Work Order No. 6
EXHIBIT C
SERVICES
As set out in Agreement No. 01-STE-0106 - Work Order No. 5
Rhodes - $R-0020110502 - GDC tarl2
Work Order No. 6
EXHIBIT D
THIRD PARTY SOFTWARE
The Software includes the following Third-Party Software: (i) CSC’s Sisense System, and (ii) one or more of
the following Sisense software products at CSC’s discretion (“Sisense Products”) and delivered in object code
only.
1.
Sisense (“Sisense”) software
Customer’s use of the BOA Products shall be subject to the following additional terms and conditions:
1.
Customer acknowledges that the Sisense Products are the intellectual property of Sisense
(“Sisense”). Customer may use the Sisense Products to create reports and dashboards using data
contained in the Assure Claims System and data contained in third party products used in
conjunction with the Assure Claims System. Customer may use the Sisense Products to create
reports and dashboards directly from third party product data used in conjunction with the Assure
Claims System, however Customer shall not be permitted in any instance to use the Sisense
Products to report solely on data generated from third party products.
Customer acknowledges that the Sisense Products (and the components thereof) contains unique,
confidential and secret information and are the trade secret and confidential proprietary product
of Sisense. Customer further acknowledges that Sisense (and the components thereof) contains
unique, confidential and secret information and is the trade secret and confidential proprietary
product of CSC. Customer shall not allow any person or entity to copy the Assure Claims System
in whole or in part in any manner except as permitted in herein. Customer shall not disclose or
otherwise make the Assure Claims System available to any person or entity other than employees
of Customer required to have such knowledge for normal use of the System. Customer agrees to
obligate each such employee to a level of care sufficient to protect the Assure Claims System
from unauthorized use or disclosure. These obligations are independent covenants and shall
continue after this Work Order is terminated
Rhodes ~ SR-00201 10502 - GDC Iz af i
Jim Donchess
Mayor e City of Nashua
To: Board of Aldermen
From: Mayor Jim Donchess
Date: June 29, 2022
Re: Multi-Year Contract Award — Copier Lease & Maintenance
Pursuant to NRO: § 5-74/B: A contract that extends from the current fiscal year into succeeding
fiscal year(s) in which no funds have been appropriated nor otherwise designated for this purpose
shall be approved by the full Board of Aldermen before the contract shall become binding on the
City.
The Finance Committee has approved and placed on file the notification of the award of the
referenced contract at the July 6, 2022 meeting and as such | am requesting the full Board of
Aiderman approve the following contract:
Item: Annual maintenance and support for the PEG access channels
playback server
Value: 515,500 to cover 2 years of maintenance
Vendor: TelVue Corporation
Purchasing Memo#: 23-302 dated June 29, 2022
Contract Term: 7/1/22-6/30/24
Thank you.
229 Main Street « PO Box 2019 * Nashua, New Hampshire 03061-2019
603.589.3260 « fax 603.594.3450 * NashuaMayor@NashuaNH.gov
www.NashuaNH.gov
City of Nashua
Purchasing Department
Administrative Services Division (603) 589-3330
229 Main Street - Nashua, NH 03060 Fax (603) 594-3233
June 29, 2022
Memo #23-302
TO: Mayor Donchess
Finance Committee
SUBJECT: Annual Maintenance for PEG Channel Playback Server in the amount not to exceed $15,500
funded from 54280 Building/Grounds Maintenance/General Fund
Please see attached communications from Kimber y Kleiner, Director of Administrative Services, dated June 27,
2022 for project specific details related to this purchase. Below please find a summary of the purchase approval
request:
Item: Annual maintenance and support for the PEG access channels playback server
Value: $15,500 to cover 2 years of maintenance
Vendor: TelVue Corporation
Department: 122 Information Technology
Source Fund: 54487 Equipment Repairs & Maintenance/ PEG Access Channels Special Revenue Fund
Ordinance: Pursuant to § 5-84 Special purchase procedures. A/(4) Sole-source procurements, where
the proposed purchase is manufactured by only one company.
