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DISPATCI�I S�'STEIl�I IN'�'EI2�PERAgILIT�' UP'GRADE
RE VISION HISTORY:
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City of Fort Worth; Teaas
City of Fort VVorth, Texas
C��V�IkRIlJf14iCATlOt�i �YSTEM �oGF�EENIEC�lT
Citv of Fc�rt Warth, Texas
�6spatch ��stem interoperabiiity U�qrade
fVlotorola, Inc., a Delaware corporation ("Motorofa"), and the Ciiy of Fort Worth, Texas,
a municipal corporaiion organized under the laws of the state of Texas and situated in
Tarrant, Denton, and Wise counties, Texas ("Customer or ihe City") enter into this
Cornmunications System Agreement (the "Agreement" or "Gommurtications �ys.fem
Agreement"), effective as of the last date signed below (the "Effective �ate"),
pursuant to which Customer will purchase and Niotorola will provide Customer vdith a
Communications System to include dispatch system interoperability upgrade.
�ection 1 E�FitB[TS
The Exhibits below are here�y incorporated into and made a part of this Agreement. In
interpreting this Agreement and resolving any ambiguities, the main body of this
Agreement will take precedence over the Exhibits and any inconsistency between the
Exhibits will be resolved in the order in which the Exhibits appear below.
Exhibit A
Exhibit B
Motorola Software License Agreement
Payment Terms
Exhibit C Technical and Implementation Documents
C-1 System Description
C-2 Statement of Work
C-3 Equipment List and Pricing
Exhibit D System Acceptance Certificate
Exhibit E Houston Galveston Area Council Agreement No. RA01-06
Secfiion 2 C�EF�NETIOI�S
Capitalized terms used in this Agreement and not otherwise defined within the
Agreement have the following meanings:
"Communications System" or "System" is the communications system described in
Exhibit C, including, but not fimited to, the Equipment, Software and all services
described in the, Statement of Work, Acceptance Test Plan and Equipment List.
� MOaORQLa PaQe � Mororola
Norenrber 14. 2006
City ot Fo-' Worth, Texas
"Equi�ment" is the equipment specified in the Equipment Lists "Motorola Software" is
software whose copyright is owned by Motorola.
"Non-Motorola Software" is software whose copyright is owned by a party other than
Niotorola.
"Software" includes Motorola and any Non-Motorola Software tha�t may be furnished with
the Communications System.
Section 3 SCOPE OF AGREEMENT
A. SCOPE OF WORK. Motorola will assembie and integrate the Equipment and
Software, and deliver, install and test the Communications System at designated
sites, as specified in Exhibit C and in accordance with this Agreement and,
specifically, with the Praject Timeline and Implementation Schedule, as specified in
G2, and the Payment Terms, as specified in Exhibit B. Customer will perform its
responsibilities as specified in Exhibit C and in accordance with this Agreement.
Notorola shall perform all work described in and pursuant to this Agreement in a
professional manner and in conformance to professional standards.
B. CHANGE ORDERS. Either party may request changes within the general scope of
this Agreement. If a requested change causes an increase or decrease in the cost of
or time required for the performance of this Agreement, Motorola and Customer will
agree to an equitable adjustment in the Agreement price or performance schedule,
or both; provided, however, that if Motorola requests the change and Customer
consents, such change shall not result in or create any delay in any milestone set
forth in the Project Schedule set forth in C-2 unless otherwise specifically agreed to
in writing by Customer. Motorola is not obligated to comply with requested changes
unless and until both parties execute a written change order. Changes that increase
Customer's costs under this Agreement by more than $25,000.00 must be approved
by Customer's City Council prior to execution of a written change order.
C. ADDITIONAL PRODUCTS. For one (1) year after the date of Final System
Accepiance, Customer may purchase additional Equipment as add-ons to the
Communications System ("Add-on Equipment"). If Customer and Motorola have
agreed to a convention for processing electronic data interchange ("EDI")
transactions, purchase orders may be transmiited electronically. Each purchase
order must specifically refer to this Agreement and will be an offer by Customer
subject to Motorola's acceptance. Except for pricing and delivery terms, which must
be stated on the purchase order, Customer and Motorola agree that the applicable
terms of this Agreement will be the only terms and conditions that govern the
purchase and sale of products identified on such purchase orders. Customer and
Motorola agree that the procedure for payment of all additional products so
purchased will be in accordance with the procedure set forth in Section 5 this
Agreement.
� MC?TfJ�RC3Lf1 iCl�P 3 Molorola
A�ovember 14. 2006
City of Fort Worth, Texas
D. MAINTENANCE SERVICE. After the first year follov✓ing expiration of the Warranty
Period, Customer may purchase maintenance services and software support for the
Communications System pursuant to a separately executed service agreement and
software subscription agreement between Nlotorola and Customer.
E. MOTOROLA SOFTWARE. Any Motorola Software furnished will be licensed to
Customer solely according to the. terms and restrictions of the Software License
Agreement attached as Exhibit A. Customer hereby accepts all of the terms and
restrictions of the Software License Agreements as negotiated between Motorola
and the City of Fort Worth.
F. NON-MOTOROLA SOFTWARE. Non-Motorola Software furnished by Motorola will
be subject to the terms and restrictions of its copyright owner unless such copyright
owner has granted to Motorola the right to subiicense such Non-Motorola Software,
in which case the Software License Agreement (including any addendum to satisfy
such copyright owner's requirements) shall apply; provided, however, that nothing in
this Section 3.F, the Software License Agreement or any restrictions or requirements
of copyright owners of Non-Motorola Software, shall be deemed or construed to limit
or restrict in any way the System Functionality Warranty provided by Motorola in
accordance with Section 8.B of this Agreement.
G. PROJECT MANAGEMENT. Motorola shali assign a project manager acceptable to
Customer, who is authorized to exercise technical direction of all duties and
obligations of Motorola and Motorola's subcontractors under this Agreement.
Motorola agrees to meet and consult with Gustomer before designating a new or
alternate project manager and allow Customer reasonable right of refusal.
Motorola's project manager shall have authority to negotiate changes in or
amendments to this Agreement on behaif of Nlotorola. In addition, any and all of
Motorola's officers, agents, employees, and subcontractors may, at the option of
Customer, be subject to a security check at any time. Customer shall have the right
to require the removal from Customer's premises any of Motorola's officers, agents,
employees or subcontractors if Customer reasonably determines, such individual's
presence is inappropriate under the circumstances, and Motorola agrees that it will
immediately comply with and assist Cusiomer in such removal. At Cusiomer's
request, Motorola shall promptly provide Customer with the names, dates of birth,
drivers' license numbers and other identification documents required by Customer of
Motorola's officers, agents, employees or subcontractors that will be present on
Customer's premises in order for Motorola to fulfill its obligations under this
Agreement for the purpose of standard background/criminal checks.
H. PROJECT STATUS MEETINGS. From the Effective Date of this Agreement until
Final System Acceptance, Motorola agrees to conduct periodic project status
meetings at locations specified by Customer. These meetings shall be conducted
on not less than a monthly basis and may be conducted more frequently if requested
� M03`O'f+TQLA Page � Motorola
A�ovember 14. 2006
City of FoR Worth, Texas
by Customer and/or Motorola. fViotorola agrees to submit at a minimum monthly
status reports covering such items as progress of work being performed, milestones
attained, problems encountered, corrective actions taken and project financial
status. Each progress report will include status and milestone progress of all
subcontracted work.
Sectian 4 PERFORMA�CE SCHEDULE
A. Motorola and Customer agree to perform their responsibilities in accordance with the
Statement of Work and the Projec.t Timeline and Implementation Scheciule.
Payments are to be activity based / related, not cumulative time based / related. If
payments are tied to deliverables, if the deliverable moves so does the payment.
B. By executing this Agreement, Customer authorizes Motorola to proceed with the
manufacture, assembly, integratian, delivery, installation, and testing of the
Communications System. No further notice to proceed, purchase order,
authorization, resolution, or any other action will be required unless required by
applicable laws or ordinances.
Section 5 PAYMENi SCHEDULE
A. The total contract price for al� equipment, software and services provided under this
Rgreement is not to exceed $95,601.11 for which Customer agrees to make
payments in accordance with the Payment Terms in Exhibit B.
B. Freight charges for all Equipment, software and any and all other products and
supplies provided hereunder are included in the Contract Price. All material to be
shipped FOB Destination.
C. Notwithstanding anything to the contrary in this Agreement, Motorola understands
that Customer has appropriated no more than $95,601.11 for purposes of the
manufacture, assembly, integration, delivery, installation and testing of the
Communications System and all other work or services provided by Motorola or its
subcontractors under this Agreemenf. Motorola understands and agrees that
Customer shall not be liable to Motorola or any of its subcontractors for any sums in
excess of such amount unless Customer's City Council first approves and
appropriates sums in excess of such amount, in which case such additional surrzs
shall also be included as part of the Contract Price as defined and interpreted in this
Agreement.
D. Ail invoices from Motorola shall be submitted to Customer's Project Manager or, in
his or her absence, the Director of Customer's IT Solutions Department. Customer
shall pay invoices for services and deliverables received and approved by Customer
within thirty (30) days of receipt. If Customer has any questions or disputes
regarding such invoices, Motorola shall make Motorola personnel available as
� MOT4RC�LA Page � 1�1o�orola
A�'orember 14, 2006
City of Fort VVorth, Texas
needed to answer or resolve such, and Customer shall be allowed additional time to
pay the questioned or disputed portion of those invoices.
Section 6 TRAII�ING
No training is included in this project.
Section 7 SITES
A. In addition to its responsibilities described in the Statement of Work, Customer
agrees to provide a designated project director, also known as the Project Manager,
procure any necessary construction permits, building permits, zoning variances and the
like, provide access to the sites identified in the Exhibits as requested by Motorola, and
have such sites available for installation of the Equipment by Motorola in accordance
with the performance schedule and Statement of Work.
B. If either Motorola or Customer determines during the course of performance of
this Agreement that the sites identified in the Exhibits are no longer available or desired,
or, if subsurface, structural, adverse environmental or latent conditions at any site differ
from those indicated on the specifications in the Exhibits, Motorola and Customer will
promptly investigate the conditions and in good faith negotiate an equitable solution and,
based on such solution, execute any written amendments to this Agreement or the
Exhibits attached hereto that may be deemed necessary by both parties.
C. If Customer and Motorola determine that any change requested by Customer in
site availability, installation plans, or specifications may require an adjustment in the
Contract Price or in the time required for the performance of this Agreement, the parties
wiil in good faith negotiate an equitable solution and, based on such solution, execute
any writien amendments to this Agreement or the Exhibits attached hereto that may be
deemed necessary by both parties. Amendments will be via the Change Order process
described in "Section 3 Scope of Agreement, Paragraph B. Change Orders."
SECTION 8 FINA� SYSTEM ACCEPTANC�
A. Motorola will perform tests of various components of the Communications System
and a final test of the fully integrated Communications System in accordance with
the Statement of Work/Acceptance Test Plan. Acceptance of the Communications
System will occur upon fihe successful completion of such final testing of the System
as a fully integrated Communications System;. as outlined in and in accordance with
the Statement of Work/Acceptance Test Plan ("System Acceptance"), at which
time both parties shall promptly document any deficiencies, failures, or problems, in
� 1140TOF�ULA Page 6 A9otorola
A'ovember 14. 2006
City of Fort \North, Texas
the form of a Punch List. Final System Acceptance Certificates will not be issued by
the City of Fort Worth until all issues on the Punch List have been resolved to the
sole satisfaction of the City of Fort Worth ("Final System Acceptance"). Customer
shall not unreasonably delay Final System Acceptance. In addition, both parties
shall promptly execute certificates of subsystem acceptance upon the successful
completion of testing of such subsystems, as outlined in and in accordance with the
Acceptance Test Plan attached hereto. Customer and Motorola will jointly prepare a
list of such omissions and variances which Motorola will correct according to an
agreed upon schedule with clearly defined and agreed to due dates. Reference to
`System Acceptance' SHALL NOT equate to `Final System Acceptance'.
Sectian 9 WARRANTY
A. WARRANTY PERIOD. Upon System Acceptance, the System Functionality
representation described below is fulfilled. The Equipment and Motorola Software is
warranted for a period of one (1) year after System Acceptance in accordance with tfie
applicable limited warranties shown below. Customer must notify Motorola in writing if
Equipment or software does not conform to these warranties no later than one month
after the expiration of the Warranty Period.
B. SYSTEM FUNCTIONALITY WARRANTY. Motorola represents that the
Communications System will satisfy the functionai requirements in Exhibit C. Upon
System Acceptance, this System Functionality representation is fulfilled. After System
Acceptance, the Equipment Warranty set forth below and the Software Warranty set
forth in the Software License Agreement will apply in accordance with their terms and
conditions.
Motorola will not be responsibie for perFormance deficiencies of the System caused
by ancillary equipment not furnished or specified for use by Motorola or another
party in accordance with the provisions of this Agreement that is attached to or used
in connection with the System provided hereunder.
Additionally, Motorola will not be responsible for System performance where the
functionality is reduced for reasons beyond Motorola's control including but not
limited to i) an earthquake, adverse atmospheric conditions or other natural causes;
ii) the construction of a building that adversely affects the microwave path reliability
or Radio Frequency (RF) coverage; iii) the addition of additional frequencies at
System sites that cause RF interference or intermodulation; iv) Customer changes to
load usage and/or configuration outside the parameters specified in Exhibit C; v) any
other act outside the scope of the ordinary use of the Communications System by
parties who are beyond Motorola's control, including Customer or its empioyees,
contractors, consultants or agents.
C. EQUIPNIENT WARRANTY. Motorola warrants the Equipment against material
defects in material and workmanship under normai use and service during the
� IisC?T!?R�LA Page % �llororola
Noi�ember 1 l. 2006
City of Fort VVor�h, Texas
Warranty Period. The 1/��arranty Period for non-Motorola manufactured Equipment
will be stated in this section.
At no additional charge and at its option, Motorola will either repair the defective
Equipment, replace the defective Equipment with the same or equivalent Equipment
acceptable to Customer or refund the purchase price of the defective Equipment,
and such action on the part of Matorola will be the full extent of Motorola's liability
hereunder. Repaired or replaced Equipment is warranted for the balance of the
Warranty Period. All defective parts of the Equipment replaced under warranty shall
become the property of Motorola.
THIS WARRANTY DOES NOT APPLY TO
a) Defects or damage resulting from use of the Equipment in other than its normal
and customary manner.
b) Defects or damage occurring from misuse, accident, water, or negiect.
c) Defects or damage occurring from testing, operation, maintenance (except first
line/front line echelon maintenance provided by Customer), installation,
alteration, modification, or adjustment not (i) provided by Motorola pursuan� to
this Communications System Agreement or (ii) otherwise authorized in writing by
Motorola.
d} Breakage or damage to antennas unless caused directly by defects in material
or workmanship.
e) Equipment that has been subjected to unauthorized Equipment modifications,
disassembly or repairs (including the addition to the Equipment of non-Motorola
supplied equipmenf if not authorized by Motorola) which adversely affect
performance of the Equipment or interfere with Motorola's normal warranty
inspection and testing of the Equipment to verify any warranty claim.
f) Equipment that has had the serial number removed or made illegible.
g) Batteries that carry a separate limited warranty.
h) Equipment which, due to illegal or unauthorized alteration of the
software/firmware in the Equipment, does not function in accordance with
Motorola's published specifications or with the FCC type acceptance labeling in
effect for the Equipment at the time the Equipment was initially distributed from
Motorola.
i) Scratches or other cosmetic damage to Equipment surfaces that does not affect
the operation of the Equipment.
Pnge 8 �ltororola
MC3TOFit7LAi A%ovember 14. 2006
City of Fort 1North, Texas
j) Software (which is covered by the Software License Agreement).
k) Normal and customary wear ancf tear.
I) On site response, except where it pertains to specific new equipment, that is
purchased as part of this Agreement.
m) After hours warranty support.
n) Systems diagnostics or response is not included as part of this Agreement.
o) Any services requested that do not pertain to specific equipment that is part of
this Agreement, will be billed at prevailing time and material rates.
D. MOTOROLA SOFTWARE WARRANTY. Motorola Software is warranted in
accordance with the terms of the Software License Agreement attached as Exhibit
A.
E. These express limited warranties as set forth in this Section are extended by
Motorola to the original end user purchasing or leasing the System for commercial,
industrial, or governmental use only, and is not assignable or transferable. These
are the complete warranties for the Equipment and Software provided pursuant to
this Agreement.
F. THESE WARRANTIES ARE GIVEN IN LlEU OF ALL OTHER WARRANTIES.
MOTOROLA DISCLAIMS ALL OTHER WARRANTlES OR CONDITiONS,
EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OR
COND[TIONS OF MERCHANTABILiTY AND FfTNESS FOR A PARTICULAR
PURPOS�.
Section 10 DELAYS
A. Successful project implementation will require cooperation and fairness between the
parties. Because it is impractical to provide for every contingency that may arise
during the course of perFormance of this Agreement, the parties agree to notify the
other in writing if they become aware that any condition will significantly delay
performance. The parties will agree to reasonable extensions of the project schedule
by executing a written change order that may, or may not, have a financial impact.
B. Under no circumstances wili either party be responsible for delays or lack of
performance resulting from events beyond the reasonable control of that party
("Excusable Delays"). Such events include, but are not limited to, acts of God,
weather conditions, compliance with laws and regulations (excluding Customer's
failure to properly and timely apply for all required FCC licenses), governmental
� I!€!3T`ORQLa PC�ge 9 Aloiorola
Norenrber 74. 2006
City of Fort Worth, Texas
action, bid protests, fire, strikes, lock-outs, and other labor disruptions, material
shortages, riots, acts of war, and an Excusable Delay of a Motorola subcontractor.
C. Customer will make available to Motorola the sites when scheduled and Customer
will not otherwise unreasonably delay or prevent Motorola's performance of its
responsibilities. In the event of a Customer delay during the time of shipment,
Motorola may ship the equipment as scheduled to a location as designated by the
Customer or if no such location is designated, a Motorola designated storage facility.
Motorola shall not ship equipment until advised by the City that the site is ready. If
either party materially delays performance under this Agreement, Motorola and
Customer shall discuss the reasons for the particular delay and negotiate in good
faith a solution to address such delay and will execute a written change order that
may, or may not, have a financial impact, ifi appropriate.
Section 11 DEFAULT
A. If Motorola fails to complete delivery, installation or acceptance testing in
accordance with this Agreement, Customer may consider Motorola to be in default,
unless an Excusable Delay has caused such failure. Customer agre�s to give
Motorola written notice of such default. Motorola will have thirty (30) calendar days
from the receipt of such notice to provide a written plan of action that is acceptable
to Customer to cure the default. Such written plan of action shall include milestones
necessary to cure the default and timetables for achieving those milestones and
shall be signed by Motorola and Customer.
