HomeMy WebLinkAboutSeminole County Interlocal Communicationa Equipment Installation and Maintenance Agreement 2017 10 09 INTERLOCAL AGREEMENT PERTAINING TO INSTALLATION AND
MAINTENANCE OF 800 MHz,P25 RADIO COMMUNICATIONS
EQUIPMENT AND ACCESSORIES BETWEEN SEMINOLE COUNTY AND
THE CITY OF WINTER SPRINGS
THIS INTERLOCAL AGREEMENT, by and between SEMINOLE COUNTY, a
Charter County and political subdivision of the State of Florida, whose address is Seminole
County Services Building, 1101 East 1st Street, Sanford, Florida 32771, hereinafter referred to as
"COUNTY," and the CITY OF WINTER SPRINGS, a Florida municipal corporation, whose
address is 1126 East State Road 434, Winter Springs, Florida 32708, hereinafter referred to as
"AGENCY."
WITNESSETH:
WHEREAS, the parties to this Agreement utilize Motorola® P25 wireless, digital
communications systems in their respective general, as well as public safety operations; and
WHEREAS, COUNTY's Telecommunications Division is an authorized Motorola®
Service Facility and has the physical facilities and trained staff to perform certain installation,
de-installation, routine maintenance, software programming, and flashing services for the P25
vehicle-mounted and portable, hand-held radios and certain accessory devices; and
WHEREAS, the interoperability of the above described equipment between COUNTY
and AGENCY is of critical importance to public safety and this concern can best be addressed by
the use of COUNTY's in-house radio shop facilities; and
WHEREAS, AGENCY desires to avail itself of COUNTY's services due to the
reputation of the services provided, cost effectiveness, and geographic convenience of
COUNTY's radio shop facilities, all of which are in the public interest and serve the constituents
of COUNTY and AGENCY; and
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Installation and Maintenance Interlocal Agreement
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WHEREAS, Florida law provides for interlocal agreement between government
agencies for the performance of respective administrative and service functions,
NOW THEREFORE, in consideration of the promises, covenants and commitments
contained in this Agreement and other good and valuable consideration,the receipt and adequacy
of which are hereby acknowledged, the parties agree as follows:
Section 1. Recitals. The foregoing recitals are true and correct and form a material
part of this Agreement upon which the parties have relied.
Section 2. Term. The effective date of this Agreement will be the date when the last
party has properly executed this Agreement as determined by the date set forth immediately
below the respective signatures of the parties. This Agreement will remain in effect until
termination for convenience or cause by either Party. Termination for any reason by COUNTY
or AGENCY requires a minimum of thirty(30) days advance, written notice to the other. In the
event such notice is given, AGENCY will be responsible for timely payment for all services
performed but not yet paid, or in process of being performed by COUNTY as of the date such
termination becomes effective. COUNTY will not commence work on new services subsequent
to the time and date it receives a notice of termination from AGENCY.
Section 3. Services to Be Performed by COUNTY. COUNTY shall perform the
installation, de-installation, and repair services for the types of radios, electronic systems and
accessory devices described in Exhibit A attached to this Agreement according to the fee
schedule set forth in Exhibit B attached to this Agreement, both such Exhibits being incorporated
in this Agreement by reference and further subject to the following terms and conditions:
(a) The services will be provided as expeditiously as possible on a first come, first
served basis according to calendar date and time of request for service, except that front line
units will be given priority over other service requests. A front line unit is a radio equipped
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motor vehicle for which there is not a back-up or replacement vehicle available for duty during
the service interval. Front line units used by law enforcement or fire and emergency medical
service agencies will be given the highest priority over those front line and other units used for
non-emergency, general governmental services.
(b) AGENCY will be invoiced on either a flat fee or time and materials basis,
depending on the particular tasks requested and performed, for which a detailed worksheet and
invoice will be prepared and delivered at the time the equipment or vehicle is returned to
AGENCY. Failure to keep a scheduled appointment in the absence of calling in advance to
cancel will result in a minimum one (1) hour service charge at the standard labor rate according
to the pricing schedule in Exhibit B attached to this Agreement.
(c) if the requested services cannot be done on a "while you wait," quick turnaround
basis, COUNTY shall notify AGENCY when the work is completed and the equipment or
vehicle is available for return to service.
(d) Services performed on base radios and bench microphones will also be done at
COUNTY's telecommunications services facility.
(e) COUNTY's services do not include those which are otherwise covered by
AGENCY's own maintenance and service contract with the equipment manufacturer.
