Resolution 2019-151
RESOLUTION NO. 2019-15(R)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WYLIE,
TEXAS, HEREBY AUTHORIZING THE CITY MANAGER OF THE
CITY OF WYLIE, TEXAS, TO EXECUTE AN INTERLOCAL
AGREEMENT BY AND BETWEEN THE CITY OF WYLIE AND THE
CITY OF PLANO FOR THE USE OF THE JOINT COMMUNICATIONS
SYSTEM MAINTAINED AND OPERATED BY THE CITY OF PLANO
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF WYLIE, TEXAS:
SECTION 1: The City Manager of the City of WYLIE, Texas, is hereby authorized to
exe;,ute, on behalf of the City Council of the City of WYLIE, Texas, an Interlocal Agreement by
and between the City of PLANO and the City of WYLIE, for use of the Joint Communications
System maintained and operated by the City of PLANO,
SECTION 2: This Resolution shall take effect immediately upon its passage.
RESOLVED THIS THE 14 day of May, 2019.
ATTEST TO:
�luOiiiu g btL
Stephanie Storm, City Secretary
Resolution No. 2019-15(R) — Interlocal Agreement by and between the City of Plano and the City of Wylie for use
of the Joint Communications System. Page 1 of 1
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COMMUNICATIONS SYSTEM AGREEMENT
CATEGORY 1— GOVERNMENT ENTITY
This COMMUNICATIONS SYSTEM AGREEMENT (the "Agreement") is made and
entered into by and between the Cities of Plano and Allen ("Cities" or "City" when referred to
individually) acting herein by and through its duly authorized City Manager, and
City of Wylie ("USER"), acting herein by and through its duly authorized City Manager,
individually referred to as a "Party," collectively referred to herein as the "Parties." Plano and
Allen shall include all employees, directors, officers, agents, and authorized representatives of
Plano and Allen, respectively. USER shall include all employees, directors, officers, agents, and
authorized representatives of USER.
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 is 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 all parties and that the division of costs fairly compensates the performing
party for the services or functions under this Agreement; and
WHEREAS, the Cities jointly own, operate, and maintain the radio communications
system exclusive of the radios owned individually by each city (herein referred to as Joint Radio
System) for the purpose of providing Public Safety voice radio and data communications and are
the sole license holders of the Joint Radio Systems with all privileges and responsibilities thereof.
NOW THEREFORE, the Cities and USER agree as follows:
1. GRANT OF LICENSE
The Cities hereby grants the USER specific permission to operate USER's owned or leased field
radio equipment or equipment attached and/or interfaced to the Joint Radio System infrastructure
in accordance 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.
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2. TERM
This Agreement shall begin upon the last day executed by all authorized Parties ("Execution
Date") and shall continue in full force and effect for a period of one year (the "Initial Term").
After the Initial Term, this Agreement shall automatically renew for successive one-year terms
for nine additional years unless otherwise terminated in accordance with the provisions set forth
herein and in "Exhibit A".
3. COMPENSATION
USER shall remit payment to the City of Plano in the amount and manner set forth in "Exhibit
A".
4. LIABILITY
Each party agrees to be liable for any damages or losses that may be caused by its own negligence,
omission or intentional misconduct. For purposes of this section, 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.
5. INDEPENDENT ENTITY
It is expressly understood and agreed that USER shall operate as an independent entity as to all
rights and privileges granted herein, and not as an agent, representative or employee of the Cities.
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 and 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
respondeat superior shall not apply between the Cities, 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 the Cities
and USER.
6. HOLD HARMLESS
Each party agrees to hold harmless the other party and its respective officials, officers, agents,
employees, in both their public and private capacities, from any and all liability, claims, suits,
demands, losses, damages, attorney's fees, including all expenses of litigation or settlement, or
causes of action which may arise by reason or injury to or death of any person or for loss of,
damage to, or loss of use of any property arising out of or in connection with this Agreement. In
the event that a claim is filed, each party shall be responsible for its proportionate share of liability.
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7. NON -APPROPRIATION OF FUNDS
The Cities 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
parry'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 parties in writing and (ii) may terminate
this Agreement, effective as of the last day for which sufficient funds have been appropriated.
