Okaloosa County BOCC — January 20, 2015 — ROCKWELL CONTRACT DOC — reading text

Software 1 1012488895 RSLogix 500 Standard Edition Software 1 9357-CNETL3 1 1163078497 RSNetworx For Controlnet 1 9324-RLD300ENE 2 1203108421 Studio 5000 Standard Edition Software 1 1203113386 Studio 5000 Standard Edition Software 1 9357-DNETL3 1 1235094111 RSNetworx For DeviceNet 1 9701-VWSTMENE 2 1564043900 FT View Studio for ME EN sfw 1 Page 6 The information contained in this document consists of technical, commercial and/or financial information which is confidential and proprietary to Rockwell Automation, Inc. This information is furnished in confidence and with the understanding that it may not be disclosed to third parties or reproduced or used, in whole or in part, for any purpose other than evaluation of this document. The recipient agrees to return the document to Rockwell upon request. Copyright 2010 Rockwell Automation, Inc., All Rights Reserved Rockwe “ @ Allen-Bradley - Rockwell Software Automation LISTEN. THINK OKALOOSA COUNTY WATER & SEWER SOLVE, 1564112962 FT View Studio for ME EN sfw 1 9324-RLD200ENE 1 1635034472 Studio 5000 Mini Edition Software 1 9357-ENETL3 1 1669066172 RSNetworx For Ethemet/Ip 1 9310-WED200ENE 1 1835027455 RSLogix Emulate 5000 1 9324-RLD700ENE 1 2022030376 Studio 5000 PRO, REPLACED W/9324-RLD700 1 9326-LGXARCHENE 1 2075020727 RSLogix Architect Software 1 9800-DC8ABDRIVD Drives Control Hardware 26 9306-4EXPO2ENE 1 1838000473 DriveExplorer Software 1 9800-DC8APP. Application Software 6 9393-RST500DSENE | RSTRAINER FOR RSLOGIX500 (DOC & SEARCH) NODE LOCKED SOFTWARE 1 2711006254 RSTrainer NL RSLogix 500 Doc/Search S/w 1 9393-RST5000FENE RSTRAINER FOR RSLOGIX 500 (OFFLINE) SOFTWARE 1 2705007472 RSTrainer NL RSLogix 500 Off Prog S/w 1 '9393-RST5000NENE RSTRAINER FOR RSLOGIX 500 (ONLINE) SOFTWARE 1 2709006217 RSTrainer NL RSLogix 500 Online Mon S/w 1 9393-RSTLINX RSTRAINER 2000 FOR RSLINX SOFTWARE 1 1802007091 RSTrainer Node Lock RSLinx S/w 1 9393-RSTSLCHENE VR'STRAI.NER FOR'SLC7500' VHARDWARE FUNDAMENTALS NODE LOCKED SOFTWARE 1 2806026181 RSTrainer Node Lock SLC Hdwre Fund S/w 1 9393-RSTSLCPENE RSTRAINER FOR SLC 500 PROGRAM FUNDAMENTALS NODE LOCKED SOFTWARE 1 2808005803 RSTrainer Node Lock SLC Prog Fund Siw 1 9800-DC8HMICOM HMI Software 1 9355-WABOEMENE RSLINX CLASSIC OEM SOFTWARE 1 1005097197 Lnx Classic OEM Data Management EN sfw 1 Page 7 The information contained in this d 1t consists of technical, commercial and/or financial information which is confidential and proprietary to Rockwell Automation, Inc. This information is furnished in confidence and with the understanding that it may not be disclosed to third parties or reproduced or used, in whole or in part, for any purpose other than evaluation of this document. The recipient agrees to return the document to Rockwell upon request. Copyright © 2010 Rockwell Automation, Inc., All Rights Reserved @ Allen-Bradlev - Rockwell Software Rockwell Automation LISTEN. OKALOOSA COUNTY WATER & SEWER THINK. SOLVE. Commitment for Services Sales through Distribution General. This Commitment (“Commitment”) covers purchase by Distributor's customer (“Customer”) from Distributor of services described in the Statement of Work (the “Work”) to be provided by Rockwell Automation, Inc. and/or its affiliates (“Rockwell Automation”). Its terms are integral to the Statement or Work. In other words, Customer purchases the Work subject to the terms contained in this Commitment (as well as other terms that may be included elsewhere in the Statement of Work). These terms apply directly to Customer and Rockwell Automation. Previously negotiated and signed terms and conditions with Customer that include provisions between Rockwell Automation and Customer for sale of services through distribution supersede these terms. Warranty. Rockwell Automation warrants that the Work will be performed in a workmanlike manner conforming to