Section 4. Obligations of AGENCY. AGENCY is responsible for the following
functions when seeking services from COUNTY:
(a) AGENCY shall contact COUNTY's Telecommunications Division Manager's
office to arrange appointment scheduling and provide a reasonably detailed, written description
of the services requested;
(b) AGENCY shall deliver to and pick up from COUNTY's telecommunications
service center of affected equipment and vehicles; and
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(c) AGENCY shall make payment within thirty (30) days of invoicing for all
services,equipment,replacement parts, and accessories provided by COUNTY.
(d) AGENCY may request installation, de-installation, or repair of listed accessory
devices manufactured by aftermarket, non-original equipment manufacturers; however,
COUNTY will not be liable for incompatibility or function impairment issues, or damages that
may arise when used with the original equipment manufactured("OEM")radios and accessories.
Section 5. Limited Warranty as to Workmanship.
(a) COUNTY represents to AGENCY that it is an authorized Motorolas Local
Service Provider, that the services performed will be rendered with utmost care and performance
tested before return to AGENCY in accordance with the manufacturer's specifications and
recommended procedures, and that services performed will not impair or void any warranties
that AGENCY may have in effect as to any MotorolaID OEM equipment.
(b) COUNTY shall warranty the workmanship of all services performed to the extent
of prompt correction of any deficiencies at no additional cost to AGENCY, or else a refund of
the full amount of service charges paid. COUNTY does not assume any financial or other
liability for the replacement cost of defective parts, accessory devices, software, or equipment
whether OEM or aftermarket manufacture, the cost and remedy for which will remain the
responsibility of AGENCY and manufacturer. Accordingly, AGENCY shall hold COUNTY
harmless for the cost of obtaining and replacing parts, accessories, or equipment which are
shown to be the result of the manufacturing defect. The foregoing notwithstanding, COUNTY
shall absorb the labor and materials charges for documented replacement of parts, accessories, or
equipment damage resulting from its own demonstrable, negligent installation, de-installation, or
repair services,but only to that extent and not for any additional compensatory, consequential, or
punitive damages.
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(c) The limited warranty provided above constitutes the only warranty provided by
COUNTY under this Agreement. COUNTY EXPRESSLY DISCLAIMS AND EXCLUDES
ANY OTHER WARRANTY NOT EXPRESSLY STATED IN THIS SECTION 5,
INCLUDING BUT NOT LIMITED TO ANY OTHER EXPRESS OR IMPLIED WARRANTY,
ANY IMPLIED WARRANTY OF MERCHANTABILITY, OR ANY IMPLIED WARRANTY
OF FITNESS FOR A PARTICULAR PURPOSE. AGENCY's exclusive remedy against
COUNTY for the matters set forth in this Section 5 is strictly limited to the provisions expressly
stated in this Section 5. AGENCY will have no other remedy against COUNTY under this
Section 5, including but not limited to any remedy for consequential damages. The limited
warranty provided by COUNTY under this Section 5 is also subject to the limitation set forth in
Section 768.28,Florida Statutes (2016), as this statute may be amended from time to time.
Section 6. Indemnification Generally. Other than for the special, limited, expressly
stated exceptions described in Section 5, above, neither COUNTY or AGENCY shall indemnify
or hold harmless the other party for the willful or negligent acts or omissions of the latter's
officers, employees, or agents of the other arising from the subject matter of this Agreement.
Each party is responsible for the negligent or willful acts or omissions of its own officers,
employees, and agents in any cause of action arising from the subject matter of this Agreement.
Nothing in this instrument may be construed as denying to either party any remedy or defense
available under Florida law. Section 768.28, Florida Statutes (2016), as this statute may be
amended from time to time, controls as to sovereign immunity and the limitations on tort
damages in this statute.
Section 7. Insurance Requirements. Both parties shall maintain adequate insurance
coverage to protect its own respective interests and obligations under this Agreement,which may
be in the form of self-insurance.
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Section S. Independent Contractors. It is agreed by the parties that, at all times and
for all purposes within the scope of this Agreement, the relationship of COUNTY to AGENCY
is that of independent contractors and not that of co-partners, employee or agency. No statement
contained in this Agreement may be construed so as to find the employees of one party as being
employees of the other, and none of such individuals are entitled to the rights, privileges, or
benefits of the other party's employment rights,privileges, or benefits.
Section 9. Equal Opportunity Employment. The parties agree that they shall not
discriminate against any employee or applicant for employment for work under this Agreement
because of race, color, religion, sex, age, disability, marital status, or national origin and shall
take steps to ensure that applicants are employed, and employees are treated during employment,
without regard to race, color, religion, sex, age, disability, marital status, or national origin. This
provision must include,but is not limited to the following: employment; upgrading, demotion or
transfer; recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship.
