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HomeMy WebLinkAbout13302 RESOLUTION NO. 13302 A RESOLUTION APPROVING A SERVICES AGREEMENT IN THE AMOUNT OF $633,189.29 TO MOTOROLA SOLUTIONS, INC. FOR ANNUAL MAINTENANCE AND SUPPORT OF THE 800 MHZ RADIO EQUIPMENT AND INTEROPERABLE RADIO COMMUNICATIONS SYSTEM SPECIFIC TO THE CITY OF PUEBLO BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. A Services Agreement between the City of Pueblo, a Municipal Corporation and Motorola Solutions, Inc., relating to the maintenance and support of 800 MHZ radio equipment, attached hereto and having been approved as to form by the City Attorney, is hereby approved. SECTION 2. The Purchasing Agent is hereby authorized and directed to execute said Agreement for and on behalf of the City, and the City Clerk is directed to affix the seal of the City thereto and attest same. SECTION 3. Funds for said agreement shall be paid through annual budget appropriations. SECTION 4. The officers and staff of the City are directed and authorized to perform any and all acts consistent with the intent of this Resolution to effectuate and the attached Agreement the transactions described herein. SECTION 5. This Resolution shall become effective immediately upon passage and approval. INTRODUCED: September 14, 2015 BY: Robert Schilling City Clerk’s Office Item # Q-1 Background Paper for Proposed Resolution COUNCIL MEETING DATE: September 14, 2015 TO: President Stephen G. Nawrocki and Members of City Council CC: Sam Azad, City Manager VIA: Gina Dutcher, City Clerk From: Lori Pinz, Director of Information Technology SUBJECT: A RESOLUTION APPROVING A SERVICES AGREEMENT IN THE AMOUNT OF $633,189.29 TO MOTOROLA SOLUTIONS, INC. FOR ANNUAL MAINTENANCE AND SUPPORT OF THE 800 MHZ RADIO EQUIPMENT AND INTEROPERABLE RADIO COMMUNICATIONS SYSTEM SPECIFIC TO THE CITY OF PUEBLO SUMMARY: This Resolution approves the annual Services Agreement with Motorola Solutions, Inc. to provide system maintenance and support for the City of Pueblo’s Digital Trunk Radio System. PREVIOUS COUNCIL ACTION:  July 22, 2013 passage of Ordinance 8613  December 9, 2013 passage of Ordinance 8675 BACKGROUND: The City of Pueblo owns and operates three (3) radio towers handling public safety radio communications for the City of Pueblo Police and Fire Departments as well as other City departments relying on radio communications. These towers are integrated with the State of Colorados ’Digital Trunked Radio System (DTRS) and provide vital infrastructure for the new simulcast system recently implemented through a partnership with Pueblo County and the Department of Homeland Security. With our association in the DTRS, the City shares resources and system capabilities along with being interoperable with other state, local, regional, Tribal and Federal agencies. This sharing of communication resources substantially reduces costs. Motorola is the sole-sourced partner for the DTRS in the State of Colorado. As such, Motorola is the only vendor that can maintain and support all of the equipment; therefore, it is necessary for the City of Pueblo to have an annual services agreement in place to obtain support for radio equipment as well as control maintenance and support costs. Without this agreement, the City would not be able to adequately support and maintain this system, putting human lives at risk. FINANCIAL IMPACT: Annual budget appropriations, as listed in the table below, will be required. 2016 2017 2018 2019 2020 Total $54,394.85 $132,974.76 $141,661.32 $148,694.28 $155,464.08 $633,189.29 STAKEHOLDER PROCESS : None ALTERNATIVES : Denial of this Resolution will result in loss of support for the City’s Radio System as well as violation of contractual obligations passed by previous Ordinances. RECOMMENDATION : Approval of the Resolution. Attachments : Motorola Service Agreement MOTOROLA SOLUTIONSSERVICES AGREEMENT Attn.National Service Support/4th fl Contract Number: S00001014910 1301 East Algonquin Road Contract Modifier: RN01-DEC-14 03:16:12 (800)247-2346 Date:07/09/2015 Company Name: Pueblo, City Of Required P.O.: No Attn: Customer*: 1012495348 Billing Address: 200 S Main St Bill to Tag#: 0015 City, State, Zip: Pueblo,CO,81003 Contract Start Date: 03/01/2016 Customer Contact: Lori Pinz Contract End Date: 02/28/2021 Phone: (719)553-2424 Anniversary Day: Feb 29th Payment Cycle: ANNUAL PO#: QTY MODEL/OPTION SERVICES DESCRIPTION MONTHLY EXTENDED EXT AMT ***** Recurring Services ***** SVC01SVC1101C ASTRO INFRASTRUCTURE REPAIR W/ADV REPL $13,627.64 $150,533.07 12 SVC058AH ENH: REMOTE SITE 3 SVC058AH ENH: REMOTE SITE 4 SVC059AH ENH: DISPATCH SITE 1 SVC059AH ENH: DISPATCH SITE SVC01SVC1102C ASTRO DISPATCH SERVICE $298.55 $3,347.69 12 SVC921AG ENH: REMOTE SITE 3 SVC921AG ENH: REMOTE SITE 4 SVC922AG ENH: DISPATCH SITE 1 SVC922AG ENH: DISPATCH SITE SVC01SVC1103C