HomeMy WebLinkAboutContract 62816CSC No. 62816
COMMUNICATIONS SYSTEM AGREEMENT
CATEGORY 1-PRIVATEENTITY
This COMMUNICATIONS SYSTEM AGREEMENT (the "Agreement") is made and
entered into by and between the City of Port Worth ("Fort Worth' or' CFW11) acting herein by and
through its duly authorized Deputy City Manager, and Lockheed Martin Aeronautics Company
('USER') acting herein by and through its duly authorized Purchasing Manager individually
referred to as a' party ' collectively referred to herein as the "parties.' The CFW or Fort Worth
shall include all employees, directors, officers, agents, and authorized representatives. USER shall
include all employees, directors, officers, agents, and authorized representatives.
RECITALS
WHEREAS, this Agreement 1s made under the authority of Sections 791 Texas
Government Code; and
WHEREAS, Fort Worth owns, operates, and maintains Trunked Voice Radio Systems for
the purpose of providing Public Safety voice radio communications and is the sole license holder
of the CFW Trunked Voice Radio Systems with all privileges and responsjbilities thereof; and
WHEREAS USER is a private entity that employs or contracts with one or more
companfos or individuals to provide security, fire protection, and/or other public-safety type
services; and
WHEREAS USER s public-safety service providers employ a radio system that utilizes
the infrastructure of Fort Worth's Radio System to operate· and
WHEREAS the parties wish to enter into this Agreement to establish the terms and
conditions pursuant to which USER will be able access and utilize CFW' s radio systems; and
WHEREAS, each party finds that the performance of this Agreement is in the common
interest of both parties and that the division of costs fairly compensates the performing party for
the services or functions under this Agreement.
NOW THEREFORE, Fort Worth and USER agree as follows:
1.Grant of License. Fort Worth hereby grants the USER specific permission to
operate USER's owned or leased field radio equipment or equipment attached and/or interfaced to
the CFW Trunked Voice Radio ystems (the Radio System ) infrastructure in mutual aid or
emergency situations, provided, however, that such use must comply with the specific details and
requirements for use as set forth in "Exrubit A, Terms of Use" wruch 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
perm1ss1ons.
2.Term. The Agreement shall become effective upon the signing of the Agreement
by the Deputy City Manager of the City of Fort Worth (the 'Effective Date ) and shall continue
Communications System Agreement Page J of 12
in full farce and effect unless terminated in accordance with the provisians set forth herein and in
Exhibit A.
3. Compensatian. USER shall remit payment to Fort Worth in the amount and manner
set forth in Exhibit A.
4. Liabili . With respect to the use of the Radio System, each party agrees to be
liable for any damages or loss that may be caused by its own negli�ence, omission or intentional
misconduct. For purposes of this Section 4, the term party shall include employees, directors,
off�eers, agents, aurhorized representatives, subcontractors, consultants, and volunteers of the
respective party. Nothing in the performance of this Agreement shall impose any liability for
claims against either party other than for claims for which the Texas Tort Claims Act may impose
liabiliry. Further, this Agreement is not irnendec� to affect the allocation of liability between the
parties in connection with the pravisian of mutual aid assistance; liabi[ity for such mutual aid
assistance shall be gaverr�ed by the separate tnutual aid agreernent or state law provisions under
which the assistance is being provided.
5. Independent Cantractar. It is expressiy understood and agreed that USER shall
operate as an independent contr�ctor as to all rights and privileges granted herein, and not as age�t,
r�presentati�e or employee af the CFW. Subject to and in accordance with the canditions and
provisions ot' this Agreement, USER sha11 have the exclusive right to cantrol the details of its
operations and activities with respect to the use oithe Radio System and shall be solely responsible
for the acts and omissions of its ernployees, directors, officers, agents, authorized r�presentatives,
subcontractors, and consultants. USER acknawled�es that t�e doctrine of respondeat superior
shall not apply as between the CFW, its employees, directors, officers, agents, and authorized
representatives, and USER and its employees, dia•ectars, ofticers, agents, authorized
representatives, subcontractors, and consultants. USER further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between CFW and USER. This
Agreement is not intended to affect the roles of the part�es in cannect2an �ith pravic�ing mutua]
aid assistar�ce; coordination of mutuai aid activities and chain-af-command issues shall be
governed by the separate mutual aEd agreement or state law provisions under which assistance is
being provided.
