HomeMy WebLinkAboutContract 45778 CITY SECRETARY,,
CONTRACT 010.
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 Fort Worth ("Fort Worth" or "CFW") acting herein by
and through its duly authorized Assistant City Manager, and Tarrant County Hospital District
("USER"), acting herein by and through its duly authorized Executive VP & COO, 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 is made under the authority of Sections 791.001-791.029,
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 parties and that the division of costs fairly compensates the performing
party for the services or functions under this Agreement; 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 responsibilities thereof, and
WHEREAS, Fort Worth and USER may, in an emergency or under certain 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 CFW's radio systems in connection with the
M provision of mutual aid assistance between the parties.
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M NOW THEREFORE, Fort Worth and USER agree as follows:
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OFFICIAL R0EC"ORD
City of Fort Worth Communications System Agreement-Mutual Aid/Single Use C 1711"Y SECRETARY'
Tarrant County Hospital District
Page 1 of 10 F1 W OR,, 14't, TX
1. ORA:TT 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 Systems
(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 "Exhibit A,
Terms of Use," which is attached hereto, incorporated herein, and made a part of this Agreement for
all purposes. Failure to comply with these specific details and requirements may result in the
immediate withdrawal of the specified permissions.
2. TERM
This Agreement shall begin upon the last day executed by all authorized parties and shall continue in
full force and effect unless terminated in accordance with the provisions set forth herein and in
Exhibit A.
3. LIABILITY
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 negligence, omission or intentional misconduct. For purposes of this
Section 3, the term party shall include employees, directors, officers, agents, authorized
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 liability. Further, this Agreement is not
intended to affect the allocation of liability between the parties in connection with the provision of
mutual aid assistance; liability for such mutual aid assistance shall be governed by the separate
mutual aid agreement or state law provisions under which the assistance is being provided.
4. INDEPENDENT CONTRACTOR
It is expressly understood and agreed that USER shall operate as an independent contractor as to
all rights and privileges granted herein, and not as agent, representative or employee of the CFW.
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 Radio System and shall be solely responsible for the acts and omissions of its employees,
directors, officers, agents, authorized representatives, subcontractors, and consultants. USER
acknowledges that the doctrine of respondeal superior shall not apply as between the CFW, its
employees, directors, officers, agents, and authorized representatives, and USER and its
employees, directors, officers, 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
parties in connection with providing mutual aid assistance; coordination of mutual aid activities
and chain-of-command issues shall be governed by the separate mutual aid agreement or state law
provisions under which assistance is being provided.
5. NON-APPROPRIATION OF FUNDS
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 2 of 10
Fort Worth and USER will use best efforts to appropriate sufficient funds to support obligations
under this Agreement. However, in the event that sufficient funds are not appropriated by either
party's governing body, and as a result, that party is unable to fulfill its obligations under this
Agreement, that party (i) shall promptly notify the other party in writing and (ii) may terminate this
Agreement, effective as of the last day for which sufficient funds have been appropriated.
6. RIGHT TO AUDIT
USER agrees that the CFW shall, at no additional cost to the CFW, during and until the expiration
of three (3) years after termination of this Agreement, have access to and the right to examine at
reasonable times any directly pertinent books, documents, papers, records, and communications of
the USER involving transactions relating to this Agreement. USER agrees that the CFW shall
have access during normal working hours to all necessary USER facilities and shall be provided
adequate and appropriate work space in order to conduct audits in compliance with the provisions
of this section. The CFW shall give USER reasonable advance notice of intended audits.
7. ASSIGNMENT
USER shall not have the right to assign or subcontract any of its duties, obligations or rights under
this Agreement without the prior written consent of the CFW. Which such right shall be granted
solely at the discretion of the CFW. Any assignment in violation of this provision shall be void.
8. NO WAIVER
The failure of either party to insist upon the performance of any provision or condition of this
Agreement or to exercise any right granted herein shall not constitute a waiver of that party's right to
insist upon appropriate performance or to assert any such right on any future occasion.
9. GOVERNMENTAL POWERS/IMMUNITIES
It is understood and agreed that by execution of this Agreement, neither CFW nor USER waives or
surrender any of its governmental powers or immunities.
10. AMENDMENTS
No amendment to this Agreement 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.
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 3 of 10
It. SEVERABILITY
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal
or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any
way be affected or impaired.
12. CONFIDENTIAL INFORMATION
To the extent permitted by law, USER for itself and its officers, agents and employees, agrees that it
shall treat all information provided to it by the CFW as confidential ("City Information") and shall
not disclose any such information to a third party without the prior written approval of the CFW,
unless such disclosure is required by law, rule, regulation, court order, in which event USER shall
notify CFW in writing of such requirement in sufficient time to allow CFW to seek injunctive or
other relief to prevent such disclosure. USER shall store and maintain City Information in a secure
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. USER shall notify the CFW immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised.
