HomeMy WebLinkAboutContract 45264 CITY RA RETARY SEC
CONTCT NO.
MOTOROLA SOLUTIONS SERVICES AGREEMENT
Attn:National Service Support/4th fl Contract Number: S00001 021980
1301 East Algonquin Road Contract Modifier:
(800)247-2346
Date: 05/14/2013
Company Name: Fort Worth, City Of Required P.O.: Yes
Attn: Customer#: 1012858843
Billing Address: 1000 Throckmorton St Bill to Tag#-. 0004
City, State, Zip: Fort Worth,TX,76102 Contract Start Date: 07/01/2013
Customer Contact: Contract End Date: 06/30/2014
Phone: Anniversary Day: Jun 30th
Payment Cycle: ANNUAL
PO# : TBD
QTY MODEL/OPTION SERVICES DESCRIPTION MONTHLY EXTENDED
EXT AMT
Subscriber Diagnostics (DiagnostX)
SPECIAL INSTRUCTIONS -ATTACH Subtotal - Recurring Services $395.16 $4,741.92
STATEMENT OF WORK FOR PERFORMANCE DESCRIPTIONS
Subtotal-One-Time Event
Services $ .00 $ .00
Total $395.16 $4,741.92
Taxes
Grand Total 1 $395.161 $4,741.92
THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING
JURISDICTIONS WHERE APPLICABLE,TO BE VERIFIED BY MOTOROLA.
Subcontractor(s) city State
LOCUS DIAGNOSTICS LLC WEST FL
MELBOURN
E
I received Statements of Work that describe the services provided on this Agreement. Motorola's Service Terms
and Conditi ns,a copy of which is attached to this Service Agreement, is incorporated herein by this reference,
DATE
M.
AUT 0 17FD CLISTOMER SIGNATURE TITLE mm
Susan klanis
Assistant Citj 111112"17"
CUSTOMER(PRINT NAME)
MOTOROLA REPRESENTATIVE(SIGNATURE) TITLE DATE
Kevin Lamb 336-529-3024
MOTOROLA REPRESENTATIVE(PRINT NAME) PHONE
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C!"n,Diagnostics Services Agreement,Terms and Conditions Rev.12/1 1/2013
OFFICIAL RECORD
RLCEIVLU DEC 2 6 2013 011"Y SECREURY'
FT. INORTHo TX,
Company Name: Fort Worth, City Cf
Contract Number S00001021980
Contract Modifier:
Contract Start Date: 07/01/2013
Contract End Date: 06/30/2014
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CFW,Diagnostics Services Agreement,Terms and Conditions Rev.12/11/2013
Motorola Services Agreement
Service Terms and Conditions
This Services Agreement ("Agreement") is entered into by and between YWotpnm|e Solutions, Inc.
(^&8mton»|m^) and the City of Fort Worth ("City" or "Customer"), e Texas home rule munioipa|ity,
individually referred to as a^party.^collectively referred toeo the^parties.^ and hereby agree as follows:
Section 1 APPLICABILITY
These Service Terms and Conditions apply to service contracts whereby Motorola will provide to
Customer either (1) maintenance' support, or other services under Motorola Service Agreement, or (2)
installation services under Motorola Installation Agreement.
Section 2 DEFINITIONS AND INTERPRETATION
2.1 "Agreement" means these Service Terms and Conditions; the cover page for the Service
Agreement or the Installation AOreement, as applicable; and any other attoohments, all of which are
incorporated herein by this reference. In interpreting this Agreement and resolving any ambiguities, these
Service Terms and Conditions take precedence over any cover page, and the cover page takes
precedence over any attachments, unless the cover page or attachment states otherwise.
2.2 "Equipmant" means the equipment that is specified in the attachments or is subsequently added
to this Agreement.
23. ^Samioea^ means those installation, meintenonma, oupport, training' and other services described
in this Agreement.
Section ACCEPTANCE AND TERM
Customer accepts these Service Terms and Conditions and oQreoo to pay the prices set forth in the
Agreement. This Agreement becomes binding only when accepted in writing by both Motorola and the
Customer(''StodDete^)and shall expire June 30\ 2014 (^ExpinaUonOate").
Section 4 SCOPE OF SERVICES
4.1. Motorola will provide the Services described in this Agreement orin e more detailed statement of
work or other document attached to this Agreement. At Customer's request, Motorola may also provide
additional services ot Motorola's then-applicable rates for the services.
