managed telecommunications maintenance … telecommunications maintenance services rfp ... plans to...

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TABLE OF CONTENTS

PART I – GENERAL INFORMATION .................................................................................................. 3

1.0 GENERAL INFORMATION ................................................................................................................ 3 2.0 PROJECT DESCRIPTION ................................................................................................................. 3 3.0 SOLICITATION SCHEDULE .............................................................................................................. 4

PART II – SCOPE OF SERVICES ......................................................................................................... 5

4.0 SCOPE OF SERVICES ..................................................................................................................... 5 5.0 SECURITY AND BADGING .............................................................................................................. 15

PART III – MINIMUM PERSONNEL QUALIFICATIONS .................................................................... 16

6.0 PERSONNEL .................................................................................................................................... 16 7.0 MINIMUM PERSONNEL REQUIREMENTS ..................................................................................... 16 8.0 PERFORMANCE/TECHNICAL REQUIREMENTS ............................................................................ 22

PART IV – EVALUATION AND SCORING PROCESS ....................................................................... 24

9.0 EVALUATION AND SCORING PROCESS ....................................................................................... 24 10.0 EVALUATION CRITERIA .................................................................................................................. 24

PART V – SUBMISSION OF PROPOSAL .......................................................................................... 27

11.0 INSTRUCTIONS FOR SUBMISSION ............................................................................................... 27 12.0 SUBMISSION REQUIREMENTS ...................................................................................................... 28

Part VI – SPECIAL CONDITIONS ....................................................................................................... 32

13.0 NO CONTACT PERIOD .................................................................................................................... 32 14.0 GUIDANCE ....................................................................................................................................... 32 15.0 EQUAL OPPORTUNITY EMPLOYMENT ......................................................................................... 32 16.0 MINORITY AND WOMAN BUSINESS ENTERPRISES (MWBE) ...................................................... 32 17.0 PROTESTS ...................................................................................................................................... 33

PART VII – INSTRUCTIONS TO RESPONDENTS ............................................................................. 34

18.0 PRE-PROPOSAL CONFERENCE .................................................................................................... 34 19.0 ADDITIONAL INFORMATION AND SPECIFICATION CHANGES .................................................... 34 20.0 LETTER(S) OF CLARIFICATION ..................................................................................................... 34 21.0 EXAMINATION OF DOCUMENTS AND REQUIREMENTS .............................................................. 34 22.0 EXCEPTIONS TO TERMS AND CONDITIONS ................................................................................ 34 23.0 POST-PROPOSAL DISCUSSIONS WITH RESPONDENT(S) .......................................................... 34

PART VIII – CITY REQUIRED FORMS ............................................................................................... 36

24.0 REQUIRED FORMS TO BE SUBMITTED WITH PROPOSAL. ......................................................... 36 25.0 REQUIRED FORMS SHALL BE SUPPLIED TO THE RECOMMENDED VENDOR. ........................ 36

EXHIBITS ............................................................................................................................................ 37

Attachment I – Sample Contract ....................................................................................................... 57

Attachment II - Proposal Checklist ................................................................................................... 58

Attachment III – Current Equipment List/Locations ........................................................................ 59

Managed Telecommunications Maintenance Services RFP No.: HBW-MTMS-2016-031

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Attachment IV – Current Avaya CS1000 Port Counts ..................................................................... 60

Attachment V - Current Houston Airport System Topology ........................................................... 61

Attachment VI - Houston Airport System Acronyms ...................................................................... 62

26.0 AIRPORTS AND TERMINALS .......................................................................................................... 62 27.0 GOVERNMENT ORGANIZATIONS .................................................................................................. 62 28.0 AIRPORT GROUPS ......................................................................................................................... 63 29.0 MAJOR AIRLINES ............................................................................................................................ 63 30.0 OTHER ............................................................................................................................................. 63

Attachment VII – Pricing Worksheets .............................................................................................. 65

Attachment VIII – Sample Spare Parts Lists .................................................................................... 74

Managed Telecommunications Maintenance Services RFP NO.: HBW-MTMS-2016-031


PART I – GENERAL INFORMATION

1.0 General Information 1.1.1 The City of Houston (City), Houston Airport System (HAS), invites interested firms to submit

Proposals to provide Managed Telecommunication Maintenance Services (MTMS) for the City of Houston’s three airports and related properties.

1.1.2 Background 1.1.3 The Houston Airport System (HAS) operates the City of Houston's three major airports:

George Bush Intercontinental Airport/Houston (IAH); William P. Hobby Airport (HOU), and Ellington Airport (EFD). Management of the Airport system includes coordination with FAA, air carriers, and other Federal and State agencies to maintain the highest standards of service and safety to Airport patrons. Communications serves a vital role in the efficient operation of the Houston Airport System. First-class communications capability is essential for safety and uninterrupted Airport operations.

2.0 Project Description 2.1.1 The Houston Airport System’s Avaya solution currently installed consists of three (3) Avaya

CS 1000 systems, multiple fiber and carrier remotes, one (1) Call Pilot Centralized Voice Mail System, one (1) Avaya Aura Contact Center HA system and a mix of IP and TDM handsets which consists of Avaya, Cisco, as well as various third party devices such as Ceeco, Talk-a-Phone, Polycom, Cortelco, etc.

2.1.2 Also installed are two (2) Cisco BE 6000 which are currently being used as a pilot with Cisco telephones, Cisco Unified Communications Jabber, IM & Presence, Video and Unity Voicemail. The Cisco platform is currently utilizing dial plan from the existing Avaya system.

2.1.3 All ancillary equipment related or connected to the operation of the telephone systems include but are not limited to: Crash Phone System components, Stand Alone Valcom Paging Systems, various media convertors, Call Accounting Server/Application, Spok 911 Servers/Site Alert, NICE IP Recording, and Music-on-hold interface, as well as battery backup and UPS Systems for CS1000, fiber and carrier remotes.

2.1.4 See “Attachment III, Current Equipment List/Locations” for Avaya and Cisco equipment and locations.

2.1.5 See “Attachment IV, Current Avaya CS1000 Port Counts” for Avaya CS1000 port counts and locations.

2.1.6 See “Attachment V, Houston Airport System Telecom Topology” for HAS topology map.

2.1.7 The Houston Airport System plans to replace the on- premise Cisco BE6000 servers with (2) BE7000 servers, replace Avaya Centralized Call Pilot with Cisco Unity Connection which will support approximately 1250 HAS end users and replace Avaya Aura Contact Center with Cisco UCCX, which supports approximately 75 call center agents.

2.1.8 The Houston Airport System plans to migrate the current Avaya analog, digital and IP platform to Cisco which will be a phased approach deploying Cisco IP telephones, Unified Communications such as Jabber, IM & Presence, etc. to end users.


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3.0 Solicitation Schedule 3.1.1 Listed below are the important dates for this Request for Proposal (RFP).

Description Scheduled Date

Advertisement of Solicitation 8/26/16

Pre-Proposal Conference 9/06/16

Deadline for Questions 9/09/16

Letter of Clarification(s) Posted on HAS Website 9/16/16

Proposal Due 9/29/16

Evaluation/Scoring Sessions 10/04/16

Presentations/Interviews (if necessary) 10/11/16

Final Evaluation/Scoring Sessions (if necessary) 10/13/16

City Council Approval 12/07/16

REMAINING PORTION OF THIS PAGE INTENTIONALLY LEFT BLANK



PART II – SCOPE OF SERVICES

4.0 Scope of Services 4.1.1 The successful Respondent will be responsible for planning, design and implementation of

phased Cisco systems upgrade and deployment.

4.1.2 Crash Phone system replacement has not been determined for the (4) Aircraft Rescue Fire Fighting (ARFF) stations as well as replacement for the current 911/E911 system.

4.1.3 Currently, the HAS system consists of a networked dial plan between the three CS1000 systems which supports the existing Cisco solution.

4.1.4 Avaya Platinum Partner and Cisco Gold Partner Services 4.1.5 It is preferred that Respondent presently holds the Avaya Platinum and Cisco Gold

certifications. This will be considered in proposal evaluation.

4.1.6 System Maintenance Services for Telecommunications 4.1.7 The Respondent’s proposed support solution must include the following components

includes but is not limited to:

4.1.8 System Maintenance Services/Support

4.1.8.1 Perform Avaya/Cisco System Maintenance.

4.1.8.2 Preventive Maintenance.

4.1.8.3 Remedial Maintenance.

4.1.8.4 Moves, Adds, and Changes – Avaya/Cisco.

4.1.8.5 Cisco Unified Communications, i.e., Jabber, IM & Presence, Video.

4.1.8.6 Voice Mail Administration & Maintenance.

4.1.8.7 Contact Center Administration & Maintenance.

4.1.8.8 Avaya/Cisco Network Fault Management & Performance Monitoring

4.1.8.9 Purchase of Avaya CS1000 Basic Pass to include support and administration of support contract.

4.1.8.10 Purchase Cisco Smart Net to include support and administration of support contract.

4.1.8.11 Carrier Management and cross connect connectivity.

4.1.8.12 All other connectivity responsibilities.

4.1.8.13 Avaya/Cisco Auditing Reports

4.1.8.14 Quarterly System Inventory.

4.1.8.15 Quarterly Off-Site system backups.

4.1.8.16 Quarterly Notification of manufacturer discontinued equipment and EOL.

4.1.8.17 Bi-Annual Traffic Analysis.

4.1.8.18 Battery Maintenance and Replacement.

4.1.9 Avaya and Cisco System Auditing Tool 4.1.10 The Respondent shall include the System Audit procedures as part of their Proposal

submittal.

4.1.11 The Respondent shall be required to perform quarterly system audit on all Avaya PBX/Cisco


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systems by using intelligent data gathering techniques that result in full bay-face layouts, hardware and software inventory, and “End-of-Life” analysis. These results shall be submitted to the HAS Director and/or his designee subsequent to the audit.

4.1.12 Features of the system audit shall include, but are not limited to:

4.1.12.1 Detailed Equipment Maps.

4.1.12.2 Port counts organized by cabinet and gateway.

4.1.12.3 Complete inventory of software packages and installed hardware with card types and vintage information.

4.1.12.4 “Action Items” highlighting service improvement opportunities and capacity issues.

4.1.12.5 Identify End-of-Life (“EOL”) and other unsupported telecom equipment.

4.1.12.6 Off-site system Backup services for communication system configuration.

4.1.12.7 Bi-Annual Traffic Analysis which includes trunking analysis, performance and usage reports.

4.1.13 Preventative Maintenance Services (PM) 4.1.14 The Contractor shall be required to perform preventative maintenance (PM) on the

Telecommunication Systems daily in accordance with standards and procedures recommended by the original equipment manufacturer ("OEM") as required for keeping the System in a First Class Condition.

4.1.15 The Preventative maintenance services shall include, but not be limited to, the following:

4.1.15.1 The Contractor’s PM shall include all procedures designed to reduce product failure and extend useful product life. The successful Respondent shall be required to submit PM procedures, itemized by task, schedule, and report format for approval by the Director and/or his designee prior to the start date.

4.1.15.2 The Contractor's PM shall include all supplies, parts (including replacement sub component parts, labor, and incidentals required to prevent the occurrence of an internal or external System failure. PM shall include, but not be limited to, replacing worn, damaged, or destroyed parts; inspecting, testing, cleaning and adjusting system components as necessary to maintain a fully operational system.

4.1.15.3 Weekly backups of telecommunications systems and supporting servers, i.e., voicemail, contact center, and signaling servers.

4.1.15.4 Review historical archives for any bugs and/or error codes, apply patches and clean filters as needed.

4.1.15.5 The Contractor’s PM shall also include any software/database management required to keep memory or disk storage at optimum levels.

4.1.15.6 The Contractor shall be responsible for testing Avaya CS1000, Avaya Fiber and Carrier remote batteries for the back-up power system in accordance with standards, procedures and frequencies recommended by Avaya. Any batteries not meeting the required specifications shall be replaced by and at the expense of the Contractor. The successful Respondent shall submit a PM schedule for battery testing to include quarterly battery inspections and annual battery testing.

4.1.15.7 The Contractor shall be required to submit completed PM reports to the Director and/or his designee within five (5) working days of completing PM activity.

4.1.15.8 All components shall be routinely examined at least once each week and replaced immediately if found defective.


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4.1.15.9 All service-affecting preventative maintenance shall be conducted and scheduled with HAS personnel designated by the Director and/or his designee in advance. The successful Respondent shall be required to notify HAS personnel designated by the Director and/or his designee in writing of planned Preventive Maintenance schedules which will require approval from HAS Change Management team in advance.

4.1.16 Remedial Maintenance (RM) Services 4.1.17 Remedial Maintenance (RM) applies whether or not there is actually an outage and whether

or not any outage involved is caused by an internal failure. HAS requires continuous telecommunications capability for ongoing operations.

4.1.18 Accordingly, whenever HAS places a trouble call to the Contractor, or when the Contractor receives an alarm directly from the system(s) or Contractor’s Technical Assistance Center, the Contractor shall respond in an appropriate manner, dispatching the Contractor’s maintenance personnel to arrive at the premises with their tools and spare parts within the appropriate time period specified in Response Times. Please see item “4.1.30 Response Times” of this section.

