90 days after the work
is performed.
4.4 This express warranty is in lieu of and excludes all other warranties, guarantees, or representations,
expressed, or implied including warranties of merchantability or of fitness for a particular purpose.
4.5 Your remedies with respect to equipment found to be defective in material and workmanship shall be limited
exclusively to the right of repair, replacement or credit of such equipment.
Safety and Hazardous materials
5.1 it is our intent to perform all work in a clean, safe and professional manner, causing no hazards to your staff,
facility, the environment or to our service personnel.
5.2 We shall not be required to make safety tests, install new devices or make modifications to any equipment
beyond the scope of the original agreement in order to comply with recommendations or directives of
insurance companies, government bodies, or for other reasons.
5.3 This agreement pre -supposes hazardous materials are not present at the jobsite, including but not limited to
asbestos. If in providing service, we discover or suspect the presence of hazardous material, we will notify
you. You shall be responsible for the cost and performance of testing, abating, encapsulating, cleaning up,
removing, or rendering
such materials non -hazardous. We have the right to stop work until the jobsite is free from hazardous
materials.
5.4 You agree to notify us in writing of any hazardous materials on the jobsite and any jobsite safety policies
including but not limited to lock -out and tag procedures, laboratory procedures, biological hazards and other
items covered by right to know regulations or which may pose a hazard to our employees or equipment.
Client responsibilities
6.1 Operate equipment according to the manufacturer's recommendations.
6.2 Promptly notify us of any unusual operating conditions.
6.3 Provide reasonable means of access to the equipment being serviced. You shall be responsible for any
removal, replacement, or refinishing of the building structure, if required, to gain access to the equipment.
We shall be permitted to control and/or operate all equipment necessary to perform the services herein
described as arranged with your representative.
6.4 Properly dispose of used oil, filters, contaminated absorbents and contaminated refrigerant unless otherwise
stated in this agreement. Disposition will be performed according to applicable laws.
6.5 If on-line service via modem is included in this agreement, you will provide, bear the cost of, and maintain a
voice grade dial-up phone line and install a terminal block in a mutually agreed upon location. All on-line
service equipment (not including phone line) will remain the property of Logical Solutions, Inc. unless
otherwise stated in this agreement.
407 International Parkway Phone (972)-437-5500
Suite 406 Fax (972)-437-3318
Richardson, Texas 75081
FIN
7.1 We shall not be responsible for repair or replacement of non maintainable or non-moving parts of the system
such as ductwork, shell and tubes, heat exchangers, unit cabinets, casings, refractory material, electrical
wiring, water and pneumatic piping, structural supports, cooling tower fill, slats and basins, etc. unless
otherwise stated in this agreement.
7.2 We shall not be responsible for repairs, replacement, or services necessitated by reason of negligence,
abuse, misuse, improper or inadequate repairs or modifications, improper operation, lack of operator
maintenance or skill, or other reasons beyond our control. We assume no responsibility for service on
equipment unless performed by our employees
or persons authorized by us.
7.3 We shall not be responsible for repairs, replacements or services to equipment due to corrosion, erosion,
improper or inadequate water treatment by others, electrolytic action, chemical action or other reasons
beyond our control.
7.4 We shall not be responsible for loss, delay, injury or damage that may be caused by circumstances beyond
our control including, but not restricted to acts of God, war, civil commotion, acts of government, fire, theft,
corrosion, floods, water damage, lightning, freeze -ups, strikes, lockouts, differences with workmen, riots,
explosions, quarantine restrictions, delays in transportation, shortage of vehicles, fuel, labor or materials, or
malicious mischief. IN NO EVENT SHALL WE BE LIABLE FOR BUSINESS INTERRUPTION LOSSES OR
CONSEQUENTIAL OR SPECULATIVE DAMAGES, but this sentence shall not relieve Logical Solutions, Inc.
of liability for damage to property or injury to
persons resulting from accidents caused directly by its negligence in performance or failure to perform its
obligations under this agreement.
7.5 If the equipment or software included under this agreement is altered, modified, or changed by a party other
than Logical Solutions, Inc., you agree that the appropriate changes to the scope and/or price will be made to
this agreement.
7.6 At initial inspection or following 12 months of service, if individual item(s) cannot, in our opinion, be properly
repaired, due to obsolescence, lack of availability of standard parts, excessive wear or deterioration, we may
withdraw the item(s) from coverage with ninety (90) days prior written notice.
7.7 Repairs and replacement of equipment parts and components is limited to restoring proper working
condition. We shall not be obligated to provide replacement equipment that represents significant betterment
or capital improvement. Exchanged parts and components become the property of Logical Solutions, Inc.
407 International Parkway Phone (972)-437-5500
Suite 406 Fax (972)-437-3318
Richardson, Texas 75081