ASTRO NETWORK MONITORING $2,296.92 $24,821.40 12 SVC087AH REMOTE SITE 3 SVC087AH REMOTE SITE 4 SVC088AH DISPATCH SITE 1 SVC088AH DISPATCH SITE SVC01SVC1104C ASTRO TECHNICAL SUPPORT $612.25 $6,632.65 12 SVC179AH ENH: REMOTE SITE 3 SVC179AH ENH: REMOTE SITE 4 SVC180AH ENH: DISPATCH SITE 1 SVC180AH ENH: DISPATCH SITE SVC01SVC1405C NETWORK PREVENTATIVE MAINTENANCE $2,950.60 $33,203.10 12 SVC148AH ENH: REMOTE SITE 3 SVC148AH ENH: REMOTE SITE 4 SVC149AH ENH: DISPATCH SITE 1 SVC149AH ENH: DISPATCH SITE SVC01SVC141OC ONSITE INFRASTRUCTURE $19,167.11 $208,644.10 RESPONSE-STANDARD 12 SVC938AG ENH: REMOTE SITE 3 SVC938AG ENH: REMOTE SITE 4 SVC939AG ENH:DISPATCH SITE 1 SVC939AG ENH: DISPATCH SITE SVC01 SVC2007C SP-ONSITE INFRA RESP-STD $4,477.75 $53,733.00 5 SITE(S) SVC01 SVC2010C SP-ASTRO TECHNICAL SUPPORT SERVICE $2,686.61 $32,239.32 5 SITE(S) SVCO2SVC0001C SP-MICROWAVE SERVICES $1,064.74 $12,776.88 5 SITE(S) SVCO2SVC0127A NICE GOLD PACKAGE $7,164.31 $85,971.72 5 SITE(S) SVCO4SVC0016C SECURITY UPDATE SERVICE $1,862.09 $21,286.24 4 SVC835AE DISPATCH SITE 1 SVC835AE DISPATCH SITE SPECIAL INSTRUCTIONS-ATTACH Subtotal-Recurring Services $56,208.57 $633,189.17 STATEMENT OF WORK FOR PERFORMANCE DESCRIPTIONS Subtotal-One-Time Event Services $ .00 $ .00 Total $56,208.57 $633,189.17 Taxes - Grand Total $56,208.57 $633,189.17 THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING JURISDICTIONS WHERE APPLICABLE,TO BE VERIFIED BY MOTOROLA Subcontractor(s) City State MOTOROLA SYSTEM SUPPORT CENTER ELGIN IL MOTOROLA SOLUTIONS-MOTOROLA SCHAUMBU IL SECURITY SVCS(D0250) RG MOTOROLA SSC NETWORK SECURITY SCHAUMBU IL D0298 RG MOTOROLA SYSTEM SUPPORT SCHAUMBU IL CENTER-NETWORK MGMT D0067 RG MOTOROLA SYSTEM SUPPORT CTR-CALL SCHAUMBU IL CENTER D0066 RG MOTOROLA SYSTEM SCHAUMBU IL SUPPORT-TECHNICAL SUPPORT D0068 RG WDSL US LLC Pueblo CO NICE SYSTEMS INC RESTON VA I received Statements of Work that describe the services provided on this Agreement.Motorola's Service Terms and •nditions,a copy of which is attached to this Service Agreement,is' corporated herein by this reference. ,Lit , 1 ," •i Y•ech 01C urlA(Si 4%0 T ORIZED CU OMER SIGNATURE Nab Mi H �¢,a..K, TITLE DATE C ///Qib/o ATTEST ���.../// ' • CUST R(PRI I NAME) na Dutcher, City Clerk OTOROATIVE(SIGNATURE� TITLE DATE Paul Newman (307)256-0344 MOTOROLA REPRESENTATIVE(PRINT NAME) PHONE Company Name: Pueblo, City Of Contract Number: S00001014910 Contract Modifier: RN01-DEC-14 03:16:12 Contract Start Date: 03/01/2016 Contract End Date: 02/28/2021 Appendix A Annual Breakdown 2016 2017 2018 2019 2020 Total $54,394.85 $132,974.76 $141,661.32 $148,694.28 $155,464.08 $633,189.29 Service Terms and Conditions Motorola Solutions, Inc. ("Motorola") and the customer named in this Agreement ("Customer") 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 a Motorola Service Agreement, or (2) installation services under a 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 Agreement, as applicable; and any other attachments, 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. "Equipment" means the equipment that is specified in the attachments or is subsequently added to this Agreement. 2.3. "Services" means those installation, maintenance, support, training, and other services described in this Agreement. Section 3 ACCEPTANCE Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement becomes binding only when accepted in writing by Motorola. The term of this Agreement begins on the"Start Date" indicated in this Agreement. Section 4 SCOPE OF SERVICES 4.1. Motorola will provide the Services described in this Agreement or in a more detailed statement of work or other document attached to this Agreement. At Customer's request, Motorola may also provide additional services at 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 levels set forth in the manufacturer's product manuals; and routine service procedures that are prescribed by Motorola will be followed. 4.3. If Customer purchases from Motorola additional equipment that becomes part of the same system as the initial Equipment, the additional equipment may be 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 lost, damaged, 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. 4.5. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments. Service Terms and Conditions.Rev 1.12.12.doc(CSA formatted) 4.6. If Equipment cannot, in Motorola's reasonable opinion, be properly or economically serviced for any reason, Motorola may 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 a manner consistent with the level of Service purchased as indicated in this Agreement. Section 5 EXCLUDED SERVICES 5.1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other than the normal, customary, intended, and authorized manner; use not in compliance with applicable industry standards; excessive wear and tear; or accident, liquids, power surges, neglect, acts of God or other force majeure events. 