4.2. If Motorola is providing Services for Equipment, Motorola parts or parts of equal quality will be
used; the Equipment will be serviced at |eva|a msd forth in the manufacturer's product manuals; and
routine service procedures that are prescribed by Motorola will be followed.
43 If Customer purchases from Motorola additional equipment that becomes port of the same
system as the initial Equipment the additional equipment maybe added to this Agreement and will be
billed at the applicable rates after the warranty for that additional equipment expires.
4.4. All Equipment must be in good working order on the Start Date or when additional equipment is
added to the Agreement. Upon reasonable request by Motorola, Customer will provide a complete serial
and model number list of the Equipment. Customer must promptly notify Motorola in writing when any
Equipment is |ost, damagod, stolen or taken out of service. Customer's obligation to pay Service fees for
this Equipment will terminate at the end of the month in which Motorola receives the written notice.
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City m Fort Worth,Diagnostics Services Agreement,,anrs and Conditions Rev.,z'`,/2v,,
4.5� Customer must specifically identify any Equipment that is labeled intrinsically safe for use in
hazardous environments.
4.6. |f Equipment cannot, in the parties' reasonable opinion, be properly or economically serviced for
any neaoon, the parties may mutually agree to modify the scope of Services related to that Equipment
remove that Equipment from the Agreement; or increase the price to Service that Equipment,
4.7. Customer must promptly notify Motorola of any Equipment failure. Motorola will respond to
Customer's notification in o manner consistent with the level of Service purchased as indicated in this
Agreement.
Section 5 EXCLUDED SERVICES
51. Service excludes the repair or replacement of Equipment that has become defective or damaged
from use in other than the norma|, customory, int*nded, and authorized manner; use not in compliance
with applicable industry standards; excessive wear and tear; or accident, |iquido, power surges, neglect,
acts of God ur other force msjeuneevents.
5.2. Unless specifically included in this Agreement, Service excludes items that are consumed in the
normal operation of the Equipment' such as batteries or magnetic tapes; upgrading or reprogramming
Equipment; 000euaVhes, belt o|ipo, battery ohorgers, custom or special pnodunta, modified unitm, or
software; and repair or maintenance of any transmission |ine, antenno, microwave equipment, tower or
tower |ighhng, dup|ewer, combiner, ormu|ticoup|er. Motorola has no obligations for any transmission
medium, such ao telephone lines, computer networks, theinterncdorthowmr|dvvideweb. orhorEquipmend
malfunction caused by the transmission medium.
Section 6 TIME AND PLACE C)PSERVICE
Service will be provided at the location specified in this Agreement. When Motorola performs service at
Customer's location, Customer will provide N1otnno|e, at no oharge, a non-hazardous work environment
with adequate shelter, head. |ight, and power and with full and free access tnthe Equipment. Waivers of
liability from Motorola or its subcontractors will not be imposed as o site access requirement. Customer
will provide all information pertaining to the hardware and software elements of any system with which the
Equipment is interfacing so that Motorola may perform its Services. Unless otherwise stated in this
Agreement, the hours of Service will be 8:30 a.m. to 4:30 p.m., local time, excluding weekends and
holidays. Unless otherwise stated in this Agreement, the price for the Services exclude any charges or
expenses associated with helicopter or other unusual acoaae requirements; if these charges or expenses
one reasonably incurred by Motorola in rendering the Services, Customer agrees to reimburse Motorola
for those charges and expenses.
Section CUSTOMER CONTACT
Customer will provide Motorola with designated points of contact (list of names and phone numbers) that
will be available twenty-four (24) hours per day, seven (7) days per week, and an escalation procedure to
enable Customer's personnel to maintain contact, as needed, with Motorola,
Section g PAYMENT
Payment under this Agreement shall not exceed , Unless alternative
payment terms are stated in this Agreement, Motorola will invoice Customer in advance for each payment
period. All other charges will be billed monthly, and Customer must pay each invoice in U.G. dollars
within thirty (38) days of the invoice date. Customer is a tax exempt entity and shall not be liable for any
taxes pursuant to this Agreement.
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Notwithstanding any of the foregoing, in the event nu funds or insufficient funds are appropriated bythe
Customer in any fiscal period for any payments due hereunder. Customer will notify [NohxWa of such
occurrence and this Agreement uho|| terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to the Customer of any kind whatsoever, except
as to the portions of the payments herein agreed upon for which funds have been appropriated.
