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HomeMy WebLinkAboutContract 43383MY SECRETARY PROFES§IONAL SERVICES AGREEMENT =IR =MO' This PROFESSIONAL SERVICES AGREEMENT ( "Agreement ") is made and entered into by and between the CITY OF FORT WORTH (the 'City'), a home rule municipal corporation situated in portions of Tarrant, Denton and Wise Counties, Texas, acting by and through Susan Alanis, its duly authorized Assistant City Manager, and Radcom Technologies Inc., a state of Texas incorporation and acting by and through Richard C. Raadt, its duly authorized President, each individually referred to as a "party" and collectively referred to as the "parties." CONTRACT DOCUMENTS: The Contract documents shall include the following: 1. This Agreement for Professional Services 2. Exhibit A -Statement of Work plus any amendments to the Statement of Work 3. Exhibit B - Pricing List 4, Exhibit C - Signature Verification Form All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents, the terms and conditions of this Professional Services Agreement shall control. 1. SCOPE OF SERVICES. Consultant hereby agrees to provide the City with professional consulting services for the purpose of installation of fiber optic and structured cable. Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the services to be provided hereunder. 2. TERM. This Agreement shall commence upon the date that both the City and Consultant have executed this Agreement ( "Effective Date ") and shall expire on September g, 2013 ( "Initial Term'), unless terminated earlier in accordance with the provisions of this Agreement Following the Initial Term, this Agreement shall be renewable at#Tzarccordan ce with the terms of the Ell contract. The City shall provide Consultant with written notice of its Intent to renew at least thirty (30) days prior to the end of each term. 3. COMPENSATION. The City shall pay Consultant an amount not to exceed $150,000.00 in accordance with the provisions of this Agreement and the Payment Schedule attached as Exhibit "B," which is incorporated for all purposes herein. Consultant shall not perform any additional services for the City not specified by this Agreement unless the City requests and approves in writing the additional costs for such services. The City shall not be liable for any additional expenses of Consultant not specified by this Agreement unless the City first approves such expenses in writing. 4. TERMINATION. 4.1. Written Notice. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX The City or Consultant may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. Professional Services Agreement Revised October 2011 Radcom Technologies, Inc. l 0 7 -1 0-112 A.''i :4 7 1 N 4.2 Non- aovrooriation of Fund In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, City will notify Consultant of such occurrence and this Agreement shall terminate on the fast day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, the City shall pay Consultant for services actually rendered up to the effective date of termination and Consultant shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Consultant shall provide the City with copies of all completed or partially completed documents prepared under this Agreement. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Consultant hereby agrees immediately to make full disclosure to the City in writing. Consultant, for itself and its officers, agents and employees, further agrees that it shaft treat all information provided to it by the City as confidential and shalt not disclose any such information to a third party without the prior written approval of the City. Consultant shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Consultant shall notify the City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised. 6. RIGHT TO AUDIT. Consultant agrees that the City shall, until the expiration of three (3) years after Final payment under this contract, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of the consultant involving transactions relating to this Contract at no additional cost to the City. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits_ Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, or the final conclusion of any audit commenced during the said three years have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of such subcontractor involving transactions related to the subcontract, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable notice of intended audits. T. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Consultant shall operate as an independent contractor as to all rights and privileges and work performed under this agreement, and not as agent, Professional Services Agreement Revised October 2011 Radcom Technoiogies. Inc. representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Consultant shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors. Consultant acknowledges that the doctrine of respondeaf superior shall not apply as between the City, its officers, agents, servants and employees, and Consultant, Its officers, agents, employees, servants, contractors and subcontractors. Consultant further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Consultant. it is further understood that the City shall in no way be considered a Ca -employer or a Joint employer of Consultant or any officers, agents, servants, employees or subcontractors of Consultant. Neither Consultant, nor any officers, agents, servants, employees or subcontractors of Consultant shall be entitled to any employment benefits from the City. Consultant shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents. servants- employees or subcontractors. 