CM-09-12-240A►LA
Aar Maticnt S.n*os &part
1309 Easto Road
S nmab H IL i9
6
01247-Z 46
Dales 06!11/2009
Corn panyiName:
I Atte:
Sling Address:
City, Stas, Zip:
Customer
ROMP ROCK POLICE DEPT
3001 Tellabs Dr
Round Rock. TX 78664
1 Mo1MOPtbn p
WCQ1SVC1102C DISPATCH SERVICE
1 $V0084AD ASTR025 DISPATCH SITE
iV SVC1104C TECFMI c..AL SUPPORT SERVICE
1 j ASTR025 DISPATCH SITE
SERVICE AGREEMENT
Contract Number: S00001014183
Contact Modem
Supetoedes Agreements):
Recptked P.O._
Customer # :
Sato Tag #:
Contact Start Date:
Contact End Dae:
Anniversary Day:
Payment Cycle:
Tax Exempt
PO #:
No
1012664935
0002
10/01/2009
08/30/2010
Sep 30111
MONTHLY
Exempt From All Taxes
CVCOISVC1405C
1 6 �V C128AD
NV41SVC1413C
1 VC115AD
6 ,SVC117AD
iYti01SVC1420C
1
6
1
f`
NETWORK PREVENTATIVE MAINTENANCE A
AS7R025 DISPATCH SITE
AS7R025 OPERATOR POSITIONS
ONSITE INRIASTRUCTURE RESPONSE SERVICE -
PREMER OPTION
ASTR025 DISPATCH SITE
ASTR025 OPERATOR POSITIONS
SP - LOCAL INFRASTRUCTURE REPAIR
Infrastructure Repair wilt Advanced
A�ACG7500
SP - NETWORK PREVENTATIVE MAINTENANCE
Axa are AAsint (2 dishes)
Annual Microwave Optimization (2 dishes)
SPECIAL INSTRUCTIONS -ATAOISRTEMENF FMI01rt(Fa
Monthly Ent
$ 3625
$ 93.161
$ 120.31
S 557
5673.71
S 396.81
Extended
$ 435.00
$ 1,117.92
61,443.72
$ 6,688.32
$ 8,085.00
$ 4,,750.56
Subtotal - Recurring Services
Subtotal - One-Tkne Event
Services
S 1,878.71 S 22,520.52
$.00
$.00
Total
Taxes
$1,876.71
$22,520.52
Grand Total
51,878.71
DNB M�1Mrw91pECTroSIATEANaLOCAL TAXING 22.6 .52
JUalolCnoNsVIHEREAPPLICAIRE.101EVB EV 1101-0101A
CMo-la-.214o
Subconl rador(s) CKY
MOTOROtAixnY OF AUSTIN 00314 SAN 0EoO
MC TORDIA SYSTEM SUPPORT
CTR -CALL CENTER DOOM
SCIIAUNBt
Stats
CA
nL
MOTOROLA SYSTEM
SUPPORT-71BSiaCA1L SUPPORT
00068
MmnnnOLA-TS SYSTEM MANAGER
SCHAUMBURG
L
FARPERB
TX
Iarai ed Olio* eat awMoos/wdMwMs
MwSIRML UMW Tenn amlQeaieae,aapalwlil,tt
atieeAdtsItle At#oaassl,b-esgieultal lamb lay is_— -
1030400 MAMA
RZ & ASSOCIKIESRZ AUSTIN
RZ &ASSOCATES fa AUSTIN
001AwtMCAT10N6
TX
Tx
,m tial SR`\ PL -P- 12/ylo/
DATE
e4r Pm -
ATNE (SIGNATURE) TITLE DATE
i
Service Terms and Conditions
Motorola, ia, Innc.t ") and the antamer named in this Agreement eCustomer) hereby agree as follows.