Section WARRANTY
Motorola vvanento that its Services under this Agreement will be free of defects in materials and
workmanship for o period of ninety (00) days from the date the performance of the Services are
completed. |n the event ofa breach of this warranty, Customer's sole remedy ioto require Motorola tore-
perform the non-conforming Service or to refund, on a pro-rata basie, the haem paid for the non-
conforming Service. MOTOROLA DISCLAIMS ALL OTHER VVARRANT|ES, EXPRESS OR IMPLIED,
INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE.
Section 10 OEFAULT/TERK8|NATION
10.1. If either party defaults in the performance of this Agreement, the other party will give to the non-
performing party a written and detailed notice of the default. The non-performing party will have thirty
(30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and
begin implementing the cure plan immediately after plan approval. If the non-performing partytai|o to
provide or implement the cure p|on, than the injured porty, in addition to any other rights available to it
under |aw, may immediately terminate this Agreement effective upon giving nvvritton notice uftermination
ho the defaulting party.
10.2. Any termination of this Agreement will not relieve either party of obligations previously incurred
pursuant tu this Agreement, including payments which may be due and owing at the time of termination.
All sums owed by Customer to Motorola will become due and payable immediately upon termination of
this Agreement. Upon the effective date of termination, Motorola will have no further obligation to provide
Services.
Section 11 LIMITATION CJFLIABILITY
Except for personal injury or death. Motorola's total Uebi|ity, whether for breach of contrmut, vvornanty,
negligence, strict liability in tort, or otherwise, will be limited to the direct damages recoverable under law,
but not to exceed the price of twelve(12) months of Service provided under this Agreement. ALTHOUGH
THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAN1AGES, THEY AGREE
THAT NEITHER PARTY SHALL BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS
OF U8E, T|K8E, DATA, GOOD VV|LL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL,
INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO C}F<ARISING
FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO
THIS AGREEMENT. MOTOROLA AGREES TO DEFEND. INDEMNIFY AND HOLD CUSTOMER
HARMLESS TO THE EXTENT SET FORTH HEREIN IN THIS SECTION 11. No action for contract
bnaeoh or otherwise relating to the transactions contemplated by this Agreement may be brought more
than four (4) years after the accrual of the cause of action, except for money due upon an open account.
This limitation of liability will survive the expiration or termination of this Agreement and applies
notwithstanding any contrary provision.
Section 12 EXCLUSIVE TERMS AND CONDITIONS
12.1. This Agreement supersedes all prior and concurrent agreements and understandings between
the partieo, whether written or ons|, related to the Semiceu, and there are no agreements or
representations concerning the subject matter of this Agreement except for those expressed herein. The
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City m Fort Worth,o/"v""°oo Services Agreement,Terms and o°nd.^°"s Rev.`2//,12v`o
Agreement may not be amended ormodified except byawritten agreement signed by authorized
representatives ofboth parties.
12.2. Customer agrees to reference this Agreement on any purchase order issued in furtherance of this
Agreement, howmver, on omission of the reference to this Agreement will not affect its applicability. In no
event will either party be bound by any terms contained in a Customer purchase order,
ocknmw|odgement, or other writings unless: the purchase ondor, acknuw|mdgmment, or other writing
specifically refers to this Agreement clearly indicates the intention of both parties to override and modify
this Agreement; and the purchase onder, ocknmw|mdgement, or other writing is signed by authorized
representatives of both parties.
Section 13 PROPRIETARY INFORMATION; ��C��F|Q��TT4LYT�' INTELLECTUAL PROPERTY
` '
RIGHTS
13.1. Any information or data in the hunn of opecificotiono, drowinOn, naprinto, technical information or
otherwise furnished to Customer under this Agreement will remain Motorola's propmrty, will be deemed
proprietary, will be kept nonfidentia|, and will be promptly returned at Motorola's request. Customer may
not disclose, without Motorola's written permission or as required by |ow, ru|e, regulation or court onder,
any confidential information or data to any person, or use confidential information or data for any purpose
other than performing its obligations under this Agreement. The obligations set forth in this Section
survive the expiration or termination Vf this Agreement.