4.1.19 If an outage is caused by internal failure, the Contractor shall perform RM to correct internal failures and return the System to full operating condition. (If temporary replacement of a component is made, permanent repairs or replacement shall be completed as soon as possible thereafter). Once the Contractor begins major on-site corrective maintenance, it shall continue uninterrupted as long as reasonable progress, as determined by the Director and/or his designee, is being made until the System is operational.

4.1.20 If an outage is not caused by an internal failure, or if there is no outage at all, RM shall be completed when the Director and/or his designee accepts completed work to repair the defect. This work may be a System diagnosis and report. The Director and/or his designee will promptly confirm HAS acceptance in writing.

4.1.21 Alarm Monitoring 4.1.22 The Contractor shall be required to perform Alarm Monitoring 24/7 for the supported devices

using management tools to help raise awareness of specific events that have the potential to cause a significant adverse impact to business operations.

4.1.23 The system shall be capable of tracking all events related to service requirements and provide progressive management escalation based on the agreed service levels until resolved. The contractor shall utilize this system to perform root cause analysis to:

4.1.23.1 Identify the cause of all sub-standard performance events.

4.1.23.2 Take corrective action.

4.1.23.3 Provide HAS electronic text message or email with each alarm and a monthly report detailing the cause.

4.1.23.4 Specify steps taken to preclude such events in the future.

4.1.24 Carrier Management 4.1.25 The Contractor’s On-Site Technicians will work with carrier service providers or other service

providers on behalf of HAS to resolve service issues, to include, but not limited to:

4.1.25.1 Maintain a list of carrier providers and other service providers and their contact information.

4.1.25.2 Immediately engage the carrier service provider or other service provider upon determination of the cause of the incident.

4.1.25.3 Provide updates from the carrier service provider or other service provider including


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tracking information and estimated time of response.

4.1.25.4 Escalate to carrier service providers or other service provider when required to meet the SLA.

4.1.25.5 Activate appropriate emergency response plan as directed by the Director and/or his designee.

4.1.25.6 Report troubles 24/7 for all carrier outages only.

4.1.26 Move, Add, Change (MAC) 4.1.27 The Contractor shall be responsible for, but not necessarily limited to the following MAC

items:

4.1.27.1 Individual and Group telephone moves.

4.1.27.2 Installing new telephones and associated cross connects and programming to make operational.

4.1.27.3 Removing existing telephones.

4.1.27.4 Modify existing Avaya/Cisco database by certified personnel trained in System Administration, including, but not limited to:

4.1.27.4.1 Set-based feature changes including analog, digital and IP phones.

4.1.27.4.2 Cisco Unified Communications.

4.1.27.4.3 Automatic Call Distribution (ACD).

4.1.27.4.4 Avaya Contact Center Manager Administration and Scripting.

4.1.27.4.5 Cisco UCCX Administration and Scripting.

4.1.27.4.6 Group Call configuration for Crash and Breach phone system.

4.1.27.4.7 Interpreting and changing Systems Configuration definitions for system hardware and software parameters.

4.1.27.4.8 System Speed Call feature for abbreviated dialing.

4.1.27.4.9 Configure or change Customer Data Block capabilities.

4.1.27.4.10 Tenant Service.

4.1.27.4.11 Paging access.

4.1.27.4.12 Trunk Administration, including Analog, DTV/PRI transmission, SIP, Foreign Exchange Trunks, Fiber Intergroup Switching and ISDN Calling Line ID enhancements.

4.1.27.4.13 Maintain Multi-Site Numbering Plan or modify/design new numbering plan.

4.1.27.4.14 Trunk Access Restriction (TARG).

4.1.27.4.15 Trunk Group Access Restriction (TGAR).

4.1.27.4.16 Authorization Codes.

4.1.27.4.17 Network Alternate Routing Selection (BARS/NARS).

4.1.27.4.18 Coordinated Dialing Plan.

4.1.27.4.19 Call Details.

4.1.27.4.20 Music Broadcast.

4.1.27.4.21 Recorded Announcement (RAN).


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4.1.27.4.22 Call Pilot Voice Mail user administration.

4.1.27.4.23 Voice Mail Remote Notification assignments and schedule.

4.1.27.4.24 Voice Mail Network and Access administration.

4.1.27.4.25 Cisco Unity Connection administration.

4.1.27.4.26 Signaling Server/NRS Database.

4.1.27.4.27 911 Emergency Services Administration (ESA).

4.1.27.4.28 Carrier MAC’s.

4.1.28 System Connectivity 4.1.29 The Contractor shall be responsible for maintaining the existing System connectivity as well

as for maintaining connectivity to ancillary transmission equipment, non-switching equipment, and data equipment, although such connectivity may not be directly related to the Telecommunications System.

4.1.30 Response Times 4.1.31 The Contractor shall respond to all Emergency or Urgent Service Requests within the

following Response Times. The determination of the request classification shall be in the sole judgment of the Director and/or designee.

4.1.32 Software Upgrades/Updates 4.1.33 Software upgrades and patches to the Avaya/Cisco Telecommunications System shall be

implemented at the direction of HAS. The Contractor will be required to ensure all Avaya/Cisco Telecommunications Systems are up to date with the manufacturer’s latest release of any software upgrade/update, security patches as well as the operating systems. The Contractor shall propose change management request to include schedule of work to be performed for HAS Change Management team for review and approval before proceeding.

Service Classification (not to exceed) Time to Respond Remotely

Time to Respond On Site

Time to Restore

Major Failure during Normal Business Hours 15 minutes 30 minutes 4 hours Minor or Non Critical Failure during Normal Business hours 30 minutes 1 hour 6 hours

Major Failure after Normal Business Hours 30 minutes 2 hours 4 hours

Minor Failure after Normal Business Hours 2 hours 4 hours 8 hours

Non-Critical after Normal Business Hours 4 hours 6 hours 24 hours

HAS Business Hours Work Order SLA's or as prioritized by Director and/or designeeEmergency - ASAPHigh - Break Fix - 1 Business DayNormal - MAC's - 5 Business Days


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4.1.34 Equipment, Parts, Materials, and Instruments 4.1.35 The Contractor shall furnish a Manufacturer's price list (where applicable) for all

Avaya/Cisco hardware/software components, in additions to IP and TDM telephone sets, gateways, all universal analog and ancillary equipment in the Contractor's inventory generally used in conjunction with Avaya CS1000 and /or Cisco platforms. All price changes are subject to Director and/or designee approval.

4.1.36 The Contractor shall provide a list of all hardware, software and professional services expected to be purchased under the Agreement. Example: Cisco SmartNet, Cisco/Avaya Phones, Professional services, etc.

4.1.37 The Contractor must develop a spare parts inventory sufficient to maintain the highest levels of performance and maintain uninterrupted services at the airports, the On-Site Spares List Maintenance. The Contractor shall be responsible for determining additional requirements for each location to ensure SLA’s are met for Preventive Maintenance and Remedial Maintenance.

4.1.38 All equipment, parts, and/or components replaced or newly installed in the Avaya/Cisco telecommunications system by the Contractor shall be factory new and free of defects in title, materials and workmanship at the time of their delivery and installation. Each component of the telecommunications system shall conform to the specifications published by the manufacturer of the component. HAS reserves the right to request or permit the substitution of rebuilt or reconditioned parts, but such substitutions will not be used without the prior express written consent of the Director and/or designee.

4.1.39 In addition to any other warranty provisions, at any time during the Term of the Agreement or any extensions thereto, if a specific part or component requires in excess of three (3) maintenance calls within one (1) month, the Contractor shall replace the defective part or component at Contractor's expense.

4.1.40 Equipment, Parts, Materials, and Instruments Pricing 4.1.41 All equipment, parts, supplies, and instruments required to complete all Preventive and

Remedial Maintenance for Basic Services for any newly installed Contractor supplied item, are to be provided at no additional cost to HAS/City.

4.1.42 Preventive and Remedial Maintenance are included in the Basic Services Maintenance Per-Port Agreement portion of this Agreement. No additional amounts will be paid to the Contractor for any parts, supplies, or equipment used for Preventive or Remedial Maintenance of the telecommunications system.

4.1.43 Throughout the term of the contract the Respondent shall base pricing upon the manufacturer’s current price list at the time of the proposed purchase. Contractor must supply current manufacturer price list(s) if applicable – or links to the manufacturer’s published lists.

4.1.44 Prices for equipment, parts, and supplies, which may be required for authorized Other/Work Services Requests, for which prices are not otherwise established herein, shall be based on either Contractor’s percentage of manufacturer’s discount or mark-up proposed by Contractor shall be based on Contractor's percentage of discount or mark-up percentage as stipulated in “Attachment VII, Pricing Worksheets,” as applied to the current price list(s) of the manufacturer's listed below to include but not limited to:

4.1.45 Avaya (Nortel)

4.1.45.1 ____% Discount off of Avaya list price for PBX equipment, including core, equipment , IPE modules, station and trunk cards and similar hardware, software, TDM and IP Telephones, PBX cables, DC power equipment, license, hardware/software supporting Call Pilot and Avaya Aura Contact Center, etc.


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4.1.46 Cisco

4.1.46.1 ____% Discount off of Cisco list price for hardware, software, gateways, telephone sets, video conferencing hardware/software components, etc.

4.1.47 Ceeco

4.1.47.1 ____% Discount off of Ceeco list price for hardware, software, components, and accessories.

4.1.48 Polycom

4.1.48.1 ____% Discount off of Polycom list price for hardware, software, components, and accessories.

4.1.49 Talk-A-Phone

4.1.49.1 ____% Discount off of Talk-A-Phone list price for hardware, software, components, and accessories.

4.1.50 Commscope

4.1.50.1 ____% Discount off of Commscope list price for hardware, software, components, and accessories.

4.1.51 OTHER WORK/SERVICES 4.1.52 Within the general scope of the Agreement, Other Work/Services may be required for

systems, equipment, and video conferencing to meet desired conditions and/or services not covered in the Basic Services of the Agreement. Other Work/Services shall be performed in accordance with all provisions of the Agreement plus any special provisions issued with authorization for work that are consistent with this Agreement. Other Work/Services shall be provided by Contractor on an "as needed" basis and then, only after receipt of a written Other Work/Services Request ("OSR"), signed by the Director and/or designee.

4.1.53 Other/Work Services include, but are not limited to, the following:

4.1.53.1 Optional Upgrades/Modifications.

4.1.53.2 Additional telephones and/or software phones as needed for replacements and expansion.

4.1.53.3 New software upgrades not included in the Agreement.

4.1.53.4 License/Hardware to support new telephones and features.

4.1.53.5 Peripheral Upgrades/Modifications.

4.1.53.6 Video Conferencing equipment such as codec, software, license, cameras, services and labor, etc.

4.1.53.7 Cabling materials and services for voice, data, and video devices.

4.1.53.8 Repair or replace components damaged by vandalism, force majeure, or other third parties as determined by the Director and/or designee.

4.1.54 In response to any such written notice, the Contractor shall provide the Director and/or designee with a written proposal within five (5) business days of receipt of the notice. Such proposal shall include, but not be limited to, a description of the services to be performed, applicable labor rates, estimated labor hours, performance schedule, total estimated cost which should include Contractor’s manufacturer discounts or % markup and any other requirements set forth in the Director and/or designee 's written notice to Respondent.

4.1.55 Emergency Service Requests 4.1.56 For Emergency Service Requests issued after Normal Business Hours (8:00 a.m. to 5:00


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p.m.), Contractor may perform Other Work/Services upon the verbal approval of the Director and/or designee. However, as soon as it is reasonably practical thereafter, HAS shall issue within one business day a written OSR relating to the verbal Emergency Service Request.

4.1.57 Other Service Request (OSR) Forms 4.1.58 With the exception of Emergency Service Requests issued after Normal Business Hours, or

Urgent Service Requests, where a request may be verbal and followed immediately in writing, all requests for Other Work/Services will be in writing in a form provided by the Director and/or designee and signed by the Director and/or designee or designated representative.

4.1.59 Other Work/Service Labor Compensation Limits 4.1.60 The Respondent may be compensated for labor under the Other Work/Services’ rate

schedule for MAC's, only when the on-site technician's workload is such that the work cannot be completed during Normal Business Hours and an additional technician(s) is required or when the work is performed after Normal Business Hours. Additional compensation for labor must be approved in writing in advance of work being performed with the only exception being emergency services as described above.

4.1.61 Compensation for Other Work/Services 4.1.62 Compensation for Other Work/Services may include the following:

4.1.62.1 Labor - Additional labor needed (help for the On-site Technician) for MAC activities that occur during or after Normal Business Hours. The Contractor’s mark-up on cost of parts and sub-contracted labor shall be a proposed % mark-up exclusive of tax, freight, and travel. Contractor will be compensated for labor if approved in writing in advance in accordance with established Other/Work Services procedures.

4.1.62.2 Parts, Supplies, Equipment - When MAC orders requested by HAS require parts, supplies, or equipment; Contractor will be compensated for parts, supplies, or equipment only if the additional compensation is approved in writing in advance of parts being installed in accordance with established Other/Work Services procedures.