The Administrative Services Division: PEG Access Channel, The Cable Television Advisory Board, and the
Purchasing Department respectfully request your approval of this contract.
Regards,
Kelly Parkinson
Purchasing Manager
Ce: K Kleiner
J Graziano
City of Nashua
Administrative Services Division (603) 589-3020
229 Main Street - Nashua, NH 03060
To: Mayor Donchess
Finance Committee
Date: June 27, 2022
Re: Telvue Care Contract FY23 & FY24
This request is for the approval of a multiyear contract with Telvue Care for the maintenance and
support of the City of Nashua’s Hypercaster Playback server.
Funding: PEG Access 22.2505— $4280 Equipment and Maintenance.
Five years ago, the City of Nashua purchased a Telvue Hypercaster playback server which provides
recording of live meeting content, storage for programming, scheduling and playback for all three
PEG Channels. This equipment is now 5 years old and the original purchase included three years of
complimentary TelVue Care. Two years ago the City purchased an extended warranty program and
that contract ends on June 30, 2022. Nashua CTV is requesting an additional two contract, totaling
$15,500 which will provide Software updates, Hardware support and maintenance, Technical and
email support, Telephone support and Emergency after-hours support. The Cable Television
Advisory Board approved this purchase on June 10, 2022.
Currently the funds are budgeted in the FY23 - Equipment Repairs and Maintenance line.
Kimberly Kleiner
Kimberly Kleiner
Administrative Services Division Director
Cc: K. Parkinson
. TELVUE CORPORATION Quote#: 0-017253
I6QO0O Horizon Way, Suite 1OO Quote Issued: 6/23/2022
—_ ~~
Mt. Laurer, NJ 08054 Quote Expiration: 7/23/2022
TelVue Quotation - Confidential TelVue Contact Information
Prepared by:
Dan Joworisak
TelVue Corporation
Email: djoworisak@telvue.com
Phone: (800) 885-8886
Fax: (856) 866-7411
Prepared for:
Pete Johnson
Nashua Community TV
Education Channel Access Administrator
johnson.pete@nashuanh.gov
(603) 589-3158
Ship to address: ese aeheuie to submit signed quote, or email
* . =
Nashua Cable TV 11 Riverside Street orders@telvue.com
Nashua, NH 03062
USA
Special Terms
*Prior to signing the quote in indication of your acceptance as a purchase order, please confirm the billing contact information
and shipping information above.
*If you have any questions please contact your TelVue contact {identified above).
Customer Acceptance
This quote is good for 30 days from date of issue or until any expiration date stated in the special terms field.
By signing below, customer accepts quote as purchase order on the above terms:
Printed Name: Title:
Signature: Date:
Thank you for your business. The following page contains a quote for TelVue products and services.
www.telvue.com ; 1G000 Horizon Way, Suite 100 Mt Laurel. NJ 08054 | Phone *-(890}-885-8886 | Email sales@telvue corn
IN = TetVuE CORPORATION Quote#: 0-017253
= 16000 Horizon Way, Suite 100 Quote Issued: 6/23/2022
<> Mr. Lauret, NU O8054 Quote Expiration: 7/23/2022
Genel Scmices
Qty. Item Name Description TC List Price Sales Price Unit Net Ext. Net
Elig. Price Price
Support
1.00 TELVUE-CARE TelVue Care warranties Telvue $0.00 $15,500.00 $15,500.00 $15,500.00
hardware and provides on-going access
to on-line software upgrades and basic
application feature enhancements.
Coverage Period: 7/1/2022 - 6/30/2024
Sub-total $15,500.00
Total Item Count $1.00
Grand Total $15,500 00
A finance / late fee of 1% per month will be added to an unpaid balance
each month thereafter. Purchases of equipment outside of the United
States require advance payment or ietter of credit.