6. Non-A�propriation of Funds. Fart Worih and USER will use �est effo�ts to
approprzate sufficient funds to suppart obligations under this Agreement. However, in the event
that sufficient funds are not appropriated by either party's gavernin�; body, and as a result, that
party is unable to futfi[I its o�ligations under this A►greement, that party (i) shall prompily notify
the other party in writing and (ii) may terminate this Agreement, effective as of the last day for
which sufficient funds have l�een appropriated.
7. Right to Audit. USER agrees that the CFW shaIl, at no additional cost to the
CFW, during and until the eapiration of three (3} years after terrnination of this Agree�nent, have
access ta and the right to examine at reasonahle times any directly pertinent books, documents,
papers, records, and communications of the USER involvin� transact�ons relating to this
Agreement. USER �grees that the CFW shall have access during normal working hours to all
necessary USER facilities and shall be provided adequate and apprapriate work space in order to
Communications System Agreement Aage 2 of 12
canduct audits in complianc� with the provisions of this section. The CFW shali give USER
reasonable advance notice af intended audits.
8. Assignment. USER sha11 not have the right to assign or subcontract any of its
duties, obligations or rights under this A�reem�nt without the prior written consent of the CFW.
Whic11 such right shall be grant�d solely at the c�iscretion of ih� CFW. Any assignment in vialation
nf this provision shall be void.
9. No Waiver. The failure of either party to insist upon the performance of any
provision or condition of this A�reement or to exercise any right granted herein shall not constitute
a waiver of that parry's righ# to insist upon appropriate perfarmance or to assert any such right on
any iuture occasion.
] �. Governmenta] Powers/Immi�nities. It is understood anc� agree� that by execution
oi'this Agreement, neither CFW nor USER waives or surrender any af its gavernmental powers
or immunities.
11. Amendments. No amendznent to this A�reement shall be binding upon either party
hereto unless such amendment is set forth in writing, dated subsequent to the date of this
Agreement, and signed by both parties.
12. Severability, If any pravision of this Agreement is held by a court of campetent
jurisdictian to be invalid, illegal or unenforceable, the validity, legaliry and enforceability of the
remaining provisions shall not in any way be affected or impaired.
13. Conficfential Infarmation. To the e�tent permitted by law, USER for itself and its
officers, agents and ernployees, agrees that it shall treat all information provided to it �y the CFW
as eonfidentiai (`'City Information") and shall nat diselose any such intormation ta a thirc� party
withouC the prior w�ritten approval of the CFW, unless such disclosure is required by law, rule,
regulation, court order, in which event USER shall notiiy CFW in writing of suc� requirement in
suf�cient time to allow CFW co seelc injunctive or other relie�to prevent su�h discIosure. USER
shall store and maintain City Information in a secure manner and shall not allow una�zthorized
users to access, modify, delete or otherwise corrupt City lnformation in any way. USER shall
notify the CFW immediate�y if the security or integrity of any City Infocmation has been
campromised or is believed to have been comprom�sed.
