HomeMy WebLinkAboutContract 64041CSC No. 64041
COMMUNICATIONS SYSTEM AGREEMENT
MUTUAL AID ACCESS (SINGLE USE) -GOVERNMENT ENTITY
This COMMUNICATIONS SYSTEM AGREEMENT (the "Agreement") is made and
entered into by and between the City of Fo1i W01ih ("Fort Worth" or "CFW") acting herein by and
through its duly authorized Assistant City Manager, and the City of Hillsboro Department of Public
Safety ("USER"), acting herein by and through its duly authorized Assistant City Manager Carl
"Tony" Cain, individually referred to as a "patty," collectively referred to herein as the "parties."
The CFW or Fmt W01ih 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 Section 791, Texas
Government Code; and
WHEREAS, each governing body, in performing governmental functions or in paying for
the performance of governmental functions hereunder, shall make that performance or those
payments from current revenues legally available to that party; and
WHEREAS, each governing body finds that the subject of this Agreement is necessary for
the benefit of the public and each has the legal authority to perform and to provide the
governmental function or service which is the subject matter of this Agreement; and
WHEREAS, each governing body finds that the performance of this Agreement is in the
common interest of both patties and that the division of costs fairly compensates the performing
patty for the services or functions under this Agreement; and
WHEREAS, Fort W01ih owns, operates, and maintains Trnnked 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 responsibilities thereof; and
WHEREAS, Fort Worth and USER may, in an emergency or under ce1tain other
circumstances, provide each other with public safety support or other mutual aid or emergency
assistance; and
WHEREAS, the parties wish to enter into this Agreement to establish the terms and
conditions pursuant to which USER will be able access Fmi Wmih's radio systems in connection
with the provision of mutual aid assistance between the patties.
NOW THEREFORE, Fort Worth and USER agree as follows: Communications System Agreement Page I of9
1, Grant of License. Fart Worth hereby grants �he USER specific permission to
opez•ate USER's owned or leased ii�ld radio equipment or eq�ipment attached and/ar interfaced
to the CFW Trunked Voice Radio Systems (the "Radio System") infi•astructure in mutual aid or
emergency situations, provided, however, that such use must comply with the speci%c details and
requirements for use as set foi-�h in "Exhibit A, Tei7ns of Use," which is attached hereto,
incorporated herein, and made a part of this Ag�•eement for all purposes. FaiIure to comply with
ihese specific details and requirements may �•esult in the irr�mediate withdrawal of the speciiied
perrnissions.
2. Te�•m. The Agreement shall become eifective upan the signing of the Agreement
by an Assistant City Manager of the City of �'ort Worth (the "Etfective Date") and sl�all continue
in fu11 force and effect unl�ss tar�ninated in acco�•dance with the provisions set forth herein and in
Exhibit A.
3. Liabilitv. With j�espect 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 negligence, omission o�� intentional
rniscond�et. For puiposes of this Section 3, the term party shall incl�de empinyees, directors,
officers, agents, authorized representatives, subcont�•actors, consultants, and volunteers af the
respective pa�-ty. Nothing in the performance of this Agreement shall impose any liability for
claims against eithe�• party othe�• than for claims for which the Texas Tot-t Claims Act may impose
liability. Further, this Agreeinent is not intended to affect the allocation of liability between the
parties in connection with the provision of mutual aid assistance; liability for such tn�tual aid
assistance shall be governed by the separate mutual aid agreement oz• state law provisions under
which th� assistanc� is being provided.
�. Independent Contractor. It is expressly understood and agreed that U�ER shall
operate as an independenfi contractar as to all rights and privil�ges granted herein, and not as agent,
representative or e�ployee o� Fort Warth. Subject to and in accordance with the conditions and
provisions of this Agreement, USER shall have the exclusive right to control the details of its
operations and activities with respect to the use of the Radia System and shall be solely responsible
for the acts and omissions of its employees, di�•ectors, officers, agents, autharized representatives,
subcontractors, and consuitants. USER acknowledges that the doctrine of j•espondent supet�io�
shall not apply as between Fort Worth, its employees, directors, officers, agents, and auihorized
representatives, and USER and its employees, dir�ctors, officers, agents, authorized
representatives, subcontractars, and consultants. USER further agrees that nothing he�•ein shall be
canst�•ued as the creation o� a pazrtne�•ship or joint enteiprise between Fort Wo�-th and USER. This
Agreement is not intended to affect tl�e roles of the parties in connection with providing �nut�al
aid assistance; coo�•dination of mutual aid activities and chain-af command issues shall be
governed by the separate mutual aid ag��eement or state law provisions under which assistance is
being provided.