8. RIGHT TO AUDIT
USER agrees that the Cities shall, at no additional cost to the Cities, 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 Cities shall have access during normal working hours to all necessary USER facilities
and shall be provided adequate and appropriate workspace in order to conduct audits in
compliance with the provisions of this section. The Cities shall give USER reasonable advance
notice of intended audits.
9. 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 Cities. Which such right shall be
granted solely at the discretion of the Cities. Any assignment in violation of this provision shall
be void.
10. 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 parry's right
to insist upon appropriate performance or to assert any such right on any future occasion.
11. GOVERNMENTAL POWERS/IMMUNITIES
It is understood and agreed that by execution of this Agreement, that neither Cities nor USER
waives or surrender any of its governmental powers or immunities.
12. 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.
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13. 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.
14. TERMINATION
Should circumstances exist that require one or more Parties to terminate this Agreement, then such
termination shall be with the following conditions:
This Agreement may be terminated upon one (1) year advanced written notice from the Party
seeking termination to the other Party. The Party terminating this Agreement shall reimburse the
remaining Party for reconfiguring of the system, such as microwave realignment and licensing
fees.
15. CONFIDENTIAL INFORMATION
To the extent permitted by law, USER and its officers, agents and employees, agrees that it shall
treat all information provided to it by the Cities as confidential ("City Information") and shall not
disclose any such information to a third party without the prior written approval of the Cities,
unless such disclosure is required by law, rule, regulation, court order, in which event USER shall
notify the Cities in writing of such requirement in sufficient time to allow the Cities 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 Cities immediately if the
security or integrity of any City Information has been compromised or is believed to have been
compromised.
16. 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, fires, 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.
17. 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:
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City of Plano
Attn: Office of the CIO
1117 E. 15th Street
Plano, Texas 75074
City of Allen
Attn: IT Director
305 Century Parkway
Allen, TX 75013
18. GOVERNING LAW / VENUE
City of Wylie
Attn: Fire Administration- Fire Chief
300 Country Club Road
Wylie, TX 75098
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
Collin County, Texas or the United States District Court for the Eastern District of Texas. In any
such action, each party shall pay its own attorneys' fees, court costs and other expenses incurred
as a result of the action.
19. SIGNATURE AUTHORITY
The person signing this Agreement hereby warrants that he or 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.
20. ENTIRETY OF AGREEMENT
This written instrument, including all Exhibits attached hereto, contains the entire understanding
and agreement between the Cities and USER as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is herebydeclared null and void to the extent in
conflict with this Agreement. Any previously executed Communication System Agreement (ILA)
between the parties shall be terminated simultaneously with the final execution of this Agreement
by both parties.
21. 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.
22. COOPERATIVE MANAGEMENT AND DISPUTE RESOLUTION
Problems may arise in the programming of subscriber radios, consoles, and consolettes; and
managing microwave paths and undue RF interference; as well as in unexpected areas.
The Plano Radio Division, acting as the operating arm of the Joint Radio System's simulcast
system, will fully participate in the resolution of any connectivity issues that may arise during the
life of this Agreement. This participation includes the initial implementation of connectivity and
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integration of the two networks. The Parties will rely on internal staff, contractors, and vendors,
as required, to ensure full functionality of the Joint Radio System's simulcast system platform.
A party will promptly notify the others of any performance concern, problem, or information
indicating a possible problem for the Joint Radio System's simulcast system. A party will provide
the other parties, and their representatives and experts, with escorted access to any site, location or
piece of equipment or infrastructure (where applicable) for an inspection and evaluation of a
problem or issue facing the party's simulcast system or simulcast cell. Each party will provide the
others with any information or data it may have, including from a radio -system -management server
or similar server related to the issue. The parties will promptly exchange with one another their
information, reports, results of any inspection or evaluation, expert analyses or recommendations,
and proposals for avoiding, improving, or fixing any problem. The Plano Radio Division phone
and email contact information shall be provided to USER as a first point of contact in order to
address such pressing issues. The Plano Radio Division shall also be provided relevant phone and
email information in order to respond and coordinate as needed. The parties will use their best
efforts to solve a problem quickly.