14. Force Ma�eure. CFW and USER will exercise their best efforts to meet their
respective duties and obligations as set forth in this Agre�ment, but will not be held liable for any
delay or omission in gerformance due to farce majeure or other causes beyond their reasonab�e
controi, including, but not limited to, compliance with any �overnment law, ordinance, or
regulation; acts of God; acts of the public ene�ny; fires; striices; lackouts; natural ciisast�rs; wars;
riots; epidemics or pancEernics; government action or inaction; orders of government; material or
labor restrictions by any �overnmental authority; transpartation groblems; restraints or
prohibitians �y any court. baard, department, commission, or agency of the United States ar of
any� States; eivil distur�ances; ather nationa! or regiana! emergencies; or any other simitar cause
not enuinerated herein but which is beyond the reasonable cantrol of the Party whose
Communications System A�reement Page 3 of l2
performance is affected (collectively, "Force Majeure Event"). The performance of any such
obligation is suspended during the period of, and only to the extent of, such prevention or
hindrance, provided the affected Party provides notice of the Force Majeure Event, and an
explanation as to how it prevents or hinders the Party's performance, as soon as reasonably
possible after the occurrence of the Force Majeure Event, with the reasonableness of such notice
to be determined by CFW in its sole discretion. The notice required by this section must be
addressed and delivered in accordance with Section 17 of this Agreement.
15. Immi�ration Nationality Act. City activity supports the Immigration & Nationality
Act (INA) which includes provisions addressing employment eligibility, employment verification,
and nondiscrimination. USER shall verify the identity and employment eligibility of all employees
who perform work under the Agreement. USER 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 the Agreement.
USER 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. USER shall provide City with
a certification letter that it has complied with the verification requirements required by the
Agreement. USER shall indemnify City from any penalties or liabilities due to violations of this
provision. City shall have the right to immediately terminate the Agreement for violations of this
provision by USER.
16. No Boycott of Israel. USER acknowledges that in accordance with Chapter 2270
of the Texas Government Code, City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it:
(1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The
terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this Addendum, USER certiftes that USER's
signature provides written verification to City that USER: (1) does no� boycott Israel; and (2) u�ill
not boycott Israel during the ternz of the Agreement.
17. 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: IT Solutions Director
100 Fort Worth Trail
Fort Worth TX 76102
Facsimile: (817) 392-8654
Name of Government Entity
Attn: Dominic White, Facilities Eng.
PO Box 748, Mail Zone 644�
Fort Worth TX 76101
Facsimile: N/A
Email: dominic.white@lmco.com
With Copy to the City Attorney
At same address
Communications System Agreement Page 4 of 12
18. Gavernin Law / Wenue. '���his Agree�nent shall be cons�rued in accordance with
the laws of the State o� Texas. Venue for any action brnught an the basis af this A�reement sha�l
lie exclusively in state caurts located in Tarrant County, Texas or the United States District Court
for the Northern District of Texas — Fort Worth Division, [n any such actian, each party sha�l pay
its own attorneys' fees, court casts and ather expenses incurred as a result of the action.
19. Si nature Authority. The person signing this Agreement hereby wanants that
helshe has the Iegal authority to execute this A�reement on behalf of his or her respective party,
and ihat such binding authority has been granted by praper order, resolution, ordinance or other
author�zation of tne entity. T�e other party is ful�y entitled ta re�y an this warranty and
representation in entering into this Agre�ment.
?0. Entirety of A�,reement. This w�ritten insirument, including alf Exhibits attached
hereto, contains the entire understandin� and agreement betwee❑ Fort 1Uorth and USER as to the
matters contained herein. Any priar or contemporaneaus aral or written agreement is hereby
declared null and void ta the extent in con#lict with Chis Agreement. Any pre�ious�y executed
Communication System Agreement between the parties shall be terminated simultaneously with
the f nal executian of this A�reement by bath parties.
21. Counterparts. This Agreement may be executed in one or more counterparts and
each counterpart shall, for aIl purposes, be cteemed an original, but all such counterparts shall
together eonstitute one and the sarne instrument.