5. Non-A�propriation of Fut�ds. Fort Worth and USER wii] use best effarts to
appropriate sufficient funds �o support obiigations under this Ag�•ee�aent. However, i� the event
�i�at sufficient funds are not appropriaied by eithe�• party's governing body, and as a result, that
party is unable to fulfill its obligations under this Agreement, thai party (i) shall promptly notify
the oiher pairty in writing and (ii) may terminate this Agreement, effective as af the last day for
whieh sufficient funds have been appropriated.
Communications System Agreement Page 2 of 9
6. Right ta Audit. USER agrees that the Fot�t Woi�th shall, at no additional cost to it,
du�•ing and until the expiratian af three (3) y�ars after termination of this Agreement, have access
to and the right to examine at reaso�able times any dir�ctly pertinent boolcs, documents, papers,
records, and communications ai the USER involving transactions relating to this A�reement,
USER agre�s that th� CF W shall have access during normal working ho�rs to aIl necessa�•y USER
facilities and shall be pravided adequate and appropriate wa�•k space in order to conduct audits
in complia�lce with the provisians of this sectio��. The Fart Worth shall give USER �•easonable
advance no�ice of intended audits.
7. Assi�nment. USER shall i�ot have the right to assign ar subcontract any of its
duties, obligations or rights under this Agreemeni without Fo�•t Worth's prior written consent,
such �ight shall be granted solely at Fort VVoi�th's discretion. Any assignrz�e�t in violation of this
pravision shall be void.
8. No Waive�•. The failure af either party ta insist upan the performance of ai�y
provision ar condition of this Agz•eement or to exercise any right granted herein shail not
constitute a waiver of ihat party's right to insist upo�n appropriate performance or to asse�•t any
such right on any future occasion.
9. Governmental Powers/Immunities. It is understood and agreed ihat by execution
of this Agreement, neithe�• k'ort Worth nar USER waiv�s or su��render any of its �overnmental
powers o�• imm�znities.
10. Amendments. No amendment to this Agreeznen� shall be binding upon either party
hereto unless such anlendment is set forth in writing, dated s�bsequent to the date of this
Agreement, and signed by both par�ies.
11. SeverabiIitv. If any pravisian of this Agreement is held by a cou�t of competent
jurisdiction to be invalid, illegal or une�forceable, the validity, legality and enfarceability of the
remaining provisions shall not in any way be af�ected or impai�•ed.
12. Confidential Information. To the extent permitted by law, USER fo�• itself and its
officers, a�;ents and employees, agrees ihat it shall treai all info�•mation provided to it by Fort
Worth as confidentiat ("City Informatian"} and shall not disclose any s�ch information to a third
party without For� Worth's prior written appraval, unless such disclosure is required by law, rule,
re�ulatian, caui�t order, in which event USER shall notify Foi�t Worth in writin� af such
�•equirerz�ent in sufiicient time to allow Fort Worth to seek injunctive or other �•elief to prevent
such disclosuz•e. USER shall store and maintain City Inforrnaiion in a secure manner and shall
not allow unauihorized users to access, modify, deiete or otherwise corrupi City Information in
any way. USER shall noiify the �'ort Wa��th imanediately if the securiiy or integrity of any City
�nfo�•tnaiion has been compromised or is believed to have been compromised.
13. Force Majeu��e. Fo��t Worth and USER will exercise ihei�• best efforts to meet
their respective duties and a�ligaiions hei•eunder, but shall not be heId liable fo�• any delay in ar
omission of performance due to force majeure or other causes beyond iheir reasonable control,
including, but not limited to, compliance with any state or federal law or r�gulatian, acts of God,
Communications Syste►n Agreement Page 3 a F 9
acts of omission, fires, strikes, lockouts, national disasters, wars, riots, mate�•ial or labor
restrictions, transportation problems, exisiing cont�•actual obli�atians directly related ta the
subject matter af this A�reement, ar declaratian af a state of disaster ar eme�•gency by the
federal, state, county, or City govez•nment in acco�•da��ce wit� applicable law.