8. LIABILITY AND INDEMNIFICATION. A. LIABILITY - CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. B. INDEMNIFICATION - CONSULTANT HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS jINCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS) ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. C. COPYRIGHT INFRINGEMENT - Consultant agrees to defend, settle, or pay, at its own cost and expense, any claim or action against the City for infringement of any patent, copyright, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this agreement. Consultant shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim, and City agrees to cooperate with it in doing so. City agrees to give Consultant timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Consultant shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software andlor documentation; or (b) modify the software and/or documentation to make it non- infringing, provided that such modification does not materially adversely affect City's authorized use of the software andlor documentation; or (c) replace the software and /or documentation with equally suitable, compatible, and functionally equivalent non - infringing software and/or documentation at no additional charge to City; or jdj if none of the foregoing alternatives is reasonably available to Consultant, terminate this agreement and refund to City the payments actually made to Consultant under this agreement. 9. ASSIGNMENT AND SUBCONTRACTING. Consultant Shall not assign or subcontract any of its duties, obligations or rights under this Professional Services Agreement Revised October 201 T Radcom Technologies, Inc. 3 Agreement without the prior written consent of the City. If the City grants consent to an assignment, the assignee shall execute a written agreement with the City and the Consultant under which the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement. The Consultant and Assignee shall be jointly liable for all obligations of the Consultant under this Agreement prior to the effective date of the assignment. If the City grants consent to a subcontract, the subcontractor shalt execute a written agreement with the Consultant referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Consultant under this Agreement as such duties and obligations may apply. The Consultant shall provide the City with a fully executed copy of any such subcontract. 10. INSURANCE. Consultant shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 101 Coverage and Limits (a) Commercial General Liability $1,000,000 Each Occurrence $1,000,000 Aggregate (b) Automobile Liability $1,000,000 Each occurrence on a combined single limit basis Coverage shall be an any vehicle used by the Consultant, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non -owned (c) Workers Compensation - Statutory limits Employer's liability $100,000 Each accident/occurrence $140,004 Disease - per each employee $500,000 Disease - policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 - 1.41 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee (d) Technology Liability (E &D) $1,000,000 Each Claim Limit 51,000,000 Aggregate Limit Coverage shall include, but not be limited to, the following: (i) Failure to prevent unauthorized access (ii) Unauthorized disclosure of information (iii) Implantation of malicious code or computer virus Professional Services Agreement Re wined Qctcher 20 1 f Radcom Technologies, Inc. 4 (iv) Fraud, Dishonest or Intentional Acts with final adjudication language Technology coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Technology E &O. Either is acceptable if coverage meets all other requirements. Any deductible will be the sole responsibility of the Prime Vendor and may not exceed $50,000 without the written approval of the City. Coverage shall be claims -made, with a retroactive or prior acts date that is on or before the effective date of this Contract. Coverage shall be maintained for the duration of the contractual agreement and for two {2) years following completion of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage. 10.2 General Reauirements (a) The commercial general liability and automobile liability policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. (c) A minimum of Thirty (30) days notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (10) days notice shall be acceptable in the event of non- payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (e) Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Consultant agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Consultant of any violation of such laws, ordinances, rules or regulations, Consultant shall immediately desist from and correct the violation. 