??. Electronic Si natures. This Agreement may be executed by electronic signature,
which will be consic�ered as an original signature for all purposes and have the same force and
effect as an original sl�nature. For these puiposes. `'electronic signat�re" means eIectronicalIy
scanned and transmitted versions (e.g, via pdf file or facsimile tratismission) of an original
signature, or signatures electronically inserted via software such as Adobe Sign,
[Signature Pa�e Follows]
Communic�tions System Agreement Page S of 12
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
CFW: I
By:
Name: Mark McDaniel
rTitle: Deputy City Manager
Date: Feb 18, 2025
Name: Robbie McClurkan
rTitle: Ca tegory Management Manager
Date:
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
ame: Kevin Gunn
itle: Director, IT Solutions Department
pproved as to Form and Legality:
M Kevin A-nder5,1 11 By: M. Kevin Anders, II (Feb 18, 202511:14 CST)
ame: M. Kevin Anders, II itle: Assistant City Attorney
Contract Authorization: M&C:NA
Form 1295: 2025-1260968
Communications System Agreement
Contract Compliance Manager: y signing I acknowledge that I am the person responsible for the monitoring and administration of 1 his contract, including ensuring all performance and
reporting requirements.
By: Lawrence Crockett (Feb 13, 2025 13:30 CST)
ame: Lawrence Crockett
itle: Senior IT Solutions Manager
City Secretary:
By: ame: Jannette Goodall itle: City Secretary
Page 6 of12
EXHIBIT A
CATEGORY l, TERMS QF USE
The follawing definitians shall have the meanings set forth helaw ar�d apply to thss Agreement and
the Terms of Use set forth hecein:
DEFINITIONS
"Cansole Sy-stem" shall mean all hardware and software associated with any dispatch console or
set of consoles operated by the USER ihat are connected to the CFW Master 5witch.
"Interoperable Communications Governarice Cammittee" ("Gavernance Com�nittee") shall mean
that �roup ot� indii�id�aIs tasked with maintaining and administer�ng the Interoperable
Communications Plan. The Governance Committee shall cansist of ten to tifteen individuals with
CFW selecting at least one representative and each clas5ification of users selecting at least one
representati�e. The Governance Committee shall determine and may periodically adjust th�
number of inembers and the method for selecting members for each classi�catian of users with a
goal af ensuring that the Governance Cammittee ref�ects the full range of user rypes.
"Infrastructure Support Fee'' shall mean the annual fee �harged by CFW to offset costs incurred
by the CFW in Ihe operat�on and maintenance of the Radio System.
'`Interoperable Communications Plan" (the "Plan"} �neans the plan developed and established by
CFW and the Governance Committee to facilitate, enhance and simplify radio communications
arnong alI agencies utilizing the Radio System or connecting their 5ite Repeater 5ystems or
Console Systems to the CFW Master Switch. The Plan is available upon request from CFW or
can be found an the CFW websiie at http://fortworthtexas.�o� 'itsulutions/,
"Master Switch" shali mean the prirriary processing and network infrastructure to which all
Console Systems and Site Repeater Systems must connect in order ta operate on the Radio System.
The Master Switch is currently locat�d at the CFW Eagle Mountain facility.
"Over The Air Rekeying"' ('OTAR°'} shall mean the management and support af Su�scriber Rad�a
encryption keys via over-the-air, radio channel transmission.
`'OTAR Administration Fee" shal! mean the annual fee charged by CFW to offset costs incurred
by the CFW in the management a�nd support of Subscriber Radio encryption keys administered
through the Radio 5ystem's OTAR functions.
"O�er the Air Programming" ("OTAF") shail mean the methad of implementing programming
changes to Subscriber Radios using the ov�r-the-air data capabilities of the Radio System.
"Private CaII" shall mean a f�ature that reserves cl�annel resources speci�cally for con�ersatians
between two Subscriber Radios.
CommunicaTions SysTem Agreemeni — Exhibit A page '7 nf 12
"Site Repeate:r System"' shall mean the base statioi�s, she�ter, tow•er and all site-specific hardware
and software infrastructure associated with the provision of a radia site connected ta ihe CFW
Master Switch.
