HomeMy WebLinkAboutContract 55383 C1(AN1ry1a 553 �
105piq COMMUNICATIONS SYSTEM AGREEMENT
G� DYNAMIC SWITCH RESILIENCY
This COMMUNICATIONS SYSTEM AGREEMENT (the "Agreement") is m de and
entered into by and between the City of Fort Worth("Fort Worth"or"CFW")acting hereir by and
through its duly authorized Assistant City Manager, and the City of Irving("Irving"),acting herein
by and through its duly authorized Mayor,Richard H. Stopfer,individually referred to as a`party,"
collectively referred to herein as the "parties." The term CFW or Fort Worth shall inc ude all
employees, directors, officials, agents, and authorized representatives. The term Irving shall
include all employees, directors, officials, agents, and authorized representatives.
RECITALS
WHEREAS, this Agreement is made under the authority of Sections 791.001-7 1.029,
Texas Government Code; and
WHEREAS, each governing body, in performing governmental functions or in pa 'ng for
the performance of governmental functions hereunder, shall make that performance or those
payments from current revenues legally available to that party; and
WHEREAS, each governing body finds that the subject of this Agreement is neces ary for
the benefit of the public and each has the legal authority to perform and to provide the
governmental function or service which is the subject matter of this Agreement; and
WHEREAS, each governing body finds that the performance of this Agreement i in the
common interest of both parties and that the division of costs fairly compensates the perfbrming
party for the services or functions under this Agreement; and
WHEREAS, Fort Worth and Irving own, operate, and maintain Trunked Voic Radio
Systems for the purpose of providing Public Safety voice radio communications and eac is the
sole licensee of their respective Trunked Voice Radio Systems with all privileges and
responsibilities thereof,
NOW THEREFORE, Fort Worth and Irving agree as follows:
1. Grant Of License. Fort Worth and Irving hereby grant each other specific permission to
use their respective Motorola Solutions ASTRO®Dynamic System Resiliency(DSR) Systems
in accordance with the specific details and requirements for use as set forth in"Exhibit A, Terms
of Use," which is attached hereto, incorporated herein, and made a part of this Agreement for all
purposes. Failure to comply with these specific details and requirements may result in the
immediate withdrawal of the specified permissions. Each party is its own holder of the F deral
Communications Commission(FCC)license(s)that the radio system uses for its operation. This
Agreement shall not be construed or interpreted to grant, convey, or otherwise provide the other
party with any rights whatsoever to the other party's license(s) or to the radio frequency
spectrum used by the radio system.
OFFICIAL RECO 0
CITY SECRETARY
rFT WORTH T
Communications System Agreement jUof 8
2. License For Space. For and in consideration of receiving a mutual license of sp e, and
the other covenants and promises expressed herein, Fort Worth and Irving do hereby agree to
license to each other space for placing a DSR system on each other's premises. Fort Wort 's DSR
system shall be located at Irving's Project 25 Master Site at the Irving Criminal Justice Center at
305 North O'Connor Road, Irving, Texas. Irving's DSR system shall be located at th CFW
Project 25 Master Site located at the Eagle Mountain Data Center at 6869 Bowman Roberts Road,
Fort Worth, Texas. Maintenance of and access to the DSR system located on the other party's
premises will be accommodated as outlined in Exhibit A. Fort Worth is responsible for the utility
costs associated with housing Irving's DSR system on its premises, and Irving is responsible for
the utility costs associated with housing Fort Worth's DSR system on its premises.
3. Term. This Agreement shall begin upon the last day executed by all authorized parl ies and
shall continue in full force and effect unless terminated in accordance with the provisions t forth
herein.
4. Compensation. Neither Fort Worth nor Irving shall be entitled to compensation for the
other party's use of the other's facilities, as provision of space and services is considered an in-
kind match for purposes of this Agreement.
5. Liability. Nothing in the performance of this Agreement shall impose any liability for
claims against Fort Worth or Irving other than claims for which liability may be imposed by the
Texas Tort Claims Act.