B. If Motorola fails to cure the default within the timetables and in accordance with the
plan of action that Customer has accepted, Customer may (i) terminate any
unfulfilled portion of this Agreement and, at Customer's sole option, complete the
Communications System at a quality and to a capability equaling, that specified in
this Agreement through a third party or (ii) if the Communications System or any
component thereof cannot be completed through a third party as provided in
subsection (i) above, demand and receive specific performance by Motorola. If
Customer completes the Communications System through a third party, Customer
may recover all reasonable costs and expenses incurred in the course of completing
the Communications System to a capability not exceeding that specified in the
Agreement, less the unpaid portion of the Contract Price. Customer agrees to use its
best efforts to mitigate such costs. Motorola's liability under this Section is subject to
the limitations of the Section entitled Limitation of Liability of this Agreement.
Section 12 LIABILlTY AND INDEMN{FICATION
A. GENERAL LIABILITY AND INDEMNiTY. MOTOROLA SHALL BE RESPONSIBLE
FOR ANY AND ALL TANGIBLE PROPERTY LOSS OR DAMAGE AN�/OR
PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF
ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT
CAUSED BY THE NEGLIGENi ACT(S) OR OMfSSION(S) OR INTENTIONAL
� MQ,r,O�taLA Page 10 A1oro,•o1a
A'oi�emher 1 t. 2006
City oi Fort Worth, Texas
MISCONDUCT OF MQTOR�LA, fTS OFFiCERS, AGEN7S, SERVANTS,
EMPLOYEES, AND/OR SUBCONTRACTORS, !N THE PERFORMANCE OF �R
RELATED TO THE PERFORMANCE OF THIS AGREEMENT. !N ADDITION,
MOTOROLA SHALL DEF�ND, INDEfJINIFY AND HOLD CUSTOMER HARMLESS
FROM AND AGAfNST ANY AND ALL LAWSUITS, CLAIMS, ACTIONS, DEMAND,
LEABILITIES OR OTHER GOSTS AND EXPENSES WNICH IVIAY AC�RUE
AGAINST CUSTOMER TO THE EXTENT THAT THE SAME ARE CAUSED BY THE
NEGLIGENT ACT(S) OR OMISSION(S) OR lNTENTIONAL MI�CONDUCT OF
MOTOROLA, ITS OFFICERS, AGENTS, SERVANTS, EMPLQYEES, AND/OR
SUBCONTRACTORS. THE TERMS, CONDITIONS AND PROVISIONS OF THIS
PARAGRAPH SHALL SURViVE THE EXPIRATION OR TERMINATiON OF THIS
AGREEMENT.
B. PATENT AND COPYRIGHT INFRINGEMENT. Niotorola will defend, at its own
expense, any suit brought against the Customer to the extent that it is based on a
claim that the Equipment or Motorola Software infringes a patent or copyright, and
Motorola will pay those costs and damages finally awarded against the Customer in
any such suit which are attributable to any such claim, but such defense and
payments are conditioned on the following: i) Motorola must be notified promptly in
writing by Customer of any notice of such claim; ii) Motorola will have sole control of
the defense of such suit and all negotiations for its settlement or compromise; and
iii) should the Equipment or Motorola Software become, or in Motorola's opinion be
likeiy to become, the subject of a claim of infringement of a United States patent or
copyright, Customer will permit Motorola, at its option and expense, either to procure
for Customer the right to continue using the Equipment or Motorola Software or to
replace or modify the same so that it becomes non-infringing. In addition, at
Customer's sole option and directive, Motorola shall grant Customer a credit for the
Equipment or Motorola Software as depreciated and accept its return. The
depreciation amount will be based upon generally accepted accounting standards
for such Equipment and Software. MOTOROLA WILL HAVE NO LIABILITY WITH
RESPECT TO ANY CLAIM OF PATENT OR CQPl�RIGHT INFRINGEMENT TO
THE EXTENT THAT SUGH CLAIM IS BASED lJPON A PATENT OR COPYRIGHT
INFRlNGEMENT ARlSING DERECTLY BECAUSE OF A COMBINATION OF THE
EQU(PMEfVT OR MOTOROLA SOFTWARE FURNlSHED HEREUNDER WITH
SOFTWARE, APPARATUS OR DEVIGES NOT FURNISHED OR SPECIFIED BY
MOTOROLA HEREUNDER, NOR WILL MOTOROLA HAVE ANY LIABILITY FOR
TNE USE OF ANCILLARY EQUIPMENT OR SOFTWARE NOT FURNISHED OR
SPECIFIED BY MOTOROLA AND WHICH IS ATTACHED TO OR USED IN
CONNECTION WtTH THE EQUfPMENT.
Section 13 DISPUTES
A. Motorola and Customer will attempt to settle any claim or controversy arising from
this Agreement through consultation and negotiation in good faith and a spirit of
mutual cooperation. If those attempts fail, the dispute may be mediated by a
� Ii�Tt)T`sJR+D[,.a Page 11 Arolorola
November 14, 2006
City of Foi�t Worth, Texas
mediator chosen jointly by Motorola and Customer within thirty (30) business days
after notice by one of the parties requesting non-binding mediation. If both parties
consent to mediation, Motorola and Customer will share the cost of the mediation
equally. The parties may postpone mediation until they have completed some
specified but limited discovery about the dispute. The parties may also replace
mediation with some other form of non-binding alternate dispute resolution ("ADR")
procedure. Any mediation, ADR procedure or other negotiations or meetings
pertaining to a claim, controversy or problem arising under this Agreement shall be
held at a location in Fort Worth, Tarrant County, Texas.
B. Any dispute that cannot be resolved between the parties through negotiation or
mediation within two (2) months after the date of the initial request for non-binding
mediation may then be submitted by either party to a court of competent jurisdiction
in accordance with Section 16.J of this Agreement. Each party consents to
jurisdiction over it by such a court. The use of any ADR procedures will not be
considered under the doctrine of laches, waiver, or estoppel to affect adversely the
rights of either party. Either party may resort to the judicial proceedings described in
this paragraph prior to the expiration of the two-month ADR period if (a) good faith
efforts to attempt resolution of the dispute under these procedures have been
unsuccessful or (b) interim relief from the court is necessary to prevent serious and
irreparable injury to such party or any of its affiliates, agents, employees, customers,
suppliers, or subcontractors.
Section 14 LIMITATION OF LIABfLITY
Except for personal injury or death, Motorola's total liability to Customer for ciaims or
damages asserted by Customer, whether for breach of contract, warranty, negligence,
strict liability in tort, indemnification, or otherwise, will be limited to the total Contract
Price. {N NO EVENT W{LL MOTOROLA BE LIABLE FOR ANY LOSS OF USE, LOSS
OF TIME, INCONVENIENCE, COMMERCIAL LOSS, LOST PROFITS OR SAVINGS,
OR OTHER SPECIAL, iNCIDENTAL OR CONSEC�UENTIAL DAMAGES IN ANY WAY
RELATED TO OR ARISING FROM THIS AGREEMENT, THE SALE OR USE OF THE
EQUIPMENT, OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT
TO THlS AGREEMENT. This Limitation of Liability will survive the expiration or
termination of this Agreement.
5ection 15 INSURANCE
From the Effective Date of this Agreement until Final System Acceptance, Motorola shall
maintain, in full force and effect, a policy or policies of insurance as specified in this
Section 14 to cover risks related to Motorola's scope of work under this Agreement. At
a minimum, Motorola shall provide coverage of the types and at the limits specified
herein:
• Commercial General Liability: $1,000,000.00 per occurrence; $2,000,000 annual
aggregate;
� hlQ,►`OR,OtR Page 12 Aloiorola
Aoven:ber 1 d. ?006
City of Fort Worth, Texas
• Business Automobile Liability: $1,000,000 combined single limit
• Worker's Compensation: Applicable Statutory Limits
The insurers for all policies must be approved to do business in the State of Texas.
Certificates of Insurance provided by Motorola under this Agreement shall (i) list
Customer as an additional insured and (ii) provide that the respective policy shall not be
canceled, limited in scope or coverage, or non-renewed until after thirty (30) days prior
written notice has been give to the Risk Manager, City of Fort Worth, 1000
Throckmorton Street, Fort Worth, Texas 76102. Motorola shall provide Customer with a
copy of its Certificate(s) of Insurance prior to the effective date of this Agreement.
Section 16 Termination
Customer may terminate this Agreement, in whole or in part, at any time and for any
reason following at least thirty (30) calendar days' advance written notice to Motorola.
Customer shall pay Motorola for (i) aII Equipment provided and services and other work
performed by Motorola through the effective date of termination; (ii) actual and
reasonable expenses incurred by Motorola in the removal of installation and test
equipment from Customer's premises; and (iii) any actual and reasonable costs which
may be borne by Motorola in the early and abrupt termination for convenience of
subcontracts, provided that Customer has approved in writing the provisions of such
subcontracts that relate to termination by Motorola or liquidated damages or other
financial obligations of Motorola due to termination by Motorola, which approval shall not
unreasonably be withheid.
Section 17 FCC Licenses
Customer will obtain and comply with all Federal Communications Commission ("FCC")
licenses and authorizations required for the installation, operation and use of the System
before the scheduled installation of the Equipment. Although Motorola might assist
Customer in the preparation of its FCC license applications, neither Motorola nor any of
its employees is an agent or representative of Customer in FCC or other matters.
Section 18 GENERAL
A. TITLE AND RISK OF LOSS. Title to respective Equipment will pass to Customer
upon delivery to Customer's facilities. Full risk of loss, however, shall not pass to
Customer until completion of the Installation of Equipment Milestone set forth in
Exhibit B provided, however, that after delivery of Equipment to Customer's facilities
but before payment by Customer to Motorola for that Equipment, Customer shall be
responsible for any losses or damages to Equipment to the extent that such are
directly caused by the negligent act(s) or omission(s) or intentional misconduct of
� �Q�,�� pt� Page 13 Mo�orola
Norember 14. 2006
City of Fort Worth, Texas
Customer, its officers, agents, servants and/or employees. Title to Software will not
pass to Customer at any time.
B. TAXES. The purchase price does not include any amount for federal, state, or local
excise, sales, lease, service, rental, use, property, occupation, or other taxes, all of
which (other than federal, state, and local taxes based on Motorola's income or net
worth) wili be paid by Customer except as exempt by law.
C. CONFIDENTIAL INFORMATION. Customer and Motorola will not disclose to third
parties any material or information that is identified by either party to the other as
proprietary and confidential ("Confideniial Information") without the other party's
prior written permission unless required by law; provided, however, that Customer
may disclose Confidential Information of Motorola to Customer's employees, agents,
consultants and other contractors, in which case Customer shall identify to such
parties the nature and obligations of Customer with respect to that Confidential
Information. Notwithstanding the foregoing, Motorola understands and
acknowledges that the Customer is a public entity under the laws of the State of
Texas, and as such, all information held by Customer or that customer has a right of
access to is subject to public disclosure under Chapter 552 of the Texas
Government Code. Customer may be required to disclose information that may
reveal Motorola proprietary information to third parties under the Texas Government
Code or by any other legal process, law, rule or judicial order by a court of
competent jurisdiction. If either Customer or Motorola is required by law to disclose
such material or information, the disclosing party will notify the other party prior to
such disclosure.
D. DISCLAIMER OF LICENSE. Except as explicitly provided in the Motorola Software
License Agreement included in Exhibit A, nothing in this Agreement will be deemed
to grant, either directly or by implication, estoppel, or otherwise, any license or right
under any patents, patent applications, copyrights, trade marks, trade secrets or
other intellectual property of Motorola.
E. ASSIGNABILITY. This Agreement may not be assigned by either party without the
prior written consent of the other party except that Motorola may assign this
Agreement to any of its affiliates or its right to receive payment following at least
thirty (30) days' advance written notice to Customer.
F WAIVER. Failure or delay by either party to exercise any right or power under this
Agreement will not operate as a waiver of such right or power.
G. SEVERABILITY. If any portion of this Agreement is held to be invalid or
unenforceable, that provision will be considered severable and the remainder of this
Agreement will remain in full force and effect as if the invalid provision were not part
of this Agreement.
� MpT`CiRQLA Page 141�toto�•ola
Novenrber 14. 2006
City of Fort Worth, Texas
H. HEADINGS AND SECTION REFERENCES. The headings given to the sections
of this Agreement are inserted only for convenience and are not to be construed as
part of this Agreement or as a limitation of the scope of the particular Section to
which the heading refers.
ENTIRE AGREEMENT. This Agreement (including the Exhibits) constitutes the
entire agreement of the parties regarding the subject matter of this Agreement and
supersedes all previous agreements and understandings, whether written or oral,
relating to such subject matter. This Agreement may be altered; a�ended, or
modified only by a written instrument signed by the duly authorized representatives
of both parties.
GOVERNING LAW AND VENUE. This Agreement will be governed by and
construed in accordance with the laws of the State of Texas. Venue for any action
arising under or related to the terms and conditions of this Agreement shall lie in
state courts located in Tarrant County, Texas or in the United States District Court
for the Northern District of Texas, Fort Worth Division.
K. NOTICES AND CORRESPONDENCE. Notices authorized or required under this
Agreement must be in writing and, along with all written correspondence, mailed via
United States Mail, certified, return receipt requested, to the below addresses:
City of Fort Worth
Attn: Project Manager
IT Radio & Infrastructure
Services
1000 Throckmorton
Fort Worth, TX 76102
Motorola, Inc.
Attn: Law Department
6450 Sequence Drive
San Diego, CA 92121
As to written correspondence from one party to the other that concerns or is related
to the clarification, proposed solution or any other situation requiring a written
response from the other party, both Motorola and Customer shall have a maximum
of ten (10) business days from receipt to respond in writing to such correspondence.
If the receiving party believes that the contents of such correspondence does not
conform to the requirements of this Agreement, or otherwise disagrees with such
correspondence, it shall notify the sending party in writing within the above-stated
ten (10) business days, defining in detail such non-acceptance.
In the event that the receiving party finds the content of
conformance to the requirements of this Agreement, it shall
ten (10) business days, notify sending party in writing
notification shall constitute acceptance .of the content
delivered.
� MC3T`ORC?LA
the correspondence in
, within the above stated
of this fact, and such
of the correspondence
Page 1 S 1�Iotorola
�o��ember 14. 2006
City of Fort Worth, Texas
Because certain Agreement deliverable documents requiring Customer's approval
may require more than ten (10) business days for Customer to complete its review
process, Customer may have up to thirty (30) business days to review and approve
documents and manuals relating to the functional specification and administration of
the System or any portion thereof.
L. COPIES. Customer shall have the right to make as many copies of Motorola's
written application system documentation as necessary for Customer's own internal
use (including, but not limited to, any consultants or other contractors retained by
Customer for assistance related to this Agreement or the Communications System)
except as prohibited by copyright restriction. Customer agrees that authorized
copies will contain any trade secret notice found in Motorola's original document. In
addition, Customer shall have the right to make as many copies of any user
manuals, technical manuals, maintenance manuals or other similar types of
docUments provided by Motorola under this Agreement as necessary for Customer's
own internal use. Customer shall also have the right to make copies of Motorola's
software programs and documentation except as may be specifically prohibited
under the Software License Agreement.
M. MOTOROLA SUBCONTRACTORS AND SUPPLIERS. Motorola may not
subcontract with a third party for the provision of any services or materials whose
value or cost exceeds $1,000.00 without the advance written consent af Customer
which consent will not be unreasonably withheld. Motorola will enter into written
contracts with all subcontractors that are approved by Customer, which contracts
shall incorporate this Agreement for all purposes. In no event shall Customer's
approval of any subcontractor of Motorola relieve Motorola of its responsibilities and
obligations under this Agreement. Throughout this Agreement and all Exhibits
attached hereto, references to the duties and obligations of a specific subcontractor
of Motorola shall also be fully binding on and enforceable against Motorola as if
Motorola itself were providing the services or supplies provided by the subcontractor.
N. DISASTER RECOVERY. In the event a disaster or accident beyond Customer's
control impairs the operation of the System, Motorola shall use its best efforts to
help Customer restore operations as quickly as possible at rates not to exceed those
set forth in or calculated in accordance with those in the Service Agreement or those
last paid by Customer for similar services.
O. SECTIONS SURVIVING TERMINATION OR FINAL SYSTEM ACCEPTANCE. The
terms and conditions of Sections 8, 10, 11, 12, 13, 16.J shall survive the termination
date of and/or date of Final System Acceptance under this Agreement.
P. RIGHT TO AUDIT. Motorola agrees that Customer shall, until the expiration of three
(3) years after final payment under this contract, have access to and the right to
examine and photocopy any directly pertinent books, documents, papers and
records of Motorola involving transactions relating to this contract. Customer may
send a representative to a Motorola facility during normal business hours to conduct
� M¢TQRC?LA Page 16 Mo�orola
N'orember 14. 2006
City of Fort lNorth, Texas
such limited review, or at Customer's request Motorola will provide copies of the
specific documents to Customer's location for its review. Motorola books and
records provided to Customer pursuant to this provision shall not be used,
duplicated or disclosed to any other third party without the express written
permission of Motorola, unless required by law. In no circumstances will Motorola
be required to create or maintain documents not kept in the ordinary course of
Motorola's business operations, nor will Motorola be required to disclose any
information, including but not limited to product cost data, which it considers
confidential or proprietary to Motorola. Motorola agrees that Customer shall have
access during normal working hours to all necessary Motorola facilities and shall be
provided adequate and appropriate workspace in order to conduct audits in
compliance with the provisions of this section. Customer shall give Motorola
reasonable advance notice of intended audits.
(a) Motorola further agrees to include in all its subcontractor agreements hereunder
a provision to the effect that the subcontractor agrees that Customer shall, until
the expiration of three (3) years after final payment under the subcontract, have
access to and the right to examine and photocopy any directly pertinent books,
documents, papers and records of such subcontractor, subject to the provisions
of Paragraph P above, involving transactions to the subcontract, and further,
that Customer shall have access during normal working hours to all
subcontractor facilities, and shall be provided adequate and appropriate
workspace, in order to conduct audits in compliance with the provisions of thrs
article together with subsection (3) hereof. Customer shall give subcontractor
reasonable advance notice of intended audits.
(b) Motorola and subcontractor agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Motorola and or
subcontractor for the cost of copies at the rate published in the Texas
Administrative Code in effect as of the time copying is performed.
