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PROFESSIONAL SERVICES AGREEMENT
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 Cit Mana er an ie tel ir le�s LLC, the "�� �s I n" pr`"Contractor" an Illinois entit
and acting by and througl� �� �, its �u y authorized�'R�es����h 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— Payment Schedule
4. Exhibit C— Milestone Acceptance Form
5. Exhibit D— Network Access Agreement
6. Exhibit E— Verification of Signature Authority
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.
SCOPE OF SERVICES.
Consultant hereby agrees to provide the City with professional consulting services for the
purpose of project management, design, materials, installation, and optimization services for microwave
backhaul links relocation from the Public Safety and Municipal Courts Building, located at 1000
Throckmorton Street, Fort Worth, Texas 76102 to Burnett Plaza, located at 800 Cherry Street, Fort Worth,
Texas 76102. 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.
TERM.
This Agreement shall commence upon the date that both the City and Consultant have executed
this Agreement ("Effective Date") and shall continue in full force and effect until the earlier to occur of all
services are completed as contemplated herein, or ten months, unless terminated earlier in accordance
with the provisions of this Agreement.
3. COMPENSATION.
The City shall pay Consultant an amount not to exceed $99,280.00 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.
The City or Consultant may terminat
providing the other party with 45 days' writte
Professional Services Agreement
Scientel Wireless, LLC
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Revised October 2011
RECEIVED JUN 26 2���
4.2 Non-appropriation of Funds.
The City represents to Consultant that all funds necessary for the payment of the
amount set out in Section 3 above are appropriated and available for payment in accordance
with this Agreement. Notwithstanding the foregoing, 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 last 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.
5.1 Citv 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 shall treat all
information provided to it by the City as confidential and shall 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.
5.2 Consultant Confidential Information.
City, for itself and its officers, agents and employees, further agrees that it shall treat all
proprietary information provided to it by the Consultant as confidential and, subject to Section 5.3
below, shall not disclose any such proprietary information to a third party without the prior written
approval of the Consultant. Consultant shall clearly indicate to the City what information it deems
proprietary. Proprietary Information shall not include this Agreement, any attachments to this
Agreement, and any information that is required to be disclosed by law, rule, regulation or court
order. City shall store and maintain Consultant Information in a secure manner and shall not allow
unauthorized users to access, modify, delete or otherwise corrupt Consultant Information in any
way. City shall notify Consultant immediately if the security or integrity of any Consultant
information has been compromised or is believed to have been compromised.
5.3 Disclosure of Information.
Nothwithstanding anything in the foregoing provision to the contrary, Consultant
understands and acknowledges that the City is a public entity under the laws of the State of
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
Texas, and all documents and data held by the City are subject to disclosure under Chapter 552
of the Texas Government Code, the Texas Public Information Act (the "AcY'). Consultant shall
clearly indicate to the City what information it deems proprietary. If the City is required to disclose
any documents that may reveal any Consultant proprietary information to third parties under the
Act, or by any other legal process, law, rule or judicial order by a court of competent jurisdiction,
to the extent permitted by law, the City will notify Consultant prior to disclosure of such
documents. The City will use its best efforts to secure and protect Consultant's proprietary
information in the same manner and to the same degree it protects its own proprietary
information; however, the City does not guarantee that any information deemed proprietary by
Consultant will be protected from public disclosure if release is required by law. In the event there
is a request for such information, it will be the responsibility of Consultant to submit reasons
objecting to disclosure. Pursuant to the Act, a determination on whether such reasons are
sufficient will be made by the Office of the Attorney General of the State of Texas, or by a court of
competent jurisdiction. The City shall not be liable or responsible in any way for the disclosure of
information not clearly marked as "Proprietary / Confidential Information," or if disclosure is
required by the Act or any other applicable law, ruling or court order.
6. RIGHT TO AUDIT.
Subject to Section 5.2 above, 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.
7. 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, 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:
Consultant acknowledges that the doctrine of respondeat superior shall not apply as between the City, its
officers, agents, servants and employees, and Consultant, its officers, agents, employees, servants.
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 Co-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.
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
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, HOL.D
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 (INCLUDING
ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY RESULTING LOST
PROFITS) AND/OR 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 EMP�OYEES.
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 and/or
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 and/or 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 (d) 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
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 shall
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.
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
4
10. INSURANCE.
Consultant shail 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:
10.1 Coveraqe 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 on 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) Worker's Compensation - Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 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 — 1.01 et seq. Tex. Rev.
Civ. Stat.) and minimum policy limits for Employers' �iability of $100,000 each
accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per
employee
(d) Technology Liability (E&O)
$1,000,000 Each Claim Limit
$1,000,000 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
(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 Requirements
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
(a)
(b)
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 sha�l include its
employees, officers, officials, agents, and volunteers in respect to the contracted services.
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. Ali 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)
(f)
11.
Any failure on the part of the City to request required insurance documentation shall not
constitute a waiver of the insurance requirement.