6. Independent Contractor. It is expressly understood and agreed that Fort Worth and Irving
shall operate as independent contractors as to all rights and privileges granted herein, and not as
agents, representatives or employees of the other party. Subject to and in accordance ith the
conditions and provisions of this Agreement, Fort Worth and Irving shall have the exclusive right
to control the details of their respective operations and activities and be solely responsible for the
acts and omissions of their respective officers, agents, servants, employees, contractors and
subcontractors. Fort Worth and Irving acknowledge that the doctrine of respondent superi r shall
not apply as between Fort Worth, its officers, agents, servants and employees, and Irving, its
officers, agents, employees, servants, contractors and subcontractors. Both parties further agree
that nothing herein shall be construed as the creation of a partnership or joint enterprise between
Fort Worth and Irving.
7. Non-Appropriation Of Funds. Fort Worth and Irving will use best efforts to appropriate
sufficient funds to support obligations under this Agreement. However, in the event that sufficient
funds are not appropriated by either party's governing body, and as a result, that party is unable to
fulfill its obligations under this Agreement, that party (i) shall promptly notify the other party in
writing and (ii) may terminate this Agreement, effective as of the last day for which sufficient
funds have been appropriated.
8. Right To Audit. Fort Worth and Irving agree that the parties shall,until the expiration of
three (3) years after termination of this Agreement, have access to and the right to exa 'ne at
reasonable times any directly pertinent books, documents, papers, records, and coma is tions
of the other party involving transactions relating to this Agreement at no additional cost to the
Communications System Agreement Pa e 2 of 8
parties. Fort Worth and Irving agree that the parties shall have access during normal w rking
hours to all necessary facilities and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this section. The parties shall give
the other party reasonable advance notice of intended audits.
9. Assignment. Unless otherwise authorized under this Agreement, neither party shall have
the right to assign or subcontract any of its duties, obligations or rights under this Ag eement
without the prior written consent of the other party, which shall not be unreasonably with eld.
10. No Waiver. The failure of either party to insist upon the performance of any prow lion or
condition of this Agreement or to exercise any right granted herein shall not constitute a waiver of
that party's right to insist upon appropriate performance or to assert any such right on any future
occasion.
11. Amendments. No amendment to this Agreement shall be binding upon either party hereto
unless such amendment is set forth in writing, and signed by both parties.
12. Severability. If any provision of this Agreement is held by a court of competent juri diction
to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining
provisions shall not in any way be affected or impaired.
13. Confidential Information. To the extent permitted by law, each party for itself and its
officers, agents and employees, agrees that it shall treat all information provided to it by the other
party as confidential and shall not disclose any such information to a third party without providing
notice to the other party and the opportunity to object. Each party shall comply with th Texas
Public Information Act and any other law or court order. Each party shall store and main ain the
other party's information in a secure manner and shall not allow unauthorized users to access,
modify, delete or otherwise corrupt the other party's information in any way. Each par.y shall
notify the other party immediately if the security or integrity of the other party's informa ion has
been compromised or is believed to have been compromised.
14. Force Majeure. The parties shall exercise their best efforts to meet their respectiv duties
and obligations hereunder,but shall not be held liable for any delay in or omission of perfo ance
due to force majeure or other causes beyond their reasonable control, including, but not li ited to,
compliance with any state or federal law or regulation, acts of God, acts of omission, fires, strikes,
lockouts, national disasters, wars, riots, material or labor restrictions, transportation prob ems or
existing contractual obligations directly related to the subject matter of this Agreement. Ea h party
shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure
Event are minimized. The party shall resume the performance of its obligations as oon as
reasonably practicable after the removal of the cause of the Force Majeure Event.
15. Governing Law /Venue. This Agreement shall be construed in accordance with t e laws
of the State of Texas. Venue for any action brought on the basis of this Agreement shall lie
exclusively in state courts located in Tarrant County, Texas or the United States District Court for
the Northern District of Texas—Fort Worth Division. In any such action, each party shall pay its
own attorneys' fees, court costs, and other expenses incurred as a result of the action.