Q. HOUSTON GALVESTON AREA COUNCIL. This Agreement is being entered into
pursuant to certain terms and conditions of the Houston Galveston Area Council
("HGAC") Radio Communication, Command, Control and Interoperability Equipment
Agreement with Motorola, identified as Contract RA01-06 ("HGAC ContracY'). The
HGAC Contract shall be attached hereto as Exhibit E and incorporated by reference by
all purposes herein. If there is any conflict between the terms and conditions of the
HGAC Contract, and this Agreement, this Agreement shall control.
/'�\ �Q,�¢��L� Page 1 % �19ororola
�r A%orember 14, 2006
City of Fort Worth, Texas
In witness whereof, the parties have caused duly authorized representatives to execute
this Agreement in multiples on the dates set forth below. � �
IN WITNESS WHEREOF:
City of Fort Worth
By. � ;
Name: Karen L. Montgomery
Title: Assistant City Manager/CFO
Date: -�1 �" Z,i - Q �l
Approved�as to Form and Legality:
g : 3 Z� �3-
�
Assistant City Attorney
M&c: C-dlysl� ; 3�Le�-
Attest•
By:
City Secretary
i
Motorola, In �
� `���'6
By.
Name: �U;Lc ( � ��eCS�
Title: 1"� ��.1 �"��Cs� ;��=� �C�i 1�
Date: ���� —� D _
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'�:�'::%'J:U�'ll�� �i.L�:o
� MOTQROLA PC7�B ]8 Motoroln
N'ovember 19, 2006
City of Fort Worth, Texas
EXHIBIT A
SOFTWARE LICENSE AGREEMENT
Page 19 Movo�•ola
� MQT['�R4LA November 14. 2006
Exhibit A
Software License Agreement
In this Exhibit A, the term "Licensor" means Motorola, Inc., ("Motorola"); "Licensee," means the Customer;
"Primary Agreement" means the agreement to which this exhibit is attached; and "Agreement" means this
Exhibit and the applicable terms and conditions contained in the Primary Agreement. The Parties agree
as follows:
Section 1 SCOPE
Licensor will provide to Licensee proprietary software; or radio communications, computer, or other
electronic products ("Products") containing embedded or pre-loaded proprietary software; or both.
"Software" means proprietary software in object code format, and adaptations, translations, de-
compilations, disassemblies, emulations, or derivative works of the software, and may contain one or
more items of software owned by a third party supplier ("Third Party Software"). Product and Software
documentation that specifies technical and performance features and capabilities, and the user, operation
and training manuals for the Software (including all physical or electronic media upon which this
information is provided) are collectively referred to as "Documentation." This Agreement contains the
terms and co.nditions pursuant to which Licensor will license to Licensee, and Licensee may use, the
Software and Documentation.
Section 2 GRANT OF LICENSE
Subject to Section 1, Licensor hereby grants to Licensee a personal, non-transferable (except as
permitted in Section 8 below), limited, and non-exclusive license under Licensor's applicable proprietary
rights to use the Software and related Documentation for the purposes for which they were designed and
in accordance with the terms and conditions of this Agreement. The license does not grant any rights to
source code.
Section 3 LIMITATIONS ON USE
3.1. Licensee may use the Software only for Licensee's internal business purposes and only in
accordance with the Documentation. Any other use of the Software is strictly prohibited. Licensee may
not for any reason modify, disassemble, peel components, decompile, otherwise reverse engineer or
attempt to reverse engineer, derive source code, create derivative works from, adapt, translate, merge
with other software, copy, reproduce, distribute, or export any Software or permit or encourage any third
party to do so, except that Licensee may make one copy of Software provided by Licensor to be used
solely for archival, back-up, or disaster recovery purposes. Licensee must reproduce all copyright and
trademark notices on all copies of the Software and Documentation.
3.2. Licensee may not copy onto or transfer Software installed in one Product device onto another
device. Notwithstanding fhe preceding sentence, Licensee may temporariiy transfer Sottware insiailed on
one device onto another if the original device is inoperable or malfunctioning, if Licensee provides written
notice to Licensor of the temporary transfer and the temporary transfer is discontinued when the original
device is returned to operation. Upon Licensor's written request, Licensee must provide to Licensor a
written list of all Product devices in which the Software is installed and being used by Licensee.
3.3. Concerning Motorola's Radio Service Software ("RSS"), if applicable, Licensee must purchase a
copy for each location at which Licensee uses RSS. Licensee's use of RSS at an authorized location
does not entitle Licensee to use or access the RSS remotely. Licensee may make one additional copy
for each computer owned or controlled by Licensee at each authorized location. Upon Licensor's written
request, Licensee must provide to Licensor a written list of all locations where Licensee uses or intends to
use. RSS.
Motorola.SLA.Exhibit Aformat.FINAL.1.10.05.revision.doc
Section 4 OWNERSHIP AND TITLE
Title to all copies of Sofiware will not pass to Licensee at any time and remains vested exclusively in the
copyright owner. The copyright owner owns and retains all of its proprietary rights in any form concerning
the Software and Documentation, including all rights in patents, patent applications, inventions,
copyrights, trade secrets, trademarks, trade names, and other intellectual properties (including any
corrections, bug fixes, enhancements, updates, or modifications to or derivative works from the Software
whether made by Licensor or another party, or any improvements that result from Licensor's processes
or, if applicable, providing information services). Nothing in this Agreement is intended to restrict the
proprietary rights of Licensor or to grant by implication or estoppel any proprietary rights. All intellectual
property developed, originated, or prepared by Licensor in. connection with providing to Licensee
Software, Products, Documentation, or related services remain vested exclusively in Licensor, and this
Agreement does not grant to Licensee any shared development rights of intellectual property.
Section 5 CONFIDENTIALITY
Licensee acknowledges that the Software and Documentation contain Licensor's valuable proprietary and
Confidential Information and are Licensor's trade secrets, and that the provisions in the Agreement
concerning Confidential Information apply.
Section 6 LIMITED WARRANTY
6.1. The commencement date and the term of the Software warranty will be as stated in the Primary
Agreement, except that the Warranty Period for LiveScan software will be 90 days; and for application
Software that is provided on a per unit basis, the Warranty Period for subsequent units licensed is the
remainder (if any) of the initial Warranty Period or, if the initial Warranty Period has expired, the remainder
(if any) of the term of the applicable Software Maintenance and Support Agreement.
6.2. During the applicable Warranty Period, Licensor warrants that the unmodified Software, when
used properly and in accordance with the Documentation and this Agreement, will be free from a
reproducible defect that eliminates the functionality or successful operation of a feature critical to the
primary functionality or successful operation of the Software. Whether a defect occurs will be determined
solely with reference to the Documentation. Licensor does not warrant that Licensee's use of the
Software or Products will be uninterrupted or error-free or that the Software or the Products will meet
Licensee's particular requirements. Warranty claims are described in the Primary Agreement.
6.3. LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING
THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. THE TRANSACTION COVERED BY THIS AGREEMENT IS A LICENSE AND NOT A SALE
OF GOODS.
Section 7 LIMITATION OF LIABILITY
The Limitation of Liability provision is described in the Primary Agreement.
Section 8 TRANSFERS
Motorola.SLA.Exhibit Aformat.FINAL.1.10.05.revision.doc
Licensee will not transfer Software or the related Documentation to any third party without Licensor's prior
written consent, which consent may be withheld in Licensor's reasonable discretion and which may be
conditioned upon the transferee paying all applicable license fees and agreeing to be bound by this
Agreement. Notwithstanding the preceding sentence, if Licensee transfers ownership of radio Products
to a third party, Licensee may assign its rights to use the Software (other than Radio Service Software
and Motorola's FLASHportO Software) embedded in or furnished for use with those radio Products if
Licensee transfers all copies of the Software and the related Documentation to the transferee, and the
transferee executes a transfer form to be provided by Licensor upon request (which form obligates the
transferee to be bound by this Agreement).
Section 9 TERM AND TERMINATION
Licensee's right to use the Software and Documentation will begin when this Agreement is mutually
executed by both parties and will continue during the life of the Products in which the Software is used,
unless Licensee breaches this Agreement in which case it will be terminated immediately upon notice by
Licensor. Licensee acknowledges that Licensor has made a considerable investment of resources in the
development, marketing, and distribution of its proprietary Software and Documentation and that
reasonable and appropriate limitations on Licensee's use of the Software and Documentation are
necessary for Licensor to protect its investment, trade secrets, and valuable intellectual property rights
concerning the Software and Documentation, Licensee also acknowledges that its breach of this
Agreement will result in irreparable harm to Licensor for which monetary damages would be inadequate.
In the event of a breach of this Agreement and in addition to termination of this Agreement, Licensor will
be entitled to all available remedies at law or in equity (including immediate injunctive relief and
repossession of all non-embedded Software and associated Documentation unless Licensee is a Federal
agency of the lJnited States Government). Within thirty (30) days after termination of this Agreement,
Licensee must certify in writing to Licensor that all copies of the Software and Documentation have been
returned to Licensor or destroyed and are no longer in use by Licensee.
Section 10 NOTICES
Notices are described in the Primary Agreement.
Section 11 UNITED STATES GOVERNMENT LICENSING PROVISIONS
If Licensee is the United States Government or a United States Government agency, then this section
also applies. Licensee's use, duplication or disclosure of the Software and Documentation under
Licensor's copyrights or trade secret rights is subject to the restrictions set forth in subparagraphs (c)(1)
and (2) of the Commercial Computer Software-Restricted Rights clause at FAR 52.227-19 (JUNE 1987),
if applicable, unless they are being provided to the Department of Defense. If the Software and
Documentation are being provided to the Department of Defense, Licensee's use, duplication, or
disclosure of the Software and Documentation is subject to the restricted rights set forth in subparagraph
(c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 (OCT
1988), if applicable. The Software and Documentation may or may not include a Restricted Rights notice,
or other notice referring to this Agreement. The provisions of this Agreement will continue to apply, but
only to the extent that they are consistent with the rights provided to the Licensee under the provisions of
the FAR or DFARS mentioned above, as applicable to the particular procuring agency and procurement
transaction.
Section 12 GENERAL
12.1. COPYRIGHT NOTICES. The existence of a copyright notice on the Software will not be
construed as an admission or presumption that public disclosure of the Software or any trade secrets
associated with the Software has occurred.
12.2. COMPLIANCE WITH LAWS. Licensee will comply with all applicable laws and regulations,
including export laws and regulations of the United States. Licensee will not, without the prior
Motorola.SLA.Exhibit Aformat.FINAL.1.10.05.revision.doc
authorization of Licensor and the appropriate governmental authority of the United States, in any form
export or re-export, sell or resell, ship or reship, or divert, through direct or indirect means, any item or
technical data or direct or indirect products sold or otherwise furnished to any person within any territory
for which the United States Government or any of its agencies, at the time of the action, requires an
export license or other governmental approval. Violation of this provision will be a material breach of this
Agreement, permitting immediate termination by Licensor.
12.3. ASSIGNMENTS. Licensor may assign any of its rights or subcontract any of its obligations under
this Agreement, or encumber or sell any of its rights in any Software, without prior notice to or consent of
Licensee.
12.4. GOVERNING LAW. This Agreement will be governed by the laws of the United States to the
extent that they apply and otherwise by the laws of the State to which the Software or Products are
shipped if Licensee is a sovereign government entity, or the laws of the State of illinois if Licensee is not a
sovereign government entity.
Motorola.SLA.Exhibit Aformat.FINAL.1.10.05.revision.doc
City of Fort Worth, Texas
EXHIBIT B
PAYMENT TERMS
100%.OF EQUIPMENT ($19,438.68) UPON SHIPMENT OF EQUIPMENT
100% OF SERVICES AND HG�C FEE ($76,162.43) UPON DELIVERY OF SERVICES
� MOT(3RCiLA PLt�e 21 l�lotorola Confide�alial Propr•ielm��
A'oven:ber 14, 2006
lM�tC�°T'[]►R��A
irrtellig�nce �very�vhere'"
CITY OF FORT WORTH, TEXAS
DISPATCH SYSTEM INTEROPERABILITY UPGRADE
SYSTEM DESCRIPTION
EXHI�IT C-1
Motorola Weste��n Division Systems integ� ation
REVISION HISTORY:
File: CFW COG Upgrade S}�stem Description Rev 5 032107.doc
Cit}� of Fort Wortlz
City of Fort Worth RFP 06-0245
Dispatch System Interoperability Upgrade
System Description
Overview
This project is in response to City of Fort Worth RFP
06-0245, System Upg�•ade of a Dispatch Console
System. This includes hardware and pro�-amming
modifications to the Bolt Street dispatch Center to
accommodate two additional conventional stations.
Equipment
This project will consist of the following equipment:
Bolt Street
• Two (2) base interface modules (BIMs),
• One (1) VHF XTL5000 consolette conirol
station.
• One (1) 2W E&M card for an existing channel
bank.
• One (1) VHF antenna network installed at the top
level of the adjacent tower. (RFS Model
BA1312-1)
Rolling Hills
• One (1) CDM1550 LIHF control station to
operate on the Benbrook & Burleson systems.
Radio is also capable of operating in LTR
trunking mode.
• One (1) 2W E&M card for an e�isting channel
bank.
• Two (2) RDL Model STD-600 audio bridges
with rack mount chassis.
• One (1) tone remote adapter to provide control of
the LIHF control station.
• One (1) LJHF antenna netwark installed at the
200' level of the tower. Additional cost will be
required if antenna is mounted at a higher level.
(Decibel Model DB633-C)
Page 1
Audio Circuit Requirements
This upgrade will require audio circuits from the Bolt
Street dispatch center to Rolling Hills. In order to
provide future dual control and monitoring by the
Alternate PSAP dispatch center simultaneously, these
will be 2W circuits as previously implemented.
Transmit and Receive sig�als will be carried on
individual circuits and bridged at the remote
locations. Motorola is providing 2W E&M cards for
the Premisys channel banks but the City of Fort
Worth will be responsible for providing the channel
banks or slot capacity, installing the cards,
programming the channel banks, and providing
circuit demarcations with RJ45 jacks.
UHF LTR Operatio�t
The RFP specifies future LTR operation for the UHF
station installed at Rolling Hills. Motorola is
providing a CDM1550 mobile control station which
is capable of operating on a LTR system. The City of
Fort Worth will be responsible for the future
programming and operational verification of this
feature.
Grou�rding
All equipment and racks supplied for this project will
be connected to the existing ground network at each
of the sites.
System Impact
The impact to public safety operations will be kept to
a minimum. However, dispatch operatar positions
will be out of service individually for short periods of
time during programming. A detailed implementation
plan will be presented during the design review
meetings. This plan will provide sufficient
information that can be used in the City's Change
Management Process.
AC Power Requireme�rts
Each of the control stations at the 2 sites will require
a separate 20 amp circuit. The City of Fort Worth will
be responsible for providing these circuits terminated
to within 3 feet of the associated equipment.
Motorola will provide rack mount, surge protected
City of Fort Worth
Dispatclt S►�stent Lrteroperability Upgrnde
AC outlets but it will be the City's responsibility to
wire and power the devices.
Equipme�r/ brstallatiofr
Site walks have not been conducted for this project
due to the short time frame. Therefore assumptions
have been made that adequate space is available in
existing racks or space is available for additional
racks. There must also be sufficient card slot and
system capacity in the console CEBs and channel
Page 2
banks to handle the requirements of this up�rade. If it
is determined that physical space and/or system
capacity is inadequate, it will be the City's
responsibility to upgrade and/or expand with
additional racks as needed to eliminate the deficiency.
Tower Capacit��
The City will be responsible for obtaining
engineering structura] analysis on the towers at
Rolling Hills and Bolt Street. If any of these
structural analysis shows a deficiency, it will be the
City's responsibility to modify and strengthen the
towers as needed to accommodate the antennas
specified in this proposal.
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int�eftigence everyvvhere"
CITY OF FORT WORTH, TEXAS
DISPATCH SYSTEM INTEROPERABILITY UPGRADE
STATEMENT OF WORK
EXHIBIT C-Z
REVISION HISTORY:
Q Use or disclosure of this proposal is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
12/4/O6
1-1
City of Fort Worth
Dispatch System Interoperability Upgrade
'I. STATEMENT OF WORK
�.1 CONTRACT
1.1.1 Contract Award (Milestone)
1.1.2 The Customer and Motorola execute the contract
and both parties receive all the necessary
documentation.
1.1.3 Contract Administration
Motorola Responsibilities:
♦ Assign a Project Manager, as the single point of contact with authority to make
project decisions.
♦ Assign resources necessary for project implementation.
♦ Set up the project in the Motorola information system.
♦ Schedule the project kick-off ineeting with the Customer.
Customer Responsibilities:
♦ Assign a Project Manager, as the single point of contact responsible for Customer
signed approvals.
♦ Assign other resources necessary to ensure completion of project tasks for which
the Customer is responsible.
Completiorr Crite��ia:
♦ Motorola internal processes are set up for project management.
♦ Both Motorola and the Customer assign all required resources.
♦ Project kickoff ineeting is scheduled.
1.1.4 Project Kickoff
Motorola Responsibilities:
♦ Conduct a project kickoff ineeting during the Contract Design Review (CDR)
phase of the project.
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December 5, 2006
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QMOTOROLA
c�t�� of Forr u�o�•tjt
♦ Ensure key project team participants attend the ineeting.
♦ Introduce all project participants attending the meeting.
♦ Review the roles of the project participants to identify communication flows and
decision-making authority between project participants.
♦ Review the overall project scope and objectives with the Customer.
♦ Review the resource and scheduling requirements with the Customer.
♦ Review the Project Schedule with the Customer to address upcoming milestones
and/or events.
♦ Review the teams' interactions (Motorola and the Customer), meetings, reports,
milestone acceptance, and the Customer's participation in particular phases.
Customer Responsibilities:
♦ The Customer's key project team participants attend the meeting.
♦ Review Motorola and Customer responsibilities.
Completio» C��ite�•ia:
♦ Project kick-off ineeting completed.
♦ Meeting notes identify the next action items.
1.2 CONTRACT DESIGN REVIEVif (CDR�
1.2.1 Review Contract Design
Motorola Responsibilities:
♦ Meet with the Customer project team.
♦ Review the operational requirements and the impact of those requirements on
various equipment configurations.
♦ Establish a defined baseline for the system design and identify any special product
requirements and their impact on system implementation.
♦ Review the System Design, Statement of Work, Project Schedule, and
Acceptance Test Plans, and update the contract documents accordingly.
♦ Discuss the proposed Cutover Plan and methods to document a detailed
procedure.
♦ Submit design documents to the Customer for approval. These documents form
the basis of the system, which Motorola will manufacture, assemble, stage, and
install.