13. FORCE MAJEURE
The parties shall exercise their best efforts to meet their respective duties and obligations hereunder,
but shall not be held liable for any delay in or omission of performance due to force majeure or other
causes beyond their reasonable control, including, but not limited to, compliance with any state or
federal law or regulation, acts of God, acts of omission, tires, strikes, lockouts, national disasters,
wars, riots, material or labor restrictions, transportation problems, existing contractual obligations
directly related to the subject matter of this Agreement, or declaration of a state of disaster or
emergency by the federal, state, county, or City government in accordance with applicable law.
14. 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 Tarrant County Hospital District
Attn: Susan Alanis, Assistant City Manager Attn: Robert Earley, President & CEO
1000 Throckmorton 1500 S. Main Street
Fort Worth TX 76102-6311 Fort Worth, TX 76104
Facsimile: (817) 392-8654 Facsimile:
With Copy to the City Attorney
At same address
15. GOVERNING LAW /VENUE
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 4 of 10
This Agreement shall be construed in accordance with the laws of the State of Texas. Venue for any
action brought on the basis of this Agreement shall lie exclusively in state courts located in Tarrant
County, Texas or the United States District Court for the Northern District of Texas — Fort Worth
Division. In any such action, each party shall pay its own attorneys' fees, court costs and other
expenses incurred as a result of the action.
16. SIGNATURE AUTHORITY
The person signing this Agreement hereby warrants that he/she has the legal authority to execute this
Agreement on behalf of his or her respective party, and that such binding authority has been granted
by proper order, resolution, ordinance or other authorization of the entity. The other party is fully
entitled to rely on this warranty and representation in entering into this Agreement.
17. ENTIRETY OF AGREEMENT
This written instrument, including all Exhibits attached hereto, contains the entire understanding and
agreement between Fort Worth and USER as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with this Agreement. Any previously executed Communication System Agreement between the
parties shall be terminated simultaneously with the final execution of this Agreement by both parties.
18. COUNTERPARTS.
This Agreement may be executed in one or more counterparts and each counterpart shall, for all
purposes, be deemed an original, but all such counterparts shall together constitute one and the same
instrument.
[SIGNATURES APPEAR ON FOLLOWING PAGE]
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
"Tarrant County Hospital District
Page 5 of 10
EXECUTED IN MULTIPLE ORIGINALS on this the'15"day of),L4 20
... ............
CITY OF FORT WORTH: ARRANT COUNTY HOSPITAL
DISTRICT:
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By: By:
Su in Alanis Name: R. m. Whitman
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Date: Date:
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APPROVED, TO FORM APPROVED TO LEGALITY:
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Contract Authorization:
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Date Approved: _ l__........
City of Fort Worth Communications System Agmement Mutual Aid/Single Use OFFICIA1., RECORD
Tarrant County Hospital District CITY' SECRETARY
Page 6 of 10 FT.WORTH, TX
. .......................................................................
XHIJ'IT A
CATEGORY 1, TERMS OF USE
The following definitions shall have the meanings set forth below and apply to this Agreement and
the Terms of Use set forth herein:
DEFINITIONS
"Console System" shall mean all hardware and software associated with any dispatch console or set
of consoles operated by the USER that are connected to the CFW Master Switch.
"Interoperable Communications Governance Committee" ("Governance Committee") shall
mean that group of individuals tasked with maintaining and administering the Interoperable
Communications Plan. The Governance Committee shall consist of ten to fifteen individuals with
CFW selecting at least one representative and each classification of users selecting at least one
representative. The Governance Committee shall determine and may periodically adjust the number
of members and the method for selecting members for each classification of users with a goal of
ensuring that the Governance Committee reflects the full range of user types.
"Interoperable Communications Plan" (the "Plan") means the plan developed and established by
CFW and the Governance Committee to facilitate, enhance and simplify radio communications
among all agencies utilizing the Radio System or connecting their Site Repeater Systems or Console
Systems to the CFW Master Switch. The Plan is available upon request from CFW or can be found
on the CFW website at http://for+,worthtexas.gov/.itsolutions/.
"Master Switch" shall mean the primary processing and network infrastructure to which all Console
Systems and Site Repeater Systems must connect in order to operate on the Radio System. The
Master Switch is currently located at the CFW Eagle Mountain facility.
"Over The Air Rekeying" ("OTAR") shall mean the management and support of Subscriber Radio
encryption keys via over-the-air, radio channel transmission.
"Private Call" shall mean a feature that reserves channel resources specifically for conversations
between two Subscriber Radios.