Net 30 Days. 2% cash/1% net 15. Credit cards are accepted
www.telvue.com | 13000 Horeon Way, Suite 100 Ml Laurel NJ 08054 | Phone 4-(800)-585-8886 | Emad salesqvlelyue corm
\ TELVUE CORPORATION Quote#: Q-017253
16000 Horizon Way, SUITE LOO Quote Issued: 6/23/2022
ae ~~
Mr. Laure., NJ 08054 Quote Expiratlon: 7/23/2022
Noted Service Options:
TelVue Care™ is quoted as 15% of the value at sale of TelVue Care™ eligible equipment for year 2 coverage, declining
(straight line) to 7.5% in the 5th year coverage if prepaid.
Year 2 TelVue Care™: 0.00
Year 3 TelVue Care™: 0.00
Year 4 TelVue Care™: 0.00
Year 5 TelVue Care™: 0.00
www.telvue.com | 16000 Horizon Way, Suite 100. Mi. Lanrel. NJ 06054 | Phone 1-(800)-885-8886 | Email’ sales@telvue com
TELVUE CORPORATION Quote#; 4-017253
W 16000 Horizon Wary, Suite 100 Quote Issued: 6/23/2022
<c_ >
Mr. Lauret, NJ O8o0s54 Quote Expiration: 7/23/2022
TelVue Terms & Conditions
The products (“Products”) and ser tees Services”) pros ded by Tel Vue Corparation (TELVGEL to you ( Customer”) are subyect ty the following terms and
conditions ( Terms and Conditens”) By placing an order with TEL VUE. Customer agrees to be hound by these terms and condiaons These Terms and
Conditions shall apply to all quotations and olflers made and aceepled by TELVUF The Term and Conditions contimed herein are subject ta change at any tine
by TELVUTE ints sole discretion wed waliout notice to any potential prrehaser ot the Tel Vue's products aml services. No purchase order submited under these
quoted Tens and Condations shall be deemed ty create a binding conuact endl such tune 4s Tel Vue accepts such purchase order. Tel Vue reserve the ribt to
degline ay purchise order based on this quote at us sole diserchan Customer agrees that these Terms and Conditions may in seme instances conflict wath seme
of the tenon and cendinons allived to the pur hase onfer or procurctinen document issued by the Customer En thar ease. the Terms and Conditens contned
herein shall gavin and acceptance of Customer's order ts express condiigned upon Custumer’s acceptiunce ol these Terms and Conditions whether the
Custonar iceepts the Terms and Conditions by «ritten acknowledgment, implication. or acceptince and pay ment at Products or Sersices purchased TELVUE's
Jatture le obycet a provisions contamedt an communtcaven from Customer to the contrary shall ner he deemed a 4.aiver of the provisions of these Terns and
Condon TELVUE will use commercially reasonable elfoets ta ship Products to Customer's address listed on the TEL VUE Quate Form, and to provide
Services to Customers authorized users in accordance with the scheduled date specified by TEL WUE. Customer achnowledves and agrees tha defivery schedules
-te subjeet to change. TEL VUE vill noul Customer af any anuieipated delay of thirty (30) or more days in delivery ol the Products or Services purchased
Produgts are delivered F O.B. TEL VUE shipping poi Candtomer shell pay all shipping charges, including 4 ithout himitation. transportanen charges and
Msurance premaums, and shall be responsable for all iayes dities and other government assessments Customer shall pay TELVUE lor any productor service lee
teallesiseh. “FEES ser forth on TELS UL!'s Quore Lorin Payment shall be made in US. dollars mn the 6.3. where Customer has established credit, and the
feos of paiment sill be "NET WF tiny 30) days form inverce date unless othynise indicated onthe invoice Aly PEBS not pant by Customer when dug
shall bear interest intl paid ata tele of one and one ball percent oh oe per menth dvivhteen percent EB?) per annum) er the maxgmuin pate permuted by Lie
Mhichever is less. Customer Shall be respotoabl: torthe costs, incliding without bation, aaeiess lees and comm costs, mcured by TEE VUE in comnechion
wubTELVUE's collection of any past due FEES) Customer shall bear and be solely tespemvable forthe payment of all tags levied or sessed in connection ith
Ihe Products and Services, Hany. incladar: wotdeedt limitation, all sales use. rental ee ap. perenal property. aport. and aanthhy or other taxes cht excluding
Lines based solely upan TELVUE s income) hi aedition toany other remedy available (oil, FELYOE may suspend or tenuate the Ser tees in whole an ain put.