Communications System Agreement Page 3 of 8
16. Signature Authority. The person signing this Agreement hereby warrants that he/ he has
the legal authority to execute this Agreement on behalf of the respective party, and th t such
binding authority has been granted by proper order, resolution, ordinance or other authoriz tion of
the entity. The other party is fully entitled to rely on this warranty and representation in entering
into this Agreement.
17. Entirety Of Agreement. This written instrument, including Exhibit A attached hereto,
contains the entire understanding and agreement between Fort Worth and Irving 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 this Agreement.
Agreed and Accepted:
CITY OF IRVING:
B •
Name: Richard H. Stopfer
Title: Mayor
Date: "i{
ATTEST:
By:
Name:Shanae Jennings
Title: City Secretary
APPROVED TO LEGALITY:
By:
Name: Kuruvilla Oommen
Title: City Attorney
Approved
Resolution # AIP- / - _
Communications System Agreement Page 4 of 8
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administra 'on
of this contract,including ensuring all
By: performance and reporting requirements.
(�w
Name: Valerie Washington
Title: Assistant City Manager
Date: "I V l By:
Name: Alan Girton
Approval Recommended: Title: Senior IT Manager
1
Approved as to Form and Legality:
Name: Kevin Giiq (/
Title: Director By:
Name: John B. Strong
Attest: Title: Assistant City Attorney
' Contract Authorization:
waati.
M&C: — —`�UG
Name: Mary J,Ka
AV
Title: City Secretary W ' .01
A
OFFICIAL RECORD
CITY SECRE ��
FT. WORTH TX
,h
Communications System Agreement Page 5 of 8
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administ ation
of this contract,including ensuring all
By: performance and reporting requirements.
Name: Valerie Washington
Title: Assistant City Manager
Date: By:
Name: Alan Girton
Approval Recommended: Title: Senior IT Manager
Approved as to Form and Legality-
By: _
Name: Kevin Gu
Title: Director By:
Name: John B. Strong
Attest: Title: Assistant City Attorney
Contract Authorization:
M&C: �U�0
By:
Name: Mary J.Kayser
Title: City Secretary
OFFICIAL RED kL)�
CITY SECR ° Rif
FT. WORTH, €
Communications System Agreement Pape 5 of 8
EXHIBIT A
TERMS OF USE
The following definitions shall have the meanings set forth below and apply to this Agree ent and
the Terms of Use set forth herein:
DEFINITIONS
"Console System" shall mean all hardware and software associated with any dispatch co sole or
set of consoles owned and operated by Fort Worth and Irving that are connected to the Master
Switches.
"Dynamic System Resiliency" or "DSR" shall mean all hardware and software associated with
the feature of the Motorola Solutions ASTRO 25 radio system that automatically maintains radio
system communication in the event of a catastrophic failure of a system's primary Master witch.
"Interoperable Communications Plan"means the plan developed and established by Foil-,Worth
and the Governance Committee to facilitate, enhance and simplify radio communications among
all agencies utilizing the Radio System or connecting their Site Repeater Systems or Console
Systems to the Master Switches. The Plan is available upon request from CFW or can be fund on
the CFW website at http://fortworthtexas.gov/itsolutions/cfwradios/.
"Master Switch(s)" shall mean the hardware and software provided by Fort Worth and hving as
the core component of the Motorola Solutions ASTRO 25 radio communications syste s. All
Site Repeater Systems must connect to the Master Switches.
"Site Repeater System" shall mean the base stations, shelter,tower and all site-specific hardware
and software infrastructure associated with the provision of a radio site owned and operate by the
Fort Worth and Irving to be connected to the Master Switches.
"Subscriber Radio" shall mean a control station(desk top radio), mobile radio, or portabl radio,
which has a unique identification number and is programmed to operate on the Fort Worth or
Irving Trunked Voice Radio Systems.
"Talk Group" shall mean a specific group of subscriber units allowed to communicate p ivately
within that group over shared infrastructure resources.
TERMS OF USE
1. Fort Worth and Irving shall each provide and maintain their own Motorola Solutions ASTRO
25 DSR feature to which their respective Site Repeater Systems and Consoles System will c nnect.
Fort Worth and Irving shall share the same system ID assigned to the Fort Worth DSR system,but
each will operate as separate communications systems in separate zones.