14. Notices. Notices required pursuant to the p��ovisions of this Ag�•eefnent shail be
canclusively deie��mined to have been delive�•ed when (1) hand-delivered to the othe�• party, its
agents, employee�, servants or representatives, {2) delivered by facsimile with electror�ic
confirtnation af the transmission, or (3) received by the athe�• party by United States Mail,
registered, return rec�ipt requested, addressed as fallaws:
City of Fnr�t Wa��th
Attn: IT Solutions Di�•ector
1 p0 Fort Worth Trail
Fort Worth TX 76102
Facsimile: (817) 392-8654
With Copy ta the City Attoz•ney
At same address
City of Hillsboro DPS
Attn: IT Solutions Director
303 North Waco Street
Hillsboro, T�xas, 7&645
Facsimile: (254) 582-9947
CC C�u�is Clark
HCEM
15, Gavernin� Law / Ver�ue. This Ag�•eement shall be construed in accordance with
the laws of the State of Texas. Venue for any action brougUt on tk�e basis of this Agreement shaIl
lie exclusively in state courts located in Tarrant County, Texas or the United Staies District Court
for the Northern District af Texas — Foz•t Worth Division. In any such action, each pa��iy s�ail
pay its own attorneys' �ees, court costs and ather expenses incu��•ed as a result of the actian.
16. Si�nature AuthoritX. The person signing tl�is Agreement hereby warrants that
he/she has the legal authority to execute this Agreement on bahalf of his or her respective party,
and that such bi��ding authority has been g�•anted by prop�r o�•der, resolutian, ordinance oar othei•
authorization of the entity. The other party is fully entitled to �•ely on this warranty and
representation in entering info this Agreement.
17. Entiretv of A�z•eeznent. This w�•itten instrument, including all Exhibits attached
hereto, eontains the entire understanding and ag�•eement between Fort Worth and USER as ta the
matters contained hez•ein. Any prior or contemporaneous oral o�• written a�reement is hereby
declared null a��d void to the extent in conflict �with this A�reement. A�y previously executed
Cornzr�unication System Agreement between the parties shall be �erminaied simultaneously with
the final execution of this Agreerr�ent by both parties.
18. Countei ��. This Agreement may be executed in one or mare counterparts and
each counterpart sl�all, �or all purposes, be deemed an original, but all such counteipa��ts shall
together constitute ane and the same instrument.
[Signature Page Follows]
Communications Systain Agreement Page 4 of 9
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
CITY OF FORT WORTH: USER:
��i:V&:ny �By: Dianna Giordano (Sep 26, 2025 13:35:34 COT) By: Name: Dianna Giordano Name: Title: Assistant City Manager Title: Assistant City Manger
Date: 09/26/2025 Date: ci15t5 ,
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
pproval Recommended:
Kevin Gunn
Director, IT Solutions Depaiiment
pproved as to Form and Legality:
B y: ame: Candace Pagliara
itle: Assistant City Attorney
Contract Authorization:
M&C: NIA
Form 1295: NIA
Communications System Agreement
Contract Compliance Manager:
By signing I acknowledge that r am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
By: Lawrence Crockett (Sep 11, 202513:41:32 COT)
ame: Lawrence Crockett
itle: Senior IT Solutions Manager
City Secretary:
By: ame: Jannette Goodall
Title: City Secretmy
Page 5 of9
�X�III3IT A
CATEGORY 1, TERMS OF iJSE
The follawing detinitions shall have tl�e meanings set fo��th below and apply to this Agreement and
the Teims of Use set fot•th hereiii:
DEFINITIONS
"Console System" shall mean alI hardware a�1d software associated with any dispatch console ai-
set of consoles operated 6y the USER k�lat are connected to the CFW Master Switch.
"Interoperable Cotnmunications Governance Cominittee" ("Gavei�nance Com�nittee") shall mean
ihat groiip of indivic�uals tasked with maintaining and administering the Interaperable
Communications Plan. The Governance Cammittee shal� consist of ten to fifteen individL�als, with
Fort Woi-�h selecting at least one repr�sentative and eacll classification of users selecting at least
one representative. The Govez�nance Corru-nittee shall determine and may periodically adjusi the
number of inembers and tl�e inethod for seIecting membeis for eacl� classi#'ication of users with a
�oal of ens�ring that the Govei�nance Committee reflects ihe full range of user types.
"Interopez�able Communicatioi�s Plan" {the "Plan") zneans the plan developed and established by
�'ort WortI1 and the Govei�nance Co�nmittee to facilitate, enhance and simplify �•adio
communication� amang all agencies utilizin� the Radio System or connecting their Site Repeater
Systems or ConsaIe Systems to the Fot�t Warth Master Swiich. The Plan is available iipon request
from Foi�t Wox�ih or can be fo�na on the Fort Vw'orth website at
l�tip://fort��•ortllte�as.t�ov/itso�utions/ch-z radios/.
"Mast�r Switch" shall mean the primaz•y processing and network infrastructu�-e to which all
Console Systems and Site Repeater Systerns must connect in orde�• to operate on the Radio System.
The Mas�er Switcn is curi•ently located at the CFW Eagle Mountain facility.