"Site Repeater System" shall mean the base stations, shelter, tower and all site-specific hardware
and software infrastructure associated with the provision of a radio site connected to the CFW
Master Switch.
"Subscriber Radio" shall mean a radio that has a unique identification number and is programmed
to operate on the Radio System. The term shall include, but not be limited to, control stations (desk
top radios), mobile radios, and portable radios.
"Talk Group" shall mean a specific group of Subscriber Radios allowed to communicate privately
within that group over shared infrastructure resources.
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 7 of 10
TERMS CE USE
1. The installation and maintenance of the Radio System infrastructure equipment is the
responsibility of CFW unless otherwise stated in this Agreement.
2. The CFW is the holder of the FCC (Federal Communications Commission) license(s) that the
Radio System uses for its operation. This Agreement shall not be construed or interpreted to grant,
convey, or otherwise provide USER with any rights whatsoever to the CFW FCC license(s) or to the
Radio Frequency spectrum used by the Radio System.
3. The CFW makes no guarantee, either express or implied, as to radio signal strength or a specific
level of radio coverage in a particular location. The USER is responsible for conducting appropriate
and applicable in-building and geographical coverage testing to determine the expected radio
coverage level for USER's equipment.
4. USER will be responsible for the acquisition, programming, and maintenance of all equipment
USER will be utilizing in connection with the Radio System infrastructure, including, but not
limited to, Subscriber Radios, consoles, and special equipment.
5. In order to ensure hardware and software compatibility with the Radio System infrastructure, all
Subscriber Radios and consoles intended for use by USER on the Radio System shall be compliant
with Project 25 standards established by the Telecommunications Industry Association. The use of
unauthorized radios on the Radio System may result in suspended operation of the radios and/or
termination of the Agreement.
6. USER agrees to exclusively utilize antennas specifically approved by the radio manufacturer for
use with the specific models of USER's radios. The use of short, broad spectrum, or "stubby,"
antennas is not recommended. USER shall be solely liable for coverage gaps in the event USER
utilizes short broad spectrum or stubby antennas or other antennas not approved by the manufacturer
for use with the specific models of USER's radios.
7. No antenna gain greater than 3 DB will be allowed for mobiles and consolettes.
8. USER shall use due diligence in the maintenance and configuration of its Subscriber Radio
equipment to ensure that no USER radio or console causes a degradation to the Radio System
operation. The CFW shall have the right to remove from operation any field radio unit or equipment
owned or leased by USER that is operating on, attached and/or interfaced to the CFW infrastructure,
if CFW determines in its sole reasonable discretion that such equipment is causing interference or
harm to the Radio System in any way. The CFW reserves the right to request that USER operated
field radio units or equipment operating on, attached and/or interfaced to the infrastructure be tested
for proper operation and/or 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. Furthermore, the CFW
shall have the right to deactivate, without prior notification to or consent of USER, any field radio or
other USER equipment suspected of causing interference, intentionally or unintentionally, to any
other radios on the Radio System or to the Radio System's overall operation.
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 8 of 10
9. In instances in which the parties are engaged in providing mutual aid assistance, USER's radios
may be used for voice radio communications over the Radio System infrastructure in accordance
with the terms and conditions of this Agreement for as long as this Agreement remains in effect.
This Agreement does not authorize regular use of the Radio System in situations that do not involve
mutual aid assistance between the parties.
10. The CFW will be responsible for managing infrastructure loading and demand. 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 Radio System. The CFW
shall have sole discretion in determining whether to allow additional users or radios based on CFW's
determination of whether such addition to the Radio System can be made without adversely
impacting the Radio System.
11. 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 Switched
Telephone Network) or USER's internal phone system(s) through a console patch into the Radio
System or to any Subscriber Radio on the Radio System.
12. Due to the radio infrastructure resource allocations required by "Private Call," USER is not
permitted to utilize "Private Call" on the Radio System.
13. USER is prohibited from utilizing data communications on the Radio System without CFW's
explicit written permission.
14. The use of OTAR in association with Subscriber Radio encryption is prohibited without prior
approval of CFW. Administration of encryption keys will be performed exclusively by CFW.
USER may utilize and administer other encryption methods as required.
15. The CFW will provide USER with an Advanced System Key (ASK) for use with the USER's
Subscriber Radios only. The ASK will expire annually, 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/or loss. USER agrees to notify CFW
immediately upon the theft or loss of the ASK.
16. CFW will assign the USER Talk Group IDs unique to USER operation. All Talk Group names
shall include a prefix unique to the USER's agency. No other agency will be authorized to use
USER Talk Groups without the express written permission of USER, and a copy of such permission
must be on file with the CFW before such use may occur. The CFW reserves the right to require
certain Talk Group ID's to be programmed in USER radios. Additionally, between the parties.
