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Home My WebLink AboutContract 47307-A5DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E8lD4FFD3 CSC No. 47307-A5 AMENDMENT NO. 5 TO CITY OF FORT WORTH CONTRACT 47307 This Fifth Amendment is entered into by and between the City of Fort Worth (hereafter 'Buyer"), a home rule municipality, with its principal place of business at 200 Texas Street, Fort Worth, Texas, and Zayo Group, LLC ("Vendor"), Buyer and Vendor may be referred to individually as a Party and collectively as the Parties. WHEREAS, on December 1, 2015, the Parties entered into City Secretary Contract 47307 to provide the construction and installation of fiber optic cables and equipment at various City locations in order to create a fiber optic network, and professional consulting services ("Agreement/Contract"); WHEREAS, the Parties wish to amend the Agreement to add Dark Fiber Connections for additional sites and to renew Direct Internet Access (DIA) for locations as stated in Exhibit A- 3. Fiscal Year Annual Cost 2023 $ 1,564,439.80 2024 $ 1,589,968.80 2025 $ 1,589,968.80 2026 $ 1,589,968.80 2027 $ 1,589,968.80 2028 $ 662,487.00 Total $ 8,586,802.00 NOW, THEREFORE, the Parties, acting herein by and through their duly authorized representatives, enter into the following agreement: 1. AMENDMENTS The Agreement is hereby amended to add Dark Fiber Connections for additional sites and to renew Direct Internet Access (DIA) for locations stated in Exhibit A-3. The monthly increase is $3,647.00 bringing the new total monthly cost to $ l 32,497.40 through March 2028. The total cost for the thirteen (13) year period of the term of the agreement is $16,667,546.00. 2. ALL OTHER TERMS SHALL REMAIN THE SAME All other provisions of the Agreement which are not expressly amended herein shall Fifth Amendment to Fort Worth City Secretary Contract No. 47307 OFFICIAL RECORD Page 1 of 3 CITY SECRETARY FT. WORTH, TX DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E8lD4FFD3 remain in full force and effect. 3. ELECTRONIC SIGNATURE This Amendment may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one and the same instrument. A facsimile copy or computer image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as anoriginal. [Signature Page Follows] Fifth Amendment to Fort Worth City Secretary Contract No. 47307 Page 2 of 3 DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E8lD4FFD3 ACCEPTED AND AGREED: CITY OF FORT WORTH: By: Valerie Washington (Jun 16, 202315:47 CDT) Name: Valerie Washington Title: Assistant City Manager Date: Jun 16, 2023 APPROVAL RECOMMENDED: By: /-zZ,,��- - Name: Kevin Gunn Title: Director, IT Solutions Department CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: BobbyLee (Jun 14, 202310:39 CDT) Name: Bobby Lee Title: Sr. IT Solutions Manager APPROVED AS TO FORM AND LEGALITY: ATTEST: Fo 'P'44 By:rol vp �Y�9 p0 Name: Taylor Paris Title: Assistant City Attorney % s aanpnnEz 454ga By: CONTRACT AUTHORIZATION: Name: Jannette Goodall M&C: 23-0440 Title: City Secretary Approved: 6/13/2023 1295: N/A VENDOR: Zayo Group, LLC DocuSigned by: ATTEST: By. 5&8DZ998j64=A ��.I4wv, By: Name: Jonathan Kilburn Name: Title: VP & General Counsel LE Title: June 6, 2023 Date: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Fifth Amendment to Fort Worth City Secretary Contract No. 47307 Page 3 of 3 DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E81 D4FFD3 ;xhibit A-3 Page 1 of 2 Kayo Order Information Contracting Entity City of Fort Worth, TX Representative ZeeAnn Kane Order Form Billing Account City of Fort Worth Phone New Order-2233398 Order Details Product Details Order ID 2233398 Product Category Point to Point Order Type New Number of Fibers 2 Order Term 60 months DF Estimated Route Miles 14.00 Estimated Delivery 120 Business days from Date execution Product Dark Fiber Account 18472 Number Email zeeann.kane@zayo.com