♦ Provide minimum acceptable performance specifications for microwave, fiber, or
copper links
Q Use or disclosure of this proposal is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
December 5, 2006
1-3
Cit3� of Fort i'Vorth
Dispatclr System Interoperabilit�� Upgrade
♦ Establish demarcation point (SUPPLIED BY THE MOTOROLA SYSTEM
ENGINEER) to define the connection point between the Motorola-supplied
equipment and the Customer-supplied link(s) and external interfaces.
♦ Finalize site acquisition and development plan.
• Conduct (updated) site evaluations to capture site details of the system design
and to determine site readiness (when necessary).
• Determine each site's ability to accommodate proposed equipment based
upon physical capacity.
• If applicable, test existing equipment with which Motorola equipment will
interface.
♦ Prepare Site Evaluation Report that summarizes findings of above-described site
evaluations.
Restrictions:
• Motorola assumes no liability or responsibility for inadequate frequency
availability or frequency licensing issues.
• Motorola is not responsible for issues outside of its immediate control. Such
issues include, but are not restricted to, improper frequency coordination by
others and non-compliant operation of other radios.
• Motorola is not responsible for co-channel interference due to errors in
frequency coordination by APCO or any other unlisted frequencies, or the
improper design, installation, or operation of systems installed or operated by
others.
• If, for any reason, any of the proposed sites cannot be utilized due to reasons
beyond Motorola's control, the costs associated with site changes or delays
including, but not limited to, re-engineering, frequency re-licensing, site
zoning, site permitting, schedule delays, site abnormalities, re-mobilization,
etc., will be paid for by the Customer and documented through the change
order process.
Customer Responsibilities:
♦ The Customer's key project team participants attend the meeting.
♦ Make timely decisions, according to the Project Schedule.
♦ Frequency Licensing and Interference:
As mandated by FCC, the Customer, as the licensee, has the ultimate
responsibility for providing all required radio licensing or licensing
modifications for the system prior to system staging. This responsibility
includes paying for FCC licensing and frequenc3� coordination fees.
Provide the FCC "call sign" station identifier for each site prior to system
installation.
Completion CT�iteYia:
Use or drsclosure of this proposal is subject to the restrictions on the title page.
Motorola Confidential Proprietary
December 5, 2006
1-4
QMOTOROLA
City of Fort N'oi•tli
♦ Complete Design Documentation, which may include updated System
Description, Equipment List, system drawings, or other documents applicable to
the project.
♦ Incorporate any deviations from the proposed system into the contract documents
accordingly.
♦ The system design is "frozen," in preparation for subsequent project phases such
as Order Processing and Manufacturing.
♦ A Change Order is executed in accordance with all material changes resulting
from the Design Review to the contract.
1.2.2 Design Approval (Milestone)
♦ The Customer executes a Design Approval milestone document.
1.3 ORDER PROCESSING
1.3.1 Process Equipment list
Motorola Responsibilities:
♦ Validate Equipment List by checking for valid model numbers, versions,
compatible options to main equipment, and delivery data.
♦ Enter order into Motorola's Customer Order Fulfillment (COF) system.
♦ Create Ship Views, to confirm with the Customer the secure storage location(s) to
which the equipment will ship. Ship Views are the mailing labels that carry
complete equipment shipping information, which direct the timing, method of
shipment, and ship path for ultimate destination receipt.
♦ Create equipment orders.
♦ Reconcile the equipment list(s) to the Contract.
♦ Procure third-party equipment if applicable.
Customer Responsibilities:
♦ Approve shipping location(s).
♦ Complete and provide Tax Certificate information verifying tax status of shipping
location.
Completion C�•ite�-ia:
♦ Verify that the Equipment List contains the correct model numbers, version,
options, and delivery data.
♦ Trial validation completed.
♦ Bridge the equipment order to the manufacturing facility.
Q Use or disclosure of this proposal is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
December 5, 2006
1-5
City of Fort Worth
DispatcJz S1�stem �izterope�•abilit�� Upgrade
`��
1.5
MANUFACTUR/NG
1.4.1 Manufacture Motorola Fixed Network Equipment
MotoT•ola Responsibilities:
♦ Manufacture the Fixed Network Equipment (FNE) necessary for the system based
on equipment order.
Customer Responsibilities:
♦ None.
Completion Crite��ia:
♦ FNE shipped to the field.
1.4.2 Manufacture Non-Motorola Equipment
Motorola Responsibilities:
♦ Manufacture (third party equipment suppliers) non-Motorola equipment necessary
for the system based on equipment order.
Custon�er Responsibilities:
♦ None.
Completion Crite�•ia:
♦ Ship non-Motorola manufactured equipment to the field.
C/VIL WORK FOR THE CUSTOMER PROV/DED
FACILIT/ES
Motorola Responsibilities:
♦ Provide electrical requirements for each equipment rack to be installed in the
Customer-provided facilities.
Use or disclosure of this proposal is subject to the restrictions on the title page.
Motorola Confidential Proprietary
December 5, 2006
1-6
QMOTOROLA
Ci�j� of Fort T�Vortlr
♦ Provide heat load for each equipment rack to be installed in the Customer
provided facilities.
Custon�er Responsibilities:
♦ Secure site lease/ownership, zoning, permits, regulatory approvals, easements,
power, and Telco connections.
♦ Provide clear and stable access to the sites for transporting electronics and other
materials. Su�cient site access must be available for trucks to deliver materials
under their own power and for personnel to move materials to the facility without
assistance from special equipment.
♦ Supply adequately sized electrical service, backup power (UPS, generator,
batteries, etc.) including the installation of conduit, circuit breakers, outlets, etc.,
at each equipment location. Provide AC power (dedicated 20 Amp AC outlets -
simplex with ground) for each major piece of equipment within 6 feet of the
location of the Motorola-supplied equipment, including the associated electrical
service and wiring (conduit, circuit breakers, etc.) or wire circuits to Motorola
provided rack mounted AC surge panels.
♦ Provide adequate HVAC, site grounding, lighting, cable routing, and surge
protection (also, among existing and Motorola-provided equipment) based upon
Motorola's R-56 Standards and Guidelines for Communication Sites. Ceiling
(minimum 9 feet) and cable tray heights (minimum 8 feet) in the equipment
rooms in order to accommodate 7-foot, 6-inch equipment racks.
♦ Provide floor space and desk space for the System equipment at the Customer-
provided facilities. Each rack shall be provided a minimum of 24-inch � 24-inch
footprint with 36 inches clearance in the front and back.
♦ Relocate existing equipment, if needed, to provide required space for the
installation of Motorola-supplied equipment.
♦ Provide additional racks if needed.
♦ Bring grounding system up to Motorola's R-56 Standards and Guidelines for
Communication Sites and supply a single point system ground, of 5 ohms ar less,
to be used on all F`NE supplied under the Contract. Supply grounding tie point
within 10 feet from the Motorola-supplied equipment.
♦ Provide all necessary wall or roof penetrations on existing buildings for antenna
coax and microwave waveguide (if applicable) for main transmitter antennas,
microwave radios, and control station Yagi antennas.
♦ Provide obstruction-free area for the cable run between the demarcation point and
the communications equipment.
♦ Resolve any environrnental issues including, but not limited to, asbestos,
structural integrity (rooftop, water tank, tower, etc.) of the site, and any other
building risks. (Resolve environmental or ha.zardous material issues).
♦ Arrange for space on the tower for installation of new antennas at the proposed
heights.
Q Use or disclosure of this proposal is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
December 5, 2006
FbI
City of Fort Worth
Dispatclt Systes�z Interoperabilit�� Upgrade
♦ Perform structural analysis of existing towers that are to be used for new antennas
in this project.
♦ Supply all permits as contractually required.
♦ Supply interior building cable trays, raceways, conduits, and wire supports.
♦ Supply engineering and drafting as required for modifications to existing building
drawings for site construction.
♦ Complete all customer deliverables in accordance within the approved project
schedule
Completiorr Criteria:
♦ All sites are ready for equipment installations in compliance with Motorola's R56
Standards and Guidelines for Communication Sites.
1.6 SYSTEM INSTALLATION
1.6.1 install Fixed Network Equipment
Moto�•ola Resporzsibilities:
♦ Receive and inventory all equipment.
♦ Install system equipment as specified by the Equipment List, System
Description, and system drawings
Interference
Motorola is not responsible for interference caused or received by the
Motorola provided equipment except for interference that is directly caused
by the Motorola provided transmitter(s) to the Motorola provided receiver(s).
Should the City of Fort Worth system experience interference, Motorola can
be contracted to investigate the source and recommend solutions to mitigate
the issue.
♦ Bond the supplied equipment to the site ground system in accordance with the
Motorola R56 Standards and Guidelines for Communication Sites.
:�
♦
Will interface with the following network connections: microwave channel banks
Note: Motorola is providing cards for the channel bank voice circuits.
Programming of the cards and allocation of available voice slots on the
microwave baseband is the responsibility of the City of Fort Worth
Will not remove existing equipment.
Use or disclosure of this proposal is subject to the restrictions on the title page
Motorola Confidential Proprietary
December 5, 2006
1-8
QMOTOROLA
Cit�� of Fo��t Wortlr
♦ Will not relocate existing equipment to a location designated by the Customer.
♦ Will not dispose of eaisting equipment.
♦ Quote based on normal business hours. M-F B:OOam — 4:30pm.
Customer Responsibilities.
♦ Provide secure storage for the Motorola-provided equipment, at a location central
to the sites. Motorola coordinates the receipt of the equipment with the
Customer's designated contact, and inventory all equipment.
♦ Provide access to the sites, as necessary.
♦ Provide programming for the Motorola provided channel bank cards and assure
necessary voice slots are available on the microwave baseband
Completion Criteria:
♦ Fixed Network Equipment installation completed and ready for optimization.
1.6.2 Fixed Network Equipment Installation Complete
♦ All fixed network equipment installed and accepted by the Customer.
1.6.3 Console Upgrade Installation
Motorola Responsibilities:
♦ Install the console Central Electronics Bank (CEB) Base Interface Modules
(BIMS) for console interface into the new local and remote base stations
♦ Perform the console prograiruning for the new BIMS
Customer Responsibilities:
♦ Provide site access
Conzpletio» Cf�iteria:
♦ Console upgrade installation is complete.
1.6.4 Console Instailation Complete
♦ Console upgrade installation completed and accepted by the Customer.
Q Use or disclosure of this proposa! is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
December 5, 2006
1-9
City of Fort Worth
Dispatch Systenr Interoperabilit�� Upgrade
1.6.5 Control Station Installation
Motorola Responsibilities:
♦ Properly connectorize and ground the cabling, which will be run to the outdoor
antenna location using the least obtrusive method.
♦ Protect the cabling by providing and installing a bulkhead lightning surge
protector.
♦ Survey the exact mounting locations and develop control station installation plan.
♦ Program all control stations once, from the template (approved by the Customer)
prior to delivery.
Custome�• Responsibilities:
♦ Provide cable entry into the building through wall feed-through.
� Provide ground point within six (6) cable feet of the control station.
♦ Supply, exterior or internal, vertical spaces for installation of the control station
antenna.
♦ Provide an elevated antenna mounting location.
♦ Supply a dedicated 115 VAC grounded electrical outlet rated at 15 AMPS to
power the control station and remote control device. Provide an outlet within 6
feet of the unit.
♦ Supply a ground point of 5 ohms or less located in the immediate vicinity (within
6 feet) of the finalized location of the antenna and control station.
♦ Provide antenna-mounting facilities at each of the RF control station points
specified, while providing an adequate means of feed-line routing and support.
♦ Provide any necessary AC backup power
Com.pletio� Ci•ite��ia:
♦ Completion of all the control station installations, and approval by the Customer.
1.6.6 Control Station Complete
♦ Control Station installation completed and accepted by the Customer.
1.6.7 System Installation Acceptance (Milestone)
♦ All equipment installations are completed and accepted by the Customer.
Use or disclosure of this proposal is subject to the restrictions on the title page.
Motorola Confidential Proprietary
December 5, 2006
1->0
QMOTOROLA
Ciry of Fo�-t N'orth
i.7 SYSTEM OPTIMIZATION
1.7.1 Optim'rze System FNE
Motorola Responsibilities:
♦ Verify that all equipment is operating properly and that all electrical and signal
levels are set accurately.
♦ Verify that all audio and data levels are at factory settings.
♦ Check forward and reflected power for all radio equipment, after connection to
the antenna systems, to verify that power is within tolerances.
♦ Motorola and its subcontractors optimize each subsystem.
♦ Check audio and data levels to verify factory settings.
♦ Verify communication interfaces between devices for proper operation.
♦ Test features and functionality are in accordance with manufacturers'
specifications and that they comply with the final configuration established during
the CDR/system staging.
♦ Integrate the consoles and RF sites into the system to ensure proper operation of
new equipment.
♦ Setup the consoles on the new radio system to perform the dispatching operation
for new stations.
Customer Responsibilities:
♦
♦
Provide access/escort to the sites.
Provide required radio ID and alias information to enable alias database setup for
interface to console.
Completion C�•ite��ia:
♦ System F`NE optimization is complete.
1.7.2 Link Verification
Moto�•ola Responsibilities:
♦ Perform test to verify site link performance, prior to the interconnection of the
Motorola-supplied equipment to the link equipment.
Customer Responsibilities:
♦ Make available the required links, which meet the specifications supplied by
Motorola at the CDR.
Completion Criteria:
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MOTOROLA Motorola Confidential Proprietary
December 5, 2006
9-11
Cit�� of Fort Worth
Dispatcla Systeni I�rteroperabilit�� Upgrade
♦ Link verification successfully completed.
1.7.3 Optimization Complete
♦ System optimization is completed. Motorola and the Customer agree that the
equipment is ready for acceptance testing.
1.8 TRA/N/NG
1.8.1 PerForm Training
Moto��ola Responsibilitzes:
♦ Training is not included
Custome�• Responsibilities:
♦ None
Conzpletion C�•iteria:
♦ None
1.8.2 Training Complete
♦ All training classes completed.
1.9 AUDIT AND ACCEPTANCE TESTING
1.9.1 Perform R-56 Audit
Motorola Responsibilities:
♦ Perform R-56 site-installation quality-audits, verifying proper physical installation
and operational configurations.
♦ Create site evaluation report to verify site meets or exceeds requirements, as
defined in Motorola's R 56 Standards and Guidelines for Communication Sites.
Customer Responsibilities:
Use or disclosure of this proposal is subject to the restrictions on the title page.
Motorola Confidential Proprietary
December 5, 2006
1-12
QMOTOROLA
City of Fort Wortlr
♦ Provide access/escort to the sites.
♦ Witness tests. (if desired)
Completion Criteria:
♦ All R-56 Standards and Guidelines for Communication Sites audits completed
successfully.
1.9.2 Perform Equipment Testing
Motorola Responsibilities:
♦ Test individual components of the system to verify compliance to the equipment
specifications.
♦ Repeat any failed test(s) once Motorola (or the Customer) has completed the
corrective action(s).
♦ Prepare documentation of component tests to be delivered as part of the final
documentation package.
Custonze�� Responsibilities:
♦ Witness tests if desired.
Completion C��iteria:
♦ Successful completion of equipment testing.
1.9.3 Perform Functional Testing
Moto�•ola Responsibilities:
♦ Verify the operational functionality and features of the individual subsystems and
the system supplied by Motorola, as contracted.
♦ If any major task as contractually described fails, repeat that particular task after
Motorola determines that corrective action has been taken.
♦ Document all issues that arise during the acceptance tests.
♦ Document the results of the acceptance tests and present to the Customer for
review.
♦ Resolve any minor task failures before Final System Acceptance.
Customer Responsibilities:
♦ Witness the functional testing.
Completion Criteria:
♦ Successful completion of the functional testing.
♦ Customer approval of the functional testing.
Q Use or disclosure of this proposal is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
December 5, 2006
1-13
City of Fort Worth
Dispatclr Systen7 Interoperabilit�� Upgrade
1.9.4 System Acceptance Test Procedures (Milestone)
♦ Customer approves the completion of all the required tests.
1.10 F/NALIZE
1.10.1 Cutover
Motorola Responsibilities:
♦ Motorola and the Customer develop a mutually agreed upon cutover plan based
upon discussions held during the CDR.
♦ During cutover, follow the written plan and implement the defined contingencies,
as required.
Customer Responsibilities:
♦ Attend cutover meetings and approve the cutover plan.
♦ Notify the user group(s) affected by the cutover (date and time).
♦ Ensure that all Subscriber users are trained and the Subscribers have been
activated on the system.
Completzon Criteria:
♦ Successful operation of the new equipment on the existing system.
1.10.2 Resolve Punchlist
Motorola Responsibilities:
♦ Work with the Customer to resolve punchlist items, documented during the
Acceptance Testing phase, in order to meet all the criteria for final system
acceptance.
Custome�• Responsibilities:
♦ Assist Motorola with resolution of identified punchlist items by providing
support, such as access to the sites, equipment and system, and approval of the
resolved punchlist item(s).
Use or disclosure of this proposal is subject to the restrictions on the title page.
Motorola Confidential Proprietary
December 5, 2006
1-14
QMOTOROLA
Ci�j� of Fort T�T'o��tlr
Completion Crite��ia:
♦ All punchlist items resolved and approved by the Customer.
1.10.3 Transition to Service/Project Transition
Certificate
A7otorola Responsibilities:
♦ Review the items necessary for transitioning the project to warranty support and
service
♦ Provide a Customer Support Plan detailing the warranty and post warranty
support, if applicable, associated with the Contract equipment.
Customer Responsibilities:
♦ Participate in the Transition Service/Project Transition Certificate (PTC) process.
Completzorr Criteria:
♦ All service information has been delivered and approved by the Customer.
1.10.4 Finalize Documentation
Moto�•ola Responsibilities:
♦ Provide as-built site drawings
♦ The documentation will be limited to the following:
• Maintenance manuals for all site equipment
• Functional Acceptance Test Plan test sheets and results
• Equipment Inventory List (paper or disk)
• Console Programming Template (where applicable)
• ATP Test Checklists
• System Block Diagram
• RF Site Floor Plan (where applicable)
• RF Site Rack Face (where applicable)
• Antenna Network Drawings for RF Sites (where applicable)
• Site Block Diagrams
Customer Responsibilities:
♦ Receive and approve all documentation provided by Motorola.
Completion Crite��ia:
Q Use or disclosure of this proposal is subject to the restrictions on the title page.
MOTOROLA Motorola Confidential Proprietary
December 5, 2006
1-15
Cit�� of Fort Worth
Dispatc/r System Interopera�bilit�� Upgrnde
♦ All required documentation is provided and approved by the Customer.