13.2. Unless otherwise agreed in writing, or otherwise required to be disclosed by |aw, all information
disclosed in any manner or at any time by Customer to Motorola will be deemed confidential. Except as
provided in Section 17.9 herein, Motorola will have no obligation to provide Customer with access to its
confidential and proprietary information, including cost and pricing data.
13.3. This Agreement does not grant directly orbyimplication, eotoppa|, or otherwise, any ownership
right orlicense under any Motorola p*dent, copyright, trade oeuret, or other intellectual propedy, including
any intellectual property created on a result of or related to the Equipment am|d or Services performed
under this Agreement.
Section 14 FCC LICENSES AND OTHER AUTHORIZATIONS
Customer is solely responsible for obtaining licenses or other authorizations required by the Federal
Communications Commission or any other federal, mtato, or boo| government agency and for complying
with all rules and nsgu|adnno required by governmental agencies. Neither Motorola nor any of its
employees is an agent or representative of Customer in any governmental matters.
Section 15 COVENANT NOT TO EMPLOY
During the term of this Agreement and continuing fora period of two (2) years theneafter, neither party
shall hina, engage on controot, solicit the employment of, or recommend employment to any third party of
any employee of either party or its subcontractors without the prior written authorization of the other party.
This provision applies only to those employees or subcontractors who are responsible for rendering
services under this Agreement, If this provision is found to be overly broad under applicable |avv, it will be
modified oo necessary to conform to applicable law.
Section 16 MATERIALS,TOOLS AND EQUIPMENT
All tools, equipment, dieo, gaugeo, mode|e, drawings or other materials paid for or furnished by Motorola
for the purpose of this Agreement will be and remain the sole property of Motorola, Customer will use
commercially reasonable efforts to safeguard all such property while it is in Customer's custody or control,
be liable for any |000 or damage to this property caused by Cuotomer, and return it to Motorola upon
request. This property will be held by Customer for Motorola's use without charge and, with the exception
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City m Fort Worth,mag"o,ocs Services Agreement,Terms and Conditions Rev `2/,,00'o
of drawings and other dooumenbotion, may be removed from Customer's premises by KAohxno|m at any
time during Customer's normal business hours, provided that W1obzru|a has complied with all service
requirements as set forth in Section 4 and any attached Statement of Work. Motorola shall provide
Customer with a copy uf all drawings and documentation prior toremoval.
Section 17 GENERALTER08S
17.1. If any court renders any portion of this Agreement unenforuaab|e, the remaining terms will
continue in full force and effect.
17.2. This Agreement and the rights and duties of the parties will be interpreted in accordance with the
|mwm of the State of Texas. Venue for any claim or action arising undorthio Agreement shall lie in the
State Courts in Tarrant County. Texao, or the United States District Court for the Northern District of
Texas, Fort Worth Division.
17.3. Failure to exercise any right will not operate anm waiver ofthat riQht, power, or privilege.
17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond
that party's reasonable control, such as strikes, material shortages, or acts of God.
17.5. Motorola may subcontract any of the work, but subcontracting will not relieve Motorola of its
duties under this Agreement.
17.6. Except as provided herein. neither Party may assign this Agreement or any of its rights or
obligations hereunder without the prior written consent of the other Party, which consent will not be
unreasonably withheld. Any attempted assignment, delegation, or transfer without the necessary consent
will be void. Notwithstanding the foregoing, Motorola may assign this Agreement to any of its affiliates or
its right to receive payment without the prior consent of Customer, but shall provide Customer with thirty
(30) days prior written notice of any such assignment, and Motorola shall exeoute, or cause to be
execmted, all necessary documents to effect such assignment or right to receive payment. In addition, in
the event Motorola separates one or more ofits businesses (each a ''Separated Buoineos^), whether by
way of a sa|e, establishment of a joint esnture, spin-off or otherwise (each o "Separation Event"),
Motorola may, without the prior written consent of the other Party and at no additional cost to N1otoro|o,
moniQn this Agreement such that it will continue to benefit the Separated Business and its affiliates (and
Motorola and its affi|ioteo, to the extent applicable)following the Separation Event.