Section 10. Ethics and Conflict of Interest.
(a) AGENCY and COUNTY shall not engage in any action that would create a
conflict of interest in the performance of its obligations pursuant to this Agreement or which
would violate or cause any person to violate the provisions of Part III, Chapter 112, Florida
Statutes (2016), as this statute may be amended from time to time, relating to ethics in
government.
(b) AGENCY and COUNTY each hereby certifies that no officer, agent or employee
under their control or supervision has any material interest (defined in Section 112.312(15),
Florida Statutes (2016), as being greater than 5%), as that statute may be amended from time to
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time, either directly or indirectly, in the business to be conducted under this Agreement, and that
no such person will have any such interest at any time during the term of this Agreement.
(c) Both parties have the continuing duty to report to each any information that
indicates a possible violation of this Section.
Section 11. Public Records Law. The parties acknowledge their respective
obligations under Article 1, Section 24, Florida Constitution and Chapter 119, Florida Statutes
(2016), as this provision and statute may be amended from time to time, to retain all public
records, including those pertaining to matters covered by this Agreement, and to release those
non-confidential public records or portions of them to members of the public upon request.
Accordingly,the parties shall:
(a) keep and maintain public records that ordinarily and necessarily would be
required by them in order to perform the requirements under this Agreement;
(b) provide the public with prompt access to public records on terms and conditions
in accord with statutory and case law requirements and that does not exceed the allowable costs
provided in Section 119.07(4), Florida Statutes(2016), or as may otherwise be provided by law;
(c) ensure that public records that are exempt or confidential from public records
disclosure requirements are not disclosed, except as authorized by law; and
(d) meet all requirements for retaining public records and transfer, at no cost to
COUNTY, all records as may be requested by COUNTY. Electronic copies of records which are
provided to COUNTY must be delivered in a format that is compatible with the information
technology systems of COUNTY. Failure to comply with this Section will be deemed a material
breach of this Agreement, for which COUNTY may terminate this Agreement.
Section 12. Entire Agreement. The parties acknowledge, one to the other, that the
terms of this Agreement, including all the attachments, constitute the entire understanding and
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agreement of the parties with respect to the subject matter of this Agreement. Accordingly, any
prior agreements or understandings as to the subject matter of this Agreement are hereby
superseded.
Section 13. Notice. Any notice delivered with respect to this Agreement must be in
writing and will be deemed to be delivered (whether or not actually received) when (i) hand
delivered to the person(s) hereinafter designated or else upon deposit of the notice in the United
States Mail, postage prepaid, certified mail, return-receipt requested, addressed to the persons at
the address set forth below:
For COUNTY:
Telecommunications Program Manager
Department of Public Safety
150 Bush Boulevard
Sanford,Florida 32773
Tel: 407-665-1002
For AGENCY:
Captain, Support Services Division
City of Winter Springs Police Dept.
300 North Moss Road
Winter Springs,Florida 32708
Section 14. Modification or Amendment. No modification of this Agreement or any
Exhibit attached to this Agreement will be effective unless in writing, executed with the same
formalities as this Agreement is executed, except that either party may change its designated
point of contact for official notices under Section 13 in the manner described in Section 13
without the need for formal amendment of this Agreement.
Section 15. Binding Effect. This Agreement inures to the benefit of and is binding
upon the respective parties' successors and assigns. There are no third party beneficiaries to this
Agreement.
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Installation and Maintenance Interlocal Agreement
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Section 16. Assignment. Neither party may assign this Agreement or any reciprocal
financial obligations under this Agreement without the express written permission of the other
affected party.
Section 17. Dispute Resolution, Governing Law and Waiver of Jury Trial. Either
party to this Agreement may notify the other party that it wishes to commence formal dispute
resolution with respect to any unresolved problem under this Agreement. The parties agree to
submit the dispute to a Florida Bar Certified Circuit Court Civil Mediator for mediation, within
sixty(60)days following the date of this notice. In the event that any dispute cannot be resolved
by mediation, it may be filed as a civil action in the Circuit Court of the Eighteenth Judicial
Circuit of Florida, in and for Seminole County, Florida, which is the sole venue for any such
civil action. The parties further agree that any such action will be tried to the Court, and the
parties hereby waive the right to jury trial as to such action. The laws of the State of Florida
govern the validity, enforcement and interpretation of this Agreement.