Section 1 APPLICABILITY,
These Se eviceTerms and Conditions apply b service contracts whereby Motorola agrees b provide b Customer either
(1) mairde;unct , support saldlor other services under a Motorola Service Agreement. or (2) inion services under a
Motorola Installation Agreement
Section 1 DEFINITIONS AND ROTATION
2.1. AAgreeme jot' means these Service Tams and Conditioner are cover page for the Service Agreement or the
meteseeer, Agrbement, as applicable; and any other attachments, all of which are incorporated herein by this reference. In
interpreting ti's Agreement and resolving any arnbigu lies, these Service Temps and Conditions will lake precedence over
any cover pagq. and the cover page will take precedence over any enactments, unless the cover page or attachment
specifically states °thentvis°.
2.2. 'Equi smear means the equipment that is specified in the attachments or is sctelequenty added to this Agreement.
23. -Services,'' means those installable*n, maintenance` support. training, and other services desathed 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 era become binding only when accepted n wrtir8 by Motorola. The tens of ties Agreement wi begin on the
Start Date indicated in this Agreeroernt.
Section 4 SCOPE OF SERVICES
4.1. Motor ole WW provide the Services described in this Agreement or in a more detailed statement of work or other
document ettaOhed to nes Agreement. At Customer's request Motorola may also provkde additional services at Motorola's
then -applicable rales for such servicros.
4.2. If Motorola is providing Services for Equipment. Motorola parts or parts of equal quaily we be used; the Equipment
will be seri/cad at levels set forth in the manulacia-ees product manuals and routine service procedures that are
prescribed by Motorola wi be followed.
4.3. If Cue toner purchases from Motorola additional equipment that becomes part of the tame system as the initial
Equipment, the additional equipment may be added to this Agreement and wi be bared at the applicable rates after the
warranty *r spot) addigonal equipment eeptres.
4.4. AN Eq uiprneed must be in good working order on the Shirt Dates or when additional equipment is added to the
Agree . Upon reasonable request by Metairie, Customer will provide a complete serial and model comber list of the
Equipment. Oftomer must promptly ray Motorola In writing when any Equipment is lost, damaged, stolen or taken out
of service. Cuetornees obligation to pay Service fees for such Equipment will laminate at the end tithe month in which
Motorola needless such written notice.
4.5. Custo mein must specifically identify any Equipment that is labeled intrinsically We for use in hazardous
environme its.
4.6. If Equ pnpent cannot in Motorola's reasonable opinion, be properly or economically serviced for
ason, Motorola
may modfj, the scope of Services related b such Equipment remove such Equipment from the Agreed or increase
the price to Service such Equipment.
4.7. Custoiter must promptly ratify Motorola of any Equipment failure. Motorola will respond to Qrstomees notification in
a manner c oftsiant with the level of Service purchased as indicated in this Agreement
Section 5 EXCUJDED SERVICES
5.1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other
than the retinal. customary. intended. and authorized manner; use not in campearrs with applicable indt y ;
excessive wear and tear; or accident, liquids. power stages. neglect, acts of God or other force majehre events.
52. wee; Immo* included n fes Agreement. Service excludes ileus that are consumed in the normal operation of
the Equipe ent such as batteries or magnetic tapes.; upgrading or reprogramme:1g Equipment accessories. beft cape,
battery chargers, custom or special products, modified tufts, or software; and repair or maintenance of any transmission
line, anlem say microwave equipment tower or ower %Oiling, cit lehrer, combiner, or muliooupter. Motorola has no
obigetiora: for ay transmission medium, such as Mlephhone fines, computer netvrorks, the interne or the worldwide web,
or for Equi pmer4t 11101610 1011 caused by such bar on med'arm.