17.7� THIS AGREEMENT MAY BE RENEVVED, FOR THREE /3\ ADDITIONAL TERMS OF .ONE (1)
YEAR EACH, UPON MUTUAL WRITTEN CONSENT OF THE PARTIES. PRIOR TO THE RENEWAL
EITHER PARTY MAY NOTIFY THE OTHER IN WRITING OF ITS INTENTION TO DISCONTINUE THE
AGREEMENT NOT LESS THAN THIRTY (30) DAYS PRIOR TO THE EFFECTIVE DATE OF THE
RENEWAL. At the time of renewal, Motorola may adjust the price of the Services to reflect an increase in
rates; however such rates shall not exceed 3% of the previous year's rate under this Agreement.
17.8 If Motorola provides Services after the termination or expiration of this Agreement, the terms and
conditions in effect at the time of the termination or expiration will apply to those Services and Customer
agrees to pay for those services on a time and materials basis at Motorola's then effective hourly rates.
17.9 Motorola agrees that Customer shall, until the expiration of three(3)years after final payment under
this Agreement, have aooaaa to and the right toexamine and photocopy any directly pertinent booka,
dooumonto, papers and records of Motorola involving transactions relating to this Agreement. Customer
may send a representative bug Motorola facility during normal business hours to conduct such limited
roview, or at Customers request Motorola will provide copies of the specific documents to Customer's
location for its review. W1otunz|a books and records provided to Customer pursuant hmthis provision shall
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City m Fort Worth,Diagnostics Services Agreement,Terms and Conditions Rev.,o`,00,n
not be used, duplicated or disclosed to any other third party without the express written permission of
[Notoroka, unless required by law. In no circumstances will Motorola be required to create or maintain
documents not kept in the ordinary course of Motorola's business mperations, nor will [Nohzno|a be
required to disclose any infunnadinn, including but not limited to product cost data, which it considers
confidential or proprietary to Motorola. Motorola agrees that Customer shall have access during normal
working hours to all necessary Motorola facilities and shall be provided adequate and appropriate
workspace in order to conduct audits in compliance with the provisions of this section. Customer ehuU
give Motorola reasonable advance notice of intended audits.
(a) N1otuno|o further agrees to include in all its subcontractor agreements hereunder a provision to the
effect that the subcontractor agrees that Customer shall, until the expiration of three (3) years after final
payment under the ouboontnaot, have aouewm to and the right to examine and photocopy any directly
pertinent boVka, documents, papers and records of such suboontracbor, subject tuthe provisions of the
paragraph abowa, involving transactions to the subcontract, and further, that Customer shall have access
during normal working hours ho all subcontractor facilities, and shall be provided adequate and appropriate
workmpane, in order to conduct audits in compliance with the provisions of this article together with
subsection(3) hereof. Customer shall give subcontractor reasonable advance notice of intended audits.
(b) Motorola and subcontractor agree to photocopy such documents as may be requested by
Customer. Customer agrees to reimburse Motorola and or subcontractor for the cost of copies at the
rate published in the Texas Administrative Code in effect as of the time copying is performed.
17.10 (n) City Network Access. If K4otuno|a, and/or any of its emp|oyeoo, ufficeru, agents, servants or
subcontractors (for purposes of this section "Motorola Penaonne|''), requires access to the City's computer
network in order to provide the services henain, Motorola ohm|| execute and comply with the City's
Network Access Agreement.
(b) Federal Law Enforcement Database Access. If [Notoro|m, or any Motorola Parsonne|, requires acu000
to any fodono| |avv enforcement database or any federal criminal history record information nyatom,
including but not limited to Fingerprint Identification Records System (^F|R8^). Interstate Identification
Index System ("||| System"), National Crime Information Center (^NC|C") or National Fingerprint File
(^NFF^), that is governed by and/or defined in Title 28, Cod* of Federal Regulations Part 20 (^CFR Part
20''). for the purpose of providing services for the administration of criminal justice as defined therein on
behalf ofthe City under this Agreement, Motorola shall comply with the Criminal Justice Information
Services Security Policy and CFR Pad 20. and shall separately execute the Federal Bureau of
Investigation Criminal Justice Information Services Security Addendum.
17.11 Reporting Requirements,
For purposes of this section, the words below shall have the following meaning:
Child shall mean a person under the age uf18 years ofage.
Child pornography means an image ufmchild engaging in sexual conduct or sexual performance as
defined by Section 4325of the Texas Penal Code.