4.1.63 Inclusion Notice 4.1.64 Inclusion Notices for additional HAS equipment, labor, and/or services will describe the

additional unit(s) by manufacturer, model, serial number, HAS property tag numbers where applicable, and a brief description of the unit or services provided. Contractor shall be responsible for all parts and labor to maintain or replace the unit once the unit is added to the Agreement.

4.1.65 Respondent shall provide annual port true up for Telecommunication Systems.

4.1.66 From time to time during a HAS construction project, the Contractor may be required to move or add new equipment, etc. on HAS property. The Contractor may be required to enter into an agreement with a construction Contractor. The Contractor will be reimbursed for this work performed via an allowance in the construction contract with the approval of the Director and/or designee and as long as funds have been appropriated and authorized. At the time of system acceptance, the Houston Airport System will process an inclusion notice to incorporate new equipment into this agreement. Maintenance costs will commence upon expiration of the warranty period and in accordance with the agreement.

4.1.67 HAS shall incur no costs under this provision without express written consent of the Director and/or designee.

4.1.68 Exclusion Notice 4.1.69 During the Contract Term, the existing telecommunications equipment or systems may be


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upgraded and/or new equipment or systems may be added to meet the changing needs of the HAS. At HAS's option, such upgrades or additions may be supplied and installed by the telecommunications services Contractor or others. The Contractor shall be responsible for maintenance of any upgrades and/or new equipment or systems following completion of installation, acceptance, and the warranty period. Such system upgrades, new equipment or components installed as an integral part of existing systems without increasing overall system requirements more than 5% are to be maintained by Contractor without additional compensation. Cost adjustments for inclusion or exclusion of equipment that increases or decreases overall system requirements by more than 5% shall be at the rates stipulated in the Price Schedule (Exhibit “O”), or if not stated therein, ordinary and reasonable rates as mutually agreed upon between the Director and Contractor. A per Port monthly fee will apply during the term of this Agreement for increase or decrease in the number of in-use ports by more than 5%.

4.1.70 Any equipment or service that is subject to the Agreement may be excluded from the Agreement by means of an Exclusion Notice. Price adjustment as a result of exclusion shall be mutually agreed upon by both parties. The Exclusion Notice will describe the unit by manufacturer and serial number and include a brief description of the unit to be excluded.

4.1.71 Test Equipment 4.1.72 The Contractor shall furnish and maintain adequate quantities and types of on-site test

equipment as required for diagnostics and repairs of the Avaya, Nortel and Cisco equipment all HAS facilities.

4.1.73 Phase-In Services 4.1.74 Contractor (at no extra charge to the City) shall have up to a thirty (30) day phase-in period

to accomplish a smooth and successful transition of operations and services. Contractor's Phase-in period shall begin upon receipt of a start phase-in notice from the Director and/or designee (such notice is not to be construed as an official Notice to Proceed, but being anticipatory of phase-in only) and shall last approximately thirty (30) days preceding the receipt of Notice to Proceed.

4.1.75 The incumbent Contractor will be responsible for performing the duties and services listed in its contract during Contractor’s Phase-in period, and will be available for a maximum of 30 days to answer questions and resolve issues or any misunderstandings. The incumbent Contractor will be responsible for all Minor and Major repairs and equipment during the phase-in period.

4.1.76 During the Phase-in period, Contractor shall arrange to have necessary supervisory, technical, and other personnel on site to observe the operation and maintenance of the equipment.

4.1.77 The Contractor may use this Phase-in period to recruit and transfer personnel, train personnel, arrange for security badging, establish management procedures, set up records, ensure adequate parts, tools and equipment are in place for systems operation and maintenance, and otherwise prepare for the assumption of technical control without disruption of operations.

4.1.78 During the Phase-in Period, it shall be the responsibility of the Contractor to develop and implement a full project schedule detailing the responsibilities of assigned personnel and submit it to HAS for approval. The new Contractor will have no responsibilities for operating or maintaining the systems or equipment during the Phase-in period.

4.1.79 Contractor shall assume full responsibility for the maintenance of the systems and equipment upon receipt of the notice to proceed.

4.1.80 Phase-Out


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4.1.81 The Contractor recognizes that the services provided by the Contract are vital to the City's overall efforts to provide first-class communication systems which are essential for safety and uninterrupted Airport services and that continuity thereof must be maintained at a consistently high level without interruption; that upon expiration of the Contract a successor may continue these services; that its successor Contractor will need Phase-in training; and that Contractor must cooperate in order to effect an orderly and efficient transition.

4.1.82 Accordingly, Contractor will be required to provide Phase-out services for up to thirty (30) days prior to contract expiration to its successor Contractor at no extra charge to the City.

4.1.83 Orientation may include system operations and maintenance procedures, record keeping, reports, and procurement procedures, etc.

4.1.84 The Contractor shall be totally responsible for providing the services called for by the Contract during its Phase-out period.

4.1.85 The Contractor agrees to cooperate with its successor Contractor in allowing as many personnel as practical to remain on the job in order to enhance the continuity and consistency of the services in the Contract.

4.1.86 The Contractor agrees to disclose necessary personnel records and allow its successor to conduct on-site interviews with its employees, provided Contractor obtains the consent of said employees to disclose their records and to conduct such interviews and provided such disclosure and interviews are conducted in accord with all applicable laws, statutes, rules, regulations, and ordinances which have been passed, enacted or promulgated by any governmental body having jurisdiction over such matters.

4.1.87 Equipment Condition at Expiration 4.1.88 The Contractor shall turn over all equipment and systems in First Class Condition. Any item

not operating in accordance with its required function shall be repaired or replaced. Preventive maintenance work shall have been performed as required per the PM schedule.

4.1.89 The Contractor shall comply with the following upon contract completion/termination:

4.1.89.1 Within six (6) Months of expiration of the Agreement Term, Contractor shall inspect and test all equipment and repair or replace any equipment or components in accordance with findings in the inspection and test.

4.1.89.2 Within sixty (60) days of expiration of the Agreement Term, Contractor shall perform a complete inspection of all controls and instrumentation. Any item outside First Class Condition shall be corrected.

4.1.89.3 Within thirty (30) days of expiration of the Agreement Term, Contractor shall adjust all systems equipment and complete spare parts inventory and report. Contractor shall provide HAS a complete final report on the condition of all systems and equipment, including inspection and test reports, and certified statements signed by an agent of Contractor testifying to the First Class Condition of all equipment and systems.

4.1.89.4 HAS shall have the right of inspection during or after any of this work, and shall notify Contractor, within seven (7) calendar days of receipt of Contractor's certified statement, of any noted discrepancies. Contractor shall then proceed to correct any discrepancies within or after the end of the Agreement Term as required to complete the work. Contractor shall complete all work within thirty (30) days and notify the Director and/or designee in writing upon completion of all work. Contractor shall assist HAS with any inspections required by the Director and/or designee at no additional cost to HAS.

4.1.89.5 Should Contractor fail to perform or complete any required work prior to expiration of the Contract, HAS may have such work performed at Contractor's expense.

4.1.89.6 Contractor assures that all equipment is in First Class Condition at the expiration or


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termination of the Agreement.

5.0 Security and Badging 5.1.1 Contractor shall refer to www.fly2houston.com/business-badging-office for all HAS badging

related questions, badging application forms, office hours, etc.

5.1.2 All onsite personnel are required are required to have an HAS badge and maintain active status for badge.

5.1.3 Contractor shall comply with all applicable Federal rules governing security at the Airport, as may be amended from time to time.

5.1.4 All on-site personnel of Contractor, including subcontractors, are required to undergo a fingerprint-based criminal history records check.

5.1.5 Contractor will be required to provide Customs Border Protection Security Access at IAH and HOU airports which will require Contractor to purchase a Customs Security Bond for employees requiring access to CBP Security areas.

5.1.6 Costs for the fingerprint-based criminal history records check are reflected in the cost of the badges. Contractor must pay for the cost of badges, including replacements thereof. Contractor personnel losing badges will be charged for lost badge in addition to replacement badges at the then current rate.

5.1.7 Contractor acknowledges that fines or penalties associated with non-compliance with security regulations must be reimbursed to HAS.

5.1.8 Transportation and Parking 5.1.9 The Contractor shall provide vehicles for onsite personnel for their employee’s use and shall

park its vehicles in areas designated by the Director and/or designee at its own cost, if any. HAS will provide a limited number of Contractor parking spaces at no charge. All transportation activities and related costs of Contractor, or its sub-contractors, necessary to perform under this Agreement shall be provided by Contractor. All of Contractor's and its sub-contractor’s vehicles shall be clearly identified with company decals and or magnetic signs as required by the Director and/or designee.

5.1.10 Travel Time 5.1.11 When required and authorized, the Contractor shall be compensated for other work services

required for the actual time required to perform the required services after arrival to the job site. Contractor shall not be entitled to compensation for travel time to and from the job site.

5.1.12 Records and Reports 5.1.13 The Contractor shall submit all reports and records as may be required by the Director

and/or designee

5.1.14 Buy-Back Program 5.1.15 Throughout the term of this Agreement, the Contractor shall provide a Buy Back Program

that allows HAS to exchange obsolete or end-of-life equipment for discounts or credits on future purchases.

5.1.16 Proceeds from the sale of equipment will be passed through 100% to HAS in the form of a credit against future services or new equipment purchases under this Agreement.



PART III – MINIMUM PERSONNEL QUALIFICATIONS

6.0 Personnel 6.1.1 The Contractor’s on-site personnel will be expected to retrieve and update the status of work

assignments via HAS-provided computers, applications and HAS work order platform (for work order/trouble tickets), Microsoft Outlook (email system).

6.1.2 The Contractor’s on-site technicians will be required to monitor/update/repair/poll the Call Detail Recording interfaces from the Avaya/Cisco to the Call Accounting application.

6.1.3 The Contractor agrees to meet or exceed HAS's standards, now or hereinafter in effect as same may be amended at any time, which are referenced in Houston Airport System Technology Specifications located on HAS website. www.fly2houston.com/TIP

6.1.4 In the event that any conflict arises between the provisions of the Scope of Work and HAS Technology Specifications, the provisions of the Technology Specifications shall govern. Contractor shall adhere to revised standards within 30 days of posted revisions.

6.1.5 It is highly preferred that the Contractor’s designated on-site technicians be fully qualified to maintain the current and planned telephony platforms. In addition, they shall hold manufacturer certificates issued by Avaya/Nortel/Cisco and any other manufacturer whose equipment, software, materials or parts as a part of the Telecommunication System.

7.0 Minimum Personnel Requirements 7.1.1 The Contractor shall make recommendations or propose technical staff to support

technician duties. Proposed on-site personnel shall have no other employment obligations to Contractor or other third parties, and must be approved in writing by the Director and/or designee. The proposed on-site personnel shall be on-site at the assigned Airport locations during Normal Business Hours and shall not be removed or replaced by Contractor without the prior written consent of the Director and/or designee.

7.1.2 The Contractor’s technicians (one at IAH and one at HOU) are expected to remain on-site in the event of emergency, including, but not limited to, hurricanes, tornadoes, floods, natural disasters, etc. These technicians are required to have an active HAS badge and be familiar with day to day operations. Labor rate shall be in accordance with Other Work/Services fee schedule for the event year.

7.1.3 The Director and/or designee shall have the right to approve or disapprove any successor on-site personnel replacement.

7.1.4 Although the dedicated on-site personnel will be assigned primary Airport locations, HAS reserves the right to utilize any/all-on-site personnel at any/all HAS locations.

7.1.5 Contractor shall furnish adequate certification papers and documentation of on-site personnel qualifications.

7.1.6 Contractor may change personnel only with equally qualified personnel and then only after obtaining written approval from the Director and/or designee.

7.1.7 Contractor shall replace any personnel assigned to provide services under the Agreement whose work product or conduct is not satisfactory to the Director and/or designee.

7.1.8 All on-site personnel will be required to have the company’s uniform. The Contractor's personnel will present a clean and neat appearance at all times.

7.1.9 The Contractor’s on-site personnel will be expected to work in accordance with the HAS holiday schedule rather than Contractor’s holiday schedule at no additional cost.

7.1.10 Substitute personnel must be approved in advance and assigned to accommodate normal on-site personnel absences due to training, vacation, Contractor holiday, etc.


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7.1.11 The Contractor shall make arrangements for primary on-site technicians to be on-call 24 hours per day, 7 days per week, 365 days per year, (including all HAS holidays) to respond to urgent/emergency telecommunications outages and OSRs. When primary on-site technicians are not available, Contractor must provide an equally qualified certified technician, must hold an active HAS badge, and must inform HAS in advance.

7.1.12 The Contractor’s on-call tech will be responsible for acceptance of all after hour trouble calls from the HAS Technology Service Desk representative. On Call Tech will determine the appropriate response and/or escalate to HAS Director and/or designee.

7.1.13 The Contractor shall make arrangements for a sub-set of “standby”, equally qualified substitute technicians who may be called upon to fulfill the duties of assigned on-site technicians during vacations, training, or absences due to illness. Substitute technicians must hold valid HAS badges for the respective airports, and must be included in the airport familiarization process. Contractor may not substitute technicians who are unfamiliar with the airport facilities, tenants, and personnel.

7.1.14 Contractor shall pay all of its Administrative/Overhead Cost including, but not limited to, payroll vacation, sick time, training, etc. processing orders, tracking invoices, sales quotations, and engineering documents. Such costs shall not be billed to the HAS.

