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RESOLUTION #ID~
(Series of 1998)
A RESOLUTION APPROVING A CONTRACT BETWEEN THE CITY OF
ASPEN, COLORADO, AND US WEST SETTING FORTH THE TERMS AND
CONDITIONS REGARDING PROVISION OF TELEPHONE LINES FOR.
THE CITY AND AUTHORIZING THE CITY MANAGER TO EXECUTE
SAID CONTRACT
WHEREAS, there has been submitted to the City Council a contract
between the City of Aspen, Colorado, and U. S. West, a copy of whiCh contract
is annexed hereto and made a part thereof.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ASPEN, COLORADO:
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That the City Council of the city of Aspen hereby approves that contract
between the City of Aspen, Colorado, and U. S. West regarding provision of
telephone lines for the City of Aspen a copy of which is annexed hereto and
incorporated herein, and does hereby authorize the City Manger of the City of
Aspen to execute said contract on behalf of the City of Aspen.
Dated: ~ ~/ I /c;c:;g
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John S. Bennett, Mayor
I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that
the foregoing is a true and accurate copy of that resolution ~ City
Council of the city of Aspen, Colorado, at a meeting held
~, 1998.
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Agreement Number
BURng Number
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US WEST CENTREX PLUS SERVICE RATE STABIUTY PLAN AGREEMENT
This is an Agreement between Aspen City Govemrent and Pitkin County. Govemrent ("CUSTOMER"),
and U S WEST Communications, Inc. ('USWC'), for the provision of U S WEST CENTREX PLUS Service.
1.SCOPE.
1.1 USWC shaH provide and CUSTOMER shall purchase CENTA!:X PLUS Service ('Service"). Service is an
intrastate, intraLATA, USWC central office-based local exchange telecommunications service which Includes: 1)
transport of CUSTOMER's business communications between the Standard Network Interface ("SNI') at
CUSTOMER's locatlon(s) covered by this Agreement and USWC's serving central office; 2) IntraCUSTOMER
calling capability QntercommunJcation); 3) use of related Service features; and 4) Exchange{Network Access.
The SNI is the location where USWC's protected network facilities end and CUSTOMER's inside wire or network
begins. The Service is provided by means of Main Station Lines, stored program controlled centrai office
switching equipment, and eilher a per Main Station Line (non-blocked) access to the general network or
controlled (blocked) access through the use of Network Access Registers or Channels, as determined by
CUSTOMER.
1.2 USWC provides Service in accordance with the applicable Tariff, Price List, anqtor Catalog C'Tarlff") for the
state in which Service is provided, incorporated herein by this reference.
2. TERM. The term of this Agreement will commence on the latest signature date in the execution section,
provided mandatory filing requirements are met. This Agreement will expire Sixty l..f:!L.J
months from eilher:
a. The first installation date of Service as evidenced by USWC's records, if Service is new; or
b. The date of
9-22-98
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Should USWC continue to provide Service aft.er this term without a further agreement, the Service charges will
convert to the applicable month-to-monlh rate under the terms of the applicable Tariff, or, In its absence, this
Agreement.
3. CHARGES.
3.1. The Initial number of Main Station Unes covered by this Agreement Is 680 <---> which
shall be provided between USWC's Aspen Central Office and CUSTOMER's
aSSociated Service locations. CUSTOMER's total Initial monthly recurring and non-recurring charges for the rate
stabilized Service elements are: Monthly Recurring $ 7 , 745.51 Non-Recurring $ .
USWC's service and billing records shall document CUSTOMER's Service elements, locations, and quantities
iniliaUy installed or added during the term of this Agreement and the associated Tariff monthly recurring
stabilized rates. USWC's records are incorporated into this Agreement by reference.
3.2. Each stabilized monthly recurring Main Station Une rate shown on CUSTOMER's bill is the sum c:J the
applicable USWC Tariff flat Main Station Line rate and the current Federal Communications Commission
('FCC") End User Common Line charge. If the FCC End User Common Line charge changes during the term of
this Agreement, USWC shall adjust the flat Main Station Line rate so that the sum remains the same. The
charges for Services under this Agreement, including any and all discounts to which CUSTOMER may be
entilled, will be offered and charged to CUSTOMER independently from and regardless of the CUSTOMER's
purchase of any customer premises equipment or enhanced services from USWC.
4. BILLING FOR SERVICE. CUSTOMER shall pay each bill in full by the payment due date on each bill.
Where permitted by law, late payment charges shall be assessed according to Tariff, or law.
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5. MOVES, CHANGES. CUSTOMER may request changes to location, quantity, type, or grade of Service and
USWC shall grant such requests subject to the availability of facliities and the terms and conditions of the
applicabla Tariff, Price List and/or CaIaIog. CUSTOMER agrees to pay all rates and charges that apply to the
requested changes.