Computer means an e|eotronio, mmgnetic, opdua|, e|eotrouhemioa|, or other high-speed data processing
device that performs |ogium|, mrithmetiu, or memory functions by the manipulations of electronic or
magnetic impulses and includes all input, output, processing, storage, or communication facilities that are
connected ur related to the device,
Computer technician means an individual who, in the course and scope of employment or buuinesa,
inotaUo, napaim, or otherwise services a computer for a fee. This shall include installation of oufware,
hardware, and maintenance services.
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City"r Fort Worth,Diagnostics Services Agreement,Terms and Conditions Rev.,21`^uom
If K8oharo|a, or any employee of Motorola, meets the definition of Computer Technician as defined herein,
and while providing services pursuant to this Aoreemen , views an image on a computer that is or
appears hobechild pomognaphy, such employee of Motorola, or Motorola, shall immediately report the
discovery of the image to the City and to a local or state law enforcement agency or the Cyber Tip Line at
the National Center for Missing and Exploited Children. The report must include the name and address of
the owner or person claiming a right to possession of the computer, if knmwn, and as permitted by law.
Failure by Motorola and/or its employee to make the report required herein may naou|t in criminal and/or
civil penalties.
fN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly
authorized representatives usof the last day and year written below.
MOTOROLA SOLUTIONS, INC. CITY OF FORT WORTH
Title: AQsnt City Manager
Date: y/�3
CONTRACT AUTHORIZATION: B�. Mary J j# 6r,/Cit�%
Date Approved: 1P 0 '
APPRO;VED TO rF AN I PJjEGAL
Sr. Assistant City Attorney
OFFICIAL RECORD
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City of Fort Worth,Diagnostics Services Agreement,Terms and cond bons Rev.,21,,cm`a CITY SECRETARY
IFTWORTNox
MOTOROLA SERVICES AGREEMENT
STATEMENT OF WORK
MOTOJWOLA
Statement oYWork
Subscriber Diagnostics
\.A Description
Subscriber Diagnostics will coverage for any hardware,softwuren,firmvvaredefeuo, ioaddi6untouny
software updates released tuthe Model DX'|0V0oDiugnostX0vcr-the-Ab Waveform Analyzer.
lO Motorola has the following responsibilities:
2.1 Cover any hardware defects that uniocduring the the Maintenance period.
2.2 Cover any software defects that mziseduring the the Maintenance period.
2.3 Cover any firmware defects that urriscduring the the Maintenance period.
2.4 Provide software updates released during the Maintenance period.
2.5 Cover any shipping cost incurred in sending a faulty product in for repairs.
2.6 Repair or replace the unit after examination,
3.0 Customer has the following responsibilities:
3.1 Notify the Motorola Customer Support Manager of any defect discovered.
4.0 Exclusions:
4.1 Subscriber Diagnostics io only available in the market and to the customer whom it was sold.
42 Subscriber Diagnostics does not cover damage hy Acts nf God, power surge,misuse,abuse,
negligence,accident,wear and tear,mishandling, misapplication, intrusion or exposure m liquids
n,other causes unrelated to defective materials urworkmanship.
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City of FortWorth,Diagnostics Services Agreement,Terms and Conditions Rev.12/1112013
M. Review Page 1 of 3
u
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORTWORTll
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COUNCIL ACTION: Approved on 6/14/2011 - 19735-06-2011
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DATE: 6/14/2011 REFERENCE NO.: G-17303 LOG NAME: 13TAX NOTES
11
CODE: G TYPE: NON-CONSENT PUBLIC NO
HEARING:
SUBJECT: Approve One-Time Exception to the Financial Management Policy Statements to Allow the
Use of Debt Structures Involving Balloon Payments for the Sole Purpose of Financing the
Upgrade to the City's Public Safety and Public Works Radio Communications System Via
Tax Notes, Adopt Ordinance Authorizing Issuance of Tax Notes in the Principal Amount of
$43,050,000.00, Approving the Sale of the Notes to JP Morgan Chase, Providing for the
Levy, Assessment and Collection of a Tax Sufficient to Pay the Interest on Said Notes,
Create a Sinking Fund for the Payment of the Principal Thereof and Ordaining Other
Matters Related Thereto, Authorize Execution of a System Purchase Agreement in the
Amount Not to Exceed $39,345,641.55 with Motorola Solutions, Inc., for Equipment and
Professional Services Using a Houston-Galveston Area Contract, and Authorize Execution
of Amendment No. 2 to City Secretary Contract No. 40264 with Buford Goff&Associates