7.1.15 Maintain a clean, drug-free and safe working environment.

7.1.16 Maintain open communication and an effective work relationship with the HAS Director and Teams.

7.1.17 Provide all required tools and test gear to maintain the contracted communications systems.

7.1.18 Adhere to all facility, site security, and site parking requirements.

7.1.19 The Contractor shall provide HAS with an Organization Chart complete with names and resumes for each position on the Chart.

7.1.20 Contractor shall propose personnel to provide the following services included but not limited to the functions described below:

7.1.21 On Site Operations Manager. 7.1.22 The Contractor shall make recommendations or propose technical staff to support

technician duties. The On Site Operations Manager(s) must fulfill the following responsibilities:

7.1.22.1 Primary responsibility for the management and compliance of all aspects of the Scope of Work.

7.1.22.2 Provide and be accessible for HAS Management staff.

7.1.22.3 Provide point of escalation for maintenance service issues.

7.1.22.4 Identify potential technology solutions for HAS to meet ongoing and future communication infrastructure needs.

7.1.22.5 Be available during HAS’s documented business hours and available after-hours for emergency issues.

7.1.22.6 Ensure that all HAS processes and procedures are completed and all quality standards are met.

7.1.22.7 Review and schedule work order requests received from HAS.

7.1.22.8 Coordinate and execute work order and project requests.

7.1.22.9 Manage work load for SLA compliance.


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7.1.22.10 Schedule certified technicians based on service requirements and technical skill set.

7.1.22.11 Provide on-call emergency technical support 7x24x365, including HAS holidays.

7.1.22.12 Schedule technicians for latest software and equipment upgrades.

7.1.22.13 Monitor and resolve work order and project requests.

7.1.22.14 Provide required reports and audits with findings and recommendations – to be shared with the HAS Director.

7.1.22.15 Perform daily system tests and checks on Avaya/Cisco Telecommunications equipment.

7.1.22.16 Update and maintain system documentation as required.

7.1.22.17 Comply with all HAS Technology Specifications.

7.1.22.18 On-site personnel also have responsibility to be aware of the notification for change or addition to the HAS Technology Specifications and to be in compliance with those changes or additions.

7.1.22.19 Process orders, quotes & engineering documentation.

7.1.22.20 Track invoices.

7.1.22.21 Perform other tasks requested by the Director and/or his designee.

7.1.23 System Support Specialist (Two). 7.1.24 The Contractor shall make recommendations or propose technical staff to support

technician duties. The System Support Specialist(s) must fulfill the following responsibilities:

7.1.24.1 Project coordination (large moves, System upgrades & interfaces, etc.).

7.1.24.2 MAC’s: Ability to perform PBX software programming Basic ACD programming, Voicemail mailboxes and menu applications, Call Center software programming.

7.1.24.3 MAC’s: Update Call Accounting Directory databases.

7.1.24.4 MAC’s: Update Voicemail database.

7.1.24.5 Coordination of multi-respondent services (i.e. long distance trouble shooting, tenant trunking issues, and service requests).

7.1.24.6 Must be proficient in reviewing and processing HAS work orders for repairs, moves, add and changes before assigning to Technicians for designated airport.

7.1.24.7 Must be proficient in using HAS work order system for completion of service request with the contractual service level agreement.

7.1.24.8 Must be proficient in Microsoft Outlook, Word and Excel.

7.1.24.9 Complete and coordinate HAS services for tenants, prepare tenant quotes and prepare monthly billing for tenants via HAS billing system.

7.1.24.10 Assign Long Distance authorization codes.

7.1.24.11 Schedule and maintain HAS reservation log for multiple conference bridge lines.

7.1.24.12 Provide end user training on various telephones, voicemail, Contact Center application.

7.1.24.13 Perform other tasks requested Director and/or his designee.

7.1.25 Voice Technician Staff – (Five). 7.1.25.1 The Contractor shall make recommendations or propose technical staff to support

technician duties. Voice Technician shall perform the following duties to include but not limited to the following:


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7.1.25.2 Cisco Voice Technician – CCNP 7.1.25.3 Cisco Voice Tech responsibilities will include, but are not limited to:

7.1.25.3.1 Responsible for the installation, modification, configuration and testing of analog, digital and IP communications equipment.

7.1.25.3.2 Install and maintain all Voice over IP (VoIP) infrastructure components including SIP Gateways, MPLS routing parameters, telephones, and voice conferencing services, Cisco Jabber Unified Communications for PC, laptop, mobile devices, and voicemail users.

7.1.25.3.3 Configure and troubleshoot Cisco Voice Gateways (i.e. VG224) and maintain interfaces to non-Cisco communications platforms.

7.1.25.3.4 Maintain enterprise voicemail system including interfaces to non-Cisco telephony platforms.

7.1.25.3.5 Cisco UCCX administration and maintenance including scripting.

7.1.25.3.6 Provide research, analysis, configuration, testing and installation of Cisco’s enterprise telephones systems.

7.1.25.3.7 Install, repair, perform moves, adds, and changes on all products/systems and applications e.g , Cisco telephone sets, Voicemail, UCCX, courtesy phones, call boxes, NICE Inform System, Amcom 911 and ISI Call Accounting interfaces as well as all other peripherals and ancillary equipment or interfaces.

7.1.25.3.8 Analyze telecommunications statistics and data, prepare reports and recommendations for change/improvements in procedures and facilities.

7.1.25.3.9 Perform Tier 3 support for Cisco enterprise telecommunication systems when issues cannot be resolved by Tier 2 support staff.

7.1.25.3.10 Demonstrate a strong knowledge of voice communications technology and VoIP protocols including TDM, SIP/H.323, RTP, SCCP, etc.

7.1.25.3.11 Trunk Administration and Routing including ability to configure and trouble shoot T1/E1/PRI and circuits, ISDN, CSU/DSU and SIP Trunking.

7.1.25.3.12 Provide input and recommendations for future strategy and roadmap for the Cisco voice infrastructure.

7.1.25.3.13 Participate in the implementation of disaster recovery solutions and the execution of periodic disaster recovery testing.

7.1.25.3.14 Keep telecommunications system current with new internal and national (area code) dialing plan changes as they occur.

7.1.25.3.15 Work closely with HAS Desktop staff on installation of desktop applications.

7.1.25.3.16 Must have knowledge of wiring standards for various circuit extensions, paging systems, radios systems, copper, fiber, coaxial cable and other HAS specific technology applications.

7.1.25.3.17 Perform software upgrades/updates, patch updates as required or requested.

7.1.25.3.18 Must be proficient in using HAS work order system for completion of service request with the contractual service level agreement.

7.1.25.3.19 Perform preventative maintenance on all equipment as well weekly backups.

7.1.25.3.20 Submit weekly PM reports.

7.1.25.3.21 Must be proficient in Microsoft Outlook, Word and Excel.


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7.1.25.4 Avaya Voice Technician 7.1.25.5 Avaya Voice Technician shall perform the following duties:

7.1.25.5.1 Responsible for the installation, modification, configuration and testing of analog, digital and IP communications equipment.

7.1.25.5.2 Install, repair, perform moves, adds, and changes on all products/systems and applications. e.g. Avaya CS 1000, Call Pilot voicemail, Contact Center Manager, Element Manager, Signaling Server, PRI, D-Channels, NICE Inform System, Amcom 911 System and ISI Call Accounting interfaces as well as all other peripherals and ancillary equipment.

7.1.25.5.3 Install, repair and move telephone set, circuits, courtesy phones, call boxes and AED’s.

7.1.25.5.4 Trunk Administration and routing including ability to configure and trouble shoot T1/E1/PRI, circuits, ISDN, CSU/DSU and SIP Trunking

7.1.25.5.5 Multi-Tenant software.

7.1.25.5.6 ACD

7.1.25.5.7 Keep telecommunications system current with new internal and national (area code) dialing plan changes as they occur.

7.1.25.5.8 Maintain multi-site numbering plan.

7.1.25.5.9 Perform preventative maintenance on PBX; submit weekly PM Reports.

7.1.25.5.10 Perform routine battery inspections for PBX, Fiber Remotes, etc.

7.1.25.5.11 Perform software patch updates for PBX, Voicemail, Contact Center Software, and Signaling Server.

7.1.25.5.12 Upgrades software/hardware for PBX, Call Pilot, Contact Center Manager and Signaling Server.

7.1.25.5.13 Complete work orders for adds, moves, changes and repairs.

7.1.25.5.14 Update completed work orders with details for Director and/or his designee, 911 system and cable records.

7.1.25.5.15 Must be proficient in using HAS Work Order system for completion of service request in with the contractual service level agreement.

7.1.25.5.16 Must have knowledge of wiring standards for various circuit extensions, paging systems, radios systems, copper, fiber, coaxial cable and other HAS specific technology applications.

7.1.25.5.17 Work closely with HAS Desktop staff on installation of desktop applications that are related to Telephone System

7.1.25.5.18 Perform other tasks requested by Director and/or his designee

7.1.25.6 Voice Technician Assistant 7.1.25.7 Voice Technician Assistant shall perform the following duties:

7.1.25.7.1 Install, repair, perform move, add and make changes to telephone sets, telco circuits, courtesy phones, call boxes, etc.

7.1.25.7.2 Conduct routine inspection of courtesy phones, ticket counter and gate phones.

7.1.25.7.3 Troubleshoot /Test voice and data.

7.1.25.7.4 Basic software programming adds or changes.


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7.1.25.7.5 Must be proficient in using HAS Work Order system for completion of service request in accordance with the contractual service level agreement.

7.1.25.7.6 Update completed work orders with details to include 911 information and/or cable information.

7.1.25.7.7 Must have knowledge of wiring standards for various circuit extensions, paging systems, radio systems, copper, fiber, coaxial cable and other HAS specific technology applications.

7.1.25.7.8 Work closely with HAS Desktop staff on installation of desktop applications that are related to Telephone System.

7.1.25.7.9 Must be proficient in Microsoft Outlook, Word and Excel.

7.1.25.7.10 Perform other tasks requested by Director and /or his designee.

7.1.26 Coverage Hours 7.1.27 Contractor shall provide on-site personnel during Normal Business Hours (8:00 a.m. to 5:00

p.m.) 5 days a week (excluding HAS holidays) to perform services and maintenance support required for this proposal in strict compliance with the terms and conditions of the Agreement throughout its term with the exception of any Urgent or Emergency requests as requested by the Director and/or designee.

7.1.28 HAS Holidays are as follows:

7.1.28.1 New Year’s Day

7.1.28.2 Martin Luther King Day

7.1.28.3 Memorial Day

7.1.28.4 Independence Day

7.1.28.5 Labor Day

7.1.28.6 Veteran’s Day

7.1.28.7 Thanksgiving Day and day after Thanksgiving

7.1.28.8 Christmas Eve

7.1.28.9 Christmas Day

7.1.29 Qualifications 7.1.30 It is “Preferred” that Contractor be an Avaya Platinum Partner and Cisco Gold

Partner. 7.1.31 All of Contractor’s technicians shall have a minimum of 5 years of experience and certified

in the maintenance routines to diagnose service and repair the telephone system. This shall include, but not be limited to the following:

7.1.31.1 Current Voice Mail hardware and software releases.

7.1.31.2 Data networking as it pertains to implementing and supporting VoIP products.

7.1.31.3 Any future PBX and/or Voice Mail hardware/software application acquired during the term of this Agreement. The Cisco pilot will be defined.

7.1.31.4 Any existing or future ancillary equipment such as digital announcers, crash alarm systems, maintenance administration tools, music-on-hold interfaces, PA system interfaces, etc.

7.1.32 Training


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7.1.33 The Contractor’s technicians shall receive training prior to implementing any upgrades to the Avaya/Cisco Telephone Systems, Voice mail, or ancillary systems. The cost of such training shall be included in the ongoing maintenance costs of HAS Equipment. Additional training, as required by the Director, shall be provided by the Contractor at no additional cost to the City.

7.1.34 The Contractor shall provide designated HAS personnel with training manuals for any/all new equipment/software and shall train such personnel on system operation and features.

7.1.35 The Contractor shall train designated HAS personnel, as necessary and as required by the Director to function as customer coordinators or trainers to accommodate future projects.

7.1.36 Sub-Contractors 7.1.37 The Contractor may use only sub-contractor approved in writing and in advance by the

Director and/or designee in connection with the performance of the work under Agreement. Resumes of sub-contractor’s technicians assigned under the Agreement shall be submitted to the Director and/or designee prior to beginning work and from time to time under the Agreement. Contractor shall be fully liable to HAS for any damages caused by the intentional or negligent acts or omissions of its sub-contractor and shall be responsible for making all payments to sub-contractors for materials and/or services

8.0 Performance/Technical Requirements 8.1.1 Sub-Standard Performance Action

8.1.2 If the Contractor fails to provide the services in accordance with the required service levels, HAS shall not pay Contractor for such sub-standard service.