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.
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 aiso 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.
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
1000 Throckmorton
Fort Worth TX 76102-6311
Facsimile: (817) 392-8654
Professional Services Agreement
Scientel Wireless, LLC
Scientel Wireless, LLC
Attn: Nelson Santos, President
948 Springer Dr.
Lombard, IL 60148
Facsimile: 630-652-3805
Revised October 2011
With Copy to the City Attorney
At same address
14. SOLICITATION OF EMPLOYEES.
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.
15. GOVERNMENTAL POWERSIIMMUNITIES
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
Consultant's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. GOVERNING LAW / VENUE.
This Agreement shall be construed 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 tnis Agreement, venue for such
action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the
Northern District of Texas, Fort Worth Division.
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 law, 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.
20. 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 normal 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.
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
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 OF 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.
25. 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 ConsultanYs 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. MILESTONE ACCEPTANCE.
Consultant shall verify the quality of each deliverable before submitting it to the City for review
and approval. The City will review all deliverables to determine their acceptability and signify acceptance
by execution of the Milestone Acceptance Form, which is attached hereto as Exhibit "C." If the City
rejects the submission, it will notify the Consultant in writing as soon as the determination is made listing
the specific reasons for rejection. The Consultant shall have ten (10) days to correct any deficiencies and
resubmit the corrected deliverable. Payment to the Consultant shall not be authorized unless the City
accepts the deliverable in writing in the form attached. The City's acceptance will not be unreasonably
withheld.
27. NETWORK ACCESS.
If Consultant, and/or any of its employees, officers, agents, servants or subcontractors (for
purposes of this section "Consultant Personnel"), requires access to the City's computer network in order
to provide the services herein, Consultant shall execute and comply with the Network Access Agreement
which is attached hereto as Exhibit "D" and incorporated herein for all purposes.
28. IMMIGRATION NATIONALITY ACT.
The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes
provisions addressing employment eligibility, employment verification, and nondiscrimination. Consultant
shall verify the identity and employment eligibility of all employees who perform work under this
Agreement. Consultant shall complete the Employment Eligibility Verification Form (I-9), maintain
photocopies of all supporting employment eligibility and identity documentation for all employees, and
upon request, provide City with copies of all I-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
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
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.
29. INFORMAL DISPUTE RESOLUTION.
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 available 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, other than with respect to disputes relating to payments due to
Consultant under this Agreement, the parties agree to continue without delay all of their respective duties
and obligations under this Agreement not affected by the dispute. Either party 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.
Professional Services Agreement Revised October 2011
Scientel Wireless, LLC
30. SIGNATURE AUTHORITY.
The person signing this agreement herebywarrants that helshe has the legal authority to execute
this agreement on behalf of the respective party, and that such binding autharity 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 Authotity Form, which is attached hereto as
Exhibit "E" 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.
��i�IN WIT ESS WHEREOF, th parties hereto have executed this Agreement in multiples this
ay of ` � �1-�/ , 20��
ACCEPTED AND AGREED:
CITY �F FORT WORTH:
Y�
Su s n Alan is
Assi tant City Manager
Date: ����`T —
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ATTEST:
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APPROVE� AS TU FORM AND LEGA�
g��i�1
Malesh► 8. Farmer
SeniorAssistant City Attorney
CDNTRAGT AUTHORIZATION:
1-UI&C: ��' �-��-�' � --
Date Appro�ed: _ (�1���_
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EXHIBIT A
STATEMENT OF WORK
� : � : � • : ' � . .
MICROWAVE RELOCATION PROJECT
� �� �
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Submitted to:
Alan Girton, C/SM
Senior Manager Security/Communications
City of Fort Worth Office -(817) 392-8484
www.FortWorthTexas.aov
M ay 29, 2013
This proposal contains data that shall not be disclosed outside of the company named above (recipient) and shall not be
duplicated, used, or disclosed, in whole or in part, for any purpose other than to evaluate this offer. If, however, a contract is
awarded to Scientel Wireless as a result of, or in connection with, the submission of this data, the recipient shall have the right to
duplicate, use, or disciose the data to the e�ent provided in the resulting contract. This restriction does not limit the recipient's
right to use information contained in this data if it is obtained from another source without restriction. All data contained in this
proposal and its attachments are subject to this restriction. This proposal expires in 90 days.
�,�,/� �,- ,�
/}f,�/i� ,' i� r<'��....��
ft.
Joseph Mancino
VP of Sales
Scientel Wireless
1200 Placid Ave.
Plano, TX 75074
Tel: 214-770-3162
Fax: 972-526-0437
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
11
Contents
ExecutiveSummary .............................................................................................. 13
WorkPlan ............................................................................................................. 14
NetworkDetails ..................................................................................................... 16
Implementation, Integration and Configuration Services ....................................... 20
WarrantyStatement ............................................................................................. 20
General Project Responsibilities ........................................................................... 21
Scientel W ireless Responsibilities ........................................................................ 21
City of Fort Worth Responsibilities ........................................................................ 22
Billof Materials ..................................................................................................... 25
HGACpricing ....................................................................................................... 26
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
12
EXECUTIVE SUMMARY
Scientel Wireless (Scientel) is pleased to have the opportunity to provide the City of Fort Worth
with a proposal to make changes to the existing microwave backhaul to account for the new
construction of the Lancaster Building.