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.
17. The CFW has established a coordinated Interoperable Communications Plan to apply to CFW
and the users of its Radio System. USER agrees to comply with the Plan and include the Plan's
interoperable Talk Groups in the programming of its Subscriber Radios and Console Systems.
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 9 of 10
18. Roaming to other systems or the use of USER's Talk Groups on other trunked systems that are
interconnected to the Radio System is prohibited without prior approval by CFW. Roaming to other
trunked systems will be limited to the Radio System's interoperable Talk Groups, although this
capability may be terminated by CFW if its use is determined to result in performance degradation to
either the Radio System or the interconnected trunked system.
19. Either USER or CFW may terminate this Agreement for any reason, with or without cause, upon
ninety (90) days written notice to the other party. The CFW further reserves the right to terminate
this Agreement immediately, or deny access to the USER, upon notice of USER misuse of the
Radio System. Notwithstanding the foregoing, the CFW, in its sole discretion, reserves the right to
immediately deny 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 the Master Switch and 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
20. The USER shall comply with all current and future Federal, State, and Local laws, Ordinances,
and Mandates, including Federal Communications Commission rules and regulations regarding
proper use of radio communications equipment. The USER will also comply with the guidelines, or
procedures set out in this Agreement. Furthermore, the USER is responsible for enforcing such
compliance by its employees, directors, officers, agents, authorized representatives, subcontractors,
and consultants for USER Subscriber Radio equipment. Furthermore, the USER will be responsible
for payment of any fines and penalties levied against the CFW (as the license holder) as a result of
improper or unlawful use of Subscriber Radio equipment owned or leased by USER.
21. Modification, reconfiguration, or exchange of Subscriber Radio equipment may be required in
order for CFW to comply with Federal, State, and Local Laws and/or Mandates imposed on CFW as
the license holder. Following reasonable notice from CFW, USER shall be responsible for
undertaking such modifications, reconfiguration, or exchange. In the event USER fails to
undertake any necessary action, such failure shall be considered "misuse" under Paragraph 19, and
CFW may terminate this Agreement immediately or deny access to USER.
[End of Document]
City of Fort Worth Communications System Agreement—Mutual Aid/Single Use
Tarrant County Hospital District
Page 10 of 10
M&C Review
Page 1 of 2
Official site of the City of Fort Worth,Texas
CI-IFY COUNCIL AGENDA ___A%WN60_
FORT W0'AT H
COUNCIL ACTION: Approved on 7/15/2014
REFERENCE ** 04TARRANT COUNTY HOSPITAL
DATE: 7/15/2014 NO.. C-26840 LOG NAME: DISTRICT COMMUNICATIONS
SYSTEM AGREE
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Communications System Agreement with the Tarrant County
Hospital District for Participation in the City of Fort Worth's Public Safety Radio System for
Interoperable Communications in Mutual Aid or Other Multi-Agency Operations at No Cost
to the City of Fort Worth (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Communications System
Agreement with the Tarrant County Hospital District for participation in the City of Fort Worth's Public
Safety Radio System for interoperable communications in situations involving mutual aid or other
multi-agency operations.
DISCUSSION:
The implementation of the new Fort Worth Public Safety Radio System included the development of a
comprehensive interoperable communications plan for first responders from multiple agencies.
Participation in the plan is open not only to agencies that use the Fort Worth Radio System as their
primary communications system, but also to other mutual aid partners, such as the Tarrant County
Hospital District, who own and maintain their own radio systems for their daily operations but require
the ability to communicate with other agencies in mutual aid situations or other multi-agency
operations.
The plan provides a common group of communication channels that first responders in Tarrant,
Johnson, Dallas, Denton, and Parker counties may access when multiple agencies respond to a
single incident.
These channels are used only for communications with other agencies during joint operations. They
are not used for an agency's day-to-day operations. These channels are accessible to the users of
any radio system connected to the Fort Worth Radio System. By the end of 2014, more than 50
agencies will be able to communicate with one another via these common channels.
In May 2014, the Tarrant County Hospital District approved a Communications System Agreement to
operate on the interoperable communications channels when required for mutual aid operations
only. The Tarrant County Hospital District will not utilize the Fort Worth Radio System for daily
operations, but only when required to communicate with public safety agencies in Fort Worth or other
municipalities using the Fort Worth Radio System during joint operations.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will not increase the total
appropriation of City funds.
h.ttp://apps.cfwnet.org/council_packet/mc_review.asp?ID=19965&councildate=7/15/2014 7/23/2014
M&C Review Page 2 of 2
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Steve Streiffert (2221)
Additional Information Contact: Alan Girton (8484)
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc__rreview.asp?ID=19965&councildate=7/15/2014 7/23/2014