standard industry practice. Rockwell Automation must receive written notification of non-conforming Work within 30 days after the Work are provided. If the Work are confirmed to be non-conforming, Rockwell Automation will, at its option, re-perform the non-conforming Work or provide a refund or credit processed through Distributor in the amount paid for the non-conforming Work. THESE ARE THE EXCLUSIVE REMEDIES FOR ANY BREACH OF WARRANTY OR BREACH OF CONTRACT ARISING FROM WARRANTED NON-CONFORMING SERVICES. THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE, OR PERFORMANCE OR APPLICATION WARRANTIES, OR INFRINGEMENT, WHETHER EXTENDING FROM ROCKWELL AUTOMATION OR DISTRIBUTOR. NEITHER ROCKWELL AUTOMATION NOR CUSTOMER WILL BE LIABLE TO THE OTHER FOR BUSINESS INTERRUPTION OR LOSS OF PROFIT, REVENUE, MATERIALS, OR THE LIKE (WHETHER DIRECT OR INDIRECT) OR FOR ANY INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES. EACH PARTY'S MAXIMUM CUMULATIVE LIABILITY TO EACH OTHER FOR ALL OTHER CLAIMS AND LIABILITIES WILL NOT EXCEED THE LESSER OF $1,000,000 OR THE COST OF THE SERVICES. ROCKWELL AUTOMATION DISCLAIMS ALL LIABILITY FOR TO GRATUITOUS ASSISTANCE PROVIDED BY ROCKWELL AUTOMATION BUT NOT REQUIRED BY THE STATEMENT OF WORK. THESE DISCLAIMERS AND LIMITATIONS OF LIABILITY WILL APPLY REGARDLESS THE FORM OF ACTION, WHETHER CONTRACT, TORT, OR OTHERWISE, AND EXTEND TO THE BENEFIT OF ROCKWELL AUTOMATION'S VENDORS AND APPOINTED DISTRIBUTOR. Software. To the extent Rockwell Automation provides or incorporates any software code that is not licensed under separate terms, Rockwell Automation grants Customer the nonexclusive, royalty free, non-transferable right and license to use the software code as set forth in the Work. Government Clauses and Contracts. No government contract clauses, specification, or regulations apply to the Work, except to the extent agreed in writing by Rockwell Automation. Independent Terms. Rockwell Automation is not a party to or bound by any contract between Customer and Distributor, including by Distributor's acceptance of a Customer purchase order. Distributor is an independent enterprise, not an agent or representative of Rockwell Automation, and is not authorized to bind Rockwell Automation. Effective Date. This Commitment will become effective when Customer purchases the Work from Distributor. Customer agrees that by purchasing the Work it accepts the Statement of Work and Commitment. Absent such purchase, this Commitment will become null and void. No addition or modification to the Commitment and Statement of Work, including terms appearing in Customer's purchase order or requisition, will bind Rockwell Automation unless mutually agreed to in writing. Page 8 The information contained in this document consists of technical, commercial and/or financial information which is confidential and proprietary to Rockwell Automation, Inc. This information is furnished in confidence and with the understanding that it may not be disclosed to third parties or reproduced or used, in whole or in part, for any purpose other than evaluation of this document. The recipient agrees to return the document to Rockwell upon request. = Copyright ® 2010 Rockwell Automation, Inc., All Rights Reserved Rockwe“ @ Allen-Bradley - Rockwell Software Autfomation %EJ[EJ[E OKALOOSA COUNTY WATER & SEWER SOIVE. Page 9 The information contained in this document consists of technical, commercial and/or financial information which is confidential and proprietary to Rockwell Automation, Inc. This information is furnished in confidence and with the understanding that it may not be disclosed to third parties or reproduced or used, in whole or in part, for any purpose other than evaluation of this document. The recipient agrees to return the document to Rockwell upon request. Copyright ® 2010 Rockwell Automation, Inc., All Rights Reserved Rockwe “ M Alen-Bradlev . Rockwell Software Automation