HomeMy WebLinkAboutC2021-017 - 1/26/2021 - Approved DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
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SERVICE AGREEMENT NO. 3243
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Cellular Services
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THIS Cellular Services Agreement ("Agreement") is entered into by and between
the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Cellco
Partnership dba Verizon Wireless ("Contractor'), effective upon execution by the City
Manager or the City Manager's designee ("City Manager").
WHEREAS, Contractor has bid to provide Cellular Services in response to Request
for Bid/Proposal No. 3243 ("RFB/RFP"), which RFB/RFP includes the required scope of
work and all specifications and which RFB/RFP and the Contractor's bid or proposal
response, as applicable, are incorporated by reference in this Agreement as Exhibits 1
and 2, respectively, as if each were fully set out here in its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Cellular Services ("Services") in accordance with
the attached Scope of Work, as shown in Attachment A, the content of which is
incorporated by reference into this Agreement as if fully set out here in its entirety,
and in accordance with Exhibit 2.
2. Term. This Agreement is for three years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or the
Contracts and Procurement Department, or the performance date listed in the
notice to proceed, whichever is later. The parties may mutually extend the term
of this Agreement for up to zero additional zero-year periods ("Option Period(s)"),
provided, the parties do so by written amendment prior to the expiration of the
original term or the then-current Option Period. The City's extension authorization
must be executed by the City Manager or designee.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$1 ,242,409.32, subject to approved extensions and changes. Payment will be
made for Services completed and accepted by the City within 30 days of
acceptance, subject to receipt of an acceptable invoice. Contractor shall
invoice no more frequently than once per month. All pricing must be in
accordance with the attached Bid/Pricing Schedule, as shown in Attachment B,
the content of which is incorporated by reference into this Agreement as if fully
set out here in its entirety. Any amount not expended during the initial term or any
option period may, at the City's discretion, be allocated for use in the next option
period.
Invoices will be mailed to the following address with a copy provided to the
Contract Administrator:
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Approved as to Legal Form December 15, 2020
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City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
4. Contract Administrator. The Contract Administrator designated by the City is
responsible for approval of all phases of performance and operations under this
Agreement, including deductions for non-performance and authorizations for
payment. The City's Contract Administrator for this Agreement is as follows:
Frank De Los Santos
Information Technology Department
(361 ) 826-3047
FrankD@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance ("COI"), as proof of the required insurance
coverages, to the City's Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days'
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond's terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
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Approved as to Legal Form December 15, 2020
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7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item's
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City's invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City's actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City's product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City's City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
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Approved as to Legal Form December 15, 2020
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12. Subcontractors. In performing the Services, the Contractor will not enter into
subcontracts or utilize the services of subcontractors.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Frank De Los Santos
IT Business Operations Manager
1201 Leopard St., Corpus Christi, TX 78401
Phone: (361 ) 826-3047
Fax: n/a
IF TO CONTRACTOR:
Cellco Partnership dba Verizon Wireless
Attn: Carlos Zavala
Major Account Manager-Gov
2019-A South 10th Street, McAllen, TX 78503
Phone: (956) 483-9613
Fax: (240) 280-3686
17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND
THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND
AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY,
LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES,
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WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE,
INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT
OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH
COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City Manager may terminate this Agreement for Contractor's failure to
comply with any of the terms of this Agreement. The Contract Administrator must
give the Contractor written notice of the breach and set out a reasonable
opportunity to cure. If the Contractor has not cured within the cure period, the
City Manager may terminate this Agreement immediately thereafter.
(B) Alternatively, the City Manager may terminate this Agreement for
convenience upon 30 days advance written notice to the Contractor. The City
Manager may also terminate this Agreement upon 24 hours written notice to the
Contractor for failure to pay or provide proof of payment of taxes as set out in this
Agreement.
19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner's manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
20. Limitation of Liability. The City's maximum liability under this Agreement is limited
to the total amount of compensation listed in Section 3 of this Agreement. In no
event shall the City be liable for incidental, consequential or special damages.
21. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
Contractor is of the essence of this Agreement, and the City Manager's right to
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Approved as to Legal Form December 15, 2020
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withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
22. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor affect those portions of this Agreement that are valid, but this
Agreement shall be construed and enforced in all respects as if the invalid or
unenforceable provision or part had been omitted.
23. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1 ); then,
D. the Contractor's bid response (Exhibit 2).
24. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 "Certificate of Interested Parties" as part of this Agreement if required
by said statute.
25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. The applicable law for any legal disputes
arising out of this Agreement is the law of the State of Texas, and such form and
venue for such disputes is the appropriate district, county, or justice court in and
for Nueces County, Texas.
26. Public Information Act Requirements. This paragraph applies only to agreements
that have a stated expenditure of at least $1 ,000,000 or that result in the
expenditure of at least $1 ,000,000 by the City. The requirements of Subchapter J,
Chapter 552, Government Code, may apply to this contract and the Contractor
agrees that the contract can be terminated if the Contractor knowingly or
intentionally fails to comply with a requirement of that subchapter.
27. Entire Agreement. This Agreement constitutes the entire agreement between the
parties concerning the subject matter of this Agreement and supersedes all prior
negotiations, arrangements, agreements and understandings, either oral or
written, between the parties.
Service Agreement Standard Form Page 6 of 7
Approved as to Legal Form December 15, 2020
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
CONTRACTOR
DocuSigned by:
Signature: [_LXX (,6 Ma"
CD86E5219D09460...
Printed Name. Todd Locci sano
M2021-010 Authorized By
Title: vice President-contracting (WLS)
Date- 12/23/2020
Council 01/26/2021
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CITY OF CORPUS CHRISTI
DocuSigned by:
CA,`,
JosFhD5CWrE nfey
Interim Assistant Director, Contracts and Procurement ATTEST:
DocuSigned by:
Date: 1/27/2021 Huftu
37A77B20D51917D...
Rebecca Huerta
Attached and Incorporated by Reference: City Secretary
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1 : RFB/RFP No. 3243
Exhibit 2: Contractor's Bid/Proposal Response
Service Agreement Standard Form Page 7 of 7
Approved as to Legal Form December 15, 2020
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
Attachment A: Scope of Work
1.1. General Requirements
The Contractor will be the provider of wireless telecommunications for the City of
Corpus Christi employees, including mobile hotspots for laptop computers, cellular-
enabled tablets, SIM only devices, mobile routers, voice-only/standard cellular
phones and data/smartphones.
1.2. Scope of Work
A. The Contractor shall provide 4G or 5G network coverage or a mixture of 4G or
5G. All services and data need to be provided in at least 98% of the licensed
subscribers areas.
B. All service plans shall minimally include:
1 . Nationwide voice service coverage and common rate plans
2. Unlimited talk, text and data
3. Mobile-to-mobile and mobile-to-fixed line
4. No domestic long-distance charges
5. No domestic roaming charges
6. Three-way calling
7. Caller ID
8. Call Waiting
9. Voice Mail
10.Text messaging
C. The Contractor shall have a dedicated account manager who will serve as
the main point of contact between the City and the Contractor.
1.3. Invoicing
A. Invoices shall be provided in an electronic Excel format by department and
phone number.
B. Invoices shall be summariezed by department, in addition to the detailed billing.
C. Credit memos shall be issued by department in total, in addition to the detailed
billing.
RFP Template 06.17.19 Page 16 of 25
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
D. Billing shall be the first of every month.
1.4. Special Instructions
A. The Contractor shall provide a buy back program for existing cell phones,
hotspots and tablets.
B. There is a requirement for Static IP addresses to remain the same for the Public
Safety group.
RFP Template 06.17.19 Page 17 of 25
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
Attachment B: Bid/Pricing Schedule
e City of Corpus Christi
Pricing Form '
CONTRACTS AND PROCUREMENT DEPARTMENT
RFP No. 3243
IsS�
Cellular Services
PAGE
1 OF 1
DATE: November 13, 2020 DocuSigned by:
Cellco Partnership d/b/a Verizon Wireless (hwsa"
�D&fiFS919am4an
PROPOSER AUTHORIZED SIGNATURE
Todd Loccisano, VP - Contract Management
1. Refer to "Instructions to Proposers" and Contract Terms and Conditions before
completing proposal.
2. Provide your best price for each item.
3. In submitting this proposal, Proposer certifies that:
a. the prices in this proposal have been arrived at independently, without
consultation, communication, or agreement with any other Proposer or
competitor, for the purpose of restricting competition with regard to prices;
b. Proposer is an Equal Opportunity Employer; and the Disclosure of Interest
information on file with City's Contracts and Procurement office, pursuant to the
Code of Ordinances, is current and true.
c. Proposer has incorporated any changes issue through Addenda to the RFP in
this pricing.
Item Description Unit Quantity Price Total Price
Hardware
1 Cell Phones: (a)Samsung Galaxy S10e* EA 863 a (a)$0.00*
b iPhone XR* (b)$0.00* (b)$0.00*
Service
2 Cellular Service —2 gigs** MO 36 $50.05/Mo.per $1,801.80/Device**
device**
3 Cellular Service —3 gigs*** MO 36 $57.75/Mo.per 2,079.00/Device***
dp\lmrp***
4 Cellular Service — unlimited **** MO 36 $39.99/Mo.per $1,439.64/Device****
****
Total $1,242,409.32
*See Exhibit for details on devices offered at no charge. E"!
**See Exhibit for 2 GB Flexible Business Plans for Basic&Smartphones; Monthly Access Fee less discount
***See Exhibit for details on 4 GB Flexible Business Plans for Basic&Smartphones; Monthly Access Fee less discount
****See Exhibit for details on Custom 4G Unlimited Smartphone Plan with Mobile Broadband Priority and Preemption for
National Security, Public Safety, and First Responders; Monthly Access Fee
Our proposed pricing cannot be completely and accurately reflected in the spreadsheet format you have provided.
Accordingly, please refer to the attached Exhibit contained in our proposal for details.
Addendum No. 1 Page 6 of 6 Verizon Price Proposal Page 1
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
Attachment C: Insurance and Bond Requirements
A. CONTRACTOR'S LIABILITY INSURANCE
1 . Contractor must not commence work under this agreement until all insurance
required has been obtained and such insurance has been approved by the City.
Contractor must not allow any subcontractor Agency to commence work until all
similar insurance required of any subcontractor Agency has been obtained.
2. Contractor must furnish to the City's Risk Manager and Contract Administer one (1)
copy of Certificates of Insurance (COI) with applicable policy endorsements showing
the following minimum coverage by an insurance company(s) acceptable to the
City's Risk Manager. The City must be listed as an additional insured on the General
liability and Auto Liability policies by endorsement, and a waiver of subrogation is
required on all applicable policies. Endorsements must be provided with COI. Project
name and or number must be listed in Description Box of COI.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-written day notice of cancellation, Bodily Injury and Property Damage
required on all certificates or by Per occurrence - aggregate
applicable policy endorsements
Commercial General Liability $1 ,000,000 Per Occurrence
Including:
1 . Commercial Broad Form
2. Premises - Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
3. In the event of accidents of any kind related to this agreement, Contractor must
furnish the Risk Manager with copies of all reports of any accidents within 10 days of
the accident.
B. ADDITIONAL REQUIREMENTS
1 . Applicable for paid employees, Contractor must obtain workers' compensation
coverage through a licensed insurance company. The coverage must be written on
a policy and endorsements approved by the Texas Department of Insurance. The
workers' compensation coverage provided must be in an amount sufficient to assure
that all workers' compensation obligations incurred by the Contractor will be
promptly met.
2. Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor's sole expense, insurance
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
coverage written on an occurrence basis, by companies authorized and admitted
to do business in the State of Texas and with an A.M. Best's rating of no less than A-
VII.
3. Contractor shall be required to submit a copy of the replacement certificate of
insurance to City at the address provided below within 10 days of the requested
change. Contractor shall pay any costs incurred resulting from said changes. All
notices under this Article shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
4. Contractor agrees that with respect to the above required insurance, all insurance
policies are to contain or be endorsed to contain the following required provisions:
• List the City and its officers, officials, employees, volunteers, and elected
representatives as additional insured by endorsement, as respects operations,
completed operation and activities of, or on behalf of, the named insured
performed under contract with the City, with the exception of the workers'
compensation policy;
• Provide for an endorsement that the "other insurance" clause shall not apply to the
City of Corpus Christi where the City is an additional insured shown on the policy;
• Workers' compensation and employers' liability policies will provide a waiver of
subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City of any
suspension, cancellation, non-renewal or material change in coverage, and not less
than ten (10) calendar days advance written notice for nonpayment of premium.
5. Within five (5) calendar days of a suspension, cancellation, or non-renewal of
coverage, Contractor shall provide a replacement Certificate of Insurance and
applicable endorsements to City. City shall have the option to suspend Contractor's
performance should there be a lapse in coverage at any time during this contract.
Failure to provide and to maintain the required insurance shall constitute a material
breach of this contract.
6. In addition to any other remedies the City may have upon Contractor's failure to
provide and maintain any insurance or policy endorsements to the extent and within
the time herein required, the City shall have the right to order Contractor to remove
the exhibit hereunder, and/or withhold any payment(s) if any, which become due
to Contractor hereunder until Contractor demonstrates compliance with the
requirements hereof.
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
7. Nothing herein contained shall be construed as limiting in any way the extent to
which Contractor may be held responsible for payments of damages to persons or
property resulting from Contractor's or its subcontractor's performance of the work
covered under this agreement.
8. It is agreed that Contractor's insurance shall be deemed primary and non-
contributory with respect to any insurance or self insurance carried by the City of
Corpus Christi for liability arising out of operations under this agreement.
9. It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this agreement.
2020 Insurance Requirements
Ins. Req. Exhibit 4-D
Contracts for General Services -Services Performed Offsite
06/08/2020 Risk Management- Legal Dept.
DocuSign Envelope ID:A2CD3F84-87ED-481 B-8A5E-FBBA41 B2330E
Attachment D: Warranty Requirement
Warranty is not required for this service agreement; therefore, Section
8 Warranty, subsection 8(A) and 8(B) are null and void.
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