upon Customers taiure to timels pay the PES wathoun ineaiang any lability te Customer or others associated with Customer AIL FEES paid and charges made
Pie ean ieemination as provided bercin aie noretundable Terminatoa of the Seavices shall nor ielease Customer tromiany obliyation to pay accrued charges
on FEES FELVUE mas increase us FEES tor anys TRLYUE-provided content and third paris software to the extent that its Teensots tase then fees to TEL YUE
upon roatiess than thirty (30) diy s pre weten notice tothe Customer. [the increases exceed ten percent 10% a7 of the then cunent FEES Customer mas ehoose
to delete the TEL VUE: provided comentar thud patty software it applicable TEL VUE reserses the right to begin charging Services FEES il Ihe Services are not
launehed by Customer within one hundred (vents 4120) days ol the order date through ae faultoaf TELYVUE Customer shall comply with wlesport kiws and
restituiens and regulations of the Deparment of Commerce or other United States or fareign agenes or autharits: aml shall not export ar alla the export or
te eSparCol the Products or ans Conlidential Inlormetien or any direct prostuet thereat im violas of any such restrictions Laws or regulauons. or to Abghunstu
the People's Repubhe of China or any Group Q. SW. Yo or 7 county specified in the then current Supplement No Lia Secuon -aetthe US Export
Adimmstraion Regulations €or uiy Suscessur supplement or regukuions). Customer stall obtam and bear albespenses reldung tony mecessans Heeases und of
excingtions with respect tothe expert bumithe © S ofall mautecal or dens deliverable by TELVUE to any focauon and shall demonstrate to TED VE
compliance wath all appleable fiw s anal egelatiens poor to delivers thereat by TEL VUE, TEL YUP warraats to Costaner thatthe Peaqlucts or Series olleres
bs TeLVUE pursuit to these Terms and Conditions shall condorn te the specaligatiaas lor suck Products of Services mutnally agreed to by the parties un wating,
at the tune of supment. The warranty pero for huihware-based Prolucts shall be nigh e Ul 2imenths fe the dae of stupinent. Customers sole remedy lot
breach of the toregomg warranties shall be Limited to Proxiuet wepliceent. er ib repracement is made. on in TEL YEE s sale discretion imepractie.l to retunl
the purdiuise prwe TEL VUE PROVIDES THE PRODUCTS AND SERVICES | AS IS’ AND MAKES SO WARRANTY THAT THE PRODUCTS OR
SERVICES WILL BE UNINTERRUPTED. TIMELY. SECURE. OR ERROR FREE. NOR DOFS TFLVUE MAKE ANY WARRANTY AS TO THE
RESULTS FRAT MAY BE OBTAINED FROM TIIE PRODLCTS OR SERVICES OR AS TO THE ACCURACY OR RFLIABILITY OF ANY CONTENT
OBTAINED THROUGH THE PRODUCTS OR SERVICES. EXCEPT AS SET FORTITUFREIN, OR IN A WRITTEN AGREEMENT BFTWEEN TIE
PARTIES THAT EXPRESSL.Y AMENDS TEI VUF'S WARRANTY. AND SUBJECT TO APPLICABIL.E LAW, TELVUE MAKES NO OTHER. AND
EXPRESSLY DISCLAIMS ALL OTHER. REPRESENTATIONS. WARRANTIES. CONDITIONS OR COVENANTS, EITHER EXPRESS OR IMPLIED