"System Upgrade Agreement Fee"' shall mean the annual fee charged by CFW to Offset cost
charged #o CFW by Mo#orola Solutions for the maintenance of the Software Upgrade Agreement
applicable to the USER's Console Systems and Site Repeater Systems.
'`Subscriber Radio" shall mean a radio ihat has a unique identification number and is programmed
to operate on the Radio System, The term shall include, but nat be �imited to, control stations
(desk top radios), mobile radios, and portable radios.
"Talk Group'" shall mean a specific graup of Subscriber Radios allowed to communicate privately
within that group over s�ared infrastructure resources.
TERMS OF U5E
1. The installation and maintenance of the Radio System infrastructure equipment is
the responsibility of CFW unless otherr�vise stated in this Agreement.
2. The CFW is the holder of the FCC (Federal Communications Co�nmission}
license(s) that th� Radia System uses for its operation. This Agreement shall not be construed or
interpreted to grant, convey, or atherwise provide LISER with any rights whatsoever to the CFW
FCC license(s) or to the Radio Frequ�ncy spectrum used by the Radio System.
3. The CFW makes no guarantee, either express or irnp�ied, as to rac�io signa! strength
or a specitic level of radio coverage in a par�icular locatian. The USER is responsible for
conducting appropriate and applicable in-building and geographical coverage testin� ta deiermine
the expected radio co�erage l�ve� far USER's equipment.
4. USER w�ill be responsible for the acquisition, programming, and maintenance of all
equipment USER will be utilizin� in cannection with the Radio System infrastructure, including,
but not limited to, Subscriber Radios, co�isoles, and special �quipment.
S. In arder to ensure hardware and softtivare compatibility with the Radio System
infrastructure, all Subscriber Radios and consoles intended for use by USER on the Radio System
shall be compliant wit� Project ?� standards esta�Iish�d by the Telecommunications Industry
Association. The use af unauthorized radios on the Radio System may result in suspended
operation of the radios andlor termination of the Agreement.
6. USER agrees to exclusively utilize antennas specifically approved by the radio
manufact�rer for use with rhe specif c modeIs of USER's raclios. The �se of short, broa� s�etrum,
or "stubby," antennas is not recommended. USER shal] be solely Iiable For co�erage gaps in the
event USER utili�es short broad spectrum or stubby antennas or other antennas not appraved by
the manufacturer for �se with the specific models of USER's radios.
Communications System Agreemeni — Exhibit A Page S of 12
7. No antenna gain greater than 3 DB will be allawed for mobiles and consolettes.
8. USER shali use due diligence in the maintenance and configuration of its
Subscriber Radio equipment to ensure that na USER radio or console causes a degradation to the
Radio System operation. The CFW shaIl have the right to remove frorn operation any field radia
unit or equipment owned or leased by USER that is operating on, attached andlor irnerfaced to the
CFW infrastr�cture, if CFW determines in its sole reasonable discretion that such equipment is
causing interference or harm to the Radia System in any way. The CFW reserves tne ri�ht ta
request that USER operated field radio units or equipment operaking on, attached andlar interfaced
to the infrastructure be tested for proper operation andlor repaired by an authorized radio repair
facility approved by the CFW. The cost of such testing or repair will be the sole responsibility of
USER. Eurthermare, the CFW shall have the right to deactivate, without prior notification to or
consent of USER, any field radio or other llSER equipment suspected af causing interference,
int�ntianally or unintentionaIly, to any other radios on the Radio System or to the Radio System's
overall operatian.
9. USER's radios may be used for voice radio communications over the Radio System
infrastructure in accordance w�ith the terms and conditions of this Agreement for as long as this
A�reement remains in effect.
l0. The CFW will be responsible for managir�g infrastructure loading and detnand.
CFW reserves the right, without notice to incumbent users, to enter into a similar agreement with
other entities or to deny the addition of new Subscriber Radio equipment to any user of the Radia
Systerr►. The CFW shall have sole discretion in determining whether to allow additional users or
radios based on CFW's determination of wl�ether such addition to the Radio System can he made
without adversely impacting t�e Radio System.