"Over The Air Relceying" ("OTAR"} shall mean tile management and support af �ubscribe�� Radio
encryption keys via ovez•-the-air, radio charulel trans�r�ission.
"Private Ca�l" shall mean a feature that rese�•ves channel resources specif cally for conve�•sations
between two Subscriber Radios.
"Site Repeatei• System" shall mean the base stat�ons, shelter, tower and alI site-specific hardware
and softwa�•e infi•astructlue associated with the provision of a radio site connected to the CFW
Master Swftch.
"Subscriber Radio" shall mean a�•adio that has a unique identification numbei• and is programmed
to operate on the Radio System. The term shall include, but nat be linlited to, control stations
{desl� top raclios), mobile radias, and porta6le radios.
Communications System Agreement Page 6 of 9
"TaIk Group" shall mean a specific group of �ubscribe�• Radios aliowed to com�nunicate p�•ivately
within that group over shared infrastructure �•esources.
TERMS OF USE
1, The installation and rnaintenance of the Radio Systein infi•astructure e9uipment is Fort Worth's
responsibility �ntess otherwise stated in this Agreement.
2. Foi-� Worth is the holde�• oithe FCC (�'ederal Commu��ications Commi�sion) license(s) thai the
Radio System uses far its operation. This Agreement sha11 nnt be construed ar interpreted to grant,
convey, or otherwise provide USER with any �•igl�ts whatsaever to the C�'W F'CC license(s) or to
the Radio Farequency spectrum used by the Radio Syste�n.
3. Fort Worth �akes no guarantee, either express ar implied, as to radio signal strength o�• a specific
Ievel of radio coverage in a particulat• location. The USER is respansible for conduciing
appropriate and applicable i��-buiidin� and geographicai caverage testi�g to determine the
expected radia coverage level for USER's equipment.
4. USER wiIl be responsible for the acquisitia�, programming, and maintenance of all equipment
U�ER will be utilizing in connectian with the Radio System infrastructure, includin�, b�t n:ot
limited to, Subsc�•iber Radios, consoles, and special ec�uipment.
5. In order to ensui�e ha�•dware and softwa�•e cotnpatibility with the Radio Systenn infi•astructure,
all Subscriber Radias and consoies intended for use by USER on the Radio System shall be
compliant r�vith Praject 25 standards established by the Telecamr�unications Industry Association.
The use of unauthorized radios on the Radio System may �•esult in suspended operation of the
radios and/or termination of the Agreement.
6. USER agrees to e�clusively utilize antennas specif�calIy approved by the radio �nanufacturer
for use with the specific models of USER's radios. The use of shairt, broad spectrum, or "stubby,"
antennas is not recommended. USER shall be salely liable fai• cove��age gaps in the event USER
uiilizes short broad spectrum or stubby antennas or athez• antennas not appro�ed by the
manufactu�•ei• for use with the specific models of USER's �•adios.
7. No anfienna gain greater than 3 decibels (dB} will 6e allowed for mobiles and consolettes.
8. USER shalt use due diligence in the rnaintenance and canfguration of its Subscribar Radia
equipment to ensure that no USER radio or console causes a degradation to the Radio System
operation. Fort Woi�th shaIl have ihe right to remove fi•om operation any field radio unzt or
equipment owned or leased by USER that is operating on, attached and/or ii�terfaced to the CFW
infrastructure, if Fort Worth determines in its sole reasonable discretion that such equipment is
causing interference or harm to the Radia Syste�n in any way. Fort Worth z•eserves the right to
request that USER operated field radia units or equipment operatin�; an, a�tached and/or interfaced
ta the infrastructure be tested far proper operation and/or repaz�•ed by an autho�•ized radia repair
facility approved by Fort Warth. The cost of s�ch testing o�• repair will be the �ole responsibiIity
of USER. Furthertnore, Fazrt Worth shall have the rigkZt to deactivate, without prior natification to
or consent of USER, any f eid radio or other USER equipment suspected of causzng interference,
Communicatior►s Systein Agreement Page 7 of 9
intentionally or �ninientionally, to any otl�e�• �•adios on the Radio Syst�rn or to the Radio System's
overall operation.
9. In instances in which the parties are engaged in providing mutual aid assistance, USER's radios
may be used for voice radio communications ove�• the Radio System infi•astructu�•e in accordance
with the terms and canditions of this Agreement for as long as this Agreement remains in effect.