12. NON - DISCRIMINATION COVENANT. Consultant, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Consultant's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. If any claim arises from an alleged violation of this non- discrimination covenant by Consultant, its personal representatives, assigns, subcontractors or successors in interest, Consultant agrees to assume such liability and to indemnify and defend the City and hold the City harmless from such claim. Professional Services Agreement Revised October 2411 Radcorn Technologies, Inc. 5 13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand - delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: City of Fort Worth Attn: Susan Alanis, Assistant City Manager 1066 Throckmorton Fort Worth TX 76102-8311 Facsimile: (817) 392 -8654 With Copy to the City Attorney At same address 14. SOLIC TIATIQN OF EMPLOYEES. Radcom Technologies Inc. Attn: Richard C. Raadt Address: 1801 Royal Lane Dallas Texas, 75229 Facsimile: 972- 744 -2160 Neither the City nor Consultant shall, during the term of this agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this agreement, without the prior written consent of the person's employer. 1s. GOVERNMENTAL POWERSlIMMUN TIES It is understood and agreed that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of the City or Consultant to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Consuttanrs respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW l VENUE. This Agreement shall be corstrued in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action shall tie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. Professionat Services Agreement Revised October 2011 Radcom Technologies, Inc. 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJEURE. The City and Consultant shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government Raw, ordinance or regulation, acts of God, acts of the public enemy. fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 2Q. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normai rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto. 22. AMENDMENTS. No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in a written instrument, which is executed by an authorized representative of each party. 23. ENTIRETY gF AGREEMENT. This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Consultant, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 2s. WARRANTY OF SERVICES. Consultant warrants that its services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Consultant's option, Consultant shall either (a) use commercially reasonable efforts to re- perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by the City to Consultant for the nonconforming services. 26. IMMIGRATION NATIONALITY ACT. Professional Services Agreement Revised October 2011 Radcnm Technologies, Inc. 7 The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Consultant shaft verify the identity and employment eligibility of all employees who perform work under this Agreement. Consultant shall complete the Employment Eligibility Verification Form (1 -9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide City with copies of all 1 -9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Consultant shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Consultant shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Consultant shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Consultant, 27. INFORMAL DS PUT RE CLUTION. Except in the event of termination pursuant to Section 4.2, if either City or Consultant has a claim, dispute, or other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort, either through email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non - binding mediation in Tarrant County, Texas, upon written consent of authorized representatives of both parties in accordance with the industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be agreed to by the parties Each party shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute through mediation, then either party shall have the right to exercise any and all remedies ava'lable under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this informal dispute resolution process, the parties agree to continue without delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either parry may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests. 28. SIGNATURE AUTHORITY. The person signing this agreement hereby warrants that he/she has the legal authority to execute this agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement, and any amendment(s) hereto, may be executed by any authorized representative of Consultant whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit "C" and incorporate herein by reference. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. [SIGNATURE PAGE FOLLOWS} IN WITN 5 WHEREOF, the parties hereto have executed this Agreement in multiples this �_O_ day of 20_LZZ Professional services Agreement Revised October 2011 Radcom Technologies, Inc. 8 ACCEPTED AND AGREED: CITY OF FORT WORTH: By Da Al By APPROVED AS TO FORM AND LEGALITY: i B Ma es is B. Farmer Assists t City Attorney CONTRACT AUTHOR17-ATlON: MBC: Date Approved: Prufesswnal Services Agreement Radcom Technologies, Inc. DCOM TECHNDLDGiES INC.: By �! t-- a�•G�r Rich'a'rd C. Raddt President Date: r /-'& ATTEST: OFFICIAL RECORD CITY SECRETARY FT. WORTHI TX Revised October 2011 Exhibit A Statement of Work 1.0 Installation Services 1.1 System Installation Services A. Install fiber optic cable and/or structured