1.10.5 Final Acceptance (Milestone)
♦ All deliverables completed, as contractually required.
♦ Final System Acceptance received from the Customer.
1.11 PROJECT ADM/NISTRATION
1.11.1 Project Status Meetings
Moto��ola Responsibilities:
♦ Motorola Project Manager, or designee, will attend all project status meetings
with the Customer, as determined during the CDR.
♦ Record the meeting minutes and supply the report.
♦ The agenda will include the following:
• Overall project status compared to the Project Schedule.
• Product or service related issues that may affect the Project Schedule.
• Status of the action items and the responsibilities associated with them, in
accordance with the Project Schedule.
• Any miscellaneous concerns of either the Customer or Motorola.
Customer Responsibilities:
♦ Attend meetings.
♦ Respond to issues in a timely manner.
Completion Criteria:
♦ Completion of the meetings and submission of ineeting minutes.
1.11.2 Progress Milestone Submittal
Motorola Responsibilities:
♦ Submit progress (non-payment) milestone completion certificate/documentation.
Custome�� Responsibilities:
♦ Approve milestone, which will signify confirmation of completion of the work
associated with the scheduled task.
Completion Cr•iteria:
Use or disclosure of this proposal is subject to the restrictions on the title page
Motorola Confidential Proprietary
December 5, 2006
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QMOTOROLA
Cit�� of Fort T�T'ortlr
♦ The Customer approval of the Milestone Completion document(s).
1.11.3 Change Order Process
CHANGE ORDERS. Either Party may request changes within the general scope of this
Agreement. If a requested change causes an increase or decrease in the cost or time
required to perform this Agreement, the Parties will agree to an equitable adjustment of
the Contract Price, Performance Schedule, or both, and will reflect the adjustment in a
change order. Neither Party is obligated to perform requested changes unless both Parties
execute a written change order.
•� . -€
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MOTOROLA Motorola Confidential Proprietary
December 5, 2006
1-17
i1 rl�i�"�RQ�i.A
int�lligence �t�erywhere"
CITY OF FORT WORTH, TX
DISPATCH SYSTEM INTEROPERABILITY UPGRADE
�+ QUIPMENT LIST AND PRICING
E�ISIT C-3
REVISION HISTORY:
City of Fort Worth
Dispatch Systef�r btteroperubilin� Uparade
Equipment List
The following equipment is included in this proposal:
City of Fort Worth
Disputch Systern htteroperab�lit�� Upgrude
Site Q Part No Description Pricing
Bolt St 2 61$40 CENTRACOM GOLD INTERFACE MODULE FOR �1,737.60
CONVENTIONAL CHANNEL (BIM)
Bolt St 2 K146AB ENH: RETAIN TONE REMOTE CONTROL $0.00
Bolt St 2 K700 ADD: RELAY, PTT OUTPUT (M-LEAD CONTROL) �121.50
Bolt St 2 K59BL ADD: TONE LOBL $283.20
Bolt St 1 B1827 CENTRACOM GOLD SOFTWARE LICENSE $132.00
MANAGER
Bolt St 2 X597AE ADD: SOFTWARE LICENSE, CONVENTIONAL g480.00
CHANNEL
Bolt St 1 L20KSS9PW1 N 10-50W VHF 136-174MHZ XTL 5000 $2,404.80
CONSOLETTE
Bolt St 1 G24 ADD: TWO YEAR EXPRESS SERVICE $102.00
Bolt St 1 G48 ENH: CONVENTIONAL OPERATION $668.00
Bolt St 1 G81 ADD: W9 HW SETUP CONSOLETTE $317.30
Bolt St 1 L146 ADD: TONE REMOTE CONTROL XTL5000 $396.63
Bolt St 1 G241 ENH: SOFTWARE ASTRO READY ANALOG TE �0.00
Bolt St 1 TRN7466 MOUNTING BRACKET EIA 19 INCH $77.00
Bolt St 1 RDD4550A BA1312-1 OMNIDIRECTIONAL 3DB 1 $336.00
Bolt St 230 L1709 7/8" LDF HELIAX POLY JKT PER FOOT $817.65
Bolt St 2 TDN9289 CABLE WRAP WEATHERPROOFING $39.15
Bolt St 2 TDN6672 7/8" CABLE HOISTING GRIP $89.10
Bolt St 1 DSL5PNMRPC 7!8" CONN N MALE 1 PC CAPTIVATED $37.80
Bolt St 1 DSL5PNFRPC 7/8" CONN N FEMALE 1 PIECE CAPTIVATED $37.80
Bolt St 1 CDN6512 7/8" SURE GROUND $21.15
Bolt St 1 DSL4PNMRC 1/2" N MALE RING FLARE CONN $21.60
Bolt St 1 DSL4PNFRC 1/2" N FEMALE RING FLARE CONN $21.60
Bolt St 1 DSIS50NXC2MA COAX PROTECTOR FLANGE MT $83.70
Bolt St 1 TDN8406A 1/4" X 8' S FLEX N MALE PLTD $41.85
Bolt St 80 DSHS4RP50 1/2" AIR PLENUM CABLE CATVP $223.20
Bolt St 1 DSPREM810860 8 PORT 2W E M TO CARD $1,485.00
Bolt St 1 0182643X14 4 WIRE/ENM INTERFACE PANEL $562.00
VERTICAL MOUNTED COPPER CONDUCTOR
Bolt St 1 DSCBIS14.62572M BUS BAR, 1/4" X 5/8" X 72" $$9.10
Bolt St 1 DSOP820B POWER DIST. UNIT SURGE PROTECT $765.00
IT Shop 1 HKN6155 PROGRAMMING/FLASH CABLE, ASTRO $79,33
SPECTRA PLUS
IT Shop 1 RVN4186 SOFTWARE FOR ASTRO 25 PORTABLE/MOBILE g375.00
2 CD SET-3 YRS
R Hills 1 AAM25RKF9DP6 N CDM1550LS+ 403-470 MHZ 160 CH 25-40W $g67.00
12.5/20/25 KHZ
R Hilis 1 G398 ENH: THREE (3) YEAR EXPRESS SERVICE PLUS �95.00
R Hills 1 HKN9088 FTAPTER CABLE FOR CONTROL STATION - 8 $36.23
R Hills 1 GLN7326 DESKTOP TRAY W/SPKR $75.00
R Hills 1 RLN4008 RADIO INTERFACE BOX PC TO RADIO $160.00
R Hills 1 RLN4460C TEST BOX,MOBILE/PORTABLE $375.25
R Hills 1 RDN7374 PROGRAMMING SOFTWARE $100.00
R Hilis 1 6881092C58 MOBILE INSTALLATION MANUAL (ENGLISH) $10.20
R Hills 1 6881091063 CDM1550 LS+ UHF DETAILED SERVICE MANUAL �22.60
Cit,y of Fort Worth
Dispatch Systenr b:teroperabilit�� Upgrude
R Hills 1 3080070N01 PROGRAMMING CABLE $52.20
R Hills 1 6686119601 DISMANTLING TOOL $3.00
R Hills 1 0180357A57 POWER SUPPLY, WALL MOUNT - 110 V $24.25
R Hills 1 L3276 TONE REMOTE ADAPTER $556.75
R Hills 1 DDN6335 RACKMOUNT SHELF $144.50
R Hills 1 DDN6338 RADIO INTERFACE CABLE 4 USE WITH $61.20
MAXTRAC, M1225, SM50, SM120, CDM1550
R Hilis 1 DDN7067 REMOTE ADAPTER 12V DC POWER CABLE, $63.75
BARE LEADS
R Hills 1 DDN6367 PROGRAMMING CABLE WITH D69 CONNECTOR $29"�5
R Hilis 1 DSDB633C 3 DB ANT UHF BB 450-482 $628.20
R Hills 230 L1709 7/8" LDF HELIAX POLY JKT PER FOOT $817.65
R Hills 2 TDN9289 CABLE WRAP WEATHERPROOFING $39.15
R Hills 1 DSL5PNMRPC 7/8" CONN N MALE 1 PC CAPTIVATED $37.80
R Hills 2 DSLSSGRIP 7/8" SUPPORT HOIST GRIP $83.25
R Hills 1 DSL5PNFRPC 7/8" CONN N FEMALE 1 PIECE CAPTIVATED $37.80
R Hills 4 CDN6512 7/8" SURE GROUND $84.60
R Hills 50 L1702 1/2" SUPERFLEX POLY JKT PER FOOT $123.75
R Hills 1 TDN8648 1-2 INCH CONNECTOR N PLUG S FLEX $37.80
R Hills 1 TDN8810 N FEMALE CONNECTOR $27.00
R Hills 1 TDN8406A 1/4" X 8' S FLEX N MALE PLTD $41.85
R Hills 1 DSPREM810860 8 PORT 2W E M TO CARD $1,485.00
R Hills 1 RRX4039A ISB50HNC2MA BULKHEAD ARRESTOR 125-1000 �56.00
R Hills 1 0182643X14 4 WIRE/ENM INTERFACE PANEL $562.00
R Hills 1 DSCBIS14.62572M VERTICAL MOUNTED COPPER CONDUCTOR
BUS BAR, 1/4" X 5/8" X 72" $89.10
R Hills 1 DSOP820B POWER DIST. UNIT SURGE PROTECT $765.00
tquipment i otai: � i y,43iS.biS
Services Total: $74,494.00
HGAC Fee: $1,668.43
Total: $95,601.11
Services
The following (listed below) is a breakout of the services provided in this proposal as described in the
System Description.
City of Fort ��Vorth
Disputch Systent I�tteroperubilit►� Upgrade
Tower Installation Subcontracior
Bolt Street Dispatclr
• Fabricate and install appropriate antenna mount.
• Install VHF antenna on top of tower (200') in accordance with City of Fort Worth
standards and practices.
• Install'/2" LDF cable (225') on tower between antenna and surge protector.
• Install coax surge protector and connect to existing ground bus.
• Supply and install all necessary coax connectors, ground clamps, cable supports, etc. to
complete '/2" LDF installation.
• Install'/z" Plenum rated cable (100') inside building between surge protector and radio in
PD technology room.
• Supply and install required grounding for main antenna line.
• Supply and install labels on each end of all cables.
• Assist Motorola with line testing and other tasks as required and/or directed.
Rolli�rg Hills
• Fabricate and install appropriate antenna mount.
• Install UHF antenna at 200' level on tower in accordance with City of Fort Worth
standards and practices.
• Supply and Install 7/8" LDF cable (240') on tower between antenna and surge protector.
• Supply and install all necessary coax connectors, ground clamps, cable supports, etc. to
complete %z" LDF installation.
• Supply and install required grounding for main antenna line.
• Supply and install labels on each end of all cables.
• Assist Motorola with line testing and other tasks as required and/or directed.
Motorola Service Shop Subcontractor
Bolt Street Dispatclt
• Supply and Install 1/4" plenum-rated LDFjumper cable between VHF control station and
main line termination.
• Supply and install all necessary coax connectors, ground clamps, cable supports, etc. to
complete 1/4" LDF jumper installation.
• Install and connect 1 rack mount, VHF XTL5000 consolette.
• Supply and install all required cabling between consolette and CEB BIM interface.
• Supply and install required grounding for all equipment.
City of Fort Worth
Dispatclr System Interoperab�litJ� Upgrade
Install Motorola-provided labels on each end of all cables.
Assist System Technologist with software installation, programming, and other tasks as
required and/or directed.
Rolling Hills
• Supply and Install 1 run of'/" LDF jumper cable between UHF control station and cable
entrance.
• Supply and install all necessary coax connectors, ground clamps, cable supports, etc. to
complete %2" LDF jumper installation.
• Install 1 coax line surge suppressor.
• Install 1 rack shelf for control station.
• Install and connect 1 CDM1550 UHF control station.
• Install and connect RDL Model STD audio bridge and rack mount assembly.
• Supply and install all required cabling between audio bridge and designated interface
panel.
• Supply and install all required cabling between control station and audio bridge.
• Supply and install required grounding for all equipment.
• Install Motorola-provided labels on each end of all cables.
• Assist System Technologist with software installation, programming, and other tasks as
required and/or directed.
Systems Technician
Miscellaneous Tasks
• Internal Project Kickoff
• Customer Project Kickoff/Design Review
• Site Walks
• Train Fort Worth techs on new resources
• Templates for VHF/UHF control stations
• Resolve Punchlist
Co�rsole Installatio�r
• Receive and inventory equipment
• Audit links (test links to sites)
• Escort and work with MSS during installation
• Develop CDM/CSDM Database (add new resources)
• Program equipment at Bolt Street
• Program equipment at Tarrant County Sherriff
• Program equipment at the T
• Program equipment at North Richland Hills
• Physical connections
City of Fort Worth
Dispatclr Systenr IflFeroperabilit�� Upgrade
• Set Equipment levels
• Create revised CCSI label matrix
• Document Site
• Perform Antenna Pre-installation Tests
• Perform Antenna system tests
• Document Test Results
Rolling Hills brstallatio�r
• Receive and inventory equipment
• Audit links (test links to dispatch center)
• Escort and work with MSS during installation
• Program equipment
• Interface to channel bank and audio bridge
• Set Equipment levels
• Create revised CCSI label matrix
• Conduct Site ATP
• Document Site
• Perform Antenna Pre-installation Tests
• Perform Antenna system tests
• Document Test Results
Engineering
• Attend internal kickoff meeting
• Attend customer kickoff meeting to review scope and set expectations
• Provide instaliation drawing package identifying locations and demarcations for
equipment
• Review installations to confirm drawings and revise drawings if necessary
• Prepare an ATP script
• Perform preliminary test and then conduct official ATP with customer to gain final
acceptance
• Compile the configuration records, ATP, certificate of acceptance, and as-built drawings
into a final documentation package ("interop only"
• Revise existing CFW drawings and manage process through the documentation center to
update all existing CFW documentation — this task can be removed if City will accept the
small "interop only" documentation package
Cit�� of Fort Worth
DispaJcl� Systef�i Interoperabilit�� Dpgrade
Administrative Work/Miscellaneous Items
Administrative Work
• Order Processing
• Equipment Tracking
• Expedites
• Cut Subcontracts
• Schedule Subcontractors
• Documentation Center Charge
Miscellaneous Items
• Interface panels (not included in equipment list)
• Miscellaneous unidentified equipment
Pricing is valid through July 30, 2007.
Exhibit D
SYSTEM ACCEPTANCE CERTIFICATE
Customer Name:
Project Name:
This System Acceptance Certificate memorializes the occurrence of System
Acceptance. Motorola and Customer acknowledge that:
1. The Acceptance Tests set forth in the Acceptance Test Plan have been successfully
completed.
2. The System is accepted.
Customer Representative:
Signature: _
Print Name:
Title:
Date:
FINAL PROJECT ACCEPTANCE:
Motorola Representative:
Signature: _
Print Name:
Title:
Date:
Motorola has provided and Customer has received all deliverables, and Motorola has
performed all other work required for Final Project Acceptance.
Customer Representative:
Signature: _
Print Name:
Title:
Date:
Motorola System Acceptance Certificate.FINAL.9.1.03.doc
Motorola Re resentative:
Signature: _
Print Name:
Title:
Date:
EXHiBIT "E"
. � � � v�viJ�l . J[ � . � ., �, . �1� • JiI: � . �1� �JI : � � : � 1!1 �..)�7,J �l 4"+'�iS%I�
IL'�Df(;f;�i�!_M1fl.€1IC,h'I'1(�h;sE'n?V(R4:�\'13&CQti'E'EZC)L..AVC)[�i"L'1.3iOPF.I2.413TT.i'['k"F( l�{.E'1•�Lh'i'
A Cr�47'RACT P.,L•T`h't�f:R
Ii£lf'STO'�'_E.r1L,kI'sSTC1N :iIt�;,t C�I.J�iC�IL
FI�usron. 'i�c.eas
A'•_�TU
h€Ci'i'i�RdL,i, I� C.
Saa T�iego, CiLifornia
This Contmct is mede md mtend inm by ths Hoestoa-Calvator A,rea Cwndi of Govenme�ts, bereinaBu
reFerrod to as H-CAC, hsving iU pTincipel place of business at 3555 Timmons Laae, 5uite 500, HouaWn, Texas 77027, AND
Motorda, Iae. baoinalitr tefesred W ss tbe COlV'I'RACTOR, luvin6 � P�� Plsoe of bvsimess at 6450 Sequencc Dt.,
aill�dl6g ��, $tt1 bICgO, CSi1COfQIR 9Z lz�. �
wrrxEss�Te
WHERF 4S: Tht H-GAC eatess inW this ConVacf as Ageai forP��P�B Bove�nmmtai egencies� haeinaRaroferred w
as END USER, for Ihe purchaac bCRadto Comwunicatiou, Commond dc Contrnl, And latcroperabltsty Equlpment
o�'ercd by tht C4N77tAC!'OR; wd
'NHEREAS: 'Iix COIYTRACI'QRoffersto sell i2sdioCommnaiution, Coctmoad & Control, And Ioteroperwb[lity
Equipmwt through the H-GAC CoaCaG to End Uaota; and
W H ERF.AS: TIx Coattux elull be in effect for t period bsgiaaing JeuuRry I, 2006 ttv+w�gh Doarnber 31, ?A07, sabjax w
cxtensian uport mutua! agteement of the CONTItACTOR ead H-GAC; aad now
'I'HEREFORE: H-GAC �md dx CONfRACTOR do bereby tgee es foUaws:
• GENERAL PROVISION AIrITCLFS I -?3 •
:.:l.1 K_._ � ►l11.� . � � �i� ►yM� ���1 u t-
The Contract shall tx in effact fa Radlo CommuniciHoo Coam�ad � Coatrnt, �»A Interop¢ra611fty Eqnlpmcat
listcd ia Proposai Speci6caaoa+ numbered RA01-06, including �y alevms su[fixes, and shall consist of the documenu
identified below in mder ofpreadence:
7'he mct of thn Contrest fam, inclt�diag Auact�mrnt A, �ad
Attachaucat B(Motorota 5tandard Eqnipmertt Warranty)
CONTRACi'OR'S Respoa.e ta Pmposa! No.: RA01-06
Proposal 5pccifications No,: RA01-Ob
Syattm Purchave Agrteme�ts
Mntasvlx Softwm Liaaee
Tha terms uad 000d'uioav, sprxificatiana, maaufi�ciure, ddiverY� wvraatY� tnriaing wd suviae for H-GAC and the
END USER ehat! be fUl5lla1 in comptiana wilh thia Coatrnct inetu�ng, but not l�ited m Propos�! Specificetiwis, Terms and
Cooditioa4, and COIMTRACI'OR'S �ssponse opeoed Novanber 8, 2005 unleaa apa,tifially changed within the wa ofthis
Caatra� Fam.