{INCLUDING WITHOLT LIMITATION. ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR
PURPOSE. MERCHANTABILITY. DURABILITY. TITLE. ACCURACY OR NONINFRINGEMENT) ARISING OUT OF OR RELATED TO THE
PERFORMANCE OR NONPERFORMANCE OF THE SERVICES. INCLUDING. BUT NOT LIMITED TO ANY WARRANTY RELATING TO THIRD
PARTY SERVICES. ANY WARRANTY WITH RESPEC] TO THE PERFORMANCE OF ANY HARDWARE OR SOFIW ARE USED IN PERFORMING
2h
www telvue.com | 1200G Hon-on Way. Suile 100, idl Laiel. NJ O8054 | Phone. °-(800)-835-2356 | Emait sales@telvue.com
TetVueE CORPORATION Quote#: Q-017253
16000 Horizon Way, Suite 100 Quote Issued: 6/23/2022
yaa a
Mr. Lauret, NU O80S4 Quote Expiration: 7/23/2022
SERVICES AND ANY WARRANTY CONCERNING THE RESULTS TO BE OBTAINED FROM THE SERVICES. THIS DISCLAIMER AND
EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL
PURPOSE. To the extent that TELVUE data is transmitted over the Iniemet, Customer acknowledges and agrees thal TEL VUE has no control over the
Sunctioning of the Internet and TELWUE makes no representations or warranties of any kind regarding the performance ol the Internet
TEL. YUE and Customer are independent contractors in the performance of these Temps ar Condinons and each pany os solely responsible for alll of its
employees and apeats and is labor costs and expenses atising in connection therewith. Customer ts responsable for and will indemiuy TELVUE from any and ull
claims. Inthilives. dariages. debts, settlements, costs. attorney s fees, expenses and Iitbilties of any type Ss hatsoes er that maiy arise in connection With the
purchase and use of Products or Services and on account of Customer's activities, ardhose of ts employees or agents. including without Hosation. providing
Unuutharized representations or warranties (or Luling to effectively diseliiny all werranties and libihues on behalt of TEL VUE? to tts custamers of bresiching sins
Jer, representation or wanany vf these Terms and Conditiens
Certain TEL VUE Products and Services require a tutlaime Internet connection lar preper operation. An Internet connection maj also be required for remate
TELVUE support. Customer ts responsible for providing Internet access that meets TELVUE's requirements. Customer shall provide TEL YUE with ceess to
Customer's technical personnel, facitities. systems databases and information as necessary or appropriate for TELV UE to perlorm its ebligauons under these
Terms and Conditions Customer shall be solely responsible for all content supplied by Customer Customer represents and warrants to TELVUE that such
content will not solute or iniringe any copyright. patent, trademark, trade secret. confidentiality er other proprietary right of any third party. License granted to
Customer ts lor the abject code version af the Products or Services and TELVUE. provided content only Customer hax no seghts to the source code lor the
Producis or Services or any TELYGE provided content, Customer shall not permit inyone undet Customer's direction or control to, reverse engineer.