Record Type ID Address Address Bandwidth Space Code Lateral A Lateral A Lateral Lateral Details Dark Fiber 200 Texas SUFI-1/Rm-MPOE Fort Worth, 2500 SW Loop 820/FI-1/Rm-Hut Fort Worth, One One TX 76102 TX 76115 (Single) (Single) Product Service Item Desc Component Component Address Type Status Quantity Amount Items Total Dark Fiber Dark Fiber SOC-0004927707 200 Texas St/FI-1/Rm-MPOE MRC Pending Install 1 LSD 1,435.00 LSD 1,435.00 Fort Worth TX 76102 Monthly Recurring Charges Total: USD 1,435.00 Details Governing MSA City of Fort Worth GSA Contract GS35FO70CA 2014-11-10 Expiration Date Pricing on this Order Form expires if Order is not signed prior to April 29, 2023 DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E8lD4FFD3 Page 2 of 2 Order ID(s): 2233398 Service Item Dose Monthly Recurring Charges Total: Role(s) Name Billing Contact Ron Burke Install; Primary; Technical Bobby Lee Zayo Group LLC DocuSignjod,by: Signature: �AggS��Ogg�/\��,gg�2ftpu Printed Name: gryA& dSFOr1AMOf Y7a49E... Date: Tune 6, 2023 Title: Sales Manager Phone (817)392-1234 817-392-2310 Items Total Email ronaid.burke@fortworthtexas.gov bobby.lee@fortworthtexas.gov City of Fort Worth, TX Signature: Printed Name: Valerie Washington Date: Title: Assistant City Manager USD 1,435.00 Terms and Conditions 1. Customer acknowledges that Customer is ordering the access and service(s) described above ("Dark Fiber Offerings' or "Offerings") from Zayo Group, LLC, and or its applicable affiliate or subsidiary ("Zayo"). This Customer Order shall be governed by and subject to the applicable contract documents between Customer and Zayo referenced above (collectively, the "Agreement'). If Customer has not executed an Agreement and/or no Agreement is referenced in this Customer Order, then this Customer Order shall be governed by the terms and conditions of Zayo's Master Customer Agreement and applicable Customer Schedule in effect as of the date of this Customer Order, incorporated herein by this reference and available upon request. This Customer Order is subject to availability and shall only become binding upon acceptance by an authorized Zayo representative. Customer acknowledges that upon Zayo's acceptance, this Customer Order shall become a non -cancellable, binding obligation for the purchase of the Offering for the Offering Term stated above. By signing this Customer Order, Customer further acknowledges that it has read and understands the terms and conditions of this Customer Order and Customer's signatory represents that he/she is authorized to sign this Customer Order on Customer's behalf. 2. If Customer is discontinuing Offering (a) of any type for any reason, Customer must submit the disconnection request through the form located at hftps://www.zayo.com/disconnectservice/. Proprietary and Confidential DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E81 D4FFD3 Page 1 of 2 ;,.,caya Order Information Contracting Entity City of Fort Worth, TX Representative ZeeAnn Kane New Order - 2160931 Order Details Order ID 2160931 Order Type New Order Term 60months Estimated Delivery 45 Business days from Date execution Customer PO C of FW Cable Office Dark Fiber Product Dark Fiber Order Form Billing Account City of Fort Worth Phone Product Details Product Category Point to Point Number of Fibers 2 DF Estimated Route Miles 1.60 Account 18472 Number Email zeeann.kane@zayo.com U Record Type ID Address Address Bandwidth Space Code Lateral A Lateral A Lateral Z Lateral Z Details 100 Energy Way/FI-1/Rm-Server Fort Worth, 200 Texas St/FI-1/Rm-MPOE Fort Worth, 2 One Dark Fiber TX 76102 TX 76102 (Single) Product Service Item Desc Component Component Address Type Status Quantity Amount Items Total 100 Energy Dark Fiber Dark Fiber SOC-0004830239 Way/FI-1/Rm-Server Fort MRC Pending Install 1 USD 1,350.00 LSD 1,350.00 Worth TX 76102 Monthly Recurring Charges Total: LSD 1,350.00 Details Schedule