This proposal shall remain valid for a period of ninety (90) days from the date of this cover
letter. Scientel would be pleased to address any concerns that City of Fort Worth may have
regarding the proposal. Any questions can be directed to Joe Mancino, VP of Sales, at (214)
770-3162.
Again, thank you for the opportunity to provide a proposal for the installation of these
microwave backhaul links and we hope to strengthen our relationship by delivering a
successful project. Our goal is to provide you with the best products and services available in
the communications industry.
Sincerely,
�'.�%�����
�, �
�
Joseph Mancino VP of
Sales Scientel
Wireless
1200 Placid Ave, Suite 500
Plano, TX 75074
Tel: 214-770-3162
Fax: 972-526-0437
Professional Services Agreement
Scientel Wireless, �LC
Revised October 2011
13
WORK PLAN
This project will consist of the following:
• Burnett Plaza to Rolling Hills
o Relocate MDR8000 terminal from PSB to Burnett Plaza
o FCC license modification
o Relocate existing antenna from PSB to Burnett Plaza (assuming existing
dish will fit in allotted space at Burnett Plaza)
o New waveguide at Burnett Plaza
o Configure MPLS at Burnett Plaza
o Realign antenna at Rolling Hills to shoot to Burnett Plaza
Scientel has provided this quotation for project management, design, materials, installation,
and optimization services. This proposal is based on the path design and site survey
information provided by City of Fort Worth and Scientel and contains the following
assumptions:
1. Before this project begins, the City of Fort Worth, Motorola (if necessary), and
Scientel will work together to fully develop a Work Plan that all parties have agreed
to. This plan will cover all aspects of the Civil, RF, IT, T1 design as well as the
methodology needed to successfully integrate the relocated link into the existing
network.
2. This proposal assumes that no changes will need to be made (i.e. loss of
frequency) to the existing radios and antennas.
3. Radio will be relocated from the Public Safety building to the existing Burnett
Plaza radio room on the 41 S' floor.
4. "As-Built" drawing packages will be provided after project completion.
5. No core drilling or conduit for waveguide or other cabling is included.
6. Ground ring and associated wiring is already installed and has attachment points for
new equipment.
7. Fire retardant (jacketed) waveguide is included in this proposal. If Plenum (non-
jacketed) waveguide is required, additional costs will need to be added to this
proposal (not applicable if we install on the 41St floor.)
8. Site acquisition contract negotiations will be the responsibility of City of Fort
Worth.
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
14
9. The Microwave locations selected are available for use and adequate mounting
locations for the antennas exist.
10. Installation permitting (if required) is the responsibility of City of Fort Worth.
11. DC Power, Grounding, and Dehydrator will be available within 10' of installation
location.
12. Existing DC power system is sufficient to meet added demand of new equipment.
13. Payment terms:
a. Net 30 days
1. 50% on PO
2. 20% on Equipment Delivery
3. 30% on installation
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
15
Pdetwork Details
e�-r oF �c��r w��
2 RF �hanrjel OESIGM
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
16
'�oo�m� �
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
17
Microwave Worksheet
1050
1000
950
900
850 �
800 0
750 �
700 W
650
600
550
0.5 1.0 1.5
Burnett
Latitude 32 45 01.40 N
Longitude 097 20 04.00 W
Azimuth 158.32°
Elevation 614 ft ASL
Antenna CL 240.0 ft AGL
Professional Services Agreement
Scientel Wireless, LLC
2.0
Frequency(R
K=
2.5 3.0 3.5
Path length (6.49 mi)
IHz) = 11200.0
1.33
%F1 = 100.00
18
4.0 4.5 5.0 5.5 6.0
Rolling Hills
3titude 32 39 46.40 N
mgitude 097 17 36.00 W
zimuth 338.35°
levation 682 ft ASL
ntenna CL 300.0 ft AGL
Revised October 2011
Transmission details (Burnett-Rolling Hills.pl5)
Latitude
Longitude
True azimuth (�
Vertical angle (�
Elevation (ft)
Tower height (ft)
Antenna model
Antenna file name
Antenna gain (dBi)
Antenna height (ft)
TX line model
TX line unit loss (dB/100 ft)
Frequency (MHz)
Polarization
Path length (mi)
Free space loss (dB)
Atmospheric absorption loss (dB)
Field margin (dB)
Net path loss (d6)
Radio model
Radio file name
TX power (dBm)
Emission designator
EIRP (dBm)
RX threshold criteria
RX threshold level (dBm)
Receive signal (dBm)
Thermal fade margin (dB)
Dispersive fade margin (dB)
Dispersive fade occurrence factor
Effective fade margin (d6)
Climatic factor
Terrain roughness (ft)
C factor
Average annual temperature (�)
Fade occurrence factor (Po)
Worst month multipath availability (°/o)
Worst month multipath unavailability (sec)
Annual multipath availability (%)
Annual multipath unavailability (sec)