In the event of a dispute regarding any aspect of this agreement, the dispute shall be discussed first
amongst an assigned Technical Committee designee of USER, the City of Plano and the City of
Allen in an attempt to seek an informal resolution within five business days of all parties being
made aware of such dispute. If an agreement on a solution remains unresolved, then the dispute
shall be referred to a joint meeting of representative City and USER management of each of the
Parties within a reasonable period of time from the initial meeting. If the dispute continues to
remain unresolved after this process, the Parties shall refer the dispute to outside non -binding
mediation for resolution prior to engaging in litigation. All Parties shall share equally in the costs
of a certified mediator and each Party shall be responsible for their own attorney fees.
[Signature Page Follows]
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EXECUTED IN MULTIPLE ORIGINALS on this the day of , 20
CITY OF PLANO, TEXAS
BY:
APPROVED AS TO FORM:
Paige Mims, CITY ATTORNEY
APPROVED AS TO FORM:
Peter G. Smith, CITY ATTORNEY
ACKNOWLEDGMENTS
STATE OF TEXAS
COUNTY OF COLLIN )
Mark D. Israelson
City Manager
CITY OF ALLEN, TEXAS
BY:
Peter H. Vargas
City Manager
CITY OF WYLIE, TEXAS
By:
Chris Holsted
City Manager
This instrument was acknowledged before me on the day of
, 2019, by MARK D. ISRAELSON, City Manager of the CITY OF
PLANO, TEXAS, a home -rule municipality, on behalf of such corporation.
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Notary Public, State of Texas
STATE OF TEXAS
COUNTY OF COLLIN )
This instrument was acknowledged before me on the day of
, 2019, by PETER H. VARGAS, City Manager, of the CITY OF
ALLEN, TEXAS, a home -rule municipality, on behalf of such Municipality.
Notary Public, State of Texas
STATE OF TEXAS
COUNTY OF COLLIN )
This instrument was acknowledged before me on the day of 111
, 2019, by CHRIS HOLSTED, City Manager, of the CITY OF WYLIE,
TEXAS, a home -rule municipality, on behalf of such Municipality.
Notary Public, State of Texas
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EXHIBIT A
CATEGORY 1, TERMS OF USE
The Terms of Use are set forth below:
TERMS OF USE
1. The installation and maintenance of the Radio System infrastructure equipment is the
responsibility of the City of Plano Radio Division unless otherwise stated in this Agreement.
2. The City of Plano Radio Division is the holder of the FCC (Federal Communications
Commission) license(s) that the Joint 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 Plano Radio Division FCC license(s) or to the Radio Frequency spectrum used
by the Joint Radio System.
3. The City of Plano Radio Division 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 Joint 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 Joint Radio System
infrastructure, all Subscriber Radios and consoles intended for use by USER on the Joint Radio
System shall be compliant with Project 25 Phase II standards established by the
Telecommunications Industry Association. The use of unauthorized radios on the Joint Radio
System may result in suspended operation of the radios and/or termination of the Agreement.
The City of Plano operates a radio shop for the mutual benefit of all users of the Joint Radio
System. The radio shop provides day-to-day system administration as well as centralized
shipping and receiving for all mobile and portable repairs. When radios return from repair, the
radio shop verifies their operation and programs the unit as required. To ensure optimum
interoperability of thousands of radios on this network, infrastructure owners on this joint radio
system are expected to have their radio programming done by the City of Plano Radio Shop.
The Plano Radio Shop must approve vendor(s) prior to that vendor programming radios or
consoles attaching to the Joint Radio System network.
The radio shop offers a drive -up service to assist in troubleshooting radio issues in vehicles in
addition to the functions outline in Item.23 of this ILA. The radio shop is generally open Monday -
Friday 7:30 a.m. to 4 p.m. If service is required after hours, the on -call technician will respond.
After hours responses shall be limited to service affecting system -wide infrastructure or priority -
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restore items at dispatch centers, fire station alerting, at the sole discretion of the Plano Radio
Manager. Mobile and portable service is not available after hours or weekends.
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 Joint Radio System
operation. The City of Plano Radio Division 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 Joint Radio System infrastructure, if the Plano Radio Division determines in its
sole reasonable discretion that such equipment is causing interference or harm to the Joint Radio
System in any way. The Plano Radio Division 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
Plano Radio Division. The cost of such testing or repair will be the sole responsibility of USER.
Furthermore, the Plano Radio Division 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 Joint Radio System or to
the Radio System's overall operation.
9. USER's radios may be used for voice and data radio communications over the Joint Radio
System infrastructure in accordance with the terms and conditions of this Agreement for as long
as this Agreement remains in effect.
10. The Plano Radio Division will be responsible for managing infrastructure loading and demand.
The City of Plano Radio Division 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 Joint Radio System. The Plano Radio Division shall have discretion
in determining whether to allow additional users or radios based on the Joint Radio System's
Coordination Committee determination of whether such addition to the Joint Radio System can be
made without adversely impacting the Radio System.
11. USER is prohibited from utilizing telephone interconnect on the Joint 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 Joint
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 Joint Radio System.
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13. USER's utilization of data communications on the Joint Radio System will be limited to the
Radio System's OTAP or OTAR functions. Performance of data communications over the Joint
Radio System is not guaranteed. For programming changes involving more than ten Subscriber
Radios, USER agrees to coordinate with the Plano Radio Division prior to executing changes to
minimize impact on other users and the Radio System.
14. The use of OTAR in association with Subscriber Radio encryption is prohibited without prior
approval of the Plano Radio Division. Administration of encryption keys will be performed by
the Plano Radio Division. USER will continue to use their encryption based on current practices
and may utilize and administer other encryption methods as required.
15. The Plano Radio Division 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 30 days prior to 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 the Plano Radio Division immediately upon the theft or loss of the ASK.
16. The Plano Radio Division 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 Plano Radio Division before such use may occur.
The Plano Radio Division reserves the right to require certain Talk Group IDs to be programmed
in USER radios. Additionally, the Plano Radio Division shall have the right to limit the number
of Talk Group IDs to be used by USER based on Master Site(s) and network capacity.
17. The Plano Radio Division has established a coordinated Interoperable Communications Plan
to apply to Joint Radio System and the users of its Radio System. USER agrees to participate in
the Plan and include the Plan's interoperable Talk Groups in the programming of its Subscriber
Radios and Console Systems.
18. Roaming to other systems or the use of USER's Talk Groups on other trunked systems that
are interconnected to the Joint Radio System is prohibited without prior approval by the Plano
Radio Division. Roaming to other trunked systems will be limited to the Joint Radio System' s
interoperable Talk Groups, although this capability may be terminated by the Plano Radio Division
if its use is determined to result in performance degradation to either the Joint Radio System or the
interconnected trunked system. The Plano Radio Shop will provide advanced notice of any
planned termination of this capability based on connection that may cause a negative impact on
the operations of the Joint Radio System.
19. USER may utilize a Network Management Console (NMC) to manage its own environment.
USER is responsible for acquiring and maintaining, at USER's sole cost, all components required
to connect the NMC to the Joint Radio System. The USER's NMC must be partitioned in a manner
to limit access to USER' s own environment only and to prevent USER from viewing, accessing,
or making any changes to equipment that is not owned or leased by USER. The USER must
ensure the NMC is located in a secure area. USB ports on the NMC must be deactivated except
during maintenance activity. All security patches related to operating systems and other associated
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software must be maintained at current manufacturer -tested levels. No other software applications
may be utilized by the NMC.
20. The Plano Radio Division generally maintains aliases for units operating on the Joint Radio
System. If the USER has acquired the capability to modify its aliases, it may administer and
maintain its own subscriber unit aliases. From that point, USER will be responsible for
administering and maintaining its own subscriber unit aliases, and the Plano Radio Division will
no longer administer and maintain the USER's subscriber unit aliases.
21. USB ports on the USER's Console Systems must be deactivated except during maintenance
activity. All security patches related to operating systems and other associated software must be
maintained at current manufacturer -tested levels. If required, all connectivity between the Console
Systems and the Joint Radio System is the responsibility of the USER, including software,
hardware and carrier services. Associated costs will be incurred by the USER. Unless otherwise
approved by the Plano Radio Division, connectivity will be achieved through local terrestrial
circuit facilities. The use of other connectivity methods, including, but not limited to, microwave
or fiber, must be approved by the Plano Radio Division. USER may incur additional costs from
the Plano Radio Division for other connectivity methods.