1 l. USER is prohibited from utilizing telephone interconnect on the Radio System.
This prohibition shall include, but is not limited to, connecting to either the PSTN (Public Switc�ed
Telephone Network} or U5ER's internal phane system{s} through a console patch into the Radio
System or to any Subscriber Radia on the Radio System.
12. Due to the radio intrastructure resource allocatians required by "Private Call,"
L1SER is not permitted to utilize "Private Call" on the Radio System.
13. USER's utilization of data communications on the Radio System will be limited to
the Radio Sysiem's OTAP functions. Performance of data communicatians over the Radio System
is not guaranteed. For programming changes involving more ihan ten Subscriber Radios, USER
agrees to coordinate w�th CFW prior to e�ecuting changes to minimize impact on other users and
on the Radio System.
14. The use of 4TAR in association with Subscriber Radio encryption is prohibited
without prior approval of CF`W. Administration of encryptian keys will be performed exclusively
by CFVV. USER may utiliz� and administer other encryption methods as required.
Communicatians System Agreement — Exhibit A Page 9 of l2
15. The CFW will provide USER with an Advanced System Key (ASK) for use with
the USER's Subscriber Radios anly. The ASK will expire annual�y, and USER shall be
responsible for requesting a new ASK following expiration if one is required. USER will be
responsible for safeguarding the security of the ASK to prevent theft and/ar Ioss. USER agrees to
iiotify CFW immediately upon the theft or loss of the ASK.
1 E. CFW will assign the USER Talk Group IDs unique to USER operation. All Talk
Graup names shall include a prefix unique ta the USER's agency. No other agency will be
authorized to use USER TaI�C Groups without the express written permissiUn of USER, and a copy
of such permission must be on file with t�e CFW before such use may occur. The CFW reserves
the right to require certain Ta�k Group iD's to be programmed in USER radios. Additionally, the
CFW shall have the right to limit the number of Talk Group ID's to be used by USER and to
disable Talk Groups iD's as it deems appropriate.
] 7. The CFW has established a coordir�ated fnteroperable Communications Plan to
apply� to CFW and the users of its Radio System. USER a�rees to participate in the Plan and
include the Plan's interoperable Talk Groups in the programming of its Subscriber Radios and
Consofe Systems.
18. Roaming to other systems or the tise of USER's Talk Groups on other trunked
systems that are interconnected to the Radio System is prohibited without prior approval by CFW.
Roaming ta other trunked systems will be limited to the Radia System's interoperable Talk
Groups, although this capa6ility may be terminated by CFW if its use is determined to result in
perforrnance degradation to either the Radio System or the intercannected trunked system.
19. USER may utilize a Network Management Consale (NMC) to manage its own
e�lvironment. USER is responsible for acquiring and maintaining, at USER's sole cost, all
components req�ired to connect the NMC to the Radio System. The USE[t's NMC must be
partitioned in mar�ner to limit access to USER's own en�iror�ment only and to prevent USER from
viewing, accessing, or making any changes to equipment that is not awned or leased by USER.
The llSER must ensure the NMC is located in a secur� area. U5B ports on the NMC must be
deactivated except during maintenance activity. All security patches related to operating systems
and other associated soft�uvare must be maintained at cuzrent manufacturer-tested levels. No other
software applications may be utilized by the NMC.
20. CFW generally maintains aliases for units operating on the Radio System. If the
USER has acquired the capability to madify its aliases, it may administer and maintain its own
subscriber unit aliases. From that point, USER will be responsible for administering and
rriaintaining its ow-n subscriber unit aliases, and the CFW will no longer administer and maintain
th� USER's subscriber unit aliases.