Annual2 way multipath availability (%)
Annual 2 way multipath unavailability (sec)
Polarization
Professional Services Agreement
Scientel Wireless, LLC
Burnett
32 45 01.40 N
097 20 04.00 W
158.32
0.18
613.52
563.00
UHX4-107 (TR)
2093
40.40
240.00
EW P90-107
3.06
Rolling Hilis
32 39 46.40 N
09717 36.00 W
338.35
-0.25
682.41
420.00
UHX8-107 (TR)
2124j
46.50
300.00
EWP90-107
3.06
11200.00
Vertical
6.49
133.83
0.16
2.00
49.09
MDR-8711 E-150
8711 e-150
27.00
30MOD7W
67.40
1 E-6 BER
-69.00
-22.09
46.91
46.00
49.09
MDR-8711 E-150
8711 e-150
27.00
30MOD7W
73.50
1 E-6 BER
-69.00
-22.09
46.91
46.00
3.00
40.19 40.19
2.00
27.21
4.41
65.77
3.374E-002
99.99968
8.49
99.99989
33.49
99.99979
66.99
Vertical
99.99968
8.49
99.99989
33.49
Revised October 2011
19
Implementation, Integration and Configuration Services
Implementation, integration and configuration services include both implementation and
configuration of equipment including the network support of customer equipment. Services
include (as required):
• Mobilize installation and construction equipment and tools to sites
• Antenna stand-off installation
• Lightning rod and ground cable installation
• Ethernet surge protection
• As-built documentation
• Waveguide cable installation
• Waveguide sweep testing
• Install antennas, waveguide and accessories as required
• Perform alignment, configuration and testing of equipment — compare actual
results vs. designed results
Warranty Statement
Scientel Wireless, LLC warrants that work will be perFormed in accordance with sound
engineering practice and professional standards, but makes no other warranty, express or
implied including the merchantability.
In the event of any error, omission, or other professional negligence or any breach of the
above warranty of which Scientel Wireless, L�C is notified in writing within 90 days after
system acceptance, the sole and exclusive responsibility of Scientel Wireless, LLC shall be to
re-perform deficient work at its own expense, and Scientel Wireless, LLC shall have no other
liability whatsoever.
In no event shall Scientel Wireless, LLC be liable, whether in contract or tort, including
negligence, for loss of profit, loss of product, loss of use, or for indirect, consequential or
special damages. The liability of Scientel Wireless, LLC for injury or damage to persons or
property arising out of this work shall not exceed the lesser of the total amount received by
Scientel Wireless, LLC pursuant to this contract or $1,000,000, whether in
Professional Services Agreement
Scientel Wireless, L�C
Revised October 2011
20
contract or tort, including negiigence and shall not extend to liability arising out of the
negligence or other fault of the client.
GENERAL PROJECT RESPONSIBI�ITIES
The following general project responsibilities, not defined by specific tasks, include:
Scientel Wireless Responsibilities
Scientel will designate a Project Manager who will direct Scientel's efforts and serve as the
primary point of contact for City of Fort Worth. The Scientel Project Manager will have
significant authority to make certain decisions relative to the project, on behalf of Scientel, and
will have direct access to Scientel's executive management for resolving problems beyond the
Project Manager's immediate authority. The responsibilities of the Scientel Project Manager
include:
➢ Participate with City of Fort Worth in daily progress review meetings and submit
status reports that identify the activities of the previous review period, as well as
activities planned for the upcoming review period, including an updated Project
Schedule. Maintain project communications with City of Fort Worth Project
Manager(s).
➢ Participate in weekly conference calls or face-to-face meetings and issue a mutually
agreed upon agenda for each call or meeting.
➢ Manage the efforts of Scientel staff and coordinate activities with City of Fort Worth
project team members.
➢ Measure, evaluate and report the progress against the Project Schedule.
➢ Resolve deviations from the Project Schedule.
➢ Monitor the project to ensure that support resources are available as scheduled and
as identified in the contract.
➢ Assume accountability for all Scientel contractor and subcontractor supplied tasks
within the Project Schedule, if any.
➢ Coordinate and oversee the installation of all hardware and software.
➢ Review and administer change control procedures through City of Fort Worth Project
Manager, commonly referenced as a"Project Change Request" (PCR), issued by the
Scientel Project Manager.
➢ Work with City of Fort Worth Manager(s) in designing and approving the format of an
action item log to be used in conjunction with the Project Schedule. The purpose of the
log is to identify outstanding issues, provide continual status updates on specific tasks
and to identify responsibilities of the parties.