cable. B. Form, splice, trim, and support all required fiber /structured cable splices and terminations. B. Test and prove that all fiber/structured cable operate properly. C. Install racks, cable ladders, and any other require support structures D. Label all terminations with labels specifically designed to fit and properly adhere to LIU's. E. Provide detailed documentation (Red line a City of Fort Worth provided detailed drawing) of all splice locations and termination locations. Red line drawing will be turned to City of Fort Worth at the completion of project along with test results. F. Formulate and write any other information as necessary. G. Shall provide all necessary tools, hardware, and test equipment needed to install, label, test, and document the cabling system. H. The installation of the voice and data communications system by the contractor will not be considered complete until all Gables and components described in the specifications are installed, labeled, and tested, and until documentation is delivered according to the specifications. Furthermore, the cabling system will not be considered to be complete until there has been a successful inspection by the client without any corrections required by the contractor. 1.2 Installer Personnel Certification A. The Vendor shall provide manufactured - certified installation personnel. B. The vendor shall provide verification of vendor certifications from Corning cabling with and or all other Fiber Optic cabling systems manufacturers. C. The vendor shall provide verification of vendor certifications from Siemons Company cabling systems and some or all other Structured Cabling Systems manufacturers. D. All certifications shall be kept up to date and copy submitted to City of Fort Worth for contract file. 1.3 Testing and Acceptance A. pre- Installation Testing For the purpose of this RFP, pre - installation testing refers to the activities involved in testing the provided fiber to verify that it will operate correctly before the actual installation of the cable, B. Acceptance Testing Acceptance testing refers to testing monitored by the City to verify the proper operation of the City's fiber and/or cable systems as a consequence of installation, splicing and termination activities. The installer must give City notification and access to both the acceptance testing process and the data and to any analysis of the acceptance test results. The installer must make the results of the acceptance test available in electronic form to the City within 5 working days after completion of work. The vendor must retain copies of those test results throughout the term of its agreement with the City of Fort Worth. The Installer must answer questions raised by the City, and must correct any deficiencies identified during the acceptance - testing period. The fiber and or cable shall be fully tested by the Installer immediately after the installation period. The Installer must notify the City in writing, phone call, or an e-mail when it is ready to begin acceptance testing. Test results shall meet or exceeds standard published specifications. The Installer satisfactory completes and submits all labeling and documentation as required. If the acceptance tests reveal problems related to performance, the Installer must isolate and eliminate those problems. C. Test Equipment 1. Copper cable will be tested with ether CATSe or CATb test equipment depending on type of cable ran. The CAT5e or CAT6 test equipment shall meet TIA/EIA Standards. Results shall be provided in a Word/Excel format for City records. 2. Fiber optic multimode will be tested with Power Meter. The test equipment shall meet TIA/EIA Standards Power Meter and light source. Results shall be provided in a Word/Excel format for City records. 3. All fiber optic single made fiber cable will be tested with an QTDR and/or standard power meter and light source, as requested by the City of Fort Worth. The test equipment shall meet TDVEIA Standards Power and light source. Results shall be provided in a Word/Excel format for City records. 1.4 Installation A. Inspections The Installer's work shall be subject to scrutiny and approval of the City. If notified that any installation has been found to be incomplete, unsafe, or otherwise unsatisfactory (in the judgment of the City), the Installer must, upon notice, immediately correct those discrepancies or deficiencies at its own expense. The Installer must adhere to manufacturers' suggested installation procedures to ensure that any warranties are valid. B. Standards and Practices Where materials or workmanship are specified to conform to a national standard, the Installer must submit proof of conformance before acceptance. The following lists acceptable compliances: ANSI American National Standards Institute I CFR Code of Federal Regulations EIA Electronic Industries Alliance EPA Environmental Protection !Nency FCC Federal Communications Commission IEC International Electronics Commission IEEE Institution of Electrical and Electronic Engineers IETF Internet Engineering Taskforce ITU International Telecommunications Union MEC Electromagnetic Compatibility NEC National Electric Code NTONC National Transparent Optical Network Consortium TIA Telecommunications Industry Association UL Underwriters Laboratory VCCI Voluntary Control Council for Information Technology E ui ment BiCSi Building Industry Consulting Service International C. Cleanup At no cost to the City, the installer must remove all debris and excess material resulting from installation or maintenance. When work is completed, the Installer must leave the premises clean and in good order. D. Access The City will furnish reasonable access to the premises for the installation and/or maintenance of equipment. All Vendor employees and or contractors will be subject to a background and Driver License check before being given access to city facilities. Vendor will submit all lists of employees that will have access to any and all city facilities at the request of the city during the term of the agreement. E. Documentation Documentation provided to the City shall be in both paper and electronic format. Only one copy of the electronic version is required. The format of the electronic version shall be appropriate to the type of the document required. The City's preference is Microsoft Word, Excel or Visio. F. Vendor Emergency Response Time Vendor shall respond to emergency call within 30 minutes of receipt and be onsite Within 4 hours of receiving request for emergency repair 24 hours a day, 7 days a week. The definition of 1.5 emergency response will be determined by the City of Fort Worth i.e. the City of Fort Worth will make the determination of what will be considered an emergency response request. Conduit and Cable Bends as Currently Installed All conduit bend radii must comply with the following table: Scenario Bend of Radius <2 inches 6 x internal diameter of conduit 2!2 inches 10 x internal diameter of conduit Fiber Pull 1 10 x internal diameter of conduit All vendors will be responsible for the directional boring and installation of Inside plant and outside plant conduit at the direction of the City of Fort Worth. A. No section of conduit shall be longer than 100 feet or contain more than two 90" bends between pull points or pull boxes. B. Any single conduit run extending from the wiring closet shall not serve more than three outlets. C. Neatness in cabling, ensuring that all cables are hidden from open view or run in wall- mounted raceway, is mandatory. Cables will not be stapled to walls, abutments, supports, or any other objects. Concurrent data cables runs will be bundled together neatly and loosely. D. Cable entrance paths, or conduit runs, will be recorded electronically as per the manufacturer's specification and the connection joints will be centered between the vertical standard brackets. E. All wall -mount raceway will be run parallel to the floor and will be mounted at the minimum acceptable distance from the floor. 1.6 Telecommunications Outlets and Connectors A. Connector Specifications 1. Each four pair 24 AWG, cable will be terminated in an 8 -pin, modular jack at the work area. These connectors shall be 100 ohm. 11TP outlets that meet all criteria listed in EIAjTiA 570 (131.2) and EIA/ -HA- TSB -31 (81.37), and EIA/TIA 558, sections 12.2.5 and 12.2.5. 2. The pin/pair assignments shall be according to the 558A designation with applicable color code combinations. These pin/pair assignment are compatible with ISDN BRI (ISO 8877), Ref. 131.24 3. We are requesting that each drop have a MOD -TAP flush - mounted or box jack face plate installed for data. In most instances, jacks will contain RJ -45 jacks or blanks. Although SC connectors for fiber cables are specified in the558A standard, ST connectors will be implemented. 1.7 Wiring Description for Horizontal Cabling A. All cables with a run length of 295 feet or less shall consist of 24 AWG thermoplastic insulted conductors formed into four twisted pairs and enclosed by a thermoplastic jacket. If the cable is to be plenum- rated, it must be covered with a Teflon fire retardant for plenum (CMP) rating. All cables over 295 feet will be 52.5/125um 5 stranded optical fiber. The City will provide all copper cable. B. The Wire OD of the UiP copper cable shall be no more than .21. The Wire OD of the six - stranded fber cable shall be no more than .50 trade size. The City will provide all fiber cable. C. The pair assembly shall meet the color code according to EIAMA 558, section 10.2.1.1.3. D. All wires must not be bent tightly or kinked at the jack or elsewhere, or bent more than 5 x OD of the cable. E. Cables will be tested once installed, and shall perform better than the minimum requirements outlined in EIAJ` IA 558A- section 10 of UfP copper and section 12 for Fiber. A download of the test files will be provided to the City of Fort Worth in Excel format. F. If any cable fails to meet the specified requirements during testing measurements or conflict with the contractor's test results, the cable will be completely rerun at the installer's expense. G. The lengths of cables will be recorded using cable test equipment. All excess cable shall be returned to the City. 1.8 Distribution Rack Specifications A. Equipment Racks 1, Each rack shall be allocated with no more than 200 wiring terminations. B. Grounding and Bonding 1. Cross - connect hardware for cabling should be mounted on frames that will accommodate a grounding conductor that will provide a path of low DC resistance to ground. The grounding conductor should be bonded to the same grounding system that is employed by the power service for the floor serving the same floor as the cross - connect equipment. 2. The grounding conductor shall be no less than b AWG. C. Patch Panels (Connecting Hardware) 1. The transmission properties of internally wired connecting devices shall meet or exceed the transmission performance requirements specified in EIAMA 568, section 12.2.6.2, interfaces included. 2. Standard telecommunications interface jacks and plugs shall meet the requirements of EIA/TIA- TSB -31, Ref B1.37. 3. Telecommunications interface jacks shall be 8 -pin jacks with pin/pair assignments according to the 568A designation with applicable color code combinations. These pin/pair assignments are compatible with ISDN BRI (ISO 8877), Ref 81.24. 1.9 Wiring Labels and Wire Management A. Labeling all wall jacks, cables, patch cables, and patch panel jacks is mandatory. The method for applying labels will be left to the discretion of each bidder but each bidder will supply the City of Fort Worth with a sample for approval. B. The labels themselves shall be according to the lack ID. C. Cable conduit entrance paths will be marked on the City provided floor plans, and following completion of the work, this moor plan will be provided to the City of Fort Worth depicting all locations and label IDs of each jack and path panel. EXHIBIT 6 PAYMENT SCHEDULE Professional Services Agreement Revised October 2011 Radcom Technologies, Inc. 12 CONFIDENTIALLY PREPARED For The City of Fort Worth Submitted by Radca"t Technologies, Inc DIR -SDD -1548 The City of Fort Worth DIR PRICING DIR -SDD -1548 RADCOM Technologies, Inc is a 25 year old Texas Corporation. We support the entire Fort Worth and Dallas Metroplex and surrounding cities. We specialize in the design and implementation of the voice and data wiring and commercial telephone systems. RADCOM understands that we will be responsible fvr the installation of customer provided CAT 6 wire, installation of patch panels and terminations of the lain voltage wire. In addition to category 6 cable RADCOM also understand that we will be responsible far the installation of Single & Multi mode fiber optic cable. RADCOM understands that we will pick up all customer provided materials at the supply depot at 1515 111h Street, Fort Worth, Texas Also our responsibilities include using our orvn tools & testers and providing miscellaneous materials such as grounding clamps, tape, zip ties, cross connect and labels to number the station and the patch panel end. RADCOM understands that we will be responsible for testing or certifying all cables end to end and provide a computer genera ted report. This tester must certi, if Cat 6 cable and be DTDR capable to test fiber optic g wire. Radcom will always update or provide a floor plan of exact Iywlwre all cable is Ivcated fur that building. That floor plan will remain in the building. In addition to the implantation of lord voltage wire and /or Fiber optic cable, Radcom will handle additions, modes and changes. The response time will be 3 to 5 business days. Requests uritl be sent to FortWortlMadc_ommet. RADCOM is aroare of and meets the insurance requirements (Liability & Worker's comp). We request that the City of fart Worth provide Radcom with a template so that the certificate of insurance can be provided. Radcom has 2 certified installers that are Siemon certified and has spoke with David Seaton of Siemon to make arrangements fvr the certification of two more technicians. We understand that employees, either permanent or temporary will have a background check and driver license check completed ty Radcnm or the City of Fort Worth. The reason is that employees will require access to all facilities therefore will require picture ID issued franc The City of Fort Worth. Radcom currently offers 24 hour emergency support. The support will be extended to the City of Forth. DIR PRICING DIR -SDD -1548 The City of Fort Vl Mh Travel DIR - SDD -1548 Radcom will dispatch 1 vehicle with one or two installers depending on the work that must be cvncpleted. The cost per vehicle will be $50 to go to the warehouse where materials are waiting, sign those materials out and then proceed to the jab site. If far some reason Radcom ends up dispatching two installers, each with their own vehicle, The City of Fort Worth roil! only be billed far I travel charge. if Radcom has a large install, and more titan two installers are required which means more than I vehicle will be required, each vehicle will carry a $50 travel fee per 2 installers. If fhe installers ruait more than 15 minutes allowed far material pickup, there will be an additional $25 per 15 minute delay. If we are on site and additional materials are required and it is not due to a Radcom failure and Radcom must return to pick up additional materials, there will be an additional $25 added as a secondary travel fee. Installation of new Gat 6 Carper wiring DIR - SDD -1548 Radcom will he required to install new cable runs upon request. Each jack location will typically have 4 separate cables pulled to each location. The price differs based on a fern items, all pricing is based at standard Monday thru- Friday betuxen the hours of 8 am to 5 pm. Dutside of Owse 4&urs there unll be 725 % increase to pricing noted. • Length of wire • Ceiling file (2 'x 2' or 4'.% 2') push up file and locked or hard deck ceiling • Height of ceiling Standard height is IQ feet or less. • Low voltage Cat 6 wire ur Fiber optic wire. Radcom'5 insurance carry will only allow Radcom or the City of Fort Worth to provide a rented scissors lift when heights are in excess of 10 feet. This typically is used in a warehouse environment. The cost of this lift' is typically $100 per day plus $50 for delivery to site and $5D for pickup from site. The operator of the lift must be in control of his or her own movement of that vehicle. Low voltage cat 6 cable installation D1R -5DD -1546 Assuming the standards are wilhin spec each new cable installed will be priced as follouys. The ceilings must be push out and not Locked or hard deck (requires special quote), the freight must be 10 feet or less (lift may be req mired) and a minimum of 4 separate cable locations. If less than 4 there will be 125% up charge. • 150 feet or less (I cable) S 85.00 • 150 feet or less (2 cables) $ 100.00 • 150 feet or less (3 cables) $115,00 • 150 feet or less (4 cables) $140.00 Lmv voltage cat 6 cable InstailatiOn DIR- SDD -15M Assuming the standards are within spec each new cable installed will be priced as follows. Vie ceilings Must be push out and not locked or hard deck (requires special quote), the freight must be 10 feet or less {lift may be required) and a n6nimum of 4 separate cable locations. If Less than 4 there will be 125% up charge. lengths greater than 250 feet will require special quote. • 150 to 250 feet (1 cable) $ 95.00 • 150 to 250 feet (2 cables) $ 125.00 ■ 150 to 250 feet (3 cables) $ 14050 • 150 to 250 feet (4 cables) $ 175.00 Loin Voltage Wire Testing DIR -SDD -3548 Radcom will test the cable and provide a report to the city of Fort Worth upon request. Tire report will be in a Excel or Word format, The cost to test per cable is based on the number of cables per jack, which should be 4, and it includes the provision of a report. Since The City of Fort Worth typically use the Siemon product aruf if a 20 year warranty front 5iemon is required, Radcom will also have to send the report to Siemon. Radcom can complete each 4 position jack, prepare the report for both the City and for Siemon in 15 minutes total with 2 men, one on each end for $18.75 Therefore, the report will include 16 cables (4 - 4 position jacks 15 minutes each) per hour at $75 per hour. If there are only 2 cables per jack, Radcom can complere 16 cables (8 - 2 position jacks at 15 minutes each) per hour. All pricing is based on standard Monday thru- Friday between the hours of 8 am to 5 pm. Outside of these hours there ruin be 125% increase to pricing noted. Fiber installation DIR -SDD -2548 Finer cable installation is di cult to guarantee pricing of the end result. Radcom can only bid this on a time basis. We assume that the appropriate conduit & Infer -duct or conduiI & armored fiber is supplied t►y The City of Fort Worth. Radcom will survey what has to he done and enter a hid for the project which traditionally is more expensive than time basis only, The survey cost will be .5100 inclusive of travel. This quoted price will stand and the $100 will be credited if Radcom is awarded the job. The City of Fort Worth has the option to have a pre hid done or agree to the standard labor rate. Fiber installation continued Radcom will do the job at standard labor rates. The rates are the standard travel charge plus time on site including prep and install. Also the install will be completed utilizing 2 men $75 for the first man per hours and $3750 for the second man per hour, Please note that if a third man or more Installers are required, the labor rate will be $37.50 per hour for each installer. All pricing is based an standard Monday thru - Friday between the hours of 8 am to 5 pm. Outside of these hours there will be 125% increase to prising noted. The labor to splice single and multi - mode fiber will be considered the standard. Typically the individual responsible for fiber splicing works alone. His hourly rate is $75 and overtime rate if requested Ey the City is 125% of the standard rate. Additions Moves & Chanzes & Removal of Existing Wirirr DIR - SDD -1548 Radcom Technologies unit handle all requests within 3 to 5 business days. If The City of Fort Worth requires the work immediately, there will be a $100 up charge and the hourly will be 125% for all labor past 4 hours each for 2 installers. Also, a single man is typically dispatched far this type of labor. The regular time labor rate wilt he $75 for the ratan on site. This labor will be billed in 15 minute increments. Overtime labor which is outside Monday thru Friday 8 am to 5 pra is billed at 125% of the standard rates. If we have 2 separate requests happening simultaneously and those 2 separate requests are at different locations, then standard pricing wilt prevail. If 2 men are required for larger additions, moves and changes the first man is at $75 and tfu: second man is at $3 7.50 per lour. EmEgency Requests DIR - SDD -1548 If Radcom is requested via an afterhours repair request by calling 972.235 -8500 or 817.462.8500, the standard Fours and travel will apply which is 125 % of normal 8 ant to 5 pm Monday thru Friday work. In addition there is a minimum of 2 hours billed. EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY Full Legal Name of Company: Radcom Technologies, Inc. Legal Address: 1801 Royal Lane, Suite 407, Dallas, TX 75229 Services to be provided: Installation of low voltage and fiber optic cable Execution of this Signature Verification Form ("Form ") hereby certifies that the tollowing individuals and/or positions have the authority to legally bind the Company and to execute any agreement, amendment or change order on behalf of Company. Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Company. The City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Company. Company will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. The City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by the Company. Name. tq,,Ac jo Position:P�r'���`° Sig ature Name: Position: Signature Name: Position: Signature Name: .,l e��rnf Sig ure of President PCEO Other Title: Date: Professional Services Agreement Revised October 201 9 Radcom Technologies, Inc. 13 M&CNeriew City Council Agenda,__ TOR7114RTH COUNOL ACTtO1: Appnned on SM21M 2 C -25 &41 LOG NAME: 04PROFESSIONAL CABLING DATE: 611212012 REFERENCE NO.: �`"` SERVICES CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of a Professional Service Agreements with Radcom Technologies Inc., and AC Cable & Communications Inc., for the Installation of Fiber Optic and Structured Cable for the information Technology Solutions Department Using Department of Information Resources and General Services Administration Contracts in the Amount of $300,000,00 Annually (ALL COUNCIL_ DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize Professional Service Agreements with Radcom Technologies Inc., and AC Cable & Communications Inc., for the installation of fiber optic and structured cables for the Information Technology Solutions Department using Department of Information Resources Contract No. DIR -SOD -1548 and General Services Administration Contract No. GS- 35F -02138P in the amount of $300,000.00 annually. DISCUSSION: The Information Technology Solutions (IT Solutions) Department will use the Agreements to continue outsourcing the installation of network wiring and fiber optic cabling for the City's network infrastructure. The infrastructure connects individual devices such as computers and printers to networks and provides the interconnection among City facilities. New facility construction projects as well! as continued cabling requests require the IT Solutions Department to address the need for installation of structured wiring and fiber optic cabling. The IT Solutions Department evaluated qualified fiber optic and cabling installers having existing agreements with the Department of Information Resources (DIR) and General Services Administration (GSA) to install, splice, terminate and test fiber optic and structured cable at City facilities. Two vendors were determined to have met City requirements. Because the number of cabling installation jobs is cyclical, the City is best served if more than one vendor is available to respond to City cabling requests. Vendors will be selected for individual jobs based on price and availability. The two vendors recommended by Staff are Radcom Technologies Inc., through DIR Contract No. DIR -SDD -1548 and AC Cable & Communications Inc., through GSA Contract No. GS- 35F- 0288P. Staff anticipates spending up to $150,000.40 annually for each agreement. The DIR and the GSA are authorized to offer cooperative purchasing programs to state agencies, public institutions of higher learning, public school districts and local governments. A local government that purchases goods and services under the Intertocal Cooperation act satisfies otherwise applicable competitive bidding requirements. MIWBE- A waiver of the goal for MIWBE subcontracting requirements was requested by IT Solutions Department and approved by MIWBE office because the purchase of goods or services is from sources where subcontractor or supplier opportunities are negligible. ADMINISTRATIVE AMENDMENT — An administrative change order or increase may be made by the City Manager to each M z4eview Agreement for an amount up to W,000.00 and does not require specific City Council approval as long as sufficient funds have been appropriated. AGREEMENT TERM -- Upon City Council's approval, the Agreement with Radcom Technologies, Inc., win be effective upon execution and expire September g, 2013 to coincide with the DIR contract. Upon City Council's approval, the Agreement with AC Cable & Communications will be effective upon execution and expire August 18, 2014 to coincide with the GSA contract. RENEWAL OPTIONS - These Agreements may be renewed in accordance with the terms of the OIR and GSA contracts. This action does not require specific City Council approval provided that the City has appropriated sufficient funds to satisfy the City's obligation during the renewal terms. FISCAL INFORMATIONXERTIFICATiON: The Financial Management Services Director certifies that funds are available in the current operating budget, as appropriated, of the participating departments. TO Fu"Acco&snt{Centers FROM Fund/AccountlCente�s VARIOUS FUNDS 531450 VARIOUS $300,000.00 CENTERS Submitted for City Mamwees Difice by: Susan Alanis (8180) Originating Departnient Head: Additional Information Contact: ATTACHMENTS Peter Anderson (8781 ) Mai Tran (8858) Barbara Hines (8W)