21. USB ports on the USER's Console Systems must be deacti�ated except during
maintenance activity. Ail security patches related to operating systems and other associated
software must be maintained at current �nanufacturer-tested levels. If required, all connectivity
betweera the Consale Sysiems and the Radio System is the responsibiiity of the USER, including
saft�vare, hardware and carricr scrvices. Assaciatec� costs will be incurred by the USER. ilnless
Co�nmunicatic�ns System Agreement — Eshibit A Page 10 of 12
atherwise approved by CF'W, connectivity will be achieved through local terrestrial circuit
facilities. The use of other connectivity meChods, including but not limited to microwa�e or fiber,
must be approved by the CFW. USER may incur additional costs from CFW for other connectivity
methods.
22. The CFW shall execute with Matorola Sol�tions a System Upgrade Agreement for
the Consoie Systems and Site Repeater Systems that wauld be aifected by the softw'are upgrades,
including those own�d {or leased) and operated by the USER. Un�ess the USER is notified
otherwise by CFW, the soft�n�are for the Radio System, all Site Repeater Systems and all Console
Systems wi�l be upgraded to the curr�nt level every two years. The USER will provide all
reasanable coordination necessary for the upgrade of its Console Systerns. USER acknawledges
that reductions in functionality may occur during the upgrade process.
APPLICABLE FEES: TERMINATION; REFUNDS
23. USER shall pay the CFW an annual lnfraskructure Support Fee in the amount of
�33.50 per monih, per Subscriber Radio or console. This fee is payable in advance on an annual
basis for all active radio IDs issued to USER at the time oithe annual billing. lnvaicing wili accur
on a pro-rata basis when new Radio IDs are issued, and thereafter, at the beginning af each CFW
iiscal year. There will be no refunds or credits for radios r�rnoved fram service during the fiscal
year.
24. lfthe USER subscribes to OTAR sen�ices, the USER shall pay the CFW an annual
OTAR Administration Fee in the arnount of �1.00 per month, per Subscriber Radio. This Fee is
payable in advance on an annual basis for all active radio IDs issued ta USER at the time of the
annual bil�ing, In�oicing will occur on a pra-rata basis when new Radio IDs are issued, ar�d
ihereafter, at the beginning of each CFW fiscal year.
25. USER shall pay the CFW an annual System Upgra�e Agreemen# Fee equal ta the
amount invoiced to the CFW by Motorola So[utians, IIIC., OF IiS SUCC�SSDI'S, for the upgrade of the
USER's Console Systems and any oth�r component subject to upgrade as a result of the up�rade
�f t�e Radio System.
26. CFW shal� have the right to increase any applicable fees under this Agreement each
fiscal year to offset any increased costs incurred by CFW in the operation or maintenance of the
Radio System. Any increase in applica�le fees will be effective at t�e beginning of the next CF'W
#iscal year. CFW shall pro�ide USER with 60 days' written notice of any intended fee increase,
provided, however, that this notice period may be less thas� 60 days if Motorola Solutior�s pra�ides
CFW with less than 60 days' notice of an inerease in the System Upgrade Agreement Fee and such
reduced natice geriod shall not ianpact U5ER's obli�ation to pay the increased fee.
27. �ither USER or CFW may terminate this Agreement for any reason, with or without
cause, upon ninery {90) days written notice to the other party. If USER terminates, there wiIl be
no refunds or credits far any fee. If CFW terminates, CFVi�' will issue a refund to the USER of all
fees, except for the System Upgrade Agreement Fee, which is non-refundable, pro-rated to the end
of the current fiscal year. The CFW, in its sole d�scr�tion, shall have the righk to deny USER
Cammunications System Agree�nent — Exhibit A Page l l of 12
access to the radio infrastructure and/or the right to terminate the Agreement imrnediately if USER
fails to make full payment of invoiced system fees within thirty (30} days of the date payment is
due. The GFW further reserv�s the ri�ht to terminate t�is Agreement immediately, or deny access
to the USER, upon notice af USER misuse of'the Radio System. Notwithstanding the foregaing,
the CFW, in its sole discretion, reserves the right ta immediately d�ny access to the USER if such
action is required to prevent the spread of a security breach or threatened security breach or due to
an emergency, operational issue, or other critical incident between tl�e Master Switch anc� the
USER's environment. The CFW will use best efforts to restore access to the USER as soon as
possible once the security breach, emergency, operational issue, or critical incident is resolved.