➢ Prepare and submit regular status reports that identifies the activities and milestones
completed in the previous month and activities planned for the current month and the
next month, including progress and payment milestones, and an updated Project
Schedule.
➢ In the event that Scientel must replace or substitute a Project Manager, Scientel will
immediately notify City of Fort Worth of such a change and will provide City of Fort
Worth with a resume of the person intends to substitute or change.
➢ Provide and coordinate lift trucks and trained/authorized operators as well as
licensed electricians to install devices as required. If tower crews are required per
the defined type of installation in the summary section, it is the responsibility of
Scientel.
City of Fort Worth Responsibilities
The client will designate a Project Manager who will direct City of Fort Worth efforts and serve
as the primary point of contact for City of Fort Worth. The City of Fort Worth Project
Manager(s) will have significant authority to make certain decisions relative to the project, on
behalf of City of Fort Worth, and will have direct access to City of Fort Worth executive
management for resolving problems beyond the Project Manager's immediate authority. The
responsibilities of the City of Fort Worth Project Manager(s) include:
➢ Maintain project communications with Scientel's Project Manager.
➢ Identify the efforts required of City of Fort Worth staff to meet the client task
requirements and milestones in the Statement of Work and Project Schedute.
➢ Measure and evaluate progress against the Project Schedule.
Professional Services Agreement
Scientel Wireless, �LC
Revised October 2011
22
➢ Monitor the project to ensure that support resources are available as scheduled.
➢ Participate in Progress Reviews meetings.
➢ Provide timely responses to issues related to project progress raised by Scientel's
Project Manager.
➢ Approve and release payments in a timely manner predicated on project
deliverables.
➢ Ensure that all appropriate City of Fort Worth personnel attend and actively
participate in Progress Reviews, conference calls, and other project meetings.
➢ Assign one or more personnel who will work with Scientel staff as needed for the
duration of the project, including at least one system administrator.
➢ Ensure acceptable Standard Change Request and Approval Letter(s) are approved by
authorized signature(s).
➢ Provide building access to Scientel personnel to all facilities where the system is to be
installed during the project. Temporary identification cards should be issued to Scientel
personnel if required for access to client facilities. Access must be available after
business hours where required by Scientel, or as necessary to meet the project
schedule.
➢ Provide any required parking permits to Scientel personnel for restricted access
entry and/or parking.
➢ Obtain all zoning, site access, and other permits (including, but not limited to,
easements, impact studies, planning commission approval, variances, etc) necessary
for this project and any other agreements required to gain use of sites.
➢ Provide the appropriate fire inspection and building inspection certificates.
➢ Provide adequate space, electrical, communications lines and environmental
appropriations for the Communications equipment to be installed by Scientel.
➢ Provide a location to ship and store all communications equipment throughout the
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
23
duration of the project.
➢ Review and approve or revise delivered design documents within ten days of
submission.
➢ City of Fort Worth must inform Scientel of all relevant rules, regulations, and
requirements for installation. Should these conditions impact the project schedule
and limit installation, City of Fort Worth may incur additional cost.
➢ Provide wall penetrations, conduit, cable trays and other supporting equipment
necessary for the routing of power, grounding and networking cables.
➢ City of Fort Worth shall provide power and grounding within 10' of each location.
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
24
BILL OF MATERIALS:
u e»t ater a s'
C'I"N:M
1.10D RF 8 IT Networl
1.101 O 6cal Cale LC
1.1d2 Arxirew5olutiot�
1.103 Wave uide �aot
1.104 Sinqie Er�ry Wav
PRODUCI' 13i:SCRIM'[�N
"1'tYl At.
PAR`I' NUM BGR QI'Y
3EMQ7B41AC 2
EW90 200
WGB4-63 1
245314-63 1
MCP-07009344002 1
�IELp MCP-()7009343002 3
ANL�-42396A-5 9
3, WAVEGUID AND-'190SE 1
3, WAVEGUIO ANC}-190SE 1
AND55001-9Q 1
CPR�90G, �P ANC-F090CC83 1
3HEQ0027AA 2
Scier�tel 1
ScieMe! 1
695-1I125-010 1
695-7837-0�9 1
695-4125-026 i
694-9QQQ-Q06 1
��L���L�iS
't.105 HOISTING GRIPS, �ACE-UP
1.106 GROUND KffS, STANqARD, 48", �ARE COP
1.107 7/8", BU7iER�LYNANG�RS, F'KG QTY 10 N
1.1 U8 EW9{} / EWP90 / EWP90S, FIXED-Tl1NED, CI
1.109 EW90 J EWP90 / EWi'90S, FIXED-11lNEQ, CI
1.110 Pressure window CPR90
1.111 WR90 FLEXIBLE TWIST, FLEX-TWIST, JUMF
1,11� �FP - GIGE SX SFP OPT MOD - I..0
1.113 Misc. %wer Mautina Matenal
1.114 Misc. �siallation Ma#eriai
1.115 Cable, Re eater, OC3, iv
1.116 Cable Junction, MCS-9'[
1.917 Gable, Junction Audio, 4
1.118 t�ck Assembl , 7 ft
1.119 Power Distribution Panel
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
25
HGAC PRICING:
CO1V'i'CLAC"1' PCtICING WORKSII�:E"i' Contract bnto
C�V10-09 s/29J2Ut3
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tblU,�T also fir,x n co�y ��fRU, to�;etlter rviti� �o�rrJ�le�ed Prici�r�= if'i�rksheel, tu H-GA�'('n7 713-993-�1598.