Section II TIME AND PLAICE OF SERVICE
Service ori be pwlded at the location specified in tis Agreement. When Motorola performs service at Customer's
location. C ust mer wi provide Motorola, at no charge. a non.haz rdous waft envirorrnent with adequate shelter, heat,
light, and Dower' and with full and bee access to the Equipment Waivers of Bability tam Motorola or Is subcontractors we
not be imp owl as a site access requirement. Customer will provide all irrfomnhation pertaining b the haniware and
software elements of any system with which the Equipment is interfacing so that Motorola may perform rTs Services.
unless oUerwi he stated in this Agreement, the hours of Service will be 820 a.m. b 4:30 p.m., local time. excluding
weekends and holidays. Wes* othe.wise elated in this Agreement. the price for the Services exclude any darges or
expenses asaodated wait ha1copMr or other unusual access requirements; ltthese charges or expanses are
rearrabbly
insured b. / Motorola in rendering the Services. Customer agrees b reinburiee Motorola for such charges and expo.
Section 7 CUSTOMER CONTACT
Customer wi ,provide Motorda with designated Points of contact (9st of mantes and phone numbers) that wi be available
twenty-four (24) hours per day, seven (7) days per week and an escalation procedure b enable Customer's personnel to
maintain cxdapt, as needed, with Motorola.
Section 8 PAYMENT
Unless all em ver payment temps we spedficaiy stated kt this Agreement. Motorola will invoice Customer in advance for
each payment period. N other darges wi be bled monthly, and Customer must pay each irnoice in U.S. dollars within
twenty (20) dais of the invoice date. Customer agrees to reimburse Motorola for al property taxes, sates and use taxes,
excise tare hs, rind other taxes or assessments levied as a result of Services rendered under this Agreement (except
income, profit, and franchise taxes of Motorola) by any governmental entity.
Section 9 NIARRANTY
Motorola warrants that to Services under this Agreement will be free of defects in maters and workmanship for a period
of rely (SO) days from the date the performance cattle Sartori am completed. to the evert of a breach of this warranty.
Customer'.: soja remedy is to require Naiads b re -Perform the nonconforming Service orb refund, on a prorate basis,
the fees paid tOr the non-confomhkg Service. MOTOROLA DISCLAIMS Ni OTHER WARRANTIES, EXPRESS OR
IMPLIED. INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE
Section 19 )EFAULTRERaNATlON
10.1. S eitneritarty defaults in the performance of this Agreement. the other party we give to the party a
written ant delated notice of the default. The party wi have thirty (30) days theeafer to provide a written
pian to ams the default that is acceptable to the Wier party and begin implaenting the axe plan immediately after plan
approval. r the non-perbmhing party furls to pra+lde or implement the sue plan, then the injured party. in addition to any
other rights; mailable to a under taw, may immediately termeaate this Agreement effective upon giving a written notice of
tenrinatior± toihe defauIing ply.
10.2. Anyle� of this Agreement we not relieve ether party of obligations previously incurred pursuant to this
Agrori w, become ayments which maybe due and owing at the lire of lenrirelton. Al sums owed by Customer to
Motpayable iumediaiely upon termination of this Agreement. Upon the effective date of
termination, liobrrola wi have no further obligation to provide Services.
Section 11 LIMITATION OF UABILfTY
Except iorpejrsonal injwy or death. Motorola's total Nobility, whether for breech of contact, warranty, negligence, strict
Natality�n t h12) uhu tis wi b th
be limited e direct damages recraerable under law, but not b exceed the puts of
twelve Provided under tea Agreement ALTHOUGH THE PARTIES ACKNOWLEDGE THE
possum'. M OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WLL NOT BE UABLE FOR ANY
COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE. TIME. DATA, GOOD WILL, REVENUES, PROFITS OR
SAVINGS; OR OTTER SPECIAL, INCIDENTAL, WNDRECT. OR CONSEOUENTIAL DAMAGES R ANY WAY RELATED
TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT
TO THIS AGREEMENT. No action for contract breach or ethewise relating to the transections contemplated by this
Agreement tray be brought more than one (1) year alar the accrual of the cause of action except for money due upon an
open soon nil. This limitation of liability will survive the expiration or termination of this Agreement and
applies
notwithste ding any corfrny a .
Section 1: t I 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 representallons concerning the subject matter of
this Agreement for those escrowed herein. The Agreement may not be amended or mortified except by a wrilen
agreemerr signrled by authorized rewesentafitms of both parties.
12.2. Customer agrees b reference this Agreement en any purchase order issued in furtherance of this Agreement,
however, un opission tithe reference to this Agreement shall not affect its applicability. In no event shal either party be
bound by n ny glans contained in a Customer pudhaee order, acknowledgement or wirer writings unless: the purchase
order. ad¢acratridgement, or other writing spedicaly refers to fila Agreement dearly indicate the intention of both parties
to override andlmodify this Agreement and the purchase onierAdmowledgernent. or other writing is signed by authorized
representetiveS of both parties.
Section 13 PROPRETARY WPORMAT1O1t ; INTELLECTUAL PROPERTY RIGHTS
13.1. Any inregna ion ar data in the form of specifications, drawings, reprints, 'ethnical krionnation or otherwise furnished
to Customer underrate Agreementwil remain Mobroia's property, we be deemed proprietary, wi be kept confidential,
and wi be pr aptly returned M Motombts 'request Customer may not disclose, *that* Motorola's arillen permission or
as required Waw, arty confidential information or data to any person, or use confidential information or date itself for any
purpose cher iben pertorming is obligations wider this Agreement The obligations set forth in this Section wi survive
the expiration Cr taminatiun of this Agreement
13.2. Unless etherwise agreed in twang, no commercial, financial or technical information disclosed in any manner or at
any time b, t jstomer to Makin* will be deemed seder or confidential. Motorola at have no obligation to provide
Customer • with to is confidential and proprietary mon, including cost and pricing data.
13.3. This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership sight or license
under any kloijxols palmi 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 ander this Agreement
Section 14 FCC UCENSES AND OTHER AUTHORIZATIONS
Customer is spiely responsible for obtaining icenaes or other authorizations required by the Federal Co niunicatlons
Commission oj• any other federal, stale, or local government agency and for complying with ea rales and regulations
required by go ferrhrnenlsi agencies. Neater Motorob nor any of its employees is an agent or repreteentathre of Customer
in any goo hmryrentai matters.
Section 15 COVENANT NOT TO EMPLOY
During the term of this Agreement and oontbukrg for a period of two (2) years thereafter. Customer will not hire, engage
on covered; edict the employment of, or recommend employment to any third party of any employee of Motorola or its
subcontracton' without fie prior soften autlaoftaicn of Motorola. This provision apples only to those employees of
Motorola o rib subcontractors actors who are reeponsible for rendering services under fits Agreement lithis provision is found
to be overt, broad under applicable law, it will be modified as necessary to conform to applicable law.
Salton 13 MATERIALS, TOOLS AND EQUIPMENT
Ai tools, equipment. des, gauges, modals. *evade or other materiels paid for or furnished by Motorola for the purpose
of this Agnt enlent wi be and remain the sob property of Motorola. Customer will safeguard al such property while it is in
Customer':, creiody or control, be Bubb for any loss or damage to such property, and return I to Motorola upon request.
This crossly 11 be held by Customer for Motorola's use wehoet chengs and may be removed Torn Customer's penises;
by Motwoi u $ any time without restriction.
Section 1 i' GOIERAL TERMS
17.1. If any opurt renders any porion orals Agreement unenforceable, the remaining terms will continue in full tape and
effect.
17.2. This Agreement and the rights and duties of the parties wi be governed and 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. Neat e, party is liable for delays or lade of performance resulting from any causes that are beyond that parry's
reasonable abnto* such as strives, nubile' shortages, or acts of God.
17.5. Motorola may assign its rights and obligations, and may subcontract any portion of its performance, under this
Agreement.
17.6. THIS iiGREEmarr WILL RENEW, FOR AN ADDITIONAL ONE (1) YEAR TERM. ON EVERY ANNIVERSARY OF
THE STAR T -DATE UNLEESS EITHER THE COVER PAGE SPECIFICALLY STATES A TERMINATION DATE OR ONE
PARTY NVTTFES THE OTHER IN WRITING OF ITS INTENTION TO DISCONTINUE THE AGREEMENT NOT LESS
THAN THN f Y (30) DAYS OF THAT ANNNERSARY DATE. At the anniversary dale. Motorola may west the price of the
Services to reflect its current tales.
17.T. if Mctorcla provides Services after the terrninaiion or expiration of this Agreement. the terms and conditions M effect
at the tine of the termination or expiation MI apply b those Services and Customer agrees to pay fox those services on a
time and motelsis basis at Motorola's then effec ve hourly rates.
DATE: December 4, 2009
SUBJECT: City Manager Signature Process
ITEM: Consider executing Motorola Service Agreement for dispatch equipment dated
October 1, 2009, through September 30, 2009
Department: Police
Staff Person: Rick White, Administrative Manager
Justification: This is an annual agreement with Motorola for maintenance and service on the
Police Department's public safety communications center equipment
Strategic Plan Relevance: This agreement is part of the Department's core business.
Funding:
Cost: $22,520.52
Source of funds: 5246-100-21000
Outside Resources (if applicable): NA
Public Comment (if applicable): NA
UPDATED: October 19, 2009
10.19.09
Request for City Council/City Manager Action
® City Council City Manager
Submit completed form for all City Manager and City Council approvals.
Department Name: Police
Contact Person: Tricia McFerran / Sherrill Voll / Rick White
Project Mgr/Resource: Rick White
Project Coordinator: Rick White
Assigned Attorney: J. Kay Gayle
City Council or City Manager Approval Date:
Agenda Wording
Project Name:
ContractorNendor.
Funding Source:
Additional funding Source:
Amount:
Account Number:
12/4/2009
For AcUni tf$tton MANLY
DEC 0 2 2009
Received:
Tag #: C —061-12':2-40
OrigInal Documents Received: 2
Dispatch Maintenance
Motorola
General Fund
NA
$22,520.52
5246-100-21000
Consider executing Motorola Service Agreement for dispatch equipment dated October 1, 2009, through September 30, 2010
Finance Information
Is Funding Required?
Yes Q No
Initial Construction Contract
Construction Contract Amendment
Change Order
OChangein Quantity Unforeseen Circumstances
Initial Professional Services Agreement
Supplemental Professional Service Agreement
0 Purchasing/Service Agreement
Purchase Order
Item(s) to be purchased
Other (Please clearly identify action below)
FINANCE
N/A Approved
El EJ
D EJ
APPROVALS
(to be comped ONLY by finance)
Final gents Approval Req
Amount
$22,520.52
Finance/CIP 1. Olsen
Finarice/Acct E. Wilson
Purchasing
C� Budget
EE Bowden
P. Bryan
Date 12,2/2009
Date 12/2/,2009
Date 12/1/2009
12/2/2009
Date
Once approval$ have been obt in,
ITEMS WILL NOT BE PLACED OiP1)
Required for Submission of ALL City Council and City Manager gems
Project Mgr. Signage
Dept. Director Signature:
'City Attorney Signatu
City Manager Signature:
Rick White
Date:
Date:
Date:
11/30/2009
/CW /c.4'°/
2.-x-0
12—y -OC
*City Attorney signature is required for all items.
REVISED 12/2/2009
LEGAL DEPARTMENT APPROVAL FOR CITY COUNCIL/CITY MANAGER ACTION
Required for Submission of ALL City Council and City Manager Items
Department Name: POLICE
Project Mgr/Resource: RICK WHITE
]Council Action:
I I
ORDINANCE
Agenda Wording
Project Name: SERVICE AGREEMENT
ContractorNendor: MOTOROLA
] RESOLUTION
]City Manager Approval
CMA Wording
Consider executing Motorola Service Agreement for dispatch equipment dated October 1, 2009 through September 30, 2010.
Attorney Approval
Attorney
Notes/Comments
Date
O:\wdoxlSCCInts\0121109021MISC100167618
Updated 6/3108