COMPLIANCE WITH LAWS
?S. The USER shal! comply with alI cun•ent and future Federal. State, and Local laws,
Ordinances, and Mandates, including Federal Cammunications Commission rules and regulations
regarding proger use of radio co�mmunications equipment. The USER wiil also comply with the
guidelines, or procedures set out in this Agreement. Furthermore, the USER is responsible for
enfarcing such compliance �y its employees, directors, officers, agents, authorized representatives,
subcon.tractors, and consultants far USER Suhscriber Radio equipment. Furthermor�, the USER
will be r�sponsible for payment of any fines and penalties levied against tl�e CFW {as the licens�
holder) as a result of im�roper or unlawful use of Subscriber RacEio equzpment awned or leased by
USER.
29. In order to coznply with Federal, State, and Local Laws and/ or Mandates, the C�'W,
as the license hoider, may neec! to act on behalf of the USER regarding possib�e modifications,
recontiguration, or exchange of Subscriber Radio equipment in order to meet these obligations.
For as long as this Agreement is in foree, the USER wilI allow the CFW to facilitate such activities
on USER's behalf as necessary.
30. In ihe instance where USER Subscriber Radio equipment is to be replaced ia order
to be in compIiance with Federal, State, a�}d [:ocal Laws and/or Mandates, title and ownership of
such replacement Subscriber Radio equipment shall, upon delivery of Subscriber Radio equipment
to the USER's site, pass directly to the owzier of the equipment that is being re�laced. The USER
shall provide the CFW, or its designee, with the Subscriber Raclio equipment to be replaced, in
good working order, as determined by the CFW or its designee. USER shall be liable for payment
�f any fees associated with radias deemed to be not in proper working order. USER shall be liable
for paytnent oFany fees associated with upgrades to Subscriber Radio equipment.
(End af Document}
Communications System Agreement —��:hibit A Page 12 of 12
CERTIFICATE OF INTERESTED PARTIES FORnn 1295
lofi
Complete Nos. 1- 4 and 6 if there are interested pa�ies. OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and b if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing fo�m, and the ciry, state and country of the l�usiness entity's place Certificate Numher:
of business. 2025-12fi0968
LOCKHFED MARTIN AERONAUTICS
FT WORTH, TX United States Date Filed:
2 Name of governmental entity or state agency t at is a parry to the contract far �c the form is �v27/2025
being filsd.
CITY OF FORT WORTH Date Acknowledged:
g Provide the i�4entitication namber used hy the governmental entity ar state agency to track ar identify the contract, and provide a
description of the services, goods, or other property to be pro�ided under the contract.
NOT APPLICABLE
SUBSCRIBER SERVICES AGREEMENT WITM CITY OF F7 WORTH FOR WEATHER RADIQ SERVICES
4
Nature of interest
Name of Interested Party City, State, Country (place of business) (check applicablej
Controlling Intermediary
5 Check only if there is NO Interested Party. ❑
X
fi UNSWORN DECLARATION
My name is �i ���� � VVf ��/� � , and my date of birth is `� �� �
My address is ` L�C� `�Q w �� �i{/l- , �'�V G ►� V L �_, . (� �` .
(sVeet) (city) (state) (zip code) (country)
I declare under penalry of perjury that the toregoing is true and carrect.
Facecuted in l Counry, State oi , on the 2 day of �� 20�.
� (monthy (yearj
Signature of authorized agent of contracting business entiry
(Declaranly
Forms provideci by Texas Ethics Commission www.ethics.state.tx.us Version V4.1.0.5dd2ace2