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nacecy:
rQtl�"`� AlanC;irton preUMrc� JaeM�ncino
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P6anc: $17-392-R4A4 Pdnnc: 21477011G2
Fax: Fax: I-G70-f�52-3R05
�ma��: �10I1.qittOnQf0liWtltthteXBS.t�OV �:�.u: imancino(c�scien#elwireiess.cam
Calal�qlPrictr5hcnt 1'Sk3tnBumettYlarai.inkKelocatinn
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A. Cntalog! Prlce Stieet Ite�ns I�einq�iarch�ised-Itemf2o Aclu�ti-Arttach Ai1d1t1o�u�1 Slieet��JfNeressak,y
C�uan bescriptian UnitPr '1'otal
85223 InstallaUnnServicc.c(COS402SI3tl01bA) 6 IAQ $ £35,22.4.tMl
2 fi95-784$•002 6' C:tble $ d7.50 $ 95.00
2 3Uil04t221W Sii��JePort WC➢ Kil, WR-9StaCYR-9U, IUCiHz $ 237.SU $ A7S.W
4 6fRftlG�tr,liSS47,A7.T'osilion � 712.50 S 2,$SQ00
A 6y5•7845-�OS C�bie, P�wcr, 8R, (3rd a��d 4th r���iio shcives position in the r.ick susy) S R5.SU 5 34�.Utl
2 G94-9900-OQG 5landard ttnck, 7'tnil, 1�1" wide $ d27.50 S 855.00
4 G9.5-4125-()10 4' Cablc � 95.00 $ 780.(�
2 3BM 133t7AA Pawcv Distn`bution Pwiei 5 432.25 5 SCr3.50
'1'otal Irrom Othcr Shcets, lt Any:
SliI1i6(:tI A. �u ���a�d.5�
I3.UnpuUlished()�tioifs,AceexsmyUrScy��ceitems-itemizcBelu»•-tiitsielyAddition�iiSlseetlfNecess�iy -
�Note. U�ipu�llthed Item� an <my �vliich ivar� nat sul�uihtcd nnd piired in conU��ib�s Uid.)
Quan �Descriptian U��it Yr "Potal
t MisclitstallationMaterials $ 8,195.50 $ 8,195.50
'1'otal w"rom Other 3heets, lf Any:
Subtoiul �t: �^ 8,1�5.50
e: o a cos u npu is i p ions canno ex o o ic a t U war this transaction thr pereenfage is: 9%
the 13ttsc Onit YriCC lus 1�uUlislied (1 tions A rB .
C. Other,,�ila�s:inces, Discounts, T�•aac-Ins,Fmight, i�illke Reiidy or;llisccilaneaus Ch»i�es
Subtot�l C'� 0
llelive D.�te: 5/29/2013 ,�. Totni Pu��chase �'r`rce A�-�i�C :� y9,aso.00
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
26
i .�'�:ii-3�i�
PAYMENT SCHEDULE
1. 50% on Purchase Order
2. 20% on Equipment Delivery
3. 30% on Installation
Professional Services Agreement
Scientel Wireless, LLC
Revised October 2011
27
EXNIBIT C
MILESTONE ACCEPTANCE FORM
Services Delivered:
Milestone / Deliverable Ref. #:
Milestone / Deliverable Name:
Unit Testing Completion Date:
Milestone / Deliverable Target Completion Date:
Milestone / Deliverable Actual Completion Date:
Approval Date:
Comments (if needed):
Approved by Consultant:
Signature:
Printed Name:
Title:
Date:
For Director Use Only
Contracted Payment Amount:
Adjustments, including
penalties:
Approved Payment Amount:
Professional Services Agreement
Scientel Wireless, LLC
Approved by City Department Director:
Signature:
Printed Name:
Title:
Date:
Revised October 2011
28
EXHIBIT D
NETWORK ACCESS AGREEMENT
1. The Network. The City owns and operates a computing environment and network (collectively
the "Network"). Cdntractor wishes to access the City's network in order to provide installation and
maintenance support of microwave network systems. In order to provide the necessary support,
Contractor needs access to Microwave network management systems.
2. Grant of Limited Access. Contractor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing installation and maintenance support of microwave network
systems. Such access is granted subject to the terms and conditions forth in this Agreement and
applicable provisions of the City's Administrative Regulation D-7 (Electronic Communications Resource
Use Policy), of which such applicable provisions are hereby incorporated by reference and made a part of
this Agreement for all purposes herein and are available upon request.