22. As applicable, all Infrastructure owners of the Joint Radio System shall execute with Motorola
Solutions a System Upgrade Agreement (SUA) for the Console Systems and Site Repeater
Systems that would be affected by hardware and software upgrades, including those owned (or
leased) by the USER. Unless the USER is notified otherwise by the Piano Radio Division, the
software for the Joint Radio System, all Site Repeater Systems and all Console Systems will be
upgraded to the current level every two years. The USER will provide all reasonable coordination
necessary for the upgrade of its Console Systems. USER acknowledges that reductions in
functionality may occur during the upgrade process.
APPLICABLE FEES; TERMINATION; REFUNDS
23. USER shall pay the Plano Radio Division an annual Infrastructure Support Fee, per Subscriber
Radio or console. This fee is payable in advance on an annual basis for all active radio IDs and
consoles issued to USER at the time of the annual billing. Invoicing will occur on a pro-rata basis
when new Radio IDs are issued or consoles added, and thereafter, at the beginning of each fiscal
year. There will be no refunds or credits for radios or consoles removed from service during the
fiscal year.
Infrastructure Subscribers shall pay the City of Plano (Radio Division) an annual Infrastructure
Support Fee in the amount of $32.00 per Radio or console per month and a $1.00 per
radio/month network access fee for a total of $33.00 per month per month per radio/console.
The monthly per Subscriber Radio support covers access to the primary master site in Plano and
the back-up site in Allen and the following City of Plano Radio Division services cited in the
table below:
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Radio Installation & Patching
Shipping & Receiving Devices
Loaner Program
Service & Repair
FCC License Management
Solution Engineering (Consultation)
Encryption & Key Management
Talk Group Assignment
Network Problem Resolution
Service Center
Network Upgrade Management
Tower Operation & Maintenance
Radio Monitoring
On -Call Support (7x24x365)
24. The Plano Radio Division shall have the right to increase any applicable fees under this
Agreement each fiscal year to offset any increased costs incurred by the Plano Radio Division in
the operation or maintenance of the Joint Radio System. Any increase in applicable fees will be
effective at the beginning of the next Plano Radio Division fiscal year. The Plano Radio Division
shall provide USER with 120 days' written notice of any intended fee increase, provided,
however, that this notice period may be less than 120 days if Motorola Solutions provides the
Plano Radio Division with less than 90 days' notice of an increase in the System Upgrade
Agreement Fee and such reduced notice period shall not impact USER's obligation to pay the
increased fee.
TERM
25. Either USER or the Plano Radio Division may terminate this Agreement for any reason, with
or without cause, upon one (1) year written notice to the other party. If USER terminates, there
will be no refunds or credits for any fee. If the Plano Radio Division terminates, the Plano Radio
Division will issue a refund to the USER of all fees, pro -rated to the end of the current fiscal year.
The Plano Radio Division, in its sole discretion, shall have the right to deny USER access to the
radio infrastructure and/or the right to terminate the Agreement immediately if USER fails to make
full payment of invoiced system fees within thirty (30) days of the date payment is due. The Plano
Radio Division further reserves the right to terminate this Agreement immediately, or deny access
to the USER, upon notice of USER misuse of the Joint Radio System. Notwithstanding the
foregoing, the Plano Radio Division, 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 Switches and the USER's environment. The Plano Radio Division 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.
ADMINISTRATION OF THE JOINT COMMUNICATIONS SYSTEM
Coordinating Committee. Operation, administration and policy development of the Joint Radio
System shall be the responsibility of the Joint Radio System Coordinating Committee,
comprised of one (1) Designee from each City, appointed by the respective City Manager of both
Plano and Allen (hereinafter "Coordinating Committee"). Additional ex-officio members may be
selected by the City Managers to serve on the Coordinating Committee and to assist the
Committee, but shall have no voting authority.
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The Coordinating Committee's duties will be to make recommendations to the respective
Parties' governmental bodies of system changes, upgrades, additional uses and any other aspects
of the Joint Radio System. The governing bodies or the designee of each of the Parties as
required by their respective City Charters and ordinances must approve payment of Monies,
pursuant to the terms and obligations of this Agreement. Administrative decisions may be made
by the Coordinating Committee.
The Coordinating Committee quarterly meeting schedule will be established by the appointed
representative from each Party to the Joint Communications System Agreement.
