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Exhibit "A" MAINTENANCE SERVICE AGREEMENT NEC BUSINESS COMMUNICATION SYSTEMS (WEST), INC. Customer No. 58/4500 Contract No. 8954S3 THIS AGREEMENT is made as of ,19 , by and between NEC Business Commurdcation Systems (West), Inc., having its principal place of business at 3655 Lenawee Avenue, Los Angeles, California 90016 ("NEC"), and City of Redwood City , a(n) __ State (check one) corporation __ partnership sole proprietorship __ government entity having its prindpal place of businessat ']OJ~ Middlefield Road, Redwood City, CA 94064 ("Customer"). 1. SER%qCE NEC agrees to provide maintenance and repair services for the hardware equipment ("EquJpment'~ and associated software listed in Schedule A (collectively, such Equipment and software is referred to as the "System"), in~alled at See Schedule of Equipment/Locations Covered (the"Prem/ses"), as set forthbe]ow. (a) Maintenance Services: NEC shall, during the contracted period, furnish all parts and service necessary to maintain the System in good working order, or provide such other maintenance coverage spedfied in Schedule A. NEC shall dispatch service personnel to the Premises to perform necessary repairs,, unless NEC is able to perform the repairs from a remote location. NEC shall also conduct remote diagnostic testing, when applicable. Any replacement parts may be either new or refurbished but equivalent to new in operation. Parts will be furnished on an exchange basis, and any parts removed shall become the property of NEC. Co) Response Time: When on-site repairs are necessary, NEC shall respond during NEC service hours within 24 hours (excluding weekends and holidays) of NEC's receipt of Customer's service request. The service hours for NEC to provide routine maintenance and/or repair service for the System will be between the hours of 8 AM and 5 PM prevailing local time, Monday through Friday, excluding days observed by NEC as holidays. However. in case of a major System failure, NEC shall respond within 4 hours of NEC's receipt of Customer's service request. Service hours in case of a major System failure shall be 24 hours a day, 7 days a week. The response time will be the elapsed time between NECs receipt of Customer's service request and arrival of NEC's service personnel at the site. As used above, "major System failure" means: (1) A general inability of the System to receive incoming or originate outgoing calls. (2) A majority of either the Central Office trunks or 'Tie' trunks is inoperative. O) More than 25% of either the stations or terminals are inoperative. (c) Non-Covered Service: NEC will attempt to respond to all requests for service. If service is required outside NEC's service hours, labor for such non-covered service calls will be chargeable to Customer in accordance with NEC's local prevailing hourly labor rates. However, parts and other material costs will be covered even for after-hours service under this Agreement, unless excluded under Section 5 hereof, "Exclusions." 2. TERM The term of th~ Agreement shall be one (1) year, commencing on July J , 19 9~ . Unless one party notifies the other of its intent to terminate this .Agreement at least thirty (30) days prior to the expiration of the term (or at the end of any one- year extension of the term, which may occur as provided below), the term shall be automatically extended for an additional one (1) years period(s) ("extensions"), upon the same terms and conditions contained herein, except that NEC may adjust its service rates to conform to NEC's prevailing local servic6 rates for the next extension. NEC shall furnish Customer with a written notice of any proposed increase in NEC's service rates for the next extension at least forty-five (45) days prior to the anniversary date of the original agreement. Unless Customer exercises its fight to terminate as set forth above, the Customer shall be deemed to have agreed to the adjusted service rates for the next extension. 3.. SERVICEFEE (a) Customer agrees to pay a service fee of $. 28 ~ 927 · 2(~or the fu'st year of this Agreement. NEC reserves the right to adjust the yearly fee for extensions of this Agreement, as set forth in Section 2 hereof. Customer shall make payment of the service fees in advance, at the rate of $ 7; 23'1 . 80for each (check one) annual semi-annual X quarterly monthly period during the term of this Agreement.