3. Network Credentials. The City will provide Contractor with Network Credentials consisting of
user IDs and passwords unique to each individual requiring Network access on behalf of the Contractor.
Access rights will automatically expire one (1) year from the date of this Agreement. If this access is being
granted for purposes of completing services for the City pursuant to a separate contract, then this
Agreement will expire at the completion of the contracted services, or upon termination of the contracted
services, whichever occurs first. This Agreement will be associated with the Services designated below.
❑ Services are being provided in accordance with City Secretary Contract No. .
❑ Services are being provided in accordance with City of Fort Worth Purchase Order No. .
x Services are being provided in accordance with the Agreement to which this Access Agreement
is attached.
❑ No services are being provided pursuant to this Agreement.
4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed
annually if the following conditions are met:
4.1 Contracted services have not been completed.
4.2 Contracted services have not been terminated.
4.3 Within the thirty (30) days prior to the scheduled annual expiration of this Agreement, the
Contractor has provided the City with a current list of its officers, agents, servants, employees or
representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services, Contractor shall
provide the City with a current list of officers, agents, servants, employees or representatives that require
Network credentials on an annual basis. Failure to adhere to this requirement may result in denial of
access to the Network and/or termination of this Agreement.
5. Network Restrictions. Contractor officers, agents, servants, employees or representatives may
not share the City-assigned user IDs and passwords. Contractor acknowledges, agrees and hereby gives
its authorization to the City to monitor Contractor's use of the City's Network in order to ensure
Contractor's compliance with this Agreement. A breach by Contractor, its officers, agents, servants,
employees or representatives, of this Agreement and any other written instructions or guidelines that the
City provides to Contractor pursuant to this Agreement shall be grounds for the City immediately to deny
Contractor access to the Network and Contractor's Data, terminate the Agreement, and pursue any other
remedies that the City may have under this Agreement or at law or in equity.
5.1 Notice to Contractor Personnel — For purposes of this section, Contractor Personnel shall
include all officers, agents, servants, employees, or representatives of Contractor. Contractor shall be
Professional Services Agreement Revised October 2011
Scientel Wireless, LL.0
29
responsible for specifically notifying all Contractor Personnel who will provide services to the City under
this agreement of the following City requirements and restrictions regarding access to the Gity's Network:
(a}
(b)
(c)
(d)
(e)
(f)
ig)
(h)
Contractor shall be responsible for any City-owned equipment assigned to Contractor
Personne4, and wi44 immediately report tha loss or theft of such equipment to the City
Contractor, andlor Gontr�ctor Personnel, shall be prohibited from connecting personally-
owned computer equipment to the City's Network
Contractor Personnel shall protect City-issued passwords and shall not allow any third
party to utilize their password and/or user ID to gain access to the City's Network
Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic
Communications Resources as described in the City's Administrative Regulation D7
Any document created by Contractor Personnel in accordance with this Agreement is
considered the property of the City and is subject to applicable state regulations
regarding public is�formation
Contractor Personnel shall not copy or dup�icate electronic information for use on any
non-City computer except as necessary to provide services pursuant to this Agreement
All neiwork activity may be monitored for any reason deemed necessary hy the City
A Network user ID may be deactivated when the responsibilities of the Contractor
Personnel no longer require Network access
B. Termination. In addition to the other rights of termination set forth herein, the City may terminate
this Agreement at any time and for any reason v,rith or without notice, and without penalry to the City.
Upon termination of this Agreement, Contractor agrees to remove entire4y any client or communications
software provided by the City from all computing equipment used and owned by the Contractor, its
officers, agents, setvants, employees andlor representatives to access the City's Network.
7. Infarmatian 5e�uritv. Contractor agrees to make every reasonable efFort in accordance with
accepted security practices to protect the Network credentials and access methods provided by the City
frorn unauthorized disclosure and use. Contractor agrees to notify the City immediately upon discovery of
a breach or threat of breach which could compromise the integrity of the City's Network, including but not
limited to, theft �f Contractor-ovdned equipment that contains City-provided access software, termination
or resignation of offcers, agents, senrants, employees or representatives with access to Gity-provided
Network credentials, and unauthorized use or sharing of Network credentials.