RG01-0150o
10/13/1997
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6. TERMINATION.
6.1 If after installation of Service CUSTOMER requests termination of a portion of its Main Station Unes to a
level that is less than sixty percent (60%) of the actual initial number of Main Station Lines Installed per common
block ("Threshold'1 as evidenced by USWC's records, CUSTOMER shall pay earty termination charges based
on: total remaining monthly charges for Service terminated below the sixty percent (60%) Threshold, muiliplied
by forty percent (40%), plus the balance of all billed but unpaid recurring and all outstanding non-recurring
charges.
6.2 A termination charge will be waived when the CUSTOMER discontinues Services and ALL of the following
conditions are met: 1) CUSTOMER signs a new service agreement for any other USWC provided service(s). All
applicable nonrecurring charges will be assessed for the new service(s); 2) Both the current Service and the new
service(s) are provided solely by USWC; 3) The order to discontinue Service and the order to establish new
service(s) are received by USWC at the same time; 4) The new service(s) installation must be completed within
thirty (30) calendar days of the disconnection of Service, unless such installation delay is caused by USWC;
5) The total value of the new service(s), excluding any special construction charges, Is equal to or greater than
one hundred fifteen percent (115%) of the remaining value of this Agreement; 6) A new Minimum Service
Period, if applicable, will go into effect when the new service{s) agreement term begins; and, 7) CUSTOMER
agrees to pay amf previously billed, but unpaid recutring, and any outstahding nonrecurring charges - these
charges cannot be included as part of the new service(s)agreement
7. INTERRUPTIONS TO SERVICE. Tarift specif1es the credit allowance due CUSTOMER, if any, for
interruptions to Service which are not caused by CUSTOMER's negligence. .
8. PERSONAL INJURY; PROPERTY DAMAGE. Each party shall be responsible for arry actual physical
damages it directly causes to the other In the course of its performance under this Agreement, limited to
damages resulting from personal Injuries, death, or property damage arising from negligent acts or omissions;
PROVIDED HOWEVER, THAT NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR At-N INCIDEIIlTAL.
CONSEQUEIIlTIAL. INDIRECT, OR SPECIAL DAMAGES OF Am KIND, INCLUDING BUT NOT LIMITED TO
ANY lOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT.
9. LIMITATION OF LIABILITY. USWC SHALL NOT BE LIABLE TO CUSTOMER FOR At-N INClDEIIlTAL.
INDIRECT, SPECIAL. OR CONSEQUEIIlTIAL DAMAGES OF Am KIND INCLUDING BUT NOT LIMITED TO
Am LOSS OF USE, LOSS OF BUSINESS, OR LOSS OF PROFIT. EXCEPT I'S PROVIDED IN "PERSONAL
INJURY; PROPERTY DAMAGE" SECTION, At-N USWC LIABILITY TO CUSTOMER FOR Am DAMAGES OF
Am KIND UNDER THIS AGREEMEIIlT SHALL NOT EXCEED, IN AMOUIIlT, A SUM EQUIVALENT TO THE
APPLICABLE CREDIT FOR IIIlTERRUPTIONS TO SERVICE UNDER THIS AGREEMENT. REMEDIES UNDER
THIS AGREEMEIIlT ARE EXCLUSIVE AND LIMITED TO THOSE EXPRESSLY DESCRIBED IN THIS
AGREEMENT.
10. NO WARRANTIES. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
11. UNCONTROLLABLE CONDITIONS. Neither party shall be deemed.in violation of this Agreement if it is
prevented from performing any of the obligations hereunder by reason of severe weather and storms;
earthquakes or other natural occurrences; strikes or other labor unrest; power failures; nuclear or other civil or
military emergencies; acts of legislative, judicial, executive or administrative authorities; or any other
circumstances which are not within its reasonable control.
12. DISPUTE RESOLUTION.
12. 1 Other than those claims over which a regulatory agency has exclusive jurisdiction, all claims, regardless of
legal theory, related directly or Indirectly to this Agreement, whenever brought and whether between the parties
or between one of the parties 10 this Agreement and the employees, agents or affiliated businesses of the other
party, shall be resolved by arbitration. A single arbUrator engaged in the practice of law and knowledgeable
about telecommunications law shall conduct the arbUration in accordance with the then current rules of the
American Arbitration Association ("MAi.
12.2 All expedited procedures prescribed by the MA shall apply. The arbitrator's decision shall be final and
binding and judgment may be entered In any court having jurisdiction thereof.
RG01-015Co
10/13/1997
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12.3 Other than the determination of those claims over which a regulatory agency has exclusive jurlsdicllon,
federal law (Including the provisions of the Federal Arbitration Act, 9 U.S.C. Sections 1-16) shall govem and
control with respect to any Issue relating to the validity of this Agreement to arbitrate and the arbltrabllity of the
claims.