City of Fort Worth, TX First Amendment to Contract 47307 2017-12-21 Governing MSA City of Fort Worth Professional Services Agreement (#47307) 2015-12-04 Expiration Date Pricing on this Order Form expires if Order is not signed prior to November 18, 2022 DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E8lD4FFD3 Page 2 of 2 Order ID(s): 2160931 M., Service Item Desc Monthly Recurring Charges Total: Items Total Role(s) Name Phone Email Billing Contact Ron Burke (817)392-1234 ronald.burke@fortworthtexas.gov Primary Bobby Lee 817-392-2310 bobby.lee@fortworthtexas.gov Zayo Group LLC ocuigney: DSd b City of Fort Worth, TX Signature: A Sfift,82�1.b7roAt , E Signature: Printed Name: Ja5Uf191VIU��`tW Printed Name: ValerleWashington Date: June 6, 2023 Date: Title: Sales Manager Title: Assistant City Manager USD 1,350.00 1. Customer acknowledges that Customer is ordering the access and service(s) described above ("Dark Fiber Offerings" or "Offerings") from Zayo Group, LLC, and or its applicable affiliate or subsidiary ("Zayo"). This Customer Order shall be governed by and subject to the applicable contract documents between Customer and Zayo referenced above (collectively, the "Agreement"). If Customer has not executed an Agreement and/or no Agreement is referenced in this Customer Order, then this Customer Order shall be governed by the terms and conditions of Zayo's Master Customer Agreement and applicable Customer Schedule in effect as of the date of this Customer Order, incorporated herein by this reference and available upon request. This Customer Order is subject to availability and shall only become binding upon acceptance by an authorized Zayo representative. Customer acknowledges that upon Zayo's acceptance, this Customer Order shall become a non -cancellable, binding obligation for the purchase of the Offering for the Offering Term stated above. By signing this Customer Order, Customer further acknowledges that it has read and understands the terms and conditions of this Customer Order and Customer's signatory represents that he/she is authorized to sign this Customer Order on Customer's behalf. 2. If Customer is discontinuing Offering (s) of any type for any reason, Customer must submit the disconnection request through the form located at https://www.zayo.com/disconnectservice/. Proprietary and Confidential DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E81 D4FFD3 Page 1 of 2 ;,.,caya Order Information Contracting Entity City of Fort Worth, TX Representative ZeeAnn Kane New Order - 2153052 Order Details Order ID 2153052 Order Type New Order Term 60 months Estimated Delivery 120 Business days from Date execution Product Dark Fiber Order Form Billing Account City of Fort Worth Phone Product Details Product Category Point to Point Number of Fibers 2 DF Estimated Route Miles 1.60 Account 18472 Number Email zeeann.kane@zayo.com Record Type ID Address Address Bandwidth Space Code Lateral A Lateral A Lateral Z Lateral Z Details Dark Fiber 100 Energy Way/FI-1/Rm-Server Fort Worth, 200 Texas St/FI-1/Rm-MPOE Fort Worth, 2 One TX 76102 TX 76102 (Single) Product Service Item Desc Component Component Address Type Status Quantity Amount Items Total 100 Energy Dark Fiber Dark Fiber SOC-0004819780 Way/FI-1/Rm-Server Fort MRC Pending Install 1 USD 1,350.00 LSD 1,350.00 Worth TX 76102 Monthly Recurring Charges Total: LSD 1,350.00 Details Schedule City of Fort Worth, TX Second Amendment to Professional Services Agreement 2018-07-30 Governing MSA City of Fort Worth Professional Services Agreement (#47307) 2015-12-04 Expiration Date Pricing on this Order Form expires if Order is not signed prior to November 03, 2022 DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E8lD4FFD3 Page 2 of 2 Order ID(s): 2153052 M., Service Item Desc Monthly Recurring Charges Total: Items Total Role(s) Name Phone Email Billing Contact Ron Burke (817)392-1234 