Communications System Agreement Page 6 of 8
2. Each party is responsible for the installation, upgrade and maintenance, and associated costs,
of the hardware and software attributable with its own DSR system, including the DSR system
located on the other party's premises. This will include any modifications to power, racks or any
component required to accommodate installation or changes to the party's DSR system. either
party is responsible for damage caused by its employees to the other party's DSR systeni. Any
damage caused to the DSR system located on the other party's premises, regardless of the cause,
will be the responsibility of the party that owns the DSR system.
3. Each party is responsible for providing all leased circuits and associated hardware ands ftware
necessary to connect its Site Repeater Systems and Console Systems to the DSR system at the
other party's site, including incurring all costs associated with provision of the connectivit .
4. Each party agrees to provide access to its facility housing the DSR system to the other party,
including its employees, agents and service providers, to perform installation and maintenance as
required. At least 24 hours' notice should be provided for routine maintenance and upgrade
activity. Access for repair activity should be provided on demand. Each party agrees to omply
with the other party's documented facility access procedures.
5. Fort Worth and Irving shall each provide all programming services for their respective radio
system infrastructure, subscriber units and all other components of their unique ASTRO 25
systems.
6. Both parties agree to utilize a standard naming convention for Talk Groups. With the ex eption
of the system-wide interoperable Talk Groups, each Talk Group name will include a two or three
letter prefix unique to the agency owning the Talk Group.
7. Fort Worth will assign blocks of Talk Group IDs for use by Irving and its associated a uncies.
Talk Group IDs from these blocks will be used exclusively by Irving. Talk Group IDs utside
these blocks will not be used by Irving or its associated agencies.
8. Fort Worth and Irving will provide each other a master advanced system key for its respective
DSR. Advanced system keys provided to third parties must include an expiration date of n t more
than one (1) year from the date of activation, and the other party is responsible for requesting a
new master advanced system key following expiration. Lost or stolen keys must be reported to
the other party immediately.
9. Both parties agree to utilize industry-accepted network security standards and practice in the
administration of their respective systems. This includes, but is not limited to, establisl ent of
procedures addressing proper password management,network access control, separation ol duties,
system patching, anti-malware updates and incident response.
10. Fort Worth and Irving make no guarantee, either express or implied, as to the suitability of
their facilities for use by the other party's hardware and software. Each party is responsible for
conducting appropriate and applicable inspections and determinations regarding the suital ility of
the other party's facilities.
Communications System Agreement Pa e 7 of 8
11. Fort Worth and Irving shall each execute and maintain with Motorola Solutions a System
Upgrade Agreement for their Systems. Fort Worth shall schedule and coordinate the a grades
with Motorola Solutions and all agencies utilizing services from the Systems. Unless I ing is
notified otherwise, the software and applicable hardware for the System will be upgrade I to the
current level every two years. Irving will provide all reasonable coordination necessary for the
upgrade of its System.
12. Fort Worth has established a coordinated Interoperable Communications Plan to apply to the
users of the DSR system. Fort Worth and Irving agree that users of the interoperable Tall,Groups
described in the plan may roam between both parties' systems. Establishment of roaming
capabilities for any other Talk Group may only occur upon the written mutual agreement by both
parties.
13. Fort Worth and Irving shall provide the services described in this Exhibit at no char„ to the
other party.
14. Either Fort Worth or Irving may terminate this Agreement for any reason, with or without
cause, upon one hundred eighty (180) days' written notice to the other party. Furt.. rr, this
Agreement may be terminated with less than one hundred eighty (180) days' notice if both parties
provide written consent.
COMPLIANCE WITH LAWS
15. Fort Worth and Irving shall comply with all current and future federal, state, and local laws,
ordinances,and mandates, including Federal Communications Commission Rules and Regulations
regarding proper use of radio communications equipment. Both parties will also comply Nvith the
guidelines, or procedures set out in this Agreement. Furthermore, both parties are responsible for
enforcing such compliance by their employees, volunteers, or any individual operating their radio
equipment. Furthermore, each party will be responsible for payment of any fines and penalties
levied against it (as the licensee) as a result of improper or unlawful use of Subscriber Radio
equipment owned by the party.