AGGEPTED AND AGREED:
CITY R Wf]R
By:
usa Alanis
Ass�stant Ci Mana er
Date: � aS � �
e
\� , ��,��
ATTEST�1/1 ,, /. \ \•� � cy�'��1�
By:
cretary
�
�
APPROVED AS T� FORNI
gy: " :.� �i
Assistant City Att ney
M & C: none required
Prnfessiorial �en�ice�; A.grNerner�t
S�ientel VVireless, LL�
CONTRA
By:
Title:
Joseph Mancino
�� > /3
u
Resri� cl October 2�l t 9
30 OFFICIAL RECOR�
C9'�X S�CRE'1'AR�
�1'. �InIR'6'H, T�
_�
; � . $ � � ,�� _
�ull L�:gal Name c�f Car�-�pany; �ci�4�t�i Wireless, LL.G
Ley�l Addr�ss: �48 ��riager C?riv�;, Lombard, IL 6fl14�
Services tc� b� provided: I�raject Nian�gemeni, Desi�n, Materials, Installation and CJptirni��ii�n S�rvic�s
f�r IVlicrowave B�ckhau( Links fram Pubiic �afety Builciing ta �urn�ft Pi�z�
�xecution vi this ���na��ar� tl�rlficafi�n �cs�rn (°�orr��") t�ereF�y c:erfii�es fhaf the folCawing individuals
�nd/or pt�sitic�ns have th� autht�rity to le�ally birrci #he C�mp�r�y �nd fn �.x�c��t�s any agr�ement,
amendn�ent r�r chat�ge orcfer on ��h�lf �f Cornpany. 5uch i�inding auihority h�s been gr�nt�d €�y prap�r
order, r�s�luiion, ordinanc� 4r aiher autllori�ation nf Campany. iils City is fuiiy er�titled ta rely on the
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Official site of the City of Fort Worth, iexas
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COUNCIL ACTION: Approved on 6/4/2013
�
DATE:
•�_
6/4/2013 REFERENCE
NO..
C TYPE:
**C-26279 LOG NAME:
CONSENT PUBLIC
HEARING:
04SCIENTEL REALIGNMENT
OF THE MICROWAVE
SYSTEM
m
SUBJECT: Authorize Execution of an Agreement for Hardware, Software and Professional Services
with Scientel Wireless, LLC, at a Cost Not to Exceed $99,280.00 and Upon Approval to
Use Grant Funds Provided by the State of Texas, Department of Public Safety Using a
Cooperative Contract for the Realignment of the Microwave System Supporting the City's
Public Safety Radio Communications System for the Information Technology Solutions
Department (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of an Agreement for hardware,
software and professional services with Scientel Wireless, LLC, at a cost not to exceed $99,280.00
and upon approval to use grant funds provided by the State of Texas, Department of Public Safety
using Houston-Galveston Area Council Contract No. CW10-09 for the realignment of the microwave
system that supports the City's public safety radio system for the Information Technology Solutions
Department.
DISCUSSION:
The City of Fort Worth provides and supports a public safety radio communication system utilized by
Fort Worth Police and Fire Departments as well as several other local law enforcement jurisdictions in
the North Texas area. A key component of the system is a microwave system that connects all radio
transmit/receive sites and the primary and alternate dispatch centers at Police/Fire Communications
Center at 3000 West Bolt Street and City Hall.
The current microwave connections to City Hall are susceptible to blocking and interference due to
new downtown construction. If this interference occurred, communications between public safety
responders could be disrupted. The realignment of the microwave system will eliminate this potential
interFerence to ensure the communications system supporting the public safety radio system operates
continuously.
On November 11, 2012, the City Council approved M&C C-25968 accepting Urban Area Security
Initiative (UASI) grant funds to pay for programs to maintain and enhance local capabilities to prepare
for, prevent, respond to and recover from acts of terrorism and natural disasters. Upon approval from
Department of Public Safety (DPS), these grant funds will be used to pay for services under this
Agreement. In order to meet deadlines for completion of the project, Staff recommends execution of
this Agreement as soon as possible. Staff anticipates project approval by DPS in June 2013.
COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under
a Cooperative Purchasing Agreement satisfies any state law requiring that the local government seek
competitive bids for purchase of the item. Houston-Galveston Area Council (HGAC) contracts were
competitively bid to increase and simplify the purchasing power of government entities.
M/WBE Office - A waiver of the goal for MBE/SBE subcontracting requirements was requested by the
http://apps.cfwnet:org/council�acket/mc_review.asp?ID=18477&councildate=6/4/2013 6/20/2013
iv1&C Review
Page 2 of 2
Department and approved by the M/WBE Office, in accordance with the M/WBE or BDE Ordinance,
because the purchase of goods or services from source(s) where subcontracting or supplier
opportunities are negligible.
ADMINISTRATIVE CHANGE ORDER - An Administrative Change Order or increase may be made
by the City Manager for this Agreement in the amount up to $24,820.00 and does not require specific
City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, of the Grants Fund.
TO Fund/Account/Centers
FROM Fund/Account/Centers
GR76 539120 004442580030 $99,280.00
Submitted for Citv Manaqer's Office bv:
Originatinq Department Head:
Additional Information Contact:
ATTACHMENTS
Susan Alanis (8180)
Peter Anderson (8781)
Alan Girton (8484)
Steve Streiffert (2221)
http://apps.cfwnet.org/council�acket/mc review.asp?ID=18477&councildate=6/4/2013 6/20/2013