ronald.burke@fortworthtexas.gov Primary Bobby Lee 817-392-2310 bobby.lee@fortworthtexas.gov Zayo Group LLC DocuSigned by: City of Fort Worth, TX Signature: DAMV, Apl.CbroAt , Signature: Printed Name: 3asonF81v1t)tr'gdf1749E Printed Name: ValerleWashington Date: June 6, 2023 Date: Title: Sales Manager Title: Assistant City Manager USD 1,350.00 -rims and Conditions 1. Customer acknowledges that Customer is ordering the access and service(s) described above ("Dark Fiber Offerings" or "Offerings") from Zayo Group, LLC, and or its applicable affiliate or subsidiary ("Zayo"). This Customer Order shall be governed by and subject to the applicable contract documents between Customer and Zayo referenced above (collectively, the "Agreement"). If Customer has not executed an Agreement and/or no Agreement is referenced in this Customer Order, then this Customer Order shall be governed by the terms and conditions of Zayo's Master Customer Agreement and applicable Customer Schedule in effect as of the date of this Customer Order, incorporated herein by this reference and available upon request. This Customer Order is subject to availability and shall only become binding upon acceptance by an authorized Zayo representative. Customer acknowledges that upon Zayo's acceptance, this Customer Order shall become a non -cancellable, binding obligation for the purchase of the Offering for the Offering Term stated above. By signing this Customer Order, Customer further acknowledges that it has read and understands the terms and conditions of this Customer Order and Customer's signatory represents that he/she is authorized to sign this Customer Order on Customer's behalf. 2. If Customer is discontinuing Offering (s) of any type for any reason, Customer must submit the disconnection request through the form located at https://www.zayo.com/disconnectservice/. Proprietary and Confidential DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E81 D4FFD3 Page 1 of 2 zzayaOrder Form Order Information Contracting Entity City of Fort Worth, TX Billing Account City of Fort Worth Account 18472 Number Representative ZeeAnn Kane Phone Email zeeann.kane@zayo.com Renewal Order - 2231953 Order Details Product Details Protection and Feature Details Order ID 2231953 Product Category DIA Burstable IP Service No Order Type Renewal Bandwidth 10G Order Term 36 months Bandwidth Type Dedicated Product DIA Circuit Id IDIA/312856//ZYO Service 614442 Order SOC Type Term Address Port Handoff Sp Bandwidth Lateral A Handoff Loc Fib Path Div Local Network Protection Rate Limit Rate Limit to Initials 6801 Bowman Roberts Singlemode Renewal 36 Rd/FI-1/Rm-Telco Fort 10GigE 10G One 1550nm No No Yes 10G Worth, TX 76179 (Single) ZX/ZR - 80km low - Address In -Building Charges Conduit Riser Cable Cross Connect Customer LOC Space & Power New Customer Loc Device CFA Provided by Initials 6801 Bowman Roberts Customer Customer Customer Customer Rd/FI-1/Rm-Telco Fort Responsibility Responsibility Responsibility Responsibility N/A No Zayo Worth, TX 76179 MMF Product Service Item Desc Component Component Address Type Status Quantity Amount Items Total 6801 Bowman Roberts DIA Interface Port Charge SOC-0004925624 Rd/FI-1/Rm-Telco Fort Worth MRC Pending Install 1 USD 2,125.00 USD 2,125.00 TX 76179 Monthly Recurring Charges Total: USD 2,125.00 Details Governing MSA City of Fort Worth GSA Contract GS35FO70CA 2014-11-10 Expiration Date Pricing on this Order Form expires if Order is not signed prior to April 29, 2023 DocuSign Envelope ID: 50587D22-0955-4054-9894-E08E81D4FFD3 Page 2 of 2 Order ID(s): 2231953 Service Item Desc Monthly Recurring Charges Total: Role(s) Billing Contact Install; Primary; Technical am Name Phone Ron Burke (817)392-1234 Bobby Lee 817-392-2310 Items Total Email ronaid.burke@fortworthtexas.gov bobby.lee@fortworthtexas.gov 5MV, Zayo Group LLocuSigned by: CCity of Fort Worth, TX Signature: AUrOAIA, Signature: Printed