12.4 If any party files a judicial or administrative aellon asserting claims subject to arbitration, and another party
successfully slays such action and/or compels arbitration of such claims, the party filing the action shall pay the
other party's costs and expenses Incurred In seeking such stay or compelling arbitration, Including reasonable
attorney's fees.
13. LAWFULNESS. This Agreement and the parties' actions under this Agreement shall comply with all
applicable federal, slate, .and local laws, rules, regulations, court orders, and governmental agency orders. This
Agreement shall be governed by the laws of the stale where Service Is provided. Any change in the rates,
charges or regulations authorized by the legally constituted authorities will act as a modification of all contracts to
that extent without further notice. This Agreement shall be governed by the laws ot the slate where Service is
provided.
14. SEVERABILITY. In the event that a court, governmental agency, or regulatory agency with proper
jurisdiction determines that this Agreement or a provision of this Agreement is unlawful, this Agreement, or that
provision of this Agreement to the extent it is unlawful, shall terminate. If a provision of this Agreement is
terminated but the parties can legally, commercially and practicably continue without the terminated provision,
the remainder of this Agreement shall continue in effect.
RG01-0150o
10{13/1997
Agreement Number
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ADDENDUM TO
U S WEST CENTREX PLUS SERVICE RATE STABILITY PLAN AGREEMENT
This Addendum is executed by and between CUSTOMER, as named in the agreement specified above
C'Underlying Agreement"), and U S WEST Communications, Inc. to ost the CUSTOMER business address
locations that shall receive Service from the USWC Central Office specified In the Underlying Agreement All
terms and cond~ions of the Underlying Agreement apply to each location.
In~ia1 Number of
ASPEN CITY Service Location(s) Main Station Unes
1. 0405 Castle Creek Road 2
2. 1085 Power Plant Road 9
3. 130 South Galena 148
4. 219 Puppy Smith 2
5. 233 W. Hyman Avenue 7
6. 39551 Highway 82 28
7. 429 Rio Grande Place 5
8. 450 Maroon Creek Road 3
9. 0500 Doolittle Drive 15
10. 506 East Main 49
11. 515 East Bleeker 4
12. 530 East Main 18
13. 535 East Cemetary Lane 10
1"", 14. 475 East Airport Road 1
15. 920 East Hyman Avenue 21
16. 110 East Hallam 14
17. PITKIN COUNTY
18. 0076 Service Center 26
19. 0223 Airpollt .,Raad 16
20. 0275 Castle Creek Road 4
The parties hereby execute and authorize this Addendum as of the latest date shown below:
CUSTOMER
U 5 WEST CommunIcatIons, Inc.
Authorized Signature
Authorized Signature
Name/Tille - Typed or Printed
Name{T'rtle - Typed or Printed
Date
Date
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Agreement Number
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ADDENDUM TO
U S WEST CENTREX PLUS SERVICE RATE STABILITY PLAN AGREEMENT
This Addendum is executed by and between CUSTOMER. as named in the agreement specified above
('Underlying Agreementj, and U S WEST Communications, Inc. to Bst the CUSTOMER business address
locations that shall receive Service from the USWC Central Office specified in the Underlying Agreement. All
terms and condBions of the Underlying Agreement apply to each location.
PITKIN continued Service Location/sl
1. 405 Castle Creek Road
2. 2669 Maroon Creek Road
3. 0198 West Airport Road
4. 130 South Galena
5. 3 Aj ax Mountain
6. 506 East Main
7. 515 East Bleeker
8. 530 East Main
9. 630 West Main
10.475 Airport Road
11.
12.
13.
o 14.
15.
16.
17.
18.
19.
20.
Inillal Number of
Main Station Unes
49
2
3
18
1
71
60
88
1
5
The parties hereby execute and authorIZe this Addendum as ofthe laIestdate shown below:
CUSTOMER
U S WEST Communications, Inc.
Authorized Signature
Authorized Signature
NameITBle - Typed or Printed
NameITitle - Typed or Printed
Date
Date
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15. GENERAL PROVISIONS.
15.1 Failure or delay by eilher party to exercise any right. power, or privilege hereunder shall not operate as a
waiver hereto.
15.2 This Agreement will not be assignable by CUSTOMER wilhout the express \'\'fillen consent of USWC.
15.3 This Agreement benefits CUSTOMER and USWC. There are no third party beneficiaries.
15.4 This Agreement constilutes the entire understanding between CUSTOMER and USWC with respect to
Service provided herein and supersedes any prior agreements or understandings.
The parties hereby execute and authorize this Agreement as of the latest date shown below:
CUSTOMER
U S WEST Communicatioll8, Inc.
Authorized Signature
Authorized Signature
NamefTitle - Typed or Printed
Name[Tille - Typed or Printed
Date
Date
Address for Nollces
Address for Nollces
RG01-0150o
10/13/1997