disassemble, de-compile or remose any identifying mark of TELVUE or its licensors trons the Producers, Services or any FELVUE-: provided content o1 attempt to
do so. Customer may not modily. adapt. ranskite or create derivative works of the Products, Services or any TELVUE. provided content without TELVUE's
express written consent The Services are licensed as a single product TELVUE- provided content may be used ooly in conjuncuon wilh the Services. TELVUE
shall retvin all Proprietary Rights in and to the aforementioned and to any discos enies, inprovements inventions (whether OL nor patentable}, teas or knew how
that is conceived. learned. av reduced to practices by TELVUE an the course of performance under these Ferms ant Conditions Both partes agrec that all system
designs. compulet programy. data, processes. tide scerels. uh cnuens (whether or not patentable), algordhms, knaw hese, and ideas and all other business
marketing. tcclinical and financial infomation they obtain Gam the otaer party constitute “Confidential [aformauan ol dhe disclosing party if marked as such
when disclosed in writing. or if disclosed orally. designated as such within 1G days of oral disclosure Except as expressly and unambiguously allowed under these
Terms and Condivons, TELYVUE and Customer agree to hold m confidence and not we oF disclose the other party s Confidendal Infomation, The reeciving party
shall not be obligated tor any intotonrion 3 hich it cen document: in orithraugh acampreper acuon or imicvon by the receiving pari} enters the public domain
Cand t+ readily nulable without substantial e{foath on was rghtfally iniis possession et hope by poor te receipt fram the disclosing party. or wae rightfully
disclosed tou) by another persoa without restriction. or was independently des eloped by it by persons v4 tthout access to such information and without use of ans
Contidental Inloonation ot the dissiosing pars ois required to be declosed pursuant to Local or federal statutes and/or regulations. These ebtigations shall
continue Inn a perad of three C4) sears trom disclosure. TELVLE WILL NOT BE LIABLE WITH RESPECT TO OR ARISING OUT OF ANY SUBJECT
MATTER OF THESE TERMS AND CONDITIONS UNDER ANY CONTRACT. NEGLIGENCE. STRICT LIABILITY OR OTHER THEORY FOR ANY
AMOUNTS IN CXCTSS IN THE AGGREGATE OF THE ANIOUNTS PAID TO TELVUE HERF UNDER OR ANY INCIDENTAL] . INDIRECT. SPECIAL
PENITIVE OR CONSEQUENTIAL DAMAGES. INCI UDING. BLT NOT LIMITED TO. LOST OF PROFITS BUSINESS REVENUES OR SAVINGS.
LOST DATA OR COST OF PROCL REMENT OF SUBSTITUTE GOODS. TPCHNOLOGY OR SERVICES TELVGUE SHALI HAVE NO LIABILITY FOR
ANY FAILURE OR DFLAY DUE TO MATTERS BEY OND ITS REASONABLE CONTROI., THE ENTIRE RISK ARISING OUT OF THE USE AND OR
PERFORMANCE OF THF PRODI'CTS OR SFRVICES REMAINS WITH CUSTOMER IN NO EVENT SHALL TELVUE OR ITS LICENSORS OR ANY
OF THEIR OFFICERS. DIRFCTORS. EMPILOVEFRS. AGENTS OR AFFILIATES BE LIABLE FOR ANY CONSFQUENTIAL. INCIDENTAL. DIRECT
INDIRFCT. SPFCIAL PUNITIVE GR OTHER DAMAGES WHATSOBVER dINCIUDING. WITHOUT LIMITATION, DAMAGES FOR LOSS OF
BUSINESS PROFITS. BUSINFSS INTFRRUPTION. LOSS OF BUSINESS INFORVIATION. OR OTHER PECUNIARY 1.058) ARISING OUT OF USE OF
OR INABILITY TO CSE ANY PRODUCTS GR SERVICE. FVEN IF TE] VUF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR
ARE OTHUEWISF FORSFFABI F IN THE FYENT A JURISDICTIGN DOFS NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR
CONSEQI ENTIAL GR INCIDENTAL DAMAGFS. THESE LIMITATIONS SHALL. APPLY TO THF MAXIMUAT EXTENT PERMITTED BY LAW
TelVue Hudsare Warranty and Tel Vue Cue Extended Warnint) Terms and Condiions - TelVue Corporation (Tel Vue) will at its option, either repair. replace or
upgrade soliware and or hirans wae on any product omnulactued by Tel Vue w hick proves to be defective 4 aterials or workmanship or fails wo meet the
specications which ae i elfecton the date af shipment on such other speci aniens as mas have been expressly ageved upon in writing fora period of ane (1)
year tram the date of original purchase Wah optonal ‘lelVue Care. the equipment owner can extend these terms for vp to lour additional years. Certain prodacts
www.telvue.com | 16000 Horizon Way, Suite 100. Mt. Laurel. NJ 08054 | Phone 1-(800)-885-8886 | Email. sates@telvue cam