8.1.3 Where Contractor has failed to provide service levels in accordance with this Agreement, Contractor shall not charge HAS for service that does not meet contract specifications. Contractor shall:

8.1.3.1 Maintain a 24/7 Technical Assistance Center utilizing a computerized dispatch system for monitoring and managing system alarms. The system shall be capable of tracking all events related to service requirements and provide progressive management escalation based on the agreed service levels until resolved. Contractor shall utilize this system to perform root cause analysis to (1) identify the cause of all sub-standard performance events, (2) take corrective action, (3) provide HAS electronic text message or email with each alarm and a monthly report detailing the cause, and (4) specify steps taken to preclude such events in the future.

8.1.3.2 Respond to Emergency Service Requests. Contractor's failure to meet the Response Times in Sections 4.1.31 and 4.1.56 is an indication of sub-standard performance and will cause damage to HAS; however, such damages cannot be accurately measured or will be difficult to ascertain. Consequently, the Contractor shall provide out of service credits at the rate of $500.00 per hour, or any portion of an hour, during which Contractor exceeds the Response Times set forth in Sections 4.1.31 and 4.1.56. The assessment of out of service credits by the HAS for failure to meet the Response Times in Sections 4.1.31 and 4.1.56 shall never be construed as an exclusive remedy available to HAS as to any other event of default by Contractor under this Agreement, and HAS shall always have the right to avail itself of other remedies that may be available to it in law or equity as to any other event of default.

8.1.3.3 Ensure safe and uninterrupted Airport operations at all times. It is essential that the communications system be maintained in a manner that will ensure there are no Major Failures of the communication system, especially during Normal Business Hours. Major Failures during Normal Business Hours is an indication of sub-standard performance and will cause damage to the City; however, such damages cannot be accurately


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measured or will be difficult to ascertain. Consequently, Contractor shall provide out of service credits at the rate of ten (10%) percent of the current monthly Basic Services Fee (labor and material) for the first hour when any of the Major Failure criteria occurs during Normal Business Hours and five (5%) percent per hour thereafter. The out of service credits for Major Failures after Normal Business Hours shall be 1/2 of the rates for Major Failures during Normal Business Hours. The assessment of out of service credits by the City for Major Failures shall never be construed as an exclusive remedy available to the City as to any other event of default by Contractor under this Agreement, and the City shall always have the right to avail itself of other remedies that may be available to it in law or equity as to any other event of default.

8.1.3.4 Repeated failures of the same component is an indication of sub-standard performance which may result in Major and Minor Failures causing damage to the City; however, such damages cannot be accurately measured or will be difficult to ascertain. Consequently, Contractor shall provide out of service credits of $500.00 in the event three (3) Minor Failures occur within a ninety (90) day period due to the failure of the same component. The assessment of out of service credits by HAS for repeated failures of the same component shall never be construed as an exclusive remedy available to the City as to any other event of default by Contractor under this Agreement, and the City shall always have the right to avail itself of other remedies that may be available to it in law or equity as to any other event of default.

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PART IV – EVALUATION AND SCORING PROCESS

9.0 Evaluation and Scoring Process 9.1.1 Evaluation committee members shall review the Evaluation Committee Guidelines and sign

Nondisclosure Agreements before receipt of proposals or submissions.

9.1.2 The team leader shall review all submittals/proposals to determine if they are responsive and that the respondent is responsible. If the team leader believes any of the submittals/proposals are not responsive or responsible, he or she shall consult with the Interim Procurement Officer. Any nonresponsive or non-responsible submittals/proposals shall be withheld from the evaluation committee by the team leader. The team leader shall distribute the proposals/submissions to evaluation committee members along with a scoring matrix for the procurement. Each committee member shall be assigned a letter or a number to use for the scoring form; individual names will not be attributed to the individual scoring forms. Each evaluation committee member shall independently review the proposal/submission and score each criteria (sub-criterion) against the total number of points allocated for that criteria. Only evaluation committee members shall have voting rights; observers shall not vote.

9.1.3 At the evaluation committee meeting, the committee will discuss their scores and the reasons for their scores, noting strength and weakness of each proposal/submission. Each proposal/submission will be evaluated on its own merits, not compared to others. Committee members may revise their scores, up or down, based on observations made by other members.

9.1.4 If oral interviews are held, the expectation is that the firms will explain to the evaluation committee why their team is the best qualified for the project. In preparation for the interview session, the short-listed firms will be provided in advance with a list of questions that will be asked of all short-listed firms. In addition to the standard questions, individual committee members may ask questions specific to a particular submission/proposal. If oral interviews are held, the committee members shall convene and discuss their impressions immediately following each interview, if possible. If the discussion must occur later, it should occur as soon as practicable thereafter. The discussion shall focus on strengths, weakness, and any new observations the committee may have on the particular vendor as applied to the criteria set forth in the solicitation. After discussion, the committee members shall update their scores for each criterion and record their updated scores on the scoring matrix (even if any member does not change the score on any criteria, he or she shall enter the final score on the matrix) based on the firm’s explanation regarding its qualification for the Project and responses to interview questions (both standard questions and questions specific to the submission/proposal, if any). The team leader shall collect the scoring matrices.

9.1.5 After all scores have been updated, the proposals/submissions shall be ranked in order of the scores from greatest to least. Best and Final Offers may be requested from one or more of the top firms, if the committee so decides.

9.1.6 The team leader shall document the rationale for the committee’s recommendation. The summary of the process shall be circulated to all committee members for their input and ultimate approval.

10.0 Evaluation Criteria 10.1.1 The award of a contract(s) will be made to the Respondent(s) offering the response which

best meets the needs of HAS. HAS reserves the right to reject any offer if the Response submitted fails to satisfy HAS that the Respondent is properly qualified to provide the services contemplated as specified.

10.1.2 The following criteria will be used in the evaluation to assess the degree to which Proposals


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submitted meet the requirements contained in the MTMS scope.

Evaluation Criteria Max Score Firm Qualifications, Knowledge, and Experience 15

System Maintenance Services/Support Services Plan 20

Preventative Maintenance Plan 20

Personnel Qualifications 30

Pricing 15

Total 100

MWBE Compliance Pass/Fail Financial Capabilities (Separate Envelope) Pass/Fail

10.1.3 Firm Qualifications, Knowledge, and Experience (15 Points) 10.1.4 Respondent must have experience providing similar services to those identified in “Section

5, Scope of Services” that is in progress or completed in the last 5 years. (5 points)

10.1.5 Provide references from the owner. (2 points)

10.1.5.1 The Respondent shall provide client references that include the client names, addresses, telephone numbers, and email addresses as described in Exhibit N. HAS will contact the referenced clients to verify Respondent provided information and/or to solicit comments.

10.1.5.2 References must be people that were directly involved in the previous projects listed and who have first-hand knowledge of the performance of the Respondent and its proposed staff/team.

10.1.5.3 Any information stated in the response found and determined by HAS to be a misrepresentation of a Respondent’s past experiences may be considered as grounds for disqualification of the response and Respondent may be banned from participation in future solicitations from HAS.

10.1.6 Provide no more than five (5) example projects. (2 points)

10.1.7 Respondent must also identify the extent to which it, and its personnel meet the certification standards outlined in “Sections 4.1.4, 4.1.5, 7.1.30, and 7.1.31.” (6 points)

10.1.8 Support Services Plan (20 Points) 10.1.9 Respondent must clearly demonstrate its understanding and ability to proactively service,

develop, deploy, and manage HAS Telecomm systems as described in Section “4.1.6 - System Maintenance Services/Support.” (10 points)

10.1.10 The plan must show how service delivery will be optimized to ensure adherence to HAS operational standards and protocols. (10 points)

10.1.10.1 Respondent must provide documentation to support professional examples of success in utilizing the proposed management approach.

10.1.10.2 Contractor must demonstrate having the local resources needed to verify and provide competent and qualified individuals required for attending and supporting all services identified in the SOW.

10.1.11 Preventative Maintenance Plan (20 Points)


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10.1.12 Respondent must provide a clear, detailed methodology and engagement model.

10.1.12.1 Respondent must include a proposed work schedule to meet the standards, procedures, and frequencies recommended by the original equipment manufacturer (“OEM”) as required to keep HAS systems in a First Class Condition. (15 points)

10.1.12.2 Respondent must include procedures to reduce product/systems failure and extend useful life. (5 points)

10.1.13 Personnel (30 Points) 10.1.14 Respondent must clearly describe the qualifications and competence of all personnel

proposed for this engagement.

10.1.14.1 Respondent describes proposed personnel’s individual qualification(s) for the position specified. (15 points)

10.1.14.2 Respondent describes proposed personnel’s individual experience related to the position specified. (15 points)

10.1.15 Pricing (15 Points) 10.1.15.1 Pricing must include all costs for services, products, personnel, and expenses necessary

in the provision of services described in “Attachment A, Scope of Services” later in this document.

10.1.15.2 All pricing must be provided in “Attachment VI, Pricing Schedules.”

10.1.16 Financial Capabilities (Pass/Fail) 10.1.17 Submit audited financial statements for the last two years. If audited financial statements

are not available, Respondent must submit tax returns for the two previous years and two years of unaudited financial statements.

10.1.18 MWBE Compliance (Pass/Fail) 10.1.19 MWBE Requirements and City required documents are listed as Exhibits and Attachments.

Please include any experience your firm has with outreach programs to attract MWBE firms. Only firms certified by the City of Houston as an MWBE can be utilized towards the MWBE goal.

REMAINING PORTION OF PAGE INTENTIONALLY LEFT BLANK.



PART V – SUBMISSION OF PROPOSAL

11.0 Instructions for Submission 11.1.1 Proposals are due September 29, 2016, no later than 10:30 A.M. (CST).

11.1.2 All submittals must be labeled on the outside of the box with the Respondent’s name and the name of the project. To enable HAS to efficiently evaluate the Proposal, it is MANDATORY that Respondents follow the required format in preparing their Submittal.

11.1.3 Number of Copies. Please submit eight (8) copies of the Proposal, including one (1) printed original signed in BLUE ink, and additional eight (8) electronic thumb drives are to be submitted in a sealed envelope bearing the assigned Request For Proposal (RFP) Number, located on the first page of the RFP document to:

Devon Tiner, P.E., PMP Interim Procurement Officer Houston Airport System Supply Chain Management 18600 Lee Road Humble, Texas 77338

11.1.4 HAS shall bear no responsibility for submitting responses on behalf of any Respondent. Respondent(s) may submit their Proposal to the Office of the Interim Procurement Officer any time prior to the stated deadline.

11.1.5 Time for submission. Proposals shall be submitted no later than the date and time indicated for submission in this RFP. Late submittals will not be considered and will be returned unopened.

11.1.6 Format. Proposals should be left-bound with information on both sides of the page when appropriate. Material should be organized following the order of the submission requirements separated by labeled tabs. Expensive paper and bindings are discouraged since no materials will be returned.

11.1.7 Each copy of the Submittal shall be bound using GBC or other semi-permanent binding method, to ensure that pages are not lost. Pages shall be no larger than letter-size (8 ½” by 11”) or folded to that dimension, twice letter size (11” by 17”). Each section (defined above) shall be separated by a tabbed divider. Elaborate covers, binding, dividers, etc. are not required. Document text should be in ARIAL 10 point or New Times Roman 12, but must be consistent throughout the document.

11.1.8 Complete submission. Respondents are advised to carefully review all the requirements and submit all documents and information as indicated in this RFP. Incomplete proposals may lead to a proposal being deemed non responsive. Non-responsive proposals will not be considered.

11.1.9 Packaging and Labeling. The outside wrapping/envelope shall clearly indicate the RFP Title and date and time for submission. It shall also indicate the name of the Respondent.

11.1.10 Timely delivery of Proposals. The Proposal, including all pre-Proposal required forms, must be delivered by hand or sent to the HAS Interim Procurement Officer through U.S. Mail or other available courier services to the address shown on the cover sheet of this RFP. Include the RFP number on any package delivered or sent to the Chief Procurement Officer and on any correspondence related to the Proposal. If using an express delivery service, the package must be delivered to the designated building. Packages delivered by express mail services to other locations might not be re-delivered in time to be considered.


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11.1.11 Late Proposals. The respondent remains responsible for ensuring that its Proposal is received at the time, date, place, and office specified. HAS assumes no responsibility for any Proposal not so received, regardless of whether the delay is caused by the U.S. Postal Service, the courier delivery service, or some other act or circumstance.

11.1.12 Extensions. HAS reserves the right to extend the due date for this Proposal as deemed necessary and in its best interests. Any postponement of the due date will be issued as a Letter of Clarification (LOC) to this RFP. The submission of a Proposal does not in any way commit HAS to enter into an agreement with that Respondent or any other Respondent.

11.1.13 HAS reserves the right to cancel this RFP, accept or reject, in whole or in part, any all or Proposals received in the best interest of the HAS.

12.0 Submission Requirements 12.1.1 Cover letter. The cover letter shall be signed by an authorized representative of the

Respondent. The letter should indicate the Respondent’s commitment to provide the services proposed. Also, the cover letter shall identify the members of the team that comprise the Respondent. Indicate the organizational relationship of the team members.

12.1.2 Executive Summary. The Executive Summary is to provide an overview of the Respondent’s qualifications to accomplish the objectives of the Project, inclusive of a narrative statement of the Firm’s understanding of the Project and key points in its Proposal.