Technical Committee. A committee of technical personnel shall be selected to advise the
Coordinating Committee (hereinafter "Technical Committee"). The Coordinating Committee
members shall be able to appoint up to four (4) persons to serve on the Technical Committee.
The .schedule for the Technical Committee will be set by the Coordinating Committee.
Technical Standards based on the most current microwave radio system technology, for the
operation of the Joint Radio System shall be developed by the Technical Committee and
approved by mutual agreement of the Coordinating Committee. Once approved, these standards
must be compatible with existing equipment and may not violate any of the terms of this
Agreement or of any existing maintenance or hardware agreement.
End User Group consists of both infrastructure and radio subscribers on the Joint System Radio
Network. This group shall consist of a representative from each currently subscribing entity on
the Joint System Radio Network. This group will receive regular updates on Joint System
Network operations, including upgrades, technical direction and technology changes to the
network.
COMPLIANCE WITH LAWS
26. 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 Plano Radio Division
(as the license holder) as a result of improper or unlawful use of Subscriber Radio equipment
owned or leased by USER.
27. In order to comply with Federal, State, and Local Laws and/ or Mandates, the Plano Radio
Division, as the license holder, may need to act on behalf of the USER regarding possible
modifications, reconfiguration, or exchange of Subscriber Radio equipment in order to meet these
obligations. For as long as this Agreement is in force, the USER will allow the Plano Radio
Division to facilitate such activities on USER's behalf as necessary.
28. In the instance where USER Subscriber Radio equipment is to be replaced in order to be in
compliance with Federal, State, and Local Laws and/or Mandates, title and ownership of such
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replacement Subscriber Radio equipment shall, upon delivery of Subscriber Radio equipment to
the USER's site, pass directly to the owner of the equipment that is being replaced. The USER
shall provide the Plano Radio Division, or its designee, with the serial number(s) and radio IDs of
Subscriber Radio equipment to be replaced, as well as the serial number(s) of the new radio
equipment. USER shall be liable for payment of any fees associated with radios deemed to be not
in proper working order. USER shall be liable for payment of any fees associated with upgrades
to Subscriber Radio equipment. The following definitions shall have the meanings set forth below
and apply to this Agreement:
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 Joint Radio System Master
Switches.
"Joint Radio System Coordinating Committee" ("Coordinating Committee") shall mean that
group of individuals tasked with maintaining and administering the Joint Radio System
infrastructure and selecting a Technical Committee. The Coordinating 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 Technical Committee reflects the full
range of user types.
"Infrastructure Support Fee" shall mean the annual fee charged by the Plano Radio Division to
offset costs incurred in the operation and maintenance of the Joint Radio System.
"Interoperable Communications Plan" (the "Plan") means the plan developed and established
by the Plano Radio Division and the Coordinating Committee to facilitate, enhance and simplify
radio communications among all agencies utilizing the Joint Radio System or connecting their
Subscriber Radio or Console Systems to the Joint Radio System Master Switches.
"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 Joint Radio
System. The primary Master Switch is currently located at the Plano Radio Division facility and
the back-up facility in Allen.
"Over The Air Rekeying" ("OTAR") shall mean the management and support of Subscriber
Radio encryption keys via over -the -air, radio channel transmission.
"Over the Air Programming" ("OTAP") shall mean the method of implementing programming
changes to Subscriber Radios using the over -the -air data capabilities of the Joint Radio System.
"Private Call" shall mean a feature that reserves channel resources specifically for conversations
between two Subscriber Radios.
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"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 Joint
Radio System Master Switches.
"Subscriber Radio" shall mean a radio that has a unique identification number and is
programmed to operate on the Joint Radio System. The term shall include, but not be limited to,
control stations (desk top radios), consoles, 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.
"Technical Committee" A committee consisting of representative(s) from each entity utilizing
the Plano and Allen Joint Radio System. This group will function as advisers to the Coordinating
Committee regarding technology, new Subscribers, microwave network capacity planning,
communication plan, and tasks assigned by the Coordinating Committee.
"End User Group" A group consisting of currently subscribing entities on the Joint System Radio
Network that shall receive regular updates on Joint System Network operations, including
upgrades, technical direction and technology changes to the network.
"Infrastructure Owners" Those entities that own towers and other hardware/software used to
transmit voice / data and provide connectivity on the Joint Radio System.
[End of Document]
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