800 MHZ EDACS SYSTEM MAINTENANCE AGREEMENT
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800 MHz EDACS System
Maintenance Agreement
Prepared for: Clearwater, Florida
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4450 US Highway 1
P.O. Box 6670
Vero Beach, FL 32961-6670
561-569-5355 888- Ask-4CII
Fax: 561-567-2292
(Local service center - 813-887-1888)
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AGREEMENT
This agreement, made and entered into this 1st dav of April. 1999 by and between The Citv Of
Cleanvater. Florida and Communications International. Inc. a Florida Corporation,
hereinafter referred to as "Cll".
WITNESSETH
Whereas, the City Of Clearwater desires to contract with cn to provide maintenance and other
services for the communications systems throughout The Citv Of Clearwater.
This contract supersedes any / all prior maintenance contracts between Communications
International, Inc. and The Citv Of Clearwater.
Whereas, the parties hereby desire to enter into this agreement to set forth, in writing, their
respective rights, duties and obligations hereunder.
Now, therefore, in consideration of the premises, mutual promises, and conditions contained
herein, it is mutually agreed between the parties as follows:
SECTION 1: TERMS:
This agreement shall commence on April 1. 1999, and terminate on March 31. 2000; provided,
however, that the terms of this agreement may be extended, on an annual basis, by mutual
agreement of the parties in writing, for a one (J) vear period. In the event that either party
desires to exercise this option to extend the agreement, one shall notify the other in writing at
least ninety (90) days prior to the date of termination of the terms then current.
Any extension of this agreement shall be under the same terms and conditions as the initial
agreement terms, compensation to cn shall be modified under the terms and procedures set forth
in attached "Exhibit A" Section #7; and which is incorporated herein by this reference.
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SECTION 2: SCOPE OF SERVICE:
CIl hereby agrees to perform all services identified in the "Exhibit A" as well as the optional
services as requested on ''Exhibit B" and incorporated herein by this reference and to include all
backbone RF equipment. "Exhibit B" is to include a list from the customer of LID's and serial
numbers of equipment to be maintained.
SECTION 3: COMPENSATION:
In full consideration of the services rendered hereunder by CIl, The Citv Of Cleanvater agrees to
pay CIl those sums as set forth by ''Exhibit B". Payment shall be made pursuant to the invoicing
provisions set forth in Section 9 of ' 'Exhibit A".
SECTION 4: INDEMNIFICATIONS:
CIl hereby agrees that I shall indemnify and save harmless The Citv Of Clearwater from any
and all liability, claims, damages, expenses, including attorney's fees, proceedings, and causes of
action of every kind and nature, including losses incurred or suffered in consequences either of
bodily injury to any person or damage to any property, arising out of or connected with any act
or omission of CIl, its agents, employees, or any of its subcontractors, in connection with or
pursuant to this agreement. CIl further agrees that it shall, at its own expense, defend any and all
claims, suits, or proceedings, which may be brought against The Citv Of Clearwater in
connection with CIl. This includes, such acts or omissions of any of its employees, agents or
subcontractors, and shall satisfy, pay and discharge any and all judgments that may be entered
against The Citv Of Clearwater in any such action or proceeding.
SECTION 5: INCORPORATION BY REFERENCE:
All terms and provisions of ''Exhibit A" and ''Exhibit B"; et al not inconsistent with the specific
terms of provisions set forth herein, are hereby incorporated by this reference and made part of
this agreement.
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SECTION 6: BACKGROUND INVESTIGATION:
Law Enforcement operations are particularly sensitive due to the nature of the work and require
special handling to ensure the security of information and safety of officers involved.
Consequently all CII employees, subcontractor employees or agents shall be expected to comply
with the following:
A) Employee shall be required to undergo a Ow Of Clearwater background
investigation prior to acceptance on the Project. The Ciw Of Clearwater reserves
the right to reject any employee or Contractor agent if it is determined that the
Contractor or any of its employees have been convicted of a felony or misdemeanor
involving "moral turpitude" or has been released or discharged under, other than
honorable conditions, from any of the Armed Forces of the United States.
B) At the Contractor's expense, the fingerprints ofthe contractor and its employees
must be on file with The Ciw Of Clearwater during the term of this agreement.
C) Background investigations shall be conducted on an ongoing basis on the Contractor
and its employees who perform this Agreement.
SECTION 7: TERMINATION OF AGREEMENT:
Either party reserves the right to terminate the agreement for breach of contract. Contract may
be canceled with sixty (60) days written notice if documentation indicates failure to perform as
specified. Notice is to include specific violations and what attempts were made to correct the
violations.
SECTION 8: LITIGATION:
Venue regarding litigation involving this agreement shall be in The Ciw Of Clearwater, and the
laws of Florida shall prevail in any contract interpretation.
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Agreement between The City of Clearwater and Communications International, Inc.
This agreement entered by the following representatives of each agency as stated:
COMMUNICATIONS INTERNATIONAL, INe.
CITY OF CLEARWATER, FLORIDA
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Signature
By:
Michael J. Roberto City Manager
Branch Manager- Tampa
Title
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Brian J. Aungst, r.yor-CommISSlOner
Andrew Blankenship- Branch Manager
Printed Signature and Title
Attest:
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Cynt~ a E. Ci<)udeau
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Date . \ \
Date
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Approved as to form:
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John Carassas Assistant City Attorney
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EXHIBIT A
SPECIFICATIONS
SECTION 1: SITE OF WORK:
Fixed equipment maintenance shall occur at the site of the equipment installation where located
in The Citv Of Clearwater. Florida. Mobile and portable equipment will be repaired at the
agreed upon repair facility.
SECTION 2: SERVICE:
Service shall be defined as repairs to all equipment specified herein as a result of normal
operational failures.
The communications equipment covered by this contract will not be limited to any brand of
manufacturer's equipment. It shall cover full maintenance of all communications type
equipment identified herein that is owned and purchased and listed for maintenance coverage on
attached ''Exhibit B".
CII shall not be liable for costs incurred for repair and/or replacement of equipment that becomes
inoperative due to negligence on the part of the user, liquid intrusion, lightning damage, user
installations, user removals, and/or acts of God. Any component parts replaced because of abuse
on the part of the user shall be returned to The Citv Of Clearwater for examinations.
CII shall not be liable for costs incurred for correcting and/or repairing backbone damage and/or
data corruption caused by improper operations or failure of associated systems. Associated
systems are defined as any equipment used in the operations of the 800 MHz Radio System that
is not directly maintained by CII.
CII shall not be liable for costs incurred by maintenance that is being performed on associated
systems that cause damage and/or failure of backbone operations.
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SECTION 3: CONTRACTOR FACILITES:
CII shall also maintain properly equipped mobile service units capable of diagnostics and repairs.
Maintenance and repair work from the mobile service units will normally be limited to fixed
equipment, but shall be capable of services to mobile units in field locations when deemed
necessary .
SECTION 4: ADDITIONS AND SELECTIONS:
The quantity of units to be maintained/serviced may be added to or subtracted from the contract
while the contract is in force. New units purchased in any given budget year may be added to the
contract in the month following the expiration date ofthe manufacturer's warranty.
All units added to or removed from service in a particular month, will be added to or dropped
from charges to the user the following month. A letter of authorization will be required to add to
or delete from the "Exhibit B". All units are to be identified with LID#, serial number, and
property number.
SECTION 5: INSTALLATION AND REMOVALS:
All installations and removals of equipment will be made in accordance with good engineering
practices, as specified by the original equipment manufacturer. All installations and removals
will be accomplished at CII provided facilities during normal business operating hours.
Exceptions to aforementioned hours to installation or removal of fixed equipment, aircraft units,
disabled vehicles, or units deemed as special need by The Citv Of Clearwater.
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SECTION 6: COSTING AND HOURS OF SERVICE:
Maintenance pricing is to be based on:
A) Preventative maintenance/repair work to be accomplished during the hours of
8:00 a.m. to 5:00 p.m. Monday through Friday (excluding holidays). Repair or
maintenance may be accomplished at other times as deemed necessary by CII and
agreed to by The Citv Of Clearwater.
B) All fixed equipment considered to be necessary to maintain public safety and
listed on ''Exhibit B" with twenty-four (24) hour coverage, will be maintained
twenty-four (24) hours a day, seven (7) days a week.
C) Repair work shall be performed as required and will take precedence over normal
equipment preventative maintenance (preventative maintenance on backbone site
excluded).
D) Preventative maintenance and repair work will normally be accomplished at the
CII facility, with the exception of fixed equipment which will be
maintained/repaired at various locations throughout The Citv Of Clearwater.
Florida. Other exceptions would be any user equipment on "Exhibit B" having
on site maintenance/repair.
E) Repairs, installations, or removals on non-essential equipment performed after
normal operating hours to be billed at fixed hourly rates or quoted pre-negotiated
rates. All non-essential maintenance and repairs to be contingent on CII
scheduling and CII personnel availability.
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F) Costs of preventative maintenance and repair work shall include all parts, labor,
and travel required. The following are not included as part of the
maintenance/service contract antennas, tower work, coax, installations, removals,
or batteries.
G) Repair of a trouble condition that has been declared of a critical nature shall not
have work interrupted by the end of the designated business day of 5: OOpm.
SECTION 7: CONTRACT EXTENSION OR CANCELATION:
This shall be a one (I) year contract with a four (4) year renewal option upon mutual consent of
The Citv Of Clearwater and CII in writing, ninety (90) days prior to each one (1) year expiration
date. If no documentation is received from The Citv Of Clearwater prior to the renewal date, the
contract will automatically renew for the next one (1) year period. The basis for this extension
will be the consumer price index (CPI) for all urban consumers of the Bureau of Labor Statistics
most recent publication prior to contract renewal. The adjustment factor used to create price
adjustments up or down for each unit price proposed is as follows:
NEW CPI = ADJUSTMENT FACTOR X TOTAL
OLD CPI
SECTION 8: EMERGENCY SERVICES:
During a natural disaster, civil disturbance, or other county declared emergency, CII will be
required to respond within one (1) hour after notification (nature of emergency permitting) by the
Emergency Management Department and in accordance with ESF directives. Cost of service
will be at the fixed after hours rate.
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SECTION 9: INVOICING:
CII invoices will indicate a transaction number, person performing work, and summary of work
performed. Invoices will indicate, (as available) equipment types, serial numbers, property
numbers, and all charges identified. Invoices shall be submitted to The Citv Of Clearwater on a
monthly basis. The Citv Of Clearwater shall submit payment within thirty (30) days of receipt
of invoices. Any disputed invoices shall be addressed in writing to CII immediately upon receipt
of invoice( s) in question.
SECTION 10: DEFINITION OF WORK:
CII shall repair, maintain, service, and perform preventative maintenance on all units as are listed
on the "Exhibit B" as necessary and required to meet requirements of The Citv Of Clearwater
and factory specifications.
For those pieces of communications equipment necessary to support public safety and listed on
"Exhibit B" as being maintained twenty-four (24) hours a day, CII guarantees to respond via
telephone within thirty (30) minutes, and if necessary, be on site within two (2) hours for covered
equipment, from the time a request is received from authorized personnel.
CII takes responsibility for diagnosing system problems and taking corrective action. CII will be
a "one call" point of contact to provide all services required to support the citywide RF system.
CII will provide to The Citv Of Clearwater, Radio System Manager, a monthly report detailing
repairs and maintenance performed on the primary system equipment over the previous thirty
(30) days. CII will also provide to The Citv Of Clearwater Radio System Manager, a copy of
the preventative maintenance schedule, which will be performed on the primary system
equipment.
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EXHIBIT B
CLEARWATER MAIN SITE
Qty Description
11 R.F. Channels
3 Telephone Interconnect
1 Site Controller
1 Tower Top PreAmp
1 Receiver MultiCoupler
11 Voters
CLEARWATERBACKUPSITE
Qty Description
11 R.F. Channels
1 Site Controller
1 Tower Top PreAmp
1 Receiver MultiCoupler
TARPON SATELLITE RECEIVER SITE
Qty Description
11 Satellite RX Channels
TOY TOWN SATELLITE RECEIVER SITE
Qty Description
11 Satellite RX Channels
1
Unit Price
$106.00
$25.00
$250.00
$150.00
$25.00
$30.00
TOTAL
Unit Price
$106.00
$250.00
$150.00
$25.00
TOTAL
Unit Price
$25.00
TOTAL
Unit Price
$25.00
TOTAL
Extended Price
$1,166.00
$75.00
$250.00
$150.00
$25.00
$330.00
$1,996.00
Extended Price
$1,166.00
$250.00
$150.00
$25.00
$1,591.00
Extended Price
$275.00
$275.00
Extended Price
$275.00
$275.00
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EXHIBIT B
POUCE DEPARTMENT DISPATCH CENTER
Qty Description
1 System Manager
1 CEC / !MC Switch
1 Database Management (Optional)
12 Maestro Consoles
10 DVIU
MICROWAVE AND MULTIPLEXER
Qty Description
2 Microwave Radio
8 TI/MUX
Exceptions: This agreement does not cover:
I, Fiber Optic cable
2. Batteries
3, Logging Recorder equipment or CAD equipment
4, UPS, or line co~ditioners
S,SheIters
6, Antennas, towers, or tower work
7, Oenecators or transfer panels
8, Any equipment damaged by lightning or physical abuse
9. Mobile Equipment including Mobile radios, portable radios. battery chargers,
or vehicle chargers
Maintenance Agreement Total or Above:
Monthly
$8357.00
Anmu"'"
$100.214.00
2
Unit Price
Extended Price
5235.00
5335,00
5250,00
5120,00
525.00
TOTAL
5235.00
5335.00
5250.00
51,440.00
5250.00
$2~10.00
Unit Price
Extended Price
5775.00
520.00
TOTAL
51,550.00
5160.00
$1,710.00
3% Discount for
P~yment Upfront
$97,275.41