12.1.3 At a minimum, the Executive Summary must contain the following information:

12.1.3.1 Complete legal name of the Respondent, the name of the legal entities that comprise the Respondent, and all proposed sub-consultants. The Respondent must provide the domicile where each entity comprising it is organized, including entity name, brief history of the entity, contact name, address, phone number, email address, and facsimile number, as well as the legal structure of the entity and a listing of major satellite offices. If the Respondent is made up of more than one firm, the legal relationship between these firms must be described.

12.1.3.2 Prepare a narrative statement that describes the Respondent’s understanding of the work involved in performing the general scope of services described herein and further discussed in “Part II, Scope of Services.”

12.1.3.3 The Respondent shall address its understanding of the following:

12.1.3.3.1 Proposed Scope of Services

12.1.3.3.2 The complexity, challenges and problems involved in planning and performing that work

12.1.3.3.3 Description on how to best utilize sub-consultants to achieve project success (If subcontracting)

12.1.3.3.4 Approaches and philosophy of dealing with problems

12.1.3.3.5 Sensitivity and experience dealing with key issues

12.1.3.3.6 Any additional issues or matters relating to the Scope of Service that the Respondent believes should be addressed.

12.1.3.4 If the Respondent believes any information, data, process or other material in its Proposal should be considered by HAS to be confidential or proprietary, the Respondent shall identify that material with specificity as to the page and paragraph and on what basis the material is believed to be proprietary or confidential.

12.1.4 Section 1 – Transmittal Letter. Submit a One (1) page letter transmitting the Submittal to Devon Tiner, Houston Airport System. The transmittal letter shall say: “This Proposal is


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valid for 180 days, and that the signer of the document is authorized to act on behalf of the Respondent.”

12.1.4.1 Letter shall contain the names and roles of all individuals proposed for the Team, and the Respondent must certify that each Key Personnel of the Team was selected based on demonstrated competence and qualifications.

12.1.4.2 The original transmittal letter shall contain the original signature of the team lead.

12.1.5 Section 2 – Support Services Plan. Respondent must clearly demonstrate its understanding and ability to proactively service, develop, deploy, and manage HAS Telecomm systems as described in “Part II, Scope of Services.” The plan must show how service delivery will be optimized to ensure adherence to HAS operational standards and protocols. (Evaluation Criteria: Support Services Plan)

12.1.6 Section 3 – Preventative Maintenance Services Plan. Respondent must provide a clear, detailed methodology and engagement model. Respondent must include a proposed work schedule to meet the standards, procedures, and frequencies recommended by the original equipment manufacturer (“OEM”) as required to keep HAS systems in a First Class Condition. Respondent must include procedures to reduce product failure and extend useful life. (Evaluation Criteria: Preventative Maintenance Plan)

12.1.7 Section 4 – Personnel. Respondent must clearly describe the qualifications and competence of all personnel proposed for this engagement. Respondent describes proposed personnel’s individual qualification for the position specified. Respondent describes proposed personnel’s individual experience related to the position specified. (Evaluation Criteria: Personnel)

12.1.8 Section 5 – Pricing. Pricing must include all costs for services, products, personnel, and expenses necessary in the provision of services described in “Attachment A, Scope of Services” later in this document. All pricing must be provided in Exhibit “O, Pricing Schedules.” (Evaluation Criteria: Pricing)

12.1.9 Section 6 – References. Include a brief description of the organization’s track record, including history, number of employees, number of years in business, and a list of projects relevant to this RFP. Note: HAS is primarily interested in clients with similar needs and comparable size.

12.1.9.1 References must be people that were directly involved in the previous projects listed and who have first-hand knowledge of the performance of the Respondent and its proposed staff/team.

12.1.9.2 Any information stated in the response found and determined by HAS to be a misrepresentation of a Respondent’s past experiences may be considered as grounds for disqualification of the response and Respondent may be banned from participation in future solicitations from HAS.

12.1.10 (Evaluation Criteria: Similar Scope and Experience)

12.1.11 Section 7 – Required City Forms. (See Part VIII and Exhibits)

12.1.12 Section 8 – Financial Capabilities and Stability. Respondent must provide audited financial statements if they are available. If audited financial statements are not available, Respondent must provide tax returns along with unaudited or reviewed financials.

12.1.12.1 Respondent is required to submit, in a separate, sealed envelope, clearly marked “Financial Statements”, one (1) stamped “Original” and one (1) copy of its Financial Statements with its Proposal.

12.1.12.2 Reserved.


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12.1.13 M/WBE Participation: Respondent shall identify the M/WBE participation level and the role that each M/WBE firm will have in the project implementation. Since M/WBEs proposed are considered part of the team, the Respondent shall include all relevant information necessary to effectively perform the evaluation of the proposal as it relates to the submission requirements listed in this section. The M/WBE goal for this contract is 7%.

12.1.14 Exceptions to Terms and Conditions. All short-listed respondents must submit any exceptions to the standard contract by redlining the standard contract electronically in unlocked, fully editable Microsoft Word format (in addition to any other hard copy delivery requirements). Short-listed respondents must include the rationale for taking the exception in the redlined contract (using the Comments feature, as needed) and by summarizing the exception in the attached Contract Exception Chart (Exhibit VII). Such exceptions will be considered when evaluating the short-listed respondent’s response to this RFP. If a short-listed respondent takes exception to the contract language (more than simply a deletion), it must include its proposed alternative language for HAS’s consideration. Redlines and the Contract Exception Chart will be due at the date and time set forth in the notice inviting the short-listed respondents to an interview, which due date will be on or before the date and time of the respondent’s interview.

12.1.15 Legal Actions. Provide a list of any pending litigation and include a brief description of the reason for legal action.

12.1.16 Conflict of Interest. Provide information regarding any real or potential conflict of interest. Failure to address any potential conflict of interest upfront may be cause for rejection of the proposal.

12.1.17 Other. Submit any information the Respondent deems pertinent to demonstrating its qualifications to perform the services being requested such as memberships in any professional associations, documents, examples, and others.

12.1.18 Forms and Certifications. Complete all forms and certifications attached, as appropriate.

12.1.19 Reserved.

12.1.20 Validity Period. All submissions under this RFP must be valid for a period of one-hundred and eighty (180) consecutive Calendar Days from the date of receipt by HAS.

12.1.21 Submissions Accepted. HAS will accept only one submission for this solicitation from any one Respondent. This includes submissions received under different names by one firm, corporation, partnership, or joint venture. Evidence of collusion among Respondents shall be grounds for exclusion of any Respondent who is a participant in any such collusion. Optional offers submitted in addition to conforming submissions will not be reviewed.

12.1.22 Information Requested and Not Furnished. The information requested and the manner of submission is essential to permit prompt evaluation of all Responses. Accordingly, HAS reserves the right to declare as non-responsive and reject any Responses in which information is requested and is not furnished (within HAS’s time limits) or when a direct or complete answer is not provided.

12.1.23 Errors and Omissions. Respondent is liable for all errors or omissions incurred by Respondent in preparing the Proposal. Respondent will not be allowed to alter Proposal documents after the due date for submission unless a request is made in writing which thoroughly describes the circumstances and which is approved by HAS in writing. Nothing herein shall be construed to entitle Respondent to alter Proposal documents except as required by law.

12.1.24 Corrections after Submission. HAS reserves the right to make corrections or amendments due to errors identified in the Response by HAS or the Respondent. This type of correction or amendment will only be allowed for errors as typing and transposition. All


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changes must be coordinated in writing with, and authorized by HAS.



Part VI – SPECIAL CONDITIONS

13.0 No Contact Period 13.1.1 Neither Respondent(s) nor any person acting on Respondent(s)'s behalf shall attempt to

influence the outcome of the award by the offer, presentation or promise of gratuities, favors, or anything of value to any appointed or elected official or employee of HAS, their families or staff members. All inquiries regarding the solicitation are to be directed to the designated HAS Representative identified on the first page of the solicitation. Upon issuance of the solicitation through the pre-award phase and up to the date the City Secretary publicly posts notice of any City Council agenda containing the applicable award, aside from Respondent's formal response to the solicitation, through the pre-award phase, written requests for clarification during the period officially designated for such purpose by HAS Representative, neither Respondent(s) nor persons acting on their behalf shall communicate with any appointed or elected official or employee of HAS, their families or staff through written or oral means in an attempt to persuade or influence the outcome of the award or to obtain or deliver information intended to or which could reasonably result in an advantage to any Respondent. However, nothing in this paragraph shall prevent a Respondent from making public statements to the City Council convened for a regularly scheduled session after the official selection has been made and placed on the City Council agenda for action, or to a City Council committee convened to discuss a recommendation regarding the solicitation.

14.0 Guidance 14.1.1 Interested parties should always contact the designated HAS Representative regarding the

substantive of this procurement. It is permissible to also contact the following, based on the specific circumstances:

14.1.1.1 Questions regarding programs administered by the Office of Business Opportunity (OBO) may be submitted directly to OBO without going through the HAS Representative for this procurement.

14.1.1.2 Questions regarding the process in general or that the HAS Representative may not be able to answer may be submitted to the Interim Procurement Officer.

14.1.1.3 Communications with the city legal department regarding contract terms after notification of intent to award are permissible.

15.0 Equal Opportunity Employment 15.1.1 The City of Houston Ordinance Section 15-17 establishes Equal Employment Opportunity

Contract Compliance requirements for all City of Houston contracts involving the expenditure of Fifty Thousand Dollars ($50,000) or more. Any contract for professional services that results from this RFP will provide that the failure to carry out the requirements set forth in the City of Houston Equal Employment Opportunity Program shall constitute a breach of contract and may result in termination of the agreement or contract. In addition, the City may take any such additional remedy as deemed appropriate.

16.0 Minority and Woman Business Enterprises (MWBE) 16.1.1 Contactor shall comply with the City’s Minority and Women Business Enterprise (“MWBE”)

programs as set out in Chapter 15, Article V of the City of Houston Code of Ordinances. Contractor shall make good faith efforts to award subcontracts or supply agreements in at least the value stated in this Agreement to MWBE’s. Contractor acknowledges that it has reviewed the requirements for good faith efforts on file with the City’s Office of Business Opportunity (OBO) and will comply with them.


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17.0 Protests 17.1.1 An interested party may file a protest on the basis that HAS has failed to comply with applicable

federal or state law or with City ordinances. The subject of the protest shall be limited to fraud, corruption, or illegal acts undermining the objectivity and integrity of the procurement process. A protest must be filed in accordance with the timing requirements set forth herein and must include:

a. The name, address, telephone number, and email address of the protestor. b. The number of the solicitation. c. Information confirming that the protestor is an interested party. d. A written statement of the grounds for the protest and the law or ordinance alleged

to have been violated. The statement shall be accompanied by relevant supporting documentation and the relief requested.

e. The signature of the protestor.

17.1.1.1 Protests shall be submitted to:

Chief Procurement Officer, City of Houston 901 Bagby B300 Houston, TX 77002.

17.1.2 The City recognizes three types of protests:

a. Protests regarding solicitation (Pre-Submission Protest)

Any Pre-Submission Protest regarding a solicitation published by the City shall be filed no later than five days before the opening of bids (if a competitive bid) or due date for submittals or proposals (if an RFP/RFQ), as applicable.

b. Protests regarding the evaluation or rejection of bids, qualifications, or proposals (Pre-Award Protest)

Any Pre-Award Protest regarding the evaluation of bids, qualifications, or proposals by the City must be filed no later than five business days prior to the City Council meeting at which the award appears on the agenda.

c. Protests made after City Council’s decision to award a contract (Post-Award Protest)

Any protest regarding the award of a contract must be submitted no later than five calendar days after the date of the award.

d. Any protest received after the applicable deadline will not be considered.



PART VII – INSTRUCTIONS TO RESPONDENTS

18.0 Pre-Proposal Conference 18.1.1 A Pre-Proposal Conference will be held at the date, time, and location as indicated on the

first page of the RFP document. Interested Respondent(s) should plan to attend. It will be assumed that potential Respondent(s) attending this meeting have reviewed the RFP in detail, and are prepared to bring up any substantive questions not already addressed by the City.

19.0 Additional Information and Specification Changes 19.1.1 Requests for additional information and questions should be addressed to the Houston

Airport System, Supply Chain Management, Bernard Willingham, 281.230.8018 or email at [email protected] (preferred method) no later than September 9, 2016 at 2:00 P.M., CST. HAS shall provide written responses to all questions received in writing before the submittal deadline. Questions received from all Respondent(s) shall be answered and sent to all Respondent(s) who are listed as having obtained the RFP. Respondent(s) shall be notified in writing of any changes in the specifications contained in this RFP.

20.0 Letter(s) of Clarification 20.1.1 All Letters of Clarification and interpretations to this Solicitation shall be in writing. Any Letter

of Clarification(s) or interpretation that is not in writing shall not legally bind the City of Houston. Only information supplied by the City of Houston in writing or in this RFP should be used in preparing Proposal responses.

20.1.2 The City does not assume responsibility for the receipt of any Letters of Clarification sent to Respondent(s).

21.0 Examination of Documents and Requirements 21.1.1 Each Respondent shall carefully examine all RFP documents and thoroughly familiarize

themselves with all requirements prior to submitting a Proposal to ensure that the Proposal meets the intent of this RFP.