Communications System Agreement Page 8 of 8
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 01/26/21 M&C FILE NUMBER: M&C 21-0066
LOG NAME: 04CITY OF IRVING COMMUNICATIONS SYSTEM AGREEMENT SHARED SRVCS
SUBJECT
(ALL)Authorize Execution of a Communications System Agreement with the City of Irving to Obtain and Share Public Safety Padio
Communications Services
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a communications system agreement with the City of Irving t obtain and share
public safety radio communications services.
DISCUSSION:
The City of Fort Worth(Fort Worth)and the City of Irving(Irving)have established public safety radio communications systems hat are connected
together to provide a single radio system for mutual aid and interoperable communications.This arrangement provides opportunities for the two
cities to obtain and share services from communications providers and vendors,thereby sharing the costs associated with the provision of those
services.
In May 2020, Irving executed an agreement with Motorola Solutions, Inc.,for the provision of Critical Connect services. This ofiering can provide
connections to other public safety communications systems and to public safety broadband providers such as FirstNet. The service was installed
at Fort Worth's primary radio site.
In June 2020, Fort Worth executed City Secretary Contract No.48412-A2 with Motorola Solutions, Inc.,for the provision of AS RO Connectivity
Services. These services provide wide area network connectivity from Fort Worth to Irving and two Motorola data centers. Critical Connect is
among the services that can use this network.
The agreement enables Fort Worth and Irving to combine Irving's Critical Connect service with Fort Worth's ASTRO Connectiv ty service so that
both cities can utilize either service. As an in-kind match, neither city will charge fees to the other for the use of the services.
A Form 1295 is not required because:This contract will be with a governmental entity,state agency or public institution of high r education:City of
Irving
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that approval of this recommendation will have no material effect on City funds.
Submitted for City Manager's Office by: Valerie Washington 6192
Originating Business Unit Head: Kevin Gunn 2015
Additional Information Contact: Donlen Ruffin 2017
MW,..� �`�
IRVING
T E X A S
January 22, 2021
Alan Girton
City of Fort Worth —Wireless Communications
1515 11th Avenue
Fort Worth, TX 76102
RE: Council Resolution No. 2021-16
Resolution -- Approving an Interlocal Agreement Between the City of Irving and
the City of Fort Worth for Dynamic Switch Resiliency
Dear Mr. Girton:
The above referenced resolution was passed and approved by the City Council on
January 14, 2021. A copy of the resolution is attached for your information and file.
Three originals of the agreement are included for final signature. Once executed, please
keep one for your file and return the other executed agreements to our office. This fil4 will
remain in the pending system until the executed agreements are provided.
Sincerely,
Shanae Jennings
City Secretary/Chief Compliance Officer
City of Irving
Copy: Laura Herrera, Information Technology
City of Irving 1 825 W.Irving Blvd. I Irving,TX 75060 1 (972)721-2600 1 Cityoflrving org
CITY OF IRVING
COUNCIL RESOLUTION NO. RES-2021-16
WHEREAS, the attached communications system agreement is authorized by Chapter 7 1 of
the Texas Government Code; and
WHEREAS, Section 79 1.01 1 of the Texas Government Code authorizes a local goverm-nent to
contract or agree with another local government to perform governmental functions and services;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CIT
OF IRVING, TEXAS:
SECTION I. THAT the City Council hereby approves the attached Interlocal Agreement between
the City of Irving and the City of Fort Worth for Dynamic Switch Resiliency, and the
Mayor is authorized to execute said agreement.
SECTION I1. THAT this resolution shall take effect frorn and after its final date of passage, and it is
accordingly so ordered.
PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF IRVING, TEX NS,
on January 14, 2021.
RICHARD H. STO ER
MAYOR
ATTEST:
G\ZY OF/ .
Shanae Jennings 9`
City Secretary 2
APPROVED AS TO FORM:
Kuruvilla Oommen �OF TEX F'S
City Attorney
RES-2021-16 1