Name: 3as�RA0069A". Printed Name: Valerie Washington Date: June 7, 2023 Date: Title: sales Manager Title: Assistant City Manager USD 2,125.00 Terms and Conditions W ��Wll 1. Customer acknowledges that Customer is ordering the access and service(s) described above ("Offering") from Zayo Group, LLC, and or its applicable affiliate or subsidiary ("Zayo"). This Customer Order shall be governed by and subject to the applicable contract documents between Customer and Zayo referenced above (collectively, the "Agreement"). If Customer has not executed an Agreement and/or no Agreement is referenced in this Customer Order, then this Customer Order shall be governed by the terms and conditions of Zayo's Master Customer Agreement and applicable Customer Schedule in effect as of the date of this Customer Order, incorporated herein by this reference and available upon request. This Customer Order is subject to availability and shall only become binding upon acceptance by an authorized Zayo representative. Customer acknowledges that upon Zayo's acceptance, this Customer Order shall become a non -cancellable, binding obligation for the purchase of the Offering for the Offering Term stated above. By signing this Customer Order, Customer further acknowledges that it has read and understands the terms and conditions of this Customer Order and Customer's signatory represents that he/she is authorized to sign this Customer Order on Customer's behalf. 2. If Customer is discontinuing Offering (s) of any type for any reason, Customer must submit the disconnection request through the form located at https://www.zayo.com/disGonnectservice/. For notice of disconnect to be effective, all information necessary for Zayo to complete the disconnect must be provided at time of request such as; Circuit ID, Customer ordered 3rd Party Cross Connect Vendor's Disconnect Firm Order Commitment ("FOC") or the 3rd Party Cross Connect Vendor's Disconnect Order Number. Failure to provide complete and accurate information may delay or impact Zayo's ability to process the disconnection request. Customers will be responsible for outstanding amounts due for Services through the actual date of termination, inclusive of any early termination charges, if applicable. Proprietary and Confidential M&C Review Page 1 of 3 A CITY COUNCIL AGEND Create New From This M&C Official site of the City of Fort Worth, Texas FoRT WORTH REFERENCE **M&C 23- 04AMEND CSC 47307 DATE: 6/13/2023 NO.: 0440 LOG NAME: ZAYO GROUP FIBER OPTIC CABLING CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (ALL) Authorize the Execution of Amendment No. 5 to City Secretary Contract No. 47307 with Zayo Group, LLC for Additional Internet and Dark Fiber Services Using a Cooperative Contract Increasing the Amount by $211,526.00 for a Total Contract Amount of $16,667,546.00 for the Information Technology Solutions Department RECOMMENDATION: It is recommended that the City Council authorize the execution of Amendment No. 5 to City Secretary Contract No. 47307 with Zayo Group, LLC for internet and dark fiber services using Cooperative Contract General Services Administration GS-35F-070CA, increasing the contract amount by $211,526.00 for a new total contract amount of $16,667,546.00 for the Information Technology Solutions Department. DISCUSSION: On November 3, 2015, City Council approved Mayor and Council Communication (M&C) C-27520 to authorize a new agreement with Zayo Group, LLC for the leasing of dark fiber optic strands and related services for a total contract amount of $15,641,064.00 over thirteen years. The agreement, City Secretary Contract (CSC) 47307, provides the necessary physical fiber connectivity upon which the City's network operates, connecting 64 City facilities. On April 13, 2021 City Council approved M&C 21-0270 increasing the total contract amount to $16,456,020.00. Upon City Council approval of this M&C, three (3) dark fiber circuits will be added for connectivity to Future City Hall and one (1) dark fiber circuit will be added for connectivity between two (2) Water Department facilities. A Direct Internet Access (DIA) circuit will be added for Future City Hall and another DIA added at the Information Technology Solutions (ITS) Department Eagle Mountain Data Center location. The current monthly cost for Zayo dark fiber and DIA services is $128,850.40. Upon City Council approval of this M&C, the new monthly amount will be $132,497.40. Annual costs by Fiscal Year are listed below. The City spent $8,080,744.00 during fiscal years 2015-2022 and anticipate spending $8,586,802.00 as outlined in the chart below. Fiscal Year Annual Cost 2023 $1,564,439.80 2024 $1,589,968.80 2025 $1,589,968.80 2026 $1,589,968.80 2027 $1,589,968.80 2028 $662,487.00 Total $8,586,802.00 http://apps.cfwnet.org/council_packet/mc review.asp?ID=31068&councildate=6/13/2023 6/14/2023 M&C Review Page 2 of 3 COOPERATIVE PURCHASE: Pricing for the dark fiber and DIA services is offered under General Services Administration Schedule GS-35F-070CA. The General Services Administration (GSA) is authorized to offer cooperative purchasing programs to state agencies, public institutions of higher learning, public school districts and local governments. State law provides that a local government purchasing an item under a cooperative purchasing agreement satisfies any state law requiring that the local government seek competitive bids for the purchase of items. GSA Multiple Award Schedule contracts are competitively bid to increase and simplify the purchasing power of government entities. SUCCESSOR CONTRACTS: The City will initially use the GSA Schedule GS-35F-070CA to make purchases authorized by this M&C. GS-35F-070CA is set to expire November 9, 2024, with an ultimate contract end date of November 9, 2034. If GS-35F-070CA is extended, this M&C authorizes the City to purchase similar equipment and supplies under the extended contract. If GS-35F-070CA is not extended, but GSA executes a new cooperative contract with Zayo Group, LLC and with substantially similar terms, this M&C authorizes the City to purchase the equipment and supplies under the new GSA contract. If this occurs, in no event with the City continue to purchase goods and services under the new agreement for more than three (3) years without seeking Council approval. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing cooperative or public entity. AGREEMENT TERMS — Upon approval of this recommendation, the agreement shall remain in effect in accordance with CSC 47307 and GS-35F-070CA or applicable successive GSA contracts for the same services. Funding is budgeted in the Data/Voice Network & Internet account of the Information Technology Solution Department's Info Technology Systems Fund. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation, funds are available in the current operating budget, as previously appropriated, in the Info Technology Systems Fund. Prior to any expenditure being incurred, the Information Technology Solutions Department has the responsibility to validate the availability of funds. TO Fund Department Account Project Program Activity Budget Reference # Amount ID I ID Year (Chartfield 2) FROM Fund Department I Account Project ID ID Submitted for Citv Manaaer's Office bv: Oriainatina Department Head: Additional Information Contact: ATTACHMENTS Program Activity Budget Reference # Year (Chartfield 2) Valerie Washington (6192) Kevin Gunn (2015) Sallie Trotter (8442) 04AMEND CSC 47307 ZAYO GROUP FIBER OPTIC CABLING funds availabilitv.Ddf (CFW Internal) Amount http://apps.cfwnet.org/council_packet/mc review.asp?ID=31068&councildate=6/13/2023 6/14/2023 M&C Review Page 3 of 3 FID Table Zavo Mav 2023.XLSX (CFW Internal) http://apps.cfwnet.org/council_packet/mc_review.asp?ID=31068&councildate=6/13/2O23 6/14/2023