This Ag�•eeme�t does not autharize regular use afthe Radio S�stem in situations that do noi involve
xrautual aid assistance between ihe pa�•ties.
i 0. Foi�t Woi�th will be responsible for managing infi•astructure loading and de�nand. CFW reserves
the right, without notice to incumbent uset•s, to ente�• into a similar agz•eement with other entities
or to deny th� addition of new Subscriber Radio equipment to any user of the Radio System, Fart
Worth shall have sole disc�•etion in deterinining whether to allow additional use�s or radios based
on Fart Worth's determination of whethe�• such addition to the Radio System can be made without
adversely impacting the Radio System.
11. USER is p�•ohibited from utilizing telephone intercon�lect on �he Radia Sys#em. This
prohibition sl�all include, but is not limited ta, cannecting to either the PSTN {Pu61ic Switci�ed
Telephone Network} or USER's intei�nal phone system(s) through a console patch into ihe Radio
System or ta any Subscriber Radio an the Radia System.
12. Due to the radio infrastruciure resource allocations required by "Private Call," USER is not
permitted io utilize "Private Call" on the Radio Systerri.
13. USER is prohibited from utilizing data communications on the Radio System withou� Fort
Worth's e�plicit w�•itten permission.
14. The use of OTAR in association with Subscriber Radio encryption is prohibited without p�•ior
approval of Fort Wor�th. Fort Woi�th will exclusively administer encryption keys. USER may
utilize and administer ather encryption methods as required.
15. Fort Wortl� will enable the USER-provided Advanced System Key (ASK} fo�• use with the
USER's Subscriber Radios only. The ASK will expire annualiy, and USER shail be responsible
for rec��esting a renewal follar7ving �xpiration if one is r�quir�d. USER will be responsible for
safeguarding the security of the ASK to prevent theft and/or loss, USER agrees to nofify Foi-�
Worth irnmediately upon the theft ar lass af the ASK,
16. Fart Worth has established a coordinated Interaperable Communicaiions Flan to apply to Fo�•t
Worth and iis Radio System users. USER agrees to comply with the Plan and include the Plan's
inieroperable Talk Groups in the programming of its S�bscriber Radios and Console Systems.
17. Roaming to other systems or ihe use of USER's Tal� Groups on other trunited systems that
are interconnected to the Radio Systerr� is prohibited without Fort Worth's prior approval.
Roa�ning to other tiunked systerns will be limited to tl�e Radio System's inte�•operabie Talk
Groups, althou�h Fort Worth rr�ay terminate this capability if its use is determined to result in
performance deg�•adation to either the Radio System or the interconnected trunked system.
Communicatioiis System Agreemant Page 8 of 9
18. Either USER or �'ox•t Warth may terrr�inate this Agreement for any reason, with ar without
cause, upon ninety (90} days written notice to the otl�er party. Fort Worth fu��ther reserves the right
to terminate this Agreement immediately, or deny access to the USER, upo� notice of USER
misuse of the Radio System. Notwithstanding ihe �o�egoing, Foi�t Woi-�h, in its sole discretion,
��ese�•ves the ��ight to iminediately deny access to the USER if such actian is req�ired to preveni the
spread af a security breach or threaten�d secui ity hreach or due to an emergency, operational issue,
or other critical incident between the Master Switch and the USER's enviranment. Fort Worth
will use best efforts to resto�•e USER's access as soon as possible once the s�curity breach,
emergency, operational issue, oa, c�•itical incident is resolved.
COMPLIANCE WITH LAWS
19. The USER shall comply with all current and firtu�•e Federal, State, and Local laws, Ordinances,
and Mandates, includin� Federal Communications Commission z•ules and regulations regarding
proper use oi radio communications equipment. The USER will also comply with the guidelines,
o�• procedu�•es set out in this Ag�•eement. Furthermora, the USER is respon.sible for enforcing such
cornpliance by its employees, directars, of�cers, agents, autho�•ized representatives,
subcontractors, and consultants for USER Subsc�iber Radio equipment. �'urtherinore, tk�e USER
will be responsible fo�• payment of any fines and penalties levied a�ainst Fort Warth (as the license
�oldez•) as a result of improper or unlawful use of Subscril�er Radio equipment owned or leased by
USER.
20. Modification, �•econfiguration, or exchange af Subscriber Radia eq�ipment may be z�equired
in order for Fort Worth to camply with Federal, State, and Local Laws and/ or Mandates imposed
on Fort Worth as the license holde�•. �'aliowing reasonable notice fram Fort Wo�•th, USER shall
be responsible for und��•taking such modi�'ications, reconfiguration, or exchanga. In the event
USER fails ta undertake any necessary action, such failure shail be considered "misuse" under
Paragraph 19, and k'ort Worth may ter�ninate this Agreement immediately or deny access ta USER.
[End of Docum�nt]
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