�X1'I�I.E 2s �.�GAL AVTitOR1TY
"Ibe CONTRACi'QR �ad H-GAC wxraab +od ssaures aoe aaoibet thai tbey luvc sdequabe legal eounui and
avthority to catc into this Conaact. The gcmmiag bodies, wlxra appliceblo, have aut6oriacd tt�c sigasuxy officiafs tn eata
iato this Convnct and bsnd batk parties to the tams of this Coatrect aad any subeaqtient ammdments thaeto.
ARTYCLE 3: APPLIC,ASLE !.� 8
Hoth partiw agnx to coaduct all aciivitees imda' thi4 Coattrae:t in eccordaaa with all epplicabie rules, mgulaticns,
dinctivcs, itauanaa usd ardinsnas, and lmvs in eBcd or promulgetcd dwing the tam ofthis Contnct. The CON71tAGT0lt
a�d to condud al1 activitiq �mder Ihia CoatraM in �►xordence with all eg�pficable nilea, ngeiletions. dirCctivev� stendnrds.
ocdiasoees md lews ia ef%t ar p�i�m�ilgatcd �xm� the 1am of this Coatraci
t[ic�ttr*Atawwt�oe. ss hid.t:
'� 1� K�Jli_v�+lU�_..ai�.i►rz-a=�v�i�...:��-_:.�:�!:!_.._:..11__.ilY..�–�-'. �:. 7 1 1Y 11'./I:�y. -
_— ' �
p�-YCY,� q; 7PmRPENDENT CONiRACI'OR
The executiom of this Contrect and thc readering of servias presct�ixd by this Caih�acx do not chnnge the iade}�eadent
status of H-GAC a the CONfftACfOR No provision of this Conuacx or act of H-GAC m pafo:mance of dx Coaaact shall
be coastnud as maldag the CONTRACTOR the agent, savnnt a employx ofH-GAC, tfie State of'Fexes ar Uie Uruted Staus
Crovaaraent Empfoyxs of the Coauector are subjea w the exclusive coatrol aad supvvision of the Conasetor. Tlu Contracwr
is salety re.4Qousbla for employa pay[olls aad claims m'isin6 tUer�frnm.
CONTRACTOR aha]! noiify H-GAC of �y lew suits &led againsc it which mvoives produds sold pu�suant to lhis
Contract, m which, ifsuccesvfi►i, �aould adversely aft'eci its fmaaciet condition. A law suit which includes e specific dtmead
for aa emount in exccss of 5250.000 which wauld aot be covccsd by ins�vancx shall auWmatiaelly be considercd s lsw suit
which, if aueassful, would edvasely slFect the financial coadition of the sutd party.
ARTICLE 5: �gFs N[YT RFCTRICi'IVE
The titles assigaed to thc veriaus atticics of this Contraet ere for couveaimce only and are generally descxiptive of the
mattars follnwing. TiBcs shell aot be coasidaed resiricrive of thc subjcct maiter of any sa:tion, or part of this Conhack
ARTICLE 6: SUBCON'fRACCS
"Ihe Con�saor agrees aoe w subrnncrea, assiga, uansFa, coo�y� s�ta or omc�so d��po�e orm;s a�emem oc w�y
righ4 dde, obSigation or urier�st it may havc thcroin to say thi� purtY a'itSwut Psior wriuea appr°Ysi of H-GAC,
H-GAC shell not uiucasonable delay or with6otd acce�tna of a pmpcaed assignmert of a FroPosed sube.oau�ct°r.
'[he Contractor admo�+dedP,es that I�-GAC is not liahle w any �wntraccor's of thc Contracta.
'[he Conirecaor ahsll e»stue thst the perforusaace readued under all aubcomtracts sha[i tesult in compliance with all shc
tetois aad provisions of this Coqmux as ik'd�e paformance tenclered was ra�deted by We Contrncxor.
�RTICLE ?• EXAMiNATtON AND RETE.N'i't[1N 98 i2F.CORDS
Tbe CONTRACTOR she11 maintsm dwing t6e coiuse of the wark, oomplete aad acquate tccorcls of all of the
CONTiZACTOIt'S costs aad documentazioa of i6e+ns which a� c6argesbie w END t1SER under this Coa�aci. H-GAC, tkrough
its stafi'ot desi� public accounting fum, dxi 5tatc of Texas, and the Urtitcd States Govemment shali havo the rigi�t at eny
reesonable bme to inspect copy snd audit tiwse rxordg m or offtl�e pmnises of the CONfRACfOR Failure toprovide acass
w rccords m� be cause for urmwetioA of ihe Contraet. CONTRACfOR egras thm its books sad recvrds. av th�Y P� �
work done a itcros supplscd presea[ co tUe Furohase Order or Coatract shal! at all ieasonable lwurs bc subject to audit aad
inspection ai tho CUN'I'RACTOR'S fac�7ity by H-CAC aad/or END USER 'This andit shall be limited to the vrsifieaiion of
mvoice quentities to shipments and shiptnent nccipts. Excxpt as othmvise provided by law, aothing ooniained hcrcin shell
auth�ne H-GAC and/os END USER w audit parricular boofa or CQN'['RACTOR inaofar as such partiailsr books or rccar3v
contain confidcntiel 'mfwmation regeidinS pnodnd cwsts.
Ttie CpIV'TRA,CTOR st�sU maintain all tocards pcitineat W this Conhact fm' a paiod of aot icss than &ve (S} calender
years from the date of ecceptana of the fival contrad closeau and unt� any outatanding IitiBstion, audit or claim 6As ban
Rsolvcd "fbe righi of a�ass to rxordv is aot limitcd to the required ietartion pa�eod, but sha11 tau as long as the records arc
rctained.
'F'he CbNFRACf OR fiathcr agixs to indude in ail subconhacts unde+' this Cunttact, e provision W the effect tt►eY ihc
subcontrador a�recs thei H-GAC'S duly euthoriuti reparsrntetivrs, s6ell, uupl thc expiration of5ve (S) calendar yea�s aftu final
Psymtnt uader tbe subcoioVact or ►mtii all m�dit Sndings have beeu resolved, have acecss to and the ri�t to examinc �d capy any
�Y P��nt books, documwts, papers. inwias and recorda of such subcontractor involving transactions relating to ihe
subootitraa.
ARTICLE 8: CHAIVGES AND At►KENDMENTS
�^ Any altanlions� sdditioo�s. or deletions W tl�ee tams of this Contract wLieh are roquired by changcs un faiant taw or
rcgulations arc auio�atically incorpo�ated mto thiv CoatracR without writxa ameodmcat haeto, �d shall become effedive oa the
dau designata! by sudi law or roguledon; peavided if the Conueccwr may aot (sgelly comply with such change, tha Caah�ador
may te�mu�sic its partiapation huein ia euthoriud by Article 18.
Ii-CAC may, �om timt W time, require cteang�s in the scope of the aervices of tha Contrector to be performed
hcseunder. Suc6 changes thet art mutually agreed upa° by end bctweeu H-GAC end the Controcwr in writing shall be
incorporated iuto this Coatrad
uvoo�n�ucnx�+ne-os.q, - • oox�x_�x tirm nrrv�neu�wnamr cour�h�ii �t �.
�r � �,.vl Y�� •,el��.►1�. 1��I�C�._.. � hllY':�'-� �_._111 '� Jly�'�Y �
ARTICLE 9: DI P
Any and s1t dispuus coaccm+ng questions of fsa ar of law a�ising under this Coutract which are not disposed of by
a�eanent s6a11 be decided by the Exaa►tivc D'aeda of H-GAC a his desigax, who sha11 redua his de�iaion to writing and
providc aotia tberoof to the CooVactor. 'I�e dcais'son oFtbe Executive Direaa or his drsigtKe sheIl be Snal end camcluaive
�mlps, within thirty (30) days &an the date of recxipi of suc3� noticc, the Conn'actor rtquests a rc�acin8 firom the Executive
DiraWr of R-GAC. In oonnec.tian with aay rehesring under this Artida, thc Coatracxor shall bc afforded au opporQ�aily to be
h�ard aud ofier evidaia in support of ii4 position. 'ihe doci�ion ofttie Exa�tive Director a8er eay such rohearing shall 6e final
and ooncluaive. Tlu Contrador may, if it elaxs to do so. ePPeal the fmsl and coactusive decision of the Exewtive I?'vecior to a
caurt of caanpeteat jmi.sdicdon. Pending fmnl decision of a diepuu haeunder. ths Contraciar shall procecd d�7i8et►11y witk tbe
performanae af the Conaad aad in accordenoe with H-GAC'S Saal decision.
ARTICLE ]0: $$VERABILI'fY
All perties agu that should any provision of dus ConU'act be daumined to be invaiid or wxertforceable, such
detennination shalt not affect any odier tam of this Contract, which shall continue in fiill fora end efhet
ARTlCL£ il: FORCE MAJEURE
To the exteat t�at either pmty w this Agament shall be wholly or pn�tinily prevcntod &om tbe pa'frnmenoe of any
obligetion or ciury p3aoed on sucb pmty by rea4on of ar ti�rou� sm'kes, stapNage oflabor, riot, fire. flood. acts oiwar, iruur�dioa.
aocid�at, �irr of mty oourt, ecc of C9od, ar specific esuva reffionably bcyoad the party's cantrol and cat aun'butabk to iks ncglcd
or aanf'easane�, in such evexit, tiu 6me for Uu perf'ormence of sueh obligadoa ar duty shall be suspeuded unhl such disabil ity to
perfosm is temoved. Detaminatioa of foca majeure shell resi sokly with H-GAC.
ART�CLE 12: I1QN pI5CR1M[NATIQN ANA EOUAL OPPORTUNTFY
'[1�e Conhactor sp�rees W�ly witb all tcdcral sEahttes nladng W noadiscruninatian. 1'h�.we mc]uda but are not timited
tu: (a) Title VI of the Civ�7 Rights Act of 1964 (P.L, 88-352) which prolubits dis�imivarion an d►e bavis of race, cdor or naaonal
origia; (b) Tide i}� of the Edueation Amaximents of 1972, as smrnded {20 U.S.C. §§ Ib81-Ib83, ead 16&5-1686), which
protu'bits diseriminatian on the basis of se� ia) SaxioQ SQ4 of tix Rehsbilitation Aa of 19?3, � emended (29 U.S.C. § 794)�
which prohibits disc�vnmatiou oa the basis of hendica�ps and thc Amrsicaa4 with Disa#�7ities Act of 1940; (� d�e ASa
Discrimination Act oF i974, as ameadai (42 U,S.C. §§ 610t-510'�, whieh pmhibits disaiminarion on ti�e basis of age; (e) the
Drug Abuse Ofbce eud Trcatment Act of 1972 (P.L. 92-25�. as tuneadcd, reletiog ta nondisrrimmeri� on tbt basia of dcug
nbvsa: (fl the Comprehebsiv+� Afcohol Abuse aqd Alcoholistn Ptevemian, Trcatrneat �d Rehabititatioa Act of 1970 (P.I., 91-
616), as aneeaded, reiering to the nondisQimmation � the bssis ofalcahol ab►�se cr elcohalism; (� $4 523 and 527 of ihe Publlc
[-tealth Servia Aei of 1912 {42 U.S.G. 290 dd3 end 290 ce-3�, es ameeded, reisting to confidet�tiatity of alcohnl and drug ab+isc
patient reaorhs; (h) Tidc VCF[ of ihe Civil Kig'�b Actof 1468 (42 U.S.C. § 3601 et Seq.� s4 mxaded. relstiu8 to tl�ldi,9a'""""hoA
in the sale, crntai oc fmanang ofhausin� in ttnY other nandieciimination provi�ions iu any specific statute(s) eeppiieable W any
Fedcral funding fa this Coalra�t; and (j) fhe nequiremenb of any other aundisaiminaiion statute(s) afiicl� may appty io this
Conhad.
AFYCICLE 13: CRIM[NAG PRUViSiONS �#NA S,A�NC7'lON5
The CONTRAGTOR ag�as that it will perfarm ihe Conhaci in ooafwmana with safeguards againsc fraud and atruse as
set farth by the H-GAC, thc State ofTexas. and tbe actv m�d regulations oPthe fundiog eatity. 'Ibe COIVTRACCOR agras w
p�P�Y �bfY H-GAC of suspxtcd fraud, abusc or offia crimine! ectivity tlnnug� thc fitiog of a writteu repoK within twen{y-
fow (24) hours of lrnowiedge thaaoE Coutrador ahell notify H-GAC of �y eccident or iacideat requuing medical aluation
erismg from its activitics under this Contrac3 withm txmty-four C24) haus of such oeameacx. TheR or wiUful damege to
propaty on loaa W thc Concradar from H-GAC, if any, shali be reported tn local iew enfaccment egencics and Ei-GAC withia
two (2} �outs �f discovay of any such sa.
T'i�e CONI'RACTOR fwtt�cr agrus tv 000pauu fully with A-�AC, }ocal law atforamsnt egcncies, the State ofTexas,
thc Fecianl Btacau eflnvcstigation and any otha� duly autho�ztd 'mvcstiga�veunit in carrying out a fut! iuvestigaiion of all suc]i
incidcnts.
AR'i'iCLE 14: PURCHASE ORDERS ISSUED PUItSlJArfT TO COPITRACTS
Through terlocai Cootrncts, H-GAC offcrs governmeatal aStncics Rnd qunlifying noo-profft corporations the
opportunity to participate in the H-GAC Cooperative Purcha5ing Program. 'Iherefore, p�uchase ordas may be executed by
END USERS duauglsout thc �tetc. In addilion, through Inttrstate lnterlocei Contrads thc Program is now made availablo for
poysi'blc participation by END U5ER5 beyond Tcxas.
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D�n�nrnuutt�trr��ntu rnuu�NifEfA1�R'QAt_�NTINYPRAAP*Q�RiLtl'V $OITIPl1fBh1R' Pe�l40j10
�[7CL,E 13: SCOPE OF SERVICFS
T6s aavioea w be performed by COIYTRACTOR ia t6e Suu of Texae ar� aut;ned within thia C.onLr�t, Bid
speclHcatioaa. tmy Attachmeat, atd Bid Reapanae. Asry C6aaQc Order ahall bo stated in compiece deta�7 aad avbmiucd by
END USER to COIVTRAC'COR aad copied to i{-GAC. No va�bal � ahell be ncapted by CONTRACTOR
&om aay END USER
ARTICI.E 16: THE CO)1iPI.�TE AG[tEEMENT
'thia Conhact t�nsiats of Iht Cootraci text riaxd hrscin, the Fropoeal Speaficatioa4, mduding but not [imitsd to
Tenna and Coaditions. ProPoaale�s/pc�q�salrs�n raspoaae, incluting but not limitedto, priote aad optana o��d all of which
are incorponred witi�ia tht contna. ind cooxiwu the complete ng�eat betwan the partisa da�etn. '[i�is Coutna
aupened�s any ead all oral or wriarn agramenta betwxn the puties relating m mattczs henem. Exapt a ot6erwix provided
k�etein, thia Contract cennot be madi6ed without tha written conacnt of both petties.
. :IJI h_ _.' „)i . • � � - ' � [�
Thc CONTRAGTOR uada� aad agrw thas h ahtti be li�bk to rcpay aad sL�dl rcpeY e�oa d�anend tn ENID
USER, aay eatounb dctern►iaed by H-GAC, its indeprndent suditors, a my agcncy ofSt�fe or Fedea! gwetnmeat to havc
bacn paid in vioiaiion of the terms of fhis Contr+tct.
��16rP��t �61�i' o+' dentJr. Afororoke's rarul tiabll/ry Mhed�er�6v� bnaich oJoo�umc� wmriarty. nc8��8+s� sdkt
llabtl�ry tn mrt or oth�rwbt, tr ltmJta! to the prJar qJ'the part�lar�+s sofd hsnw�der wlth ntpea to whlch eJeher
rsfiorrl the pwrhaxapios, r�ap�ror r,epJact p►�d(�} diat are no�ar wm�mitttd In rw avent w11lAloJa�ola hs licbfe jor mry+
!a� of us,c, !an ojtiare. lr�ca+rvrntenae, cannra+clal laa, la�s projTu aw mvtnys ar orhsr lrcWuual, �peda� or oaarquextlat
dmnog�t w thc fidl rartent ruclr �+ray be dlrclafined by law,
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COIVI'ItACTUit �dwowTcdga that this Contnct may be taminatcd uader the foltmviag circumstmaas:
�
K-GAC may tertnmax thzs Contrset in whoie ar im part witl�out c� at say t�o by vHium noticc by eertified
me�7 m CONi'RACTQR wfxaever for Qay reason H-GAC detamiaes that iuch tardtinetion i� in tHe bqt in�at of
H-GAG. Uponieoeiptofaoticeoftua�etiaa,allauviaesha�amderofCOMRACI'OTt�odiae�ptoyasand
�oh�a�o� atrt11 oea�e. to the ddsnt a�eci5sd 'm d�e mtia of tamiaetba In the eveet of te�mirmtirxi ia wbole,
CO1�itRAC1'Oit shaIl pce�ue 8�n! invoiora within 30 akn8ar dtya ofsvch termination rCBeeting tl�e auvica ectuelly
perfamed which htve not appcared oa eay prior inwia. Such invoias ahal! be aatiefirctory to the Executiva D'uroctor a
6is duigaee. E1VD USEIt �n11 pty CON'CMCCOR im �ow�dnnx with !be tams aod caaditiam ofthis Cona�art, f«
�,�uyp«t�a,ma�o��t�seorErmus���►r��rr�- s-cac,
in secard�ae with the teime ind conditioas of this Co�tnet, wi{I invoia CONfRAGTOR Cor eny dmini.�rntive
fas due, and CONfRACCOR egrtts to pay said ksa.
CO2YI'IiAGTOR may caucd ar tarminate tlm Coetract upoo thirtY C�) d�ri µrittm notict by arti6ed ma0 to
H-GAC, CONCRAGTOR mey not givo notsce of cancetletiou a8v it hn� ttaivod ttotioe of dcraukt from H-GAC. 1a
th� ovant of such tenmination piiar w ootupldioa of dus Contrr�ct pcovidcd for herciiL �ND USER wllt pay
CONf'RACI'OR. in a000rdu� wtlh ibe ��pd coo�titioiu of this Coatract, Gor aaviae a�ually pafocmed �od
aeauamg to the ba�e5t ofEND U3ER. kss imy armpa�rioa previousty p�eid. H-GAC, in nocad�mae wiW tbe oams
aad canditiow of thia Contnct, w�7] inwioe COIYfRAGTOR for erry administr�tive ixs due, md COTiI'RACI'OR
�� � t�Y said fas.