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; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner, or multicoupler. Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web, or for Equipment malfunction caused by the transmission medium. Section 6 TIME AND PLACE OF SERVICE Service will be provided at the location specified in this Agreement. When Motorola performs service at Customer's location, Customer will provide Motorola, at no charge, a non-hazardous work environment with adequate shelter, heat, light, and power and with full and free access to the Equipment. Waivers of liability from Motorola or its subcontractors will not be imposed as a site access requirement. Customer will provide necessary 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 access requirements; if these charges or expenses are reasonably incurred by Motorola in rendering the Services, Customer agrees to reimburse Motorola for those charges and expenses, provided that such charges and expenses were approved by Customer in writing prior to being incurred by Motorola. Section 7 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 8 PAYMENT 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.S. dollars within forty-five(45)days of the invoice date. Customer will reimburse Motorola for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments that are levied as a result of Services rendered under this Agreement(except income, profit, and franchise taxes of Motorola) by any governmental entity, unless customer is exempt by law. Service Terms and Conditions.Rev 1.12.12.doc(CSA formatted) Section 9 WARRANTY Motorola warrants that its Services under this Agreement will be free of defects in materials and workmanship for a period of ninety (90) days from the date the performance of the Services are completed. In the event of a breach of this warranty, Customer's sole remedy is to require Motorola to re- perform the non-conforming Service or to refund, on a pro-rata basis, the fees paid for the non- conforming Service. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Section 10 DEFAULTITERMINATION 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 party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party. 10.2. This Agreement is expressly made subject to the limitations of the Colorado Constitution. Nothing herein shall constitute, nor be deemed to constitute, the creation of a debt or multi-year fiscal obligation or an obligation of future appropriations by the City Council of Pueblo, contrary to Article X, § 20 Colorado Constitution or any other constitutional, statutory or charter debt limitation. Notwithstanding any other provision of this Agreement, with respect to any financial obligation of the City which may arise under this Agreement in any fiscal year after 2015, in the event the budget or other means of appropriations for any such year fails to provide funds in sufficient amounts to discharge such obligation, such failure shall not constitute a default or breach of this Agreement, including any sub-agreement, attachment, schedule, or exhibit thereto, by the City. Both the Customer and Motorola agree that the Customer may terminate this Agreement at any time upon 30 days advance written notice to Motorola of Customer's intent to terminate. In the event of such termination, the Customer shall be obligated to pay Motorola for services only through the effective date of termination and the Customer shall have no further legal obligations pursuant to the Agreement. Section 11 LIMITATION OF LIABILITY 11.1 Except for personal injury or death, Motorola's total liability, whether for breach of contract, warranty, 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 DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME, DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. This limitation of liability will survive the expiration or termination of this Agreement and applies notwithstanding any contrary provision. 11.2 Nothing in this Agreement is intended, nor should it be construed, to create any rights, claims, or benefits or assume any liability for or on behalf of any third party, or to waive any immunities or limitations conferred under federal or state law, including but not limited to the Colorado Governmental Immunity Act, §24-10-101 et seq., C.R.S. Service Terms and Conditions.Rev 1.12.12.doc(CSA formatted) Section 12 EXCLUSIVE TERMS AND CONDITIONS 12.1. This Agreement supersedes all prior and concurrent agreements and understandings between the parties, whether written or oral, related to the Services, and there are no agreements or representations concerning the subject matter of this Agreement except for those expressed herein. The Agreement may not be amended or modified except by a written agreement signed by authorized representatives of both parties. 12.2 Notwithstanding anything to the contrary stated herein, including paragraph 12.1 above, this Agreement shall not supersede, alter, or modify the Communications System Agreement dated June 26, 2013 or the Amendment entered into by the City of Pueblo, Pueblo County, and Motorola on December 9, 2013. 12.3. Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement, however, an 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, acknowledgement, or other writings unless: the purchase order, acknowledgement, or other writing specifically refers to this Agreement; clearly indicate the intention of both parties to override and modify this Agreement; and the purchase order, acknowledgement, or other writing is signed by authorized representatives of both parties. Section 13 PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS 13.1. Any information or data in the form of specifications, drawings, reprints, technical information or otherwise furnished to Customer under this Agreement will remain Motorola's property, will be deemed proprietary, will be kept confidential, and will be promptly returned at Motorola's request. Customer may not disclose, without Motorola's written permission or as required by law, 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 of this Agreement. 13.2. Any and all commercial and technical information, including but not limited to IP addresses, passwords, site access information, and network configurations, disclosed in any manner or at any time by Customer to Motorola shall be deemed secret and confidential. Motorola shall not disclose any of Customer's secret or confidential information without Customer's written permission or as required by law for any purpose other than performing its obligations under this Agreement. 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 or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright, trade secret, or other intellectual property, including any intellectual property created as a result of or related to the Equipment sold 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, state, or local government agency and for complying with all rules and regulations required by governmental agencies. Neither Motorola nor any of its employees is an agent or representative of Customer in any governmental matters. Service Terms and Conditions.Rev 1.12.12.doc(CSA formatted) Section 15 COVENANT NOT TO EMPLOY During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola or its subcontractors without the prior written authorization of Motorola. This provision applies only to those employees of Motorola or its subcontractors who are responsible for rendering services under this Agreement. If this provision is found to be overly broad under applicable law, it will be modified as necessary to conform to applicable law. Section 16 MATERIALS,TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, 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 actual loss or damage to this property, and return it to Motorola upon request. This property will be held by Customer for Motorola's use without charge and may be removed from Customer's premises by Motorola at any time without restriction. Section 17 GENERAL TERMS 17.1. If any court renders any portion of this Agreement unenforceable, 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 laws of the State in which the Services are performed. 17.3, Failure to exercise any right will not operate as a waiver of that right, 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. In addition, in the event Motorola separates one or more of its businesses (each a "Separated Business"), whether by way of a sale, establishment of a joint venture, spin-off or otherwise (each a "Separation Event"), Motorola may, without the prior written consent of the other Party and at no additional cost to Motorola, assign this Agreement such that it will continue to benefit the Separated Business and its affiliates (and Motorola and its affiliates, to the extent applicable)following the Separation Event. 17.7. THIS AGREEMENT WILL RENEW, FOR AN ADDITIONAL ONE (1) YEAR TERM, ON EVERY ANNIVERSARY OF THE START DATE UNLESS EITHER THE COVER PAGE SPECIFICALLY STATES A TERMINATION DATE OR ONE PARTY NOTIFIES THE OTHER IN WRITING OF ITS INTENTION TO DISCONTINUE THE AGREEMENT NOT LESS THAN THIRTY (30) DAYS OF THAT ANNIVERSARY DATE. At the anniversary date, Motorola may adjust the price of the Services to reflect its current rates, provided that Motorola has provided Customer notice of the adjusted price no less than sixty (60) days prior to the anniversary date. Service Terms and Conditions.Rev 1.12.12.doc(CSA formatted) 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. • Service Terms and Conditions.Rev 1.12.12.doc(CSA formatted)