Section 18. Severability. If any provision of this Agreement or the application of it to
any person or circumstance is held invalid, it is the intent of the parties that the invalidity will not
affect other provisions or applications of this Agreement, which can be given effect without the
invalid provision or application, and to this end the provisions of this Agreement are declared
severable,
Section 19. Headings and Captions. All headings and captions contained in this
Agreement are provided for convenience only, do not constitute a part of this Agreement, and
may not be used to define, describe,interpret, or construe any provision of this Agreement.
Section 20. Conditions Precedent. The parties represent each to the other that they
have done all things necessary as conditions precedent to the execution of this Agreement and
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that the persons whose signatures appear below have full legal authority to bind their respective
parties.
IN WITNESS WHEREOF, the parties have caused their respective representatives to
execute this Agreement on their behalf,on the date set forth below.
ATTES
T:-' CITY OF WINTER SPRINGS
,........... .......,....�, By:
�', Y" 4 k'd
, � _;... ,. � �
J w� f � LORENZO LUACES �..,ES � �� ayor
City Clerk
Date: October 9.....
2017
Approved as to form and
legal suff 0ll e .cy.
ANTHONY GARGANESE
City Attorney
[Balance of this page intentionally blank;signatory page continues on Page IL]
800 MHz P25 Communications Equipment
Installation and Maintenance Interlocal Agreement
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BOARD OF COUNTY COMMISSIONERS
ATTEST: SEMINOLE COUNTY,FLORIDA
. . ....... .. . ....... ......_...... a By.____ -----_--- ,_..��__.. ..
MARYANNE MORSE JOHN HORAN, Chairman
Clerk to the Board of
County Commissioners of
Seminole County,Florida. Date:,
For the use and reliance of As authorized for execution by the Board of
Seminole County only. County Commissioners at its
2016,regular meeting.
Approved as to form and
legal sufficiency.
County Attorney
DOS/dre
7/8/16
Attachments:
Exhibit A-Scope of Installation,De-installation and Repair Services
Exhibit B-Pricing Schedule
PAUsers\L.egal Secretary CSB\BITS&Information Services\P25 Radio Maintenance(Winter Springs).docx
800 MHz P25 Communications Equipment
Installation and Maintenance Interlocal Agreement
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SCHEDULEEXHIBIT B
PRICING
Monthl°% Service Fees:
Per Mobile Radio $14.30/month
Per Portable Radio $ 6.60/month
New Radio Installation Rates: Time/Hrs* Hourly Rate: $65.00
Boat 3 $195.00
Cruiser 4 $260.00
Dozer 6 $390.00
Engine 24 $1,560.00
Motorcycle 5 $325.00
Rescue 24 $1,560.00
Sedan 4 $260.00
Specialty(minimum time) 8 $520.00
SUN 4 $260.00
This is inclusive of UHF/VHF/800 MHz radios, Opticom systems, David Clark/FireCom intercom
systems, MDT systems, antennas,and relays.
Retrofit Radio Installation Rates: Time/Hrs* HourL,Rate: $65.00
Sedan 1 $65.00
SUV 1 $65.00
Cruiser 1 $65.00
Rescue 2 $130.00
Engine 2 $130.00
Specialty 2 $130..00
Boat 2 $130.00
Dozer 2 $130.00
Motorcycle 1 $65.00
Radio Bench Repair/Programming N/A $85.00
Note: Trunked Programming includes initial physical inspection of equipment,programming, template
validation and testing.
* All Time/Hrs are approximate. Labor will be billed at the Hourly Rate for the actual time expended
unless otherwise specified above.
800 MHz P 25 Communications Equipment
Installation and Maintenance Interlocal Agreement
11
From: Howanitz, Heather mailto:HHowanitzaseminolecountfLov]
Sent:Wednesday, September 27, 2017 3:48 PM
To: Geoff Marbes<gmarbes@winterspringsfl.org>
Cc: Oliveras,Tommy<tol„i„Ve„rasseminolecountfl. ov>; Blackwell,Janelle
<'blackwelI@seminolecountyfl.gov>
Subject: Draft Interlocal Agreement
Good afternoon.
Attached, please find the draft interlocal agreement for the City of Winter Springs. Please return the
signed original to us by Monday,October 16th so the agreement can be executed during the Board of
County Commissioners meeting October 24, 2017.
If you have any questions, please do not hesitate to contact us.
Thank you,
Nzabieta R Xowanui z
Program Specialist,Telecommunications
Office of Emergency Management
Seminole County Government
180 Eslinger Way
Sanford,Florida 32773
Phone: (407)665-1041
Fax: (407)665-1049
Website: www.seminolecountAI. ov_