to Provide Engineering and Quality Assurance Services in the Amount Not to Exceed
$2,900,000.00
�IWYOYYYMOIU9N5100MOMONNONV@ OMOMONNIUOInuWUSWO'MPUi0100uuuuuuuuu0uuu0i0i0uumMIFYmMtliilollomlllololololololololn'wM�,NMmuvlol'MrvAmWIINO�.W.uzYV.NU1tiNIUUNNMW0000u0ilmngWiWMtltlJPIIllIUlmliololololo81AO111nmHIA48MU1@•fn4riilWUVmtlMWWNXY14iWwtii!NlWpppp\ V!NNINIOIMOOIWN9WIONOO NN....00YOM OMOMOMOMOMOfd0101010NINIINNNINOIIIIIIIIIIUIOlol011011NI011oNWl
RECOMMENDATION:
It is recommended that the City Council
1. Approve a one-time exception to the Financial Management Policy Statements to allow the use of debt
structures involving balloon payments for the sole purpose of financing the upgrade to the City's Public
Safety and Public Works radio communications system via Tax Notes;
2. Adopt the attached ordinance authorizing the issuance of Tax Notes in the principal amount of
$43,050,000.00, approving the sale of the notes to JP Morgan Chase; providing for the levy, assessment
and collection of a tax sufficient to pay the interest on said notes and to create a sinking fund for the
payment of the principal thereof and ordaining other matters related thereto;
3. Authorize execution of a system purchase agreement in the amount not to exceed $39,345,641.55 with
Motorola Solutions, Inc., for equipment and professional services using Houston-Galveston Area Contract
number RA01-08; and
4. Authorize execution of Amendment No. 2 to City Secretary Contract No. 40264 with Buford Goff&
Associates to provide engineering and quality assurance services in the amount not to exceed
$2,900,000.00.
DISCUSSION:
If approved, this M&C will approve a one-time exception to the Financial Management Policy Statements
(FMPS) regarding debt structures with balloon payments, authorize the issuance and sale of Tax Notes to
JP Morgan Chase in order to fund the project to upgrade the City's public safety and public works radio
communications system instead of using the lease-purchase agreement previously approved, and authorize
the execution of the related purchase and services agreements.
The FMPS, adopted by the City Council on December 14, 2010, prohibits balloon debt repayment
schedules which consist of low annual payments and one large payment of the balance due at the end of
the term. However, due to a unique combination of circumstances, including rare market conditions,
financing restrictions, and the urgency of the project to ensure continued maximum public safety, staff is
seeking a one-time exception to the policy for the sole purpose of funding this long-term project via Tax
Notes which have a maximum life of seven years. The principal pay-down schedule would mirror a
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standard 1O-vear issue for the first six years, thus avoiding the spirit of typical balloon-payment financing. It
is anticipated that the Tax Notes will be refunded prior to final maturity to accomplish proper amortization
periods.
C)n May 17. 2O1l. (K4&CP'11234 revised) the City Council approved the acquisition of hardware, software
and services to upgrade the City's public safety and public works radio communications system. On this
same M&C, the staff recommendation was to fund this project via a lease-purchase agreement with
Motorola. On today's Agenda is M&C G-1 7302 for separate consideration as staffs recommendation to
rescind that authorization and repeal the related ordinances. Because of current market conditions, the City
can finance this project quickly via Tax Nohes, resulting in o projected savings of approximately
$5OO.000.0U annually over the lease-purchase cost. Although the method of financing is transferring from
lease-purchase to financed purchase, the General Fund will continue to be the source of repayment.
The upgrade to e current generation digital system will more effectively meet the requirements of first
neoponders, and fulfills state and federal objectives for interoperohi|ity amongst the region's similar
agencies. This system will replace the City's current system acquired in 1092. which is no longer supported
by the manufacturer.
On September 16, 2008, M&C C-23055 was approved, authorizing Buford Goff and Associates, Inc., (BGA)
to perform an assessment of the public safety radio system. In March 2009. B8A presented a report that
key components of the system had reached end of their life expectancy, were no longer supported by the
manufacturer and could suffer failures when taxed by emergencies and increased traffic. In light of these
factors, the City was encouraged to act as soon aepossible.
On May 18, 2010, City Council approved M&C C-24221 authorizing BGA to develop a master plan for the
City to upgrade its radio oyatennS, and negotiate aoonmpetitive|y-primad agreement with the City's
communications provider. Motorola Solutions, Inc. The master plan reinforced the urgency of the 2008
study. Given the current fragile state of the system, increasing service outages, the unavailability of
replacement parts, and the financial challenges the City is facing, the Master Plan attempted to balance
these factors and ensure astable, reliable and secure communications infrastructure for Police, Fire. Water,
Transportation and Public Works, Parks and Community Service and other City departments.
On June 15, 2010, M&C C-24272 was approved to authorize the acquisition of the Project 25 (P25)
standard master switoh, or the core, of current generation radio system along with one small site to
operate as potential backup to the existing system. The plan proposed by 8GAend Motorola Solutions,
Inc., builds upon the installation of this master switch and the initial site.
Because of the magnitude of this project, thefuUbui|d-out and migration io expected to require almost 48
months to complete. Assuming contract execution in July 2O11. the project vvou|dbeachedu|edfor
completion in the first quarter of2O15.
The total cost ofthe project is estimated nottnexceed $53.000.000.00. This total includes $38.345.841.55
for herdvvare, software and services acquired through the System Purchase Agreement with Motorola
Solutions, Inc.; $2.800.000.00 for engineering, consulting, and Other professional services from BG/\
through March 2O15; and additional costs for project management and site construction. Additional M&Cs
will be submitted to the City Council for approval of these other project costs as necessary.
Staff recommends execution of the System Purchase Agreement with Motorola Solutions. Under this
agreement, the system implemented will include expanded coverage areas, specifically in west Fort Worth
and at Texas Motor Speedway, and it will provide additional security features which will help prevent
unauthorized monitoring of public safety communications transmissions. Public works personnel will also
ut|ize a segment of this uyotem, and if significant event occurs, public safety personnel will have access to
the public works portion as well. Ongoing support capabilities will be enhanced through 7x24 monitoring
and dispatch by Motorola's network operations center.
Staff also recommends execution of Amendment No. 2to City Secretary Contract No. 4O204 with Buford
SVff& Associates for the provision of engineering, consulting and other professional services through
March 2015. These services will include detailed work regarding system design reviews, frequency
licensing, acceptance testing and other critical program functions.
Staff is continuing to explore cooperative measures with other agencies for potential cost sharing and joint
participation, This project iautruoturedinauchavvaytoenab|euuchmemaureniftheyon* m*a|izodinthe
future. It is anticipated that the Crime Control and Prevention District (CCPD) will transfer funds, at future
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M&CRcview Page 3 of
date via M&C, to offset a portion of the total cost and provide a funding source for the Fiscal Year 2012 debt
service payment. Additionally, his anticipated that the City Manger's Proposed Budget will include General
Fund debt service transfers beginning in Fiscal Year 2013.
PRICE ANALYSIS -The HGAC contract offers fixed discounts ranging from five percent to 25 percent,
which remain unchanged from the previous purchase Agreement approved by City Council on March 18,
2008. K8&CP-10750 Staff reviewed the pricing and determined ittobe fair and reasonable.
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, The Houston-Galveston Area Council contract was competitively
bid to increase and simplify the purchasing power of government entities.
KA/VVBE Buford Goff and Associates, Inc., agrees to maintain its initial M/VVBE commitment of five percent
that it made on the original agreement and extend and maintain that same M/WBE commitment of five
percent to this Amendment No. 2. Therefore Buford Goff and Associates, Inc., remains in compliance with
the City's K8/VVBE Ordinance and attests to its commitment by its signature on the Acceptance ofPrevious
MIWBE Commitment form executed by an authorized representative of its company. A waiver of the goal
for M/VVBE subcontracting requirements for Motorola Solutions, Inc., was approved by the K8/VVBEQf5no
because the purchase of goods or services is from sources where subcontracting or supplier opportunities
are negligible.
FISCAL .
The Financial Management Services Director certifies that funds will be available upon completion of the
sale, closing and delivery of approximately $43,050,000.00 City of Fort Worth, Texas, Tax Notes, Series
2011.
The Financial Management Services Director also certifies that funds will be available to make the debt
service payments on these obligations, and funds will be available in the General Fund, as appropriated, to
satisfy the City's obligations.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Karen Montgomery (6222)
Originating Department Head: Lena Ellis (8517)
Additional Information Contact: James Mauldin (2438)
ATTACHMENTS
note ord draft 06061 1.doc