21.1.2 Before submitting a Proposal, each Respondent shall be responsible for making all investigations and examinations that are necessary to ascertain conditions and affecting the requirements of this RFP. Failure to make such investigations and examinations shall not relieve the Respondent from obligation to comply, in every detail, with all provisions and requirements of the RFP.

22.0 Exceptions to Terms and Conditions 22.1.1 All exceptions included with the Proposal shall be submitted in a clearly identified separate

section of the Proposal in which the Respondent clearly cites the specific paragraphs within the RFP where the Exceptions occur. Any Exceptions not included in such a section shall be without force and effect in any resulting contract unless such Exception is specifically referenced by the Interim Procurement Officer, City Attorney, Director(s) or designee in a written statement. The Respondent’s preprinted or standard terms will not be considered by HAS as a part of any resulting contract.

22.1.2 All Exceptions that are contained in the Proposal may negatively affect the HAS’s Proposal evaluation based on the evaluation criteria as stated in the RFP, or result in possible rejection of Proposal.

23.0 Post-Proposal Discussions with Respondent(s) 23.1.1 It is HAS’s intent to commence final negotiation with the Respondent(s) deemed most

advantageous to HAS. HAS reserves the right to conduct post-Proposal discussions with

mailto:[email protected]


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any Respondent(s).



PART VIII – CITY REQUIRED FORMS

24.0 Required forms to be submitted with proposal. A. Offer and Submittal, List of References and List of Proposed Subcontractors (Exhibit I) B. Signed M/WBE Forms: Attachment “A” Schedule of M/WBE Participation, Attachment

“B”, Notice of Intent, Attachment “C”, Certified M/WBE Subcontract Terms, Attachment “D” Office of Business Opportunity and Contract Compliance M/WBE Utilization Report (Exhibit II)

C. City of Houston Ownership Information Form (Exhibit III) D. Reserved. E. Anti-Collusion Statement (Exhibit V) F. Conflict of Interest Questionnaire (Exhibit VI) G. Contract and Contract Exception Chart (Exhibit VII)

25.0 Required forms shall be supplied to the recommended vendor. A. Insurance Requirements and Sample Insurance Certificate (Exhibit VIII) B. Drug Compliance Agreement Attachment “A”, Drug Policy Compliance Declaration

Attachment “B” and Contractor’s Certification of No Safety Impact Positions Attachment “C” and “D” (Exhibit IX)

C. City Contractors’ Pay or Play Acknowledgement Form and Pay or Play Certificate Agreement, Play or Pay Program Acknowledgment Form “1” (Exhibit X)

D. Hire Houston First Affidavit (Download Copy at http://www.houstontx.gov/obo/hirehoustonfirst.html and submit to Office of Business Opportunity, Houston Business Solutions Center via e-mail to [email protected] or fax to 832-393-0650 or submit copy with proposal.

E. Requested Information Outlined in the Scope of Work and Other Additional Relevant/Supporting Information or Alternate Proposals.

F. Certificate of Interested Parties. In accordance with Texas Gov’t Code §2252.908, the successful bidder must complete Form 1295, Certificate of Interested Parties. Form 1295 is available for downloading on the Texas Ethics Commission’s (TEC) website: https://www.ethics.state.tx.us/forms/1295.pdf. The successful bidder must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. No later than 30 days after the contract’s effective date, the City will upload the successful bidder’s completed Form 1295. The TEC will post the Contractor’s completed Form 1295 within seven business days of receipt. (Exhibit XI)

http://www.houstontx.gov/obo/hirehoustonfirst.html

mailto:[email protected]

https://www.ethics.state.tx.us/forms/1295.pdf



EXHIBITS

OFFER AND SUBMITTAL, REFERENCES, PROPOSED SUBCONTRACTORS

PAGE INTENTIONALLY LEFT BLANK

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EXHIBIT I OFFER AND SUBMITTAL

NOTE: PROPOSAL MUST BE SIGNED AND NOTARIZED BY AN AUTHORIZED REPRESENTATIVE(S) OF THE RESPONDENT, WHICH MUST BE THE ACTUAL LEGAL ENTITY THAT WILL PERFORM THE CONTRACT IF AWARDED AND THE TOTAL FIXED PRICE CONTAINED THEREIN SHALL REMAIN FIRM FOR A PERIOD OF ONE-HUNDRED EIGHTY (180) DAYS. "THE RESPONDENT WARRANTS THAT NO PERSON OR SELLING AGENCY HAS BEEN EMPLOYED OR RETAINED TO SOLICIT OR SECURE THIS CONTRACT UPON AN AGREEMENT OR UNDERSTANDING FOR A COMMISSION, PERCENTAGE, BROKERAGE, OR CONTINGENT FEE, EXCEPTING BONA FIDE EMPLOYEES. FOR BREACH OR VIOLATION OF THIS WARRANTY, THE CITY SHALL HAVE THE RIGHT TO ANNUL THIS AGREEMENT WITHOUT LIABILITY OR, AT ITS DISCRETION, TO DEDUCT FROM THE CONTRACT PRICES OR CONSIDERATION, OR OTHERWISE RECOVER THE FULL AMOUNT OF SUCH COMMISSION, PERCENTAGE, BROKERAGE OR CONTINGENT FEE." Respectfully Submitted: _______________________________________________________________________________________ (Print or Type Name of Contractor – Full Company Name) City of Houston Vendor No. (If already doing business with City): __________________________________________ Federal Identification Number: _____________________________________________________________________ By: ____________________________________________________________________________________ (Signature of Authorized Officer or Agent) Printed Name: ___________________________________________________________________________

Title: ___________________________________________________________________________

Date: ___________________________________________________________________________

Address of Contractor: _____________________________________________________________________ Street Address or P.O. Box

_____________________________________________________________________ City – State – Zip Code

Telephone No. of Contractor: (_____) __________________________________________________________

Signature, Name and title of Affiant: ____________________________________________________________ _______________________________________________________________________________________ (Notary Public in and for) ____________________________________________________________________________ County, Texas My Commission Expires: ______________ day of _____________________________________ 20_________

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EXHIBIT II REFERENCES

LIST OF PREVIOUS CUSTOMERS

1. Name: ___________________________________ Phone No.: _________________

Address: __________________________________________________________________

Contract Award Date: ________________ Contract Completion Date: _______________

Contract Name/Title: ________________________________________________________

Email: ________________________________________________________ System Description: _________________________________________________________

__________________________________________________________________________

2. Name: ___________________________________ Phone No.: _________________

Address: __________________________________________________________________




__________________________________________________________________________

3. Name: ___________________________________ Phone No.: _________________

Address: __________________________________________________________________




__________________________________________________________________________

4. Name: ___________________________________ Phone No.: _________________

Address: __________________________________________________________________




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EXHIBIT III LIST OF SUBCONTRACTOR(S)

The following is a list of Subcontractors we propose to engage on the following items of Work. Any item of Work which does not designate a Subcontractor will be done by the firm submitting the Proposal.

SEGREGATED PART OF WORK SUBCONTRACTOR/SUPPLIER ________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

________________________________ __________________________________

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EXHIBIT IV ATTACHMENT “A”

SCHEDULE OF M/WBE PARTICIPATION

DATE OF REPORT: _________________________________ BID NO.: __________________________________________ FORMAL BID TITLE: ________________________________

NAME OF MINORITY/WOMEN SUBCONTRACTOR

OFFICE OF BUSINESS OPPORTUNITY

CERTIFICATION NO.

STREET ADDRESS AND CITY, STATE, ZIP CODE

TELEPHONE NO.

SCOPE OF WORK

AGREED PRICE

TOTAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . M/WBE PARTICIPATION AMOUNT. . . . . . . . . . . . . . . . . . TOTAL BID AMOUNT. . . . . . . . . . . . . . . . . . . . . . . . . . . . ..

$___________ $__________% $___________

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IF YOU HAVE USED YOUR BEST EFFORTS TO CARRY OUT THE CITY’S M/WBE POLICY BY SEEKING SUBCONTRACTS AND SUPPLY AGREEMENTS WITH MINORITY AND WOMEN BUSINESS ENTERPRISES, YET FAILED TO MEET THE STATED PERCENTAGE GOAL OF THIS BID DOCUMENT, LIST BELOW YOUR GOOD FAITH EFFORTS FOR COMPLIANCE (DEFINITION OF REQUIREMENTS CAN BE OBTAINED THROUGH THE OFFICE OF BUSINESS OPPORTUNITY AT (713) 837-9000).

THE UNDERSIGNED WILL ENTER INTO A FORMAL AGREEMENT WITH THE MINORITY AND/OR WOMEN SUBCONTRACTORS AND SUPPLIERS LISTED IN THIS SCHEDULE CONDITIONED UPON AWARD OF A CONTRACT FROM THE CITY. NOTE: ALL FIRMS LISTED ABOVE MUST BE CERTIFIED (OR ELIGIBLE FOR CERTIFICATION) BY THE OFFICE OF BUSINESS OPPORTUNITY. THIS SCHEDULE OF M/WBE PARTICIPATION SHOULD BE RETURNED, IN DUPLICATE, WITH THE BID FORM.

______________________________________________________________ RESPONDENT COMPANY NAME ______________________________________________________________ SIGNATURE OF AUTHORIZED OFFICER OR AGENT OF RESPONDENT ______________________________________________________________ NAME (TYPE OR PRINT) ______________________________________________________________ TITLE

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EXHIBIT IV ATTACHMENT “B”

OFFICE OF BUSINESS OPPORTUNITY AND CONTRACT COMPLIANCE M/WBE UTILIZATION REPORT

NOTICE OF INTENT

THIS AGREEMENT IS SUBJECT TO MEDIATION AND CAN BE INITIATED BY THE COMPANIES SIGNED BELOW OR THE OFFICE OF BUSINESS OPPORTUNITY. To: City of Houston Date: Administering Department Project Name and Number Bid Amount: M/W/SBE Goal: , agrees to enter into a contractual agreement with Prime Contractor _______________________________, who will provide the following goods/services in connection MWSBE Subcontractor

with the above-referenced contract:

_______________

for an estimated amount of $ or % of the total contract value. is currently certified with the City of Houston’s Office of Business (M/W/SBE Subcontractor) Opportunity to function in the aforementioned capacity. Intend to

Prime Contractor M/W/SBE Subcontractor

work on the above-named contract in accordance with the M/W/DBE Participation Section of the City of Houston Bid Provisions, contingent upon award of the contract to the aforementioned Prime Contractor. Signed (Prime Contactor) Signed (M/W/SBE Subcontractor) Printed Signature Printed Signature Title Date Title Date

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EXHIBIT IV ATTACHMENT “C”

CERTIFIED M/WBE SUBCONTRACT TERMS

CITY OF HOUSTON CERTIFIED MWSBE SUBCONTRACT TERMS Contractor shall ensure that all subcontracts with M/WSBE subcontractors and suppliers are clearly labeled “THIS CONTRACT IS SUBJECT TO MEDIATION” and contain the following terms:

1. _______________________(M/WSBE subcontractor) shall not delegate or subcontract more than 50% of the work under this subcontract to any other subcontractor or supplier without the express written consent of the City of Houston’s Office of Business Opportunity Director (“the Director”).

2. _______________________(M/WSBE subcontractor) shall permit representatives of the City of

Houston, at all reasonable times, to perform 1) audits of the books and records of the subcontractor, and 2) inspections of all places where work is to be undertaken in connection with this subcontract. Subcontractor shall keep such books and records available for such purpose for at least four (4) years after the end of its performance under this subcontract. Nothing in this provision shall affect the time for bringing a cause of action or the applicable statute of limitations.

3. Within five (5) business days of execution of this subcontract, Contractor (prime contractor) and

Subcontractor shall designate in writing to the Director an agent for receiving any notice required or permitted to be given pursuant to Chapter 15 of the Houston City Code of Ordinances, along with the street and mailing address and phone number of such agent.

These provisions apply to goal-oriented contracts. A goal-oriented contract means any contract for the supply of goods or non-professional services in excess of $100,000.00 for which competitive proposals are required by law; not within the scope of the MBE/WBE/SBE program of the United States Environmental Protection Agency or the United States Department of Transportation; and which the City Chief Procurement Officer has determined to have significant MWSBE subcontracting potential in fields which there are an adequate number of known MBEs , WBE’s, and or SBE’s (if applicable) to compete for City contracts. The MWSBE policy of the City of Houston will be discussed during the pre-proposal conference. For information, assistance, and/or to receive a copy of the City’s Affirmative Action Policy and/or Ordinance, contact the Office of Business Opportunity Division at 832.393.0600, 611 Walker Street, 7th Floor, Houston, Texas 77002.