� ma5'� bY writtw notix ofdc&w1t to C01Y1'RACTOR, taminaic tLc w6olt or aoy pail of Wis Coutract in �my
one of the following citwmstances,
{�3 ICCOM'RAGTOR 5i7a ta pafam tbe servicea baeia apeci5ed wuhin tbe time a;redfiod hazae a any
extuuion thcrwf, or
(Ij lf CON7'RACI'OR fails m pvfotm auy of tbe provisioa� of this Caat�act fa my reasm whetsoem, or ao
fails [o make prqgrcss oc oth«yvise viotaus this Cooaecx ti�t comptaios� of aawiae hsrein specified within the
t«m oFihis Coad�act is ai�nif:cautty end�8aed. md in eitha of the� hw instmoes does not aaz such feilure
within a period of tm (10} calasdar days (ar such loaga yaiod of timc ss mRy be mifwriud by H-GAC ia
vRidng} �Rer ecctiving w`ittm notia by crttified mia7 of defwlt fro�m H-GAC.
In �be eveat oCs�ech armin� tll �ora of CONiRACi'OR md iu employas �d s�bon�+ctn�s shall
crasn ead CONT'RACTOR shill4mpeae � 6aai invoia n8cctmg tbe aervieea actuatiY Prrfanntd pvrauent to thia
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A�DIO COh. sh�GATLOh GObu.�A.�'D � rONTROL AND 11+ITEROPE�jn TCY EOIJIF�'1YT PA2e 5 of 10
C�trect wttich have aot appeared on any prior iavoix. 5uch iavoia musc bc setisfx�os)' W thc END USER snd w thc
Executive I?irector of HfiiAC a fiis dtsi&tioe. EIYD USER reservts the right, ia actardantx with !ht tamg end
condipons of thi� Contract, to withlwld hrotn the paymmt of said invoicaa for services ns�ally parfoaped and accnring
to tbe bcne6t of END USBR, a4 reflaxal on invoia, anY compensabon Prevto�utY P�d trnd any c�ts or damages
incurted by END USER as a rcsult of sucb dcfault, induding inaru�tal coets thel END USER will uu�c w t�ave
Pu�hese Ordei(s) oompleted by a pasun ather then COTV'['RACI'OR H-GAG in axordaarx with the krms eud
conditions ofthis Conmd, w�71 invoice COPCI'RACTOR for eny administrativc ites due, end CONfRACTOR
agre� to gay seid fas.
G, Fina1 Rillinc Fn !fie fivCLt of TCmILN!tian
CONTRACfOR shall 8LI sll pead'wg orders and then prqaazc final invoices reflxiing the saviocs ecu►s11Y
performed pursuant to this Contract end to the satisfacrion of H-GACS Exaauive Direcior or his dcsignee. END
USER will pay CUNTRACI'OR, in acxwdana with the temu and conditians of this Contrnet, for savicq acWaily
pafarmcd and ea7uing to the benefrt of END'USER less an'y compeasatian p�svioustY Paid H-GAG i° e�c�d�"a
with thc terms and conditions of this Cobtra�t, will invoioe CUNTRACTOR for eny administrstivc fces cfue, end
CONTRACIOR agtxs to pay said fxs.
ARTICLE 14: �'-�VEW'111VG LAW � VET�IiiE
'Ihis Contraq shall be govemed by the laws of ihe State ofTexas. Veauc end jnrigdictiou� ofany suit a cause of adiae
arising uader or in ooaaedion with the Conmad shsll tio acclusivcty in Harris County, Texas,
ARTICLE 20: �'��TRsCi'OR'S RF'PRES�IVTAT[VE
CONTRACFOR'S rept�seatative(s) shall be tlte contact p�rson(sj concaaing sll matters periaining to END USER
orders. Any change of representation shall be immedieuly communicated u► written fomr w H-GAC by CONTRAGTQR
END USERwilI remit all paymcnts to CONTRACfORunder this Cotlgec� t T�,.o r�enrmutuncra a}�AI{ checYs be
made,p$yable to a rcrnr•sentative. Should a representelivo submit ipvoicav w END 1.1SER forreimb�nsemwt of cosls relating
to an ENU USER Purchaso drdcr for produds/servias, We Invoice shali be forwnrdcd to CONTRACfOR
AR'I7CL,E 21: �FPARTfNG REOUiItEMENTS
Upon Rqucst by H-GAC. CONTRACTOR shall provide month}y writtcn reposLa to H-GAC. Such reports may
indude. but are not Gmikd to thc following; drtailing of ali orders rocxived. scheduled Qrodi►ctioa, aad sched�iled de�ivery under
tl�is confraci.
If COIVTRACTOR faiis tv submit sn H-CAC � a timely snd saficfadory manner any repo�t or other docimmeatatian
ctquiitd by this Canhact, or othtnviu tails to sati�vfactonly rwder performance.v herettuder. such fa�ure may be ooav[detod csusa
for tamination of d�is Coatiad.
ARTICLE ZZ: �iOST FAVOR$D CUSTOM�R C[�
If MO'x'OROLA at any time during a contract period, routindy enters into agreements with other govornruental customers
within the State of Texas, end offers the sama or substantially the seme proctuds offored to K-GAC on a basis that providcs
prias more favorable th� thosc psovidcd to H-GAC, MOTOROLA shsli within ten (10) bu4iness days thereefter notify �1-
GAC of that offering. Tht ooatract wilh H-GAC sha}I be dccmed W be suWmat'�a11y mmtnded 8°d effcctivc reaoactively to
thc effective date of the most favorablo oontract, whereiu MOTOROLA shell provido tlte seme quantily discvunt to H-GAC
end its End Uscrs for equel or lsrgu orders purche.ged tbe same quanlity aad unda the seme circum4taaces• H-GAC shall have
the right and opUon st any time to dcclinc w acctpt any such cheage, in which case !he ameadmeot shall be deemed null and
wid if MO'1'OROLA. bdicvcs any nppucnttY more favorabie pria c6arged and/or offercd a wswmer dwin8 she uxm of this
ageemcnt is not in fect mnst favored dr,atnacnt, MOTOR�I.A ahell wiihin tcn (10) business days nodfy H-GAC in writing,
setting fartfi the detailed rcasoas MO'fOROC.A believes aforasaid o�er whicb hes beeu dumed to be a most favortd
treatmeat, is not in fact most favored �catmtnt I!-GAC, after due consideratioa of such writteu explanation, may declino to
acecpt such explanetion and therevpon che coatrad between S-GAC and MO'C'OROLA shell be automaticelly amendad,
effective retrosctively, to lhe effective dacc of the most favored agreement, to provide the same prias to H-GAC.
The most feaored pria awcture set fotth ie this peragraph shall not apply w anY Prc-exisiin8 oon4 aats Motorotahas
in the Statc ofTex�. Tlse term pre-eYrstingconn�acrs" sha11 refer to conttacts in existence as ofthe original effedive daie oT
the HGAC contract, i.e. UI/06.
The Parties agtea that the above MFC pcovision shall aot spply to Ute sa3e of lazge commtmications systems (onc
miltiondoAsrs(51,000,000.00)andabove). 7�eksm "Gommsuricaliau5ystem"shallrefertoaprojectthstincludcsthesale
of infrastruchm hardwan and�or software, userdevic�s. andMntorola engi.acaing and installstion service. Tlae conUarx for a
"Coa►munication Syetem" wiU always have e Ste�cment of Work and an Acccptancc Tcst Plen.
tticarrnewcrv��oi-a. s;8 �,;a,�: �
y; � _ s � u4.t J•! : II. � � v_!v_�.11 +. h+ .11ll; � . .I� !.�M: : � .' ' ;_._i � y• ' � 1�' ui".i� � � 17
The parties acapt clie following de&nirion of routine. R prescsfbed detailed rnrvse ojaction to & jollowed
regul�ly; a slarrdm�d procedure.
AR'�'ICI.,E 23:
INDEMNEF[CAT[UT!
71se CONTRACf OR agroes, W tl�e extent permiried by law, W deknd end hold hsrmless H�GAC, dte Steie of Texes,
thc Unitsd Swtes Gavemmeat sad the'v respective bosrd memlxrs. of6cers, agents, of6ciats, and employees from aay and all
cleims. costs, expensGg (i�►ciuding �onable aCntney fxes). ecrioas, caa�ea of action, judgments. and isa� uising es a res�ilt of
and to tbe exteat causcd by the CONTRACfOR'S uegligeut acis or omiaaioas under dus Contrad. tHe CQNTRAGTOR'S noa-
perfomianxof this Contrai%, ac the CONTRAGTOR'S violAtioa of auy 1aw, regutatioa orotber standard inomporated hercin.
Tho CONTItACTOltshall natify H-GAe ofths tlue� ofli+wsuitar of aay achial suit filed aBefnsit}x C01VTFtACTORTelstmg
to this Conhsct.
PRODUCT SPECIFIC ARTICLFS 24�46 '
Ai1TICLES 24 ZS Al+ID 26 ARE COMBIN�A'�'O READ AS FOLLOWS•
: .. � �: � �_r_ :�. � „�. . . r � + .. . � � 7�'�
t. All Ccwperativc Piucliesing b+uineas will be pmasscd 'm acoordence with Ii•GAC's policies and �, at
convact�d prices, m�d shall mclude approvcd eciministretivc fas.
2. EPID U5ER wiU acccas thc Cooperetive Pwrohasiag Progam through the H-GAC website and /or by submission of
any duly executed purchase ordcr to a contractor having e valid continet with Ii-GAC and in a formet acceptsbic w
fi-CAC.
3. E1�FD USBR will submit ordcr(s) eiectronicaliy through COfYT'RAC'i'OR'S an-line order�g proct.�.s or issue
purchese Order(s) diraxty m COrITRACTOB at conuac! grias. and atso submit a copy to H-GAC.
4. The H-GAC COIV'fRACi'OR, assigned memufactura or dea[u/distd6utor w►�1 ddiver pcoducts/servias as spacificd
by the contract berivicen CONTRACTOR �nd H-GAC, and invoice eec� END USEit for (1) produds/strvices
purchas�d and (2) A-GAC'S applicable administrative fee.
5. Upm delivery, ec�eptance, and reaipt of an H-GAC CON['RACFOR's, assigned manufacduer's or
dealer'sJdistribuwr's properiy docx�mwud 'mvoicc, END USER shall pay the H-GAC CONTi2ACTOR, essigaed
manofactiuer or dealeddistdbutor the fu11 amoant of the invoicc.
b, For orders of less than 5100,040, CQN7'RAGTO[t, essigned maoufacturea or dealer/disrn'buwr will P��9 P�Y �
H-GAC any admiaish�etive fecs hue, end 'n� sny c�e. not later thaa sixly (60) caleadar days aftcr Ead User ordcr is
proces,ycd, p�ym�ats �vill be pmcessad to H-CAC on e monthly bavis. For ordas of St00,000 or morc,
CON7'RACI'QR. essi8ned maaufachuer or deala/distributor wilt promP�Y P�Y ta H-GAC any administcative fees
due, and in any case, not tater than Co�ty-6ve (45) calendar days after ieceipt of End User paymont try Motorola.
FL-GAC reserves the right to mvoice END USER for H-GAC's admini.atrative fus.
7. For �Y Paymcnt past due, H-GAC.resuves the right m collect its edministralive fce in accordsnce with terms af the
"paymeru and/or PuJ'or�nance Bo+u� " Ia addition, faeIure to prompQy remit #i-GAC'a fees may revuit ia sanctions
including, 6ul nof limittd w, cvntrad teiminetion.
8. CONTRACI'OR shell be responsible for dolivery and acceptance of each ualt by ENn USER, according to the
requirsmtnts of tho speci6cations, this Contract, and purchase order issued to CONTRAGTOR bY an END USER
AJl required equipmcat tcsts shalk be bornc by CONTItACTOR
9. CONTRACTOR shail promptlY provide H-GAC u�d END USECt with all informeiion perteiuing to cklivery
schedules. CONCRACTOR shall also use its best effoitv to expedite muit deiiverics on ehorta natice thaa sct forth in
itv vcri6cation for any specific purchau order whea rcquGated.
10. All prices arc F.O.B. �lYD U9ER'S location with ell transportation charges prcpaid and included in any invoice.
i]. All pricing shal! be bascd on ttre current contract unless the H-CAC COIVTRACfOR, assi�ed maoufacducr or
dealer/diytributor, prior to isafpt of END USER's purchase ordet fos delivery of any producis/servias hss receivcd
N-GAC'a prior written approva! for suy psice ina�ascs.
12. Tho H-CAC CONTRACTOR, assi�ed manufacturnr or cleala/distributor egrtes tn xcccPt tLe terms of this
s�greement and to conduct all transaction.a based on pricu�g snd other terms ef the eontract including, bui not limited
rg lniud•
•r • � ��,�I..11.! . Id � 4b�.�� . •U � ��..)1.!. •'� �./1-'.!.�?:..: �--Ii :�.1!.4..��il1
$Qi)10 GOhincliViGAT10N COMMANp & GQNCROL A� INi'LAOPFA_ABILITY YOL�11ilL�1T PAB! 7 Of ]0
W, the app[icablc H-GAC administrativc fa. Tt� CONITitACTOR agrces W enooura�c END USERS tn e�cecute
authorizing lntcrlocai c«►traots with H-GAC.
ARTICLE 27:
ARTICLE Z8:
gltE-PAYMENTS AND DISC4UlY'I'S
Ptngress aad pro-payment discounts offaed by COTFTRACTOR shall be fully disclosed to END USER by
COIVTRACTOR'S ropresentative aad aubsequeutly tisted on tbc END lJSER'S purchese order to
COPITRACfOEL
Discouats msy bc offemi by CONlTRACI'�R bssed oa similariy ooaswaed products and quantiry
pw�chasss. Discounts may be stmed in eithtx doUar amount or puccnta8o and sha11 be applicable tn
CUNTRACTOR defiaed numbcr of similer uniis.
CONTRACfOR shaft be thc sole source of dtterqainatioa as w similar dcsignedon.
�ABILITY INSURANCE
CON!'RACfOR shall provide proof of liability ins�uana in minimwn amounts listed bclow:
General ifability SI.UOU,000 peraulgle oCCtu7eqct
ProductliabFlity S1,OOO,OQOpasingleaccumna
Tnswaaee covcrsge shall be in effect for Ihc ]ength ofthe eoaUrntt and eny �xteasians lheceo� Pim ttse aumher of
months oT days requued to deliver any outstanding order efter the close of thc conuact Coatrsctnr shsll promptly nodfy �-
GAC of canallation or c3�anges in insurance coverage during the oaatract period
ARTICLE 29:
ARTICLE 3U•
CQNSPLET141Y AND LiOUIDATED DA1V,�A,G�S
(77its.�lrtlrie dots xd appiy to lhla Contrac!)
cOrifPLIANCE WITH PROPO5AL SPECT�XCATION5
The contract herein provides certein details emphasizing the intent of tbe proposa! specificstious:
Watraaties:
COIVTRAeI'UR'S standard equiprneat we�ranry. as revised 4-I-00, s6all be made s part af this Cootrsct, a copy of
which sball be attached to dtis Documeak H-GAC resaves the right to e�+� the language in this standsrd wacsanty
�d w acapt or� suy c�enges uiade atter tuis date. H-GAC sha11 ho3d the CONTRAC'tOR responsibie far the
execution and ef%ctiveness of �j] product wturanry. H-GAC shat[ look oaly to the COIVT'ItACTOR as the S41g
s� ourse for solution W pmblems arising from warrastry c[aima. The CONTRACTOR agrees to respoad direcdy to
corrcction of wansnty ctaims and to eneure recm�ciliation of warranty ciaims w}uch have bcen assignaf to a]�
P�h'•
Seteaia�a of Camaoaenrs:
The setxtion of quality compoaents shall bs detera►ined by the C�N7'RAGTOR. Since durability and weaanty
proveaioas are an inhwent cansideraiion in the seleetioo procrss, H-GAC aad the END USERS subject th�lves to
a tnmt reletionship with the CO1V'TRACTdR to doliver a p�oduci wfiich will caaply with staadards set for tLe
specificd prodttct detail in the proposai spccificsiions.
Contrector's.Default
Should the contradar default in providing the a�uipmcnt as specified 'w ihe spocifications, and in this coatract,
recourse may ix exerciscd through the pexformence bond or wher legat remedies.
17elivcrv to End User:
CONTRAC'f'OR shell sehedule delivery W END USER aiva in eoordinakion with 1he rcievant END U5ER'a site.
Acoasaric�s and �pG4us:
p�ll accFssories and optioa� lisicd in the Option Tnble shall bccomo pert of thia contras�.
ARTICLE 31: . DOCUMENTATION
CONTRACTUR will provide ENA US�R Agency compleu operating a�anuats on a!1 cqvipment ordeitd.
H:tCOtriAwCTRA0i�06b1Bd^S0006:a �'�7tOTLCOMU�Atm�rnurern Aj�trrrt+Ansga�aQ.rrv �ot„rto*mrri Sighvfia:
iL4DX0 C�hLh.�rNICATION �'Ob �ATtib dc COIV'IROL, i"'='^ 7"�"�'rQ^�pn enn rrv vnTm+ME►V'[' PAeE 8 of 10
AFrCICLE 32: �VLaNlIFAGTURER PR10E DECREASFSJ[NCR�ASES
t. Faceept as providai in ARTICLE 35, No price increases she11 bt allowed during the first nvelvc (f 2) months
of this Camtrar:t pa`iod.
2. Any requcat far e psice change must be submitud ta H-GAC on CONfRACi'OR'S letterLead, must 1�e
aignad by a wzponde offiar, aad mttst bc received by H-GAC at Ieast forty five (45) aileadar duys psior m
the roquaicd effa#ive clato of the iaaease.
3. Pricx incstaae rcquests MUST be suppocted by doctmmentation, sxeptablt to H-GAC� concetning
CONT'RAGTbR'S actusl cost iaarcase.
4. H-GAC xeserves the right w acapt or rojed �y price chenge rtquest.
In ceaas iavolving coutreet exkasione exoeeding si�cty-oac (6t) days beyond the stated expiretion dste of tbis Contraet,
CONTRAGTUR may tr.quest a prix chsnge based on tlie same oonditions es steted abova However, the forty-fivo {45) day
pria notice is waived and R-CAC will considcr the request immediately on nceipt
ART1Ct.E 33: CONTItACi'OR'S FIRMWARElSOF'TWARE
CONTRACI'UR provides firmwxrdsoftware oaly undsr lianae. END USER agencies v�n'll not own such
firmwar�/softwsue and will be authoriud for ib ase oniy afler propes coaspSetion of the CONTRACTOR'S Soft�+ars
Agrtament Docvmentetion oxapt av CONTRAC'fOR agrus to scll the Sourcc Codo to thc END USER
ART[CLE 34:
�XS'x'�M PURCHASE AGREEMEN"�'
It is agrced thhat the scope of this Cantract is limited to the pnoauemwt of equipmrnt end services defwcd in
Motorola's Praposat Respos� optn'e.d November 8, 2005 in response to tt►a Frop�sal Specific�tions. It is fun6er ap�ttd that
END USEEtS may use this Cont:act to purc6ese systems aad/or servicea. ln suc6 event, a separate agrerment, mxlanB
refcrence to this Contrad, maY be negodated betwars tht CONTFtACi'OTt, anA thc END USER Seid document shall be
catiticd, "Systan Purd►aseAgraaxarY'.
Using prices for pcoducts astd seivices atablished in the Propossl Respoasc opcned Aug�rst 21, 2000, each "Sy�tart
Purchaae �4grcaxa+l" shall deSne the associated costs for a11 such servioes. 7he "Sjstem Prrrclrme Agrear�errt" shall sct
forth all sptcific dctails of thc negotiated egrcement It may inctude, but is aot limiud ta the foUowing: • division af
respansbilities; • sitcs, 'swfiscclsabsurfacs conditions. • system design tochnical requitemenls, • performancc end
scheduZes, '. covcxage, • wazrandcs, • installetion and implcmentation. • list ofdelivetablcs, • Tide and Risk ofLoss, •
FCC Liceasing, • software licensing, •. acceptana criteria, ' Payment tcnns, • doctmtentation requiremanta� ' chan8es�
• customer delay, • terminatioa for conveaienceJdefauly • iimitation ofiia6itity. • trainiag, ' bonds, aad • maintenance.
�Y�� �?��r�
SUBSTITUT1pNS AND AEVIATIONS
H-GACa�WthesubsiitvtionofContractor'anesvpub]ivhedtisLpriastoincludenewoffa�iag,e. AlongwithtLe
pria book, Contractor will continue to provide a statie discount structure to eaah part using published APC's
(as8igned product codes) coassstent with currcot discounts. 'E'he acw priciag, submiued in CD fomiat, will be updated
bi-moathly and providc a published sheet coataining eny changes wiWin tha CD formet. tlpon reoeipt of ti�e CD, Ii-
GAC will nodfy Coatr�etor within five (5) business days if the pricx macasta sre aot aaxpteble, or if H-GAC
�equires mme inforsnauon to makc the detamination-
ARTICi.� 36:
ARTICLE 37•
KE7' P RMA�i ND
rlhlr Arflcle dou na1 apply to tfils Contr�act)
PERFORMANCE H�ND �SSUEU TO F.1Y¢ USER
pptiwml performancc 9onds mey be purchassd and issucd io the reltvant EPII3 US�[t for an amount cqual to the
valuc af each purchnse ordcr.
ARTICLS �8; �`1��ECI�UNS BY H-GAC
CONTRACTOR egrecs w provide eccess co H-GAC authoriud peisoune! for inspaxion of facilities and audit of
purchase ardccs duiiug thaContract }xriod and for a period extend+n8 to the comPledoa of aay and all equipment ordered
under tbe tams of tfiis watract. Site iaspectioas shafl bc arrangrd not lcss then ten (1 Q) calwdar days before said inspections
and shetl stat�.the namc(s) ofpersons who w11 conduct the inspxtions, COIVT'RAGTOR sha11 aot inc� expeascs relatiag
thtreto.
AR7'iCL� 39: PRpPOSA�, PRICES UFF�IiED BY CONfRACiOR
The prieing livted in CONTRACI'OR'S Proposal RcspoQso as stat�d on Fa�►u Dlkrough F shail be a�plicable w all
products order�d uader the tams of fhis Contract. Additionai discounts mey be oft�red at thc discreuon and sole liability of
Sig I,otiaf:
. �r , � � ��.��l. . IJn �r:..%�..i� s�:Jl.!.. . �i� �Jf�:!:I�.. �'.t� 'r!•1�7.d@J�
I:,J � �uWtJ.. :._I.l► K��.Iv.._.� . f.ltM:�.=.►N 1►�� :�":. �1 tlll 'r Jf',:�'�II. �
thC CON'CRACTOR.
A�gTICL� 40;, CHAAiGE ORDER �StO'VlSIONS
Texas stetutes limit change orders to an amasm nnt excxeding tweaty-five (25'/.) of the proposal prix. A� of
1�7ce amouist is alw provided. For the purpose of H-CAC procrdurts, the proposat price ineludes tbe base proposal amount
end all priced options submitted with ilsc yropoaal responsc.
ARTICLE 41: ORAER CANCELLATION .
In the event CONfRAGTOR iv unable to deliver a produa/savice by tt►e schcduled delivery date, and tfie delay is
caused by faciory productioa delays exxetting one hundred twventy (120) days from tfic ddiv�ery dau set in she purchact order,
ssid product/strvice shait be subject ro possible canallation by END USER
CbN1'RACTOR shell notify END USEB and H-GAC of sny coaditioas ofForceMajeurt that might ca�cse delay
ia defivcry of products/services, [See Article 11: "Fbrce Majeuro"j
pRTICLE d2: ASSIGi�(aR SiJBLEASE O� �G�T$
Ncither party shall �siga or sublesae say righrs under this eona�act withaut the writfen consent of the othcr party.
[see Articlei "su6eontraeta"I
Tl C.E : Ck�ANGE OF OWNERSHIP
Thc CONTRACFQRshell notify H-GAC afany msterial chang� in neme, ownership or wnaol. Such notification
shail bc supplitd within tca (i 0) business days of such change.
ARTICI�E 44: IYON-COMPETITION CLAUSE
A COIVTEtACfOR'S published or unpubtished opdons mey aot compete with another COEYTRACTOR'S baee
proposal award.
ARTICLE 45: PRODUCER PRIC� 1NDEX APPLI�D TO CON'!'RAGT FX'�'�_NS�O]VS
Coasideration ot any cvntracc:t extension exeexdin8 sixty-0tte (61) days btyond tEu sleted expiratiott date of the
orIginal contrart period, may be subject to possble inac�es/da�+eaus in tbe origina! psoposa.l grias o�d by the
CO1V7'RACTOR 'Tlte psicc increaaes/dccxeases shall not excced thc Proctuar Pnia lndex (PPn fot the letest avaifable
reporting period prior to expirarion of tbe osiginal conhact.
'Iho relevant product cads, � deSned by the aiuxia ofthe U. S. Depavtmeutofl.nba's laust t+e�wrtin%F�triiod. shalf
be aaed to determine the me�timum prix increaselde�eme for t6e leagth of the contrac� extenvion. R-CAC sF►sil establish the
date of the latest aveilable report in determining the rate of ineressrldocrease bastd an direct communi�ation with the U. S.
Department of Labor.
A�2TIC1.E 46: . ['ONCRA.CT PERFO1tMANCE
: COTV'fRACTOR must mcot t6e fo►lowing perFormaace critcria ai all timos, and to H-GAC's complete satisfactiou.
Fa7ure w do so may ba considered w be non-oompliant }xrfoimance and may result ia coauart termination ei H-GAC's
soIc discrctioa
1. CONTRACI'OR shap msintain sut£cirnt qualifiai staffto proa',ss Purchasc Orders, end to respond promptlY bY
telephane, fax, and email.
2. CONTItACFOR shatl panicipate in orientation and training as may be reqaited by �!-GAC.
3. H-CAC reserves thc right to request thai a new Sales Representative be assigned to the conhact (Bid 5pecifications,
Gmaal Terms aod Coaditions, Ssctioa 1.10, patagaph h).
4. CONTRAC70R skali provide ioll frte lineja) for � by H-GAC'a Ead Ustrs.
5, Mototoia will use commaeially reaqouable effarts to encauage H-CAC Ead User Participants to purchasc
conU�actad itsws through the H-GAC Contract_
6, All Producis/suvices sold �d delivaed will include ell current manufacturer's staadard features at no addidonal
chargc, and mat all H-GAGrequircmenb and specifications in ail respects.
7. Schcdulcd dclivcry dntes wilt be met in all cages wil�ss prevented by Fotce Majture,
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Attachment A
Motorola, Inc.
Radiu Commuaication, Command & Contral, and Interoperability Equipmeni
Proposal No. R.A01-06
** All Prices are per ihe ECAT Pricebook, with APC Discounts to apply.
Current pricing Nov. 8, 2005
Attaahment B
This warranty appiies within the fifty (50) Uniteci States, the District of Columbia and Canada.
LIMITED WARRANI'Y
MOTOROLA CONiMLJ1�TICAT[ON PRODUCTS
If the afFected product is being purchased pursuant to a writien Communications System
Agreemerrt signed by Motorola, the warranty contained in that written agreement will appfy.
Otherwise, the following wa�'anty applies.
WHAT TNlS WARRANTY COVERS AND F�R HOW LONG:
Motoroia lnc. or, if applicable, Motorola Canada Limited ("Motorafa") wamants the
Motorota manufactured ra�o communEcabons p�oduct, including originaf equipment crystal
devices and channel elements ("Product"), against material defects in materia! and wor#cmanship
under narmai use and service for a period of One {1) Year from the dete of shipmsn�
Motorota, at its opilon, will at no charge either repair the Product (with new or
reconditioned parts), replace it with the same or equivatent Product {using new or recondi6oned
Product), or refund the purchase price of tFre Praduct during the warranty period provided
purchaser notifies Motorola according to the terms of this warranty. Repaired or replaced Product
is warranted for the balance of the arigina( appiicable warraniy period, All replaced parts of fhe
Product shail be�ome the property of Motorala.
This express limited wamanty is extended by Motorola to the original end user purchaser
purchasing the Product for putposes of leasing or for commercial, industrial, or govemmentai use
only, and is not assignable or transferabfe to any other party. This is the compfete warranty for
the Product manufactured by Motorola, Motorota assumes no obligations or liability for additions
or modifications to this warranty unless made in wrfting and signed by an o�icer of Motorola.
Unless made in a separate written agreement f�etween Motorola and the originat end user
purchaser, Niotorola daes not warrant the insta{lation, maintenance or service of the Product.
Motorola cannot be responsible in any way for any ancillary equipment not fumished by
Moto�ola which is attached to or used in connection with the Product, or for operation of the
Product with any ancillary equipment, and a(t such equipment Is expressly excluded from this
warranty. Because eact� system which may use the Product is ur+ique, Motorola disclaims liability
for range, coverage, or operation of the system as a whofe under this warranty.
II. GENEi2AL PROVtSIONS:
Th'ts warranry sets forth the full extent oi Motorola's responsibilities regarding the
Product. Repair, raplacement or refund of the purchase price, at Motorola's nption, is the
excfusive remedy. TNIS WARRANTY IS G1VEN IN LfEU OF ALL OTHER EXPRESS
WARRANT{ES. MOTOROLA D{SCIAIMS ALL OTHER WARRANTIES OR CONDITlONS,
EXPRE5S OR lMPUED, tNCLUDlNG THE IMPLIED WARRANTIES OR CONDITIONS O�
MERCHANTABILITY AND FITNESS FOR A PAR7ICULAR PURP4SE. 1N NO EVENT SHALL
MOTOROIA BE LIABLE FOR DAMAGES IN EXCESS OF TME PURCHASE PRICE OF THE
PFtOpUCT, FOR ANY LOSS OF USE, LOSS OF TIME, 1NCONVENIENCE, COMMERCIAL
l.OSS, LOST PROFITS OR SAVINGS OR OiHER tNCIDENTAL, SPECIAL, INOIRECT OR
CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR }NABILITY TO USE SUCH
PRODtJCT, TO THE FUIL EXTENT SUCH MAY BE DISCi.AlMED 6Y LAW.
pi. H�W T� GET WARRANTY SERVICE:
Purchaser must notify Motorola's representative or call Motorota's Customer Response
Center at 1-800-247-2348 within the applicabfe warranty pariod for inFormatlon rega►ding
warranty serviae.
IY. WHAT TH�S WARRANTY DOES NOT COVER:
A) Defects or damage resuifing from use of the Praduct in otf�er than its normal and
customary manner.
B) pefecis or damage from misuse, accident, water, or neglec:t.
C) Defects or damage from lmproper testing, operati�n, maintenance, instaltatiort, atteration,
modiflcation, or adjustment
D) Breakage or damage to antennas unless caused directiy by defects 9n material
workmanship.
E) A Product subjected to unauthorized Praduct.modlfications, disassemblies or repairs
{indudEng, without limitativn, the addition to the Product of non-Motorofa supplied equipment)
which adversely affect performance of the Product or intertere with Motorola's norma! warranty
inspection and testing of the Product to verity any warranty claim.
Fj Product which has had the s�ria! number removed or made iliegible.
G) Batter�es (they carry thefr own separate Ifmited warranty).
H) Freight costis to tt�e repair depot.
t) A Product which, due tn iliegal or unauthorized alteration of the software/firmware in the
Product, does not function in accordance with Motorola's pubiiafied specifications or with the FCC
type acaeptance labeling in effect for ftie Praduct at the time the Producf was initiaily distributed
frnrn Motorola.
J) Scratches or other cosmetic damage to Product surfaces that does not affect the
operatiort of tt►e Prvduc�
iC) That the sofiware in the Ptoduct will meet the purchasers requirements or that tF►e
operat4an ofthe software wilt be uninterrupted ar error-free.
L) Normal and custamary weae and tear.
M} Non=Motorola manufactured equipment unless bearing a Motorola Part Number in the
t�orm of en alpha numeric number (i,e_, 7DE603UB).
V. GOVERNlNG LAW
1n the case of a Product sofd in the United States and Canada, this Warra�ty is govemed
by the laws. of the State of f Ifinois and the Province of Ontario, respectively.
V1. PATEN7 ANb SQFTWARE PROVISIONS:
Motorola will defend, at its own expense, any�suit brought against the end user purchaser
#a the extent that it is based on a c(aim that the Product or its parts infringe a United States
patent, and Motorola will pay those � and clamages finatty awarded against the end user
purchaser in any such suit which are attributable to any such claim, but such defense and
payments are conditioned on the following:
A} that Motorola will be nott�ed promptty in writing by such purchaser of any noGce of such
claim;
S} that Motorola will have sole control of the defense of such suit and eI! negotiations for its
setNement or compromise; and
C) should the Product or its parts become, or in Motorola's opinion be likely to become, the
subject of a claim of infringement of a United States patent, that suct� purchaser will permit
Motorola, at its option and expense, either to procure for such purchaser the right to continue
using the Praluct o� its parts or to r+eplace or modify the same so that it hec;omes non-infringing
or to grant such purchaser a ctedif for the Praduct or its parts as depreciated and acxept its
retum. The depreciation wili be an equai amount per year over the Iifetime of the Product or its
parts as esfabiished by Moiorola.
Motorola will have no liability with respect to any claim of patent infingement which is
based upon the wmbination of the Produc# or its parts fumished hereunder wiih software,
apparatus or devices not fumished by Motorola, nor wili Motorola have any liability for the use af
ancillary equipment or sofEware not fumished by Motorola which is attached to or used in
connection with fhe Product. The foregoing states the entire liability of Motorola with respect to
iniringement of patents by the Product or any its parts thereaf.
Laws in the United States and other countries preserve for Motorola certain exciusive
rights for copyrighted Motorola software such as the exclusive rights to reproduce in copies and
distribute copies of such Motorola software. Motorofa software may be used in only the Product
in which the software was ariginaily embodied and such software in such Product may not be
reptaced, copied, distributed, modified in any way, or used to produce any derivative thereof. No
other use inGluding, without limitation, afteration, modification, reproduction, distribution, or
reverse engineering of such Motorola software or exercise of rights in such Motorola software is
permitted. No license ss granted by implication, estoppel or otherwise under Motorala patent
rights or copyrights.
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 3/6/2007
DATE: Tuesday, March 06, 2007
LOG NAME: 04DISPATCH UPGR
SUBJECT:
Authorize Execution of a Contract and
an Upgrade to the City's Dispatch
Department
RECOMMENDATION:
It is recommended that the City Council:
REFERENCE NO.: **C-21986
Maintenance and Support Agreement with Motorola, Inc., for
Console System for the Information Technology Solutions
1. Authorize the City Manager to execute a contract with Motorola, Inc. (Motorola), for an upgrade to the
City's Dispatch Console System for the Information Technology Solutions Department (IT Solutions) at an
estimated cost of $95,601.11 using Houston-Galveston Area Council (H-GAC) Contract RA01-06 with
payment due 30 days after receipt of invoice in accordance with the agreed upon terms.
2. Authorize a maintenance and support agreement to begin one year after the expiration of the system's
warranty period, with three additional one-year options to renew.
DISCUSSION:
The City of Fort Worth received State of Texas Homeland Security Program grant award in 2005 (M&C G-
15001) to enhance its capability to prevent, respond to and recover from disasters. A component of the
grant was the award of the Urban Area Security Initiative (UASI). One of the expected outcomes is to
require jurisdictions to work together at a regional level in project development. A component that will allow
agencies to work together is an enhancement of the City's communication capabilities.
The upgrade of the dispatch system will allow Fort Worth's Police and Fire Departments consoles to
connect to the three Texas Department of Public Safety interoperable VHF channels and the City of
Burleson UHF channel. The upgrade will allow Fort Worth Police and Fire personnel to have interoperable
radio communications with Texas State Troopers, as well as Burleson and Benbrook Police and Fire
Departments. The City's dispatch system currently is capable of some interoperability functionality by
"patching" befinreen the agencies and cities that are already part of the Public Safety 800MHz radio
system. However, there is an ever increasing requirement for interoperable radio communications between
Public Safety entities that utilize dissimilar radio systems.
The Texas Interlocal Cooperation Act permits joint participation by local governments, states, state
agencies and non-profit corporations to use the H-GAC Cooperative Purchasing Program. Purchases
made by using H-GAC procedures satisfy otherwise applicable competitive bidding requirements.
M/WBE- An M/WBE goal is not assigned when making a purchase agreement using an approved
purchasing cooperative or other public entity.
Renewal Options - The maintenance and support agreement may be renewed for up to three additional
one-year terms at the City's option. The action does not require specific City Council approval provided that
the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the current capital budget, as appropriated, of the
Grants Fund.
TO Fund/Account/Centers
Submitted for City Manager's Office by:
Originating Department Head:
Additional Information Contact:
FROM Fund/Account/Centers
GR76 541390 002442071030 $95,601.11
Karen Montgomery (6222)
Peter Anderson (8781)
Bryan Jennings (7889)
Larry Schuessler (8461)