Guidelines for Transportation Management Systems
Maintenance Concept and Plans

Appendix D: Extended Warranty Between ACME Integrators and Agency

This agreement between Acme Integrators Incorporated (hereafter "Acme") will provide Agency (hereafter "AGENCY") is effective as of the ______ day of _____________, 20__.

Whereas, Acme and AGENCY desire to enter into an agreement to provide extended warranty support for the DEFINED ITEM for the term of this contract, beginning on the effective date listed above and remaining in effect for ____ year(s). This Extended Warranty Support Agreement will automatically be renewed for a period of _____ year(s) at the option of the AGENCY by paying the invoiced of the then current fee for additional Extended Warranty Support. The Extended Warranty Support Agreement will be terminated upon termination of the associated software license agreement or upon non-payment of invoice for additional Extended Warranty Support. During the effective period of the Extended Warranty Support Agreement, the Scope of Services includes the following items:

ACME will provide the AGENCY with error resolution support, responding to customer-identified problems. This support will be during normal ACME business hours (8:30 a.m. to 5:00 p.m. EST, Monday through Fridays, excluding holidays). Notification should be in the form of a written error report as outlined in Paragraph 5(b) below.

ACME will provide AGENCY with telephone response to application use related queries. This support will be during normal ACME business hours (8:30 a.m. to 5:00 p.m. EST, Monday through Friday, excluding holidays). Should the issue be deemed by ACME to be an error, a written notification must be made as covered in Paragraph 1, above.

ACME will provide the AGENCY with support in the correction of software errors where such errors prevent the operation of the application or have a significant impact on the application's use.

ACME will make one site visit to Albany, NY as a part of this agreement during the contract year. The visit will be for a period of three days, by one systems engineer to review operations and provide general support services as directed/needed. The support services are to be for the operations and maintenance support of the ACME SOFTWARE® system.

The AGENCY responsibilities are as follows:

• Keeping employees trained in the Acme system usage. If additional training is required, this may be supplied at prevailing ACME time-and-materials rates.
• Timely notification of errors encountered. These notifications should be in writing and may be posted by mail, fax, or e-mail. Notification should include the time and date of error, the machine that exhibited the error, a full description of the error encountered, the name and direct phone number for the person that experienced the error, and the state of the system and environment at the time of the error.
• Upgrading to the latest available release of Acme software within a one year of the date that it is made available.
• Allow dial-in access to the ACME SOFTWARE®, system by ACME for support by providing a modem and phone line.
• Keep all computers associated with ACME SOFTWARE®, acting as a Server or Operator Interface free of any software that was not delivered with the ACME SOFTWARE® system or subsequent releases.
• Not allow ACME SOFTWARE® software to be modified in any way by anyone other than ACME.

Specifically excluded from the Extended Warranty Agreement:

• All hardware issues. These may be covered under the supplier's warranty, which are the responsibility of the AGENCY to keep enforced.
• Support of any software that is modified from that delivered by ACME. Any support needed on software that has been modified will be charged to AGENCY at the then prevailing ACME Time & Material rate.
• The costs of supplying additional hardware or non-ACME SOFTWARE® software, which may be pre-requisites for the application enhancements.
• Non-application specific engineering support at any time. Such support, if requested, will be charged to Customer at the then prevailing ACME Time & Material rates on a quotation basis. Should a reported problem turn out to be a non-ACME SOFTWARE® software issue, ACME retains the right to bill the AGENCY for services supplied in an effort to resolve the issue.
• All reasonable travel, accommodation and per diem expenses incurred as a result of visits to customer's site, at customer's request and ACME's agreement.

ACME will provide the above support services to the AGENCY based on the selected rate option from the table below. All of the dollar amounts are to be paid to ACME in US dollars. Billings will be made annually in January for the following 12 months of support. The payments are due within 30 days of invoice.

Executed By ACME
Authorized
Signature: ________________________
Title: ______________________________
Date: ______________________________
Executed By AGENCY
Authorized
Signature:_____________________________
Title:______________________________
Date______________________________

The following is a second sample format covering ITS devices:

EQUIPMENT WARRANTY, SOFTWARE REGISTRATION, AND SERVICE MAINTENANCE CONTRACT

Equipment Warranty

Until final acceptance, the Contractor shall be responsible for the function and operation of each component of the system control equipment. The Contractor's responsibility includes, but is not limited to, all pickup and delivery of defective, repaired or replacement components.

Each component of the system control equipment that is a vendor-supplied component and is covered wholly or partially by a manufacturer's warranty shall include the provision that they are subject to transfer to the maintaining Agency as named by the Department prior to final acceptance of the Contract. The Contractor is responsible for ensuring that the vendor or manufacturer supplying the component and providing the equipment warranty recognizes the Department's designee as the original purchaser and owner of the equipment.

Commercial Software Registration

All Commercially available software installed on the system control equipment shall be purchased new specifically for use by the Department as part of the ATMS and shall be registered to the Department, Charlotte County and the City of Punta Gorda as the end-users of that software.

Traffic Control System Software Registration

The Contractor shall grant in writing to the Department and its authorized representative non-exclusive, non-transferable, perpetual irrevocable registration on the traffic control system software. The registration shall give the Department the right to copy and use the traffic control system software at any site established by the Department or its authorized representatives, for the sole purpose of traffic signal system control in the City of Punta Gorda or in Charlotte County. The Department shall have the right to expand the number of traffic signals included in the Charlotte County ATMS to the full capacity of the Contractor-provided system software.

The Department agrees that the traffic control system software is proprietary information and will not sell, transfer or otherwise make available the software to other entities for any purpose other than for traffic signal system control in Charlotte County.

Service Maintenance Contract

The Contractor shall provide a service maintenance contract that completely covers each component of each item in Sections <name sections here> of this Technical Special Provision, excluding the traffic control system software. The Contractor is responsible for ensuring that the supplier of the service maintenance contract recognizes the Department's designee as the original purchaser and owner of the component as new. The Contractor shall submit to the Engineer for approval copies of the proposed service maintenance contract prior to the commencement of system control equipment testing. The service maintenance contract shall be provided by the Contractor for a period of one calendar year to begin not more than 15 calendar days prior to final acceptance of the project by the Department.

The service maintenance contract shall cover all parts, labor and other costs associated with the diagnosis, adjustment, removal, transportation, repair and reinstallation of any component of any item of the system control equipment. The service maintenance contract shall provide for complete on-site service with a maximum on-site response time of one working day after request for service. The service maintenance contract shall include temporary replacement of components for those defective major components as necessary for proper operation of the traffic signal control system. Major components shall include but are not limited to microcomputer assemblies and line printer. Installation and removal of temporary replacement components shall be included in the service maintenance contract. All software, firmware and hardware configuration and transfer necessary for the fulfillment of any covered service shall be included in the service maintenance contract. The service maintenance contract shall include periodic preventive services as appropriate.

Payment to the Contractor for the service maintenance contract shall be included in the unit bid price for the units covered by the service maintenance contract and no additional compensation will be provided by the Department.