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EXHIBIT IV ATTACHMENT “D”

OFFICE OF BUSINESS OPPORTUNITY AND CONTRACT COMPLIANCE M/WBE UTILIZATION REPORT

Report Period: _____________________ PROJECT NAME & NUMBER: ___________________________________ AWARD DATE:_____________________________ PRIME CONTRACTOR: ________________________________________ CONTRACT NO.: ___________________________ ADDRESS: __________________________________________________ CONTRACT AMOUNT: ______________________ LIAISON/PHONE NO.: _________________________________________ M/WBE GOAL: ____________________________

M/WBE SUB/VENDOR NAME

DATE OF OBO CERTIFICATION

DATE OF SUBCONTRACT

SUBCONTRACT AMOUNT

% OF TOTAL CONTRACT

AMOUNT PAID TO DATE

% OF CONTRACT TO DATE

Use additional pages if needed. Submit by the 15th day of the following month. Office of Business Opportunity Provide support documentation on all revenues paid to end of the report period to: ATTN: Carlecia Wright 713-837-9000 M/WBE’s to reflect up/down variances on Contract amount. 611 Walker, 7th Floor Houston, Texas 77002

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EXHIBIT V The City of Houston Ownership Information Form is used to gather information to comply with:

a. The City of Houston Contractor Ownership Disclosure Ordinance (Chapter 15 of the Code of Ordinances, Article VIII: City Contracts; Indebtedness to City);

b. The City of Houston Acknowledgement of Applicable Provisions of the City of Houston Ethics Ordinance (Chapter 18 of the Code of Ordinances, Ethics and Financial Disclosure); and,

c. The State of Texas Statement of Residency Requirements (Tex. Govt. Code Chapter 2252, “Contracts with Governmental Entity”).

Please complete the form, in its entirety, and submit it with the Official Bid or Proposal Form. Failure to provide this information may be just cause for rejection of your bid or proposal.

NOTICE OF AFFIRMATIVE ACCEPTANCE OF THE CITY OF HOUSTON FAIR CAMPAIGN ORDINANCE

By submitting a bid or proposal to the City of Houston for a Contract in excess of $50,000 or for which a request is presented to City Council for approval, all respondents agree to comply with the Chapter 18 of the

Code of Ordinances. Further, it shall be unlawful either for any person who submits a bid or proposal to contribute or offer any contribution to a candidate or for any candidate to solicit or accept any contribution from such person for a period commencing at the time of posting of the City Council Meeting Agenda including an item for the award of the Contract and ending upon the 30th day after the award of the Contract by City Council. INSTRUCTIONS

1. Please type or legibly print in dark ink responses. Individuals and entities should disclose their full, legal names (not initials) and all required corporate letters (“Inc”, “LLP”, etc.).

a. If a firm is operating under an assumed name, the following format is recommended: Corporate/Legal Name DBA Assumed Name.

2. Full addresses are required, including street types (“St”, “Rd”, etc.) and unit number. 3. Individuals or entities with 10% or more ownership of the corporation, partnership, or joint venture

(including persons who own 100%) are required to be disclosed with their full name and full address. All officers and directors are also required to be disclosed with their full name and full address.

https://www.municode.com/library/tx/houston/codes/code_of_ordinances?nodeId=COOR_CH15CO

https://www.municode.com/library/tx/houston/codes/code_of_ordinances?nodeId=COOR_CH15CO

https://www.municode.com/library/tx/houston/codes/code_of_ordinances?nodeId=COOR_CH18ETFIDI

http://www.statutes.legis.state.tx.us/Docs/GV/htm/GV.2252.htm

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PROJECT AND BID/PROPOSAL PREPARER INFORMATION Project or Matter Being Bid: Bidder’s complete firm/company business information Name: Business Address [No./Street] City / State / Zip Code Telephone Number Bidder’s email address Email Address:

STATEMENT OF RESIDENCY

Texas Government Code §2252.001(4) defines a "Resident bidder" as a bidder whose principal place of business* is in this state, and includes a contractor whose ultimate parent company or majority owner has its principal place of business in this state. Texas Government Code §2252.001(3) defines a "Nonresident bidder" as a bidder who is not a resident in this state. * Principal Place of Business in Texas means that the business entity:

• has at least one permanent office located within the State of Texas, from which business activities other than submitting bids to governmental agencies are conducted and from which the bid is submitted; and

• has at least one employee who works in the Texas office. Based on the definitions above, your business is a: If you are a Nonresident Bidder, does your home state have a statute giving preference to resident bidders? If so, you must attach a copy of the most recent edition of the statute to this Document. A copy of the State of statute is attached. NOTE: The state of residency of a bidder is not used in the decision-making criteria for the award of contracts for projects receiving federal funding, whether in whole or in part.

TEXAS RESIDENT BIDDER

NONRESIDENT BIDDER

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CONTRACTING ENTITY ORGANIZATIONAL ENTITY TYPE

FOR PROFIT ENTITY: NON-PROFIT ENTITY:

SOLE PROPRIETORSHIP NON-PROFIT CORPORATION

CORPORATION UNINCORPORATED ASSOCAITION

PARTNERSHIP

LIMITED PARTNERSHIP

JOINT VENTURE

LIMITED LIABILITY COMPANY

OTHER (specify in space below)

LISTING OF OFFICERS LIST ALL OFFICERS OF THE ENTITY, REGARDLESS OF THE AMOUNT OF OWNERSHIP (IF NONE STATE “NONE”)

Name Officer Address






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LISTING OF DIRECTORS OR MEMBERS LIST ALL DIRECTORS OF THE ENTITY, REGARDLESS OF THE AMOUNT OF OWNERSHIP (IF NONE STATE “NONE”)

Name Director or Member Address

Name

Director or Member Address

Name


Name Director or Member Address

Name


DISCLOSURE OF OWNERSHIP (OR, NON-PROFIT OFFICERS) Bidders are required to disclose all owners of 10% or more of the Contracting Entity. For non-profit entities, please provide the complete information for the President, Vice-President, Secretary, and Treasurer. IN ALL CASES, USE FULL NAMES, LOCAL BUSINESS AND RESIDENCE ADDRESSES, AND TELEPHONE NUMBERS. DO NOT USE POST OFFICE BOXES FOR ANY ADDRESS. INCLUSION OF E-MAIL ADDRESSES IS OPTIONAL, BUT RECOMMENDED. ATTACH ADDITIONAL SHEETS AS NEEDED.

Contracting Entity: Name: Business Address [No./Street] City / State / Zip Code Telephone Number Email Address:

DISCLOSURE OF OWNERSHIP (OR, NON-PROFIT OFFICERS) continued.

10% Owner(s) or More (IF NONE, STATE “NONE.”):

Name: Business Address [No./Street] City / State / Zip Code Telephone Number

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Email Address: Residence Address [No./Street] City / State / Zip Code

10% Owner(s) or More (IF NONE, STATE “NONE.”):

Name: Business Address [No./Street] City / State / Zip Code Telephone Number Email Address: Residence Address [No./Street] City / State / Zip Code

ATTACH ADDITIONAL SHEETS AS NEEDED.

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OPTIONAL: TAX APPEAL INFORMATION

If the firm/company or an owner/officer is actively protesting, challenging, or appealing the accuracy and/or amount of taxes levied with a tax appraisal district, please provide the following information:

Status of Appeal [DESCRIBE]: If an appeal of taxes has been filed on behalf of your company, please include a copy of the official form receipted by the appropriate agency.

REQUIRED: UNSWORN DECLARATION

I certify that I am duly authorized to submit this form on behalf of the firm, that I am associated with the

firm in the capacity noted below, and that I have personal knowledge of the accuracy of the information

provided herein. I affirm that all the information contained herein is true and correct to the best of my

knowledge. I understand that failure to submit accurate information with my submission may result in

my submission being considered non-responsive and non-responsible.

Preparer’s Signature Date

Printed name

Title

Debtor (Firm or Owner Name):

Tax Account Nos.:

Case or File Nos.:

Attorney/Agent Name:

Attorney/Agent Phone No.:

Tax Years:

.

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NOTE: This form constitutes a governmental record, as defined by Section 37.01 of the Texas Penal Code. Submission of a false government and falsification of a governmental record are crimes, punishable as provided in Section 37.10 of the Texas Penal Code.

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EXHIBIT VI ANTI-COLLUSION STATEMENT

Anti-Collusion Statement The undersigned, as Respondent, certifies that the only person or parties interested in this Proposal as principals

are those named herein; that the Respondent has not, either directly or indirectly entered into any Agreement,

participated in any collusion, or otherwise taken any action in restraint of free competitive bidding in connection

with the award of this Contract.

__________________________ __________________________________ Date Respondent Signature

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EXHIBIT VII CONFLICT OF INTEREST QUESTIONNAIRE

CONFLICT OF INTEREST QUESTIONNAIRE: Chapter 176.006 of the Local Government Code (“the code”) requires a Vendor/Contractor to file a Conflict of Interest Questionnaire (CIQ) with the City. NOTE: Vendors/Contractors or Agents should not complete the CIQ if a conflict, as described below, does not exist. Only Vendors/Contractors or Agents that actually have a conflict, as described below, must file a CIQ. Who must file a CIQ? A Vendor/Contractor or Agent of a Vendor/Contractor does not have to file a CIQ unless they intend to enter or is considering entering into a contract with the City or:

1. has an employment or other business relationship with the Local Government Officer/Family Member; or

2. has given the Local Government Officer/Family Member one or more gifts with the aggregate value exceeding $250.00.

When must the Vendor/Contractor or Agent file a CIQ? The completed CIQ must be filed with the City Chief Procurement Officer not later than the 7th business day after the date the Vendor/Contractor or Agent:

1. begins discussions or negotiations to enter into a contract with the City; 2. submits an application to the City in response to a request for proposals or bids, correspondence, or

any other writing related to a potential contract with the City; 3. becomes aware of an employment or other business relations with the Local Government

Officer/Family Member; 4. becomes aware that he/she has given one or more gifts to the Local Government Officer/Family

Member that exceeds $250.00; or 5. an event that would make the CIQ incomplete or inaccurate.

What is a business relationship? Under Chapter 176, business relationship means a connection between two or more parties based on the commercial activity of one of the parties. The term does not include:

1. a transaction that is subject to a rate or fee regulation by a governmental entity; 2. a transaction conducted at a price and subject to terms available to the public; or 3. a purchase or lease of goods or services from a person who is chartered by a state or federal agency

and is subject to regular examination and reporting to that agency. The Conflict of Interest Questionnaire is available for downloading from the Texas Ethics Commission’s website at http://www.ethics.state.tx.us/forms/CIQ.pdf . The Original Conflict of Interest Questionnaire shall be filed with the Administration and Regulatory Affairs Department’s Record Administration (John J. Gillespie, City Chief Procurement Officer, 901 Bagby, Concourse Level, Houston, Texas 77002). Vendors and Contractors required to file shall include a copy of the form as part of the BID/Proposal package. Any questions about filling out this form should be directed to your attorney.

http://www.ethics.state.tx.us/forms/CIQ.pdf

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EXHIBIT VII

CONFLICT OF INTEREST QUESTIONNAIRE

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Exhibit VIII

Contract and Contract Exception Chart

This Contract Exception Chart MUST be included with the proposal response or the proposal will not be considered. Below, is an example Exception Chart, which is included for illustrative purposes only.

ITEM NO.

CONTRACT SECTION CONTRACT LANGUAGE1 REVISED LANGUAGE IN RED-LINE FORMAT2 EXPLANATION

1 Monthly Invoices Contractor shall submit weekly invoices to the

City for Products and Services in accordance with the requirements specified in this Section.

Contractor shall submit monthly invoices to the City for Products and Services in accordance with the requirements specified in this Section.

Respondent’s system is set up to bill on a monthly

basis. 2 Contract Term This Agreement is effective on the

Countersignature Date and remains in effect for 2 years unless sooner terminated under this Agreement (“Initial Term”).

This Agreement is effective on the Countersignature Date and remains in effect for 3 years unless sooner terminated under this Agreement (“Initial Term”).

Respondent’s proposal will

require 3 years to complete

Unless a Respondent agrees with and can fulfill all of the conditions and requirements in a contract clause, Respondent must state the exceptions to the clause in this chart and suggest proposed modifications to the specific contract language with which the Respondent disagrees or for which Respondent is unable to satisfy the condition or requirement, including an explanation of the revision (if any). If Respondent does not list an item as a contract exception on this chart, the City reserves the right to hold the Respondent accountable to perform in strict compliance with the proposed contract, if awarded to Respondent.

Explanation Box: Respondent should include an explanation to accompany the exception (e.g. the revised language), unless the revision is self-explanatory. Explanations may address a variety of matters, including, but not limited to:

• Distinguishing attributes or benefits associated with the response; • Rationale for Respondent’s revisions; • Limitations, special conditions or deviations requested by Respondent; • Additional descriptive information; • Suggestions for services or features in addition to those requested by City of Houston; and • Any matter that Respondent believes would be helpful to the City in reviewing the exception.

1 Note that this language is merely illustrative and does not necessarily represent any actual language in the RFP or Terms and Conditions related to the RFP. Proposer shall include the exact language from the RFP or the Terms and Conditions in this column. 2 The examples of redlined language are merely illustrative and do not indicate language that the City would or would not accept or be willing to agree to.

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Attachment I – Sample Contract

ATTACHED AS SEPARATE DOWNLOADABLE DOCUMENT.

SAMPLE CONTRACT

1

AGREEMENT FOR MANAGED TELECOMMUNICATIONS MAINTENANCE SERVICES FOR THE HOUSTON AIRPORT SYSTEM

RFP NO.: HBW-MTMS-2016-031

THE STATE OF TEXAS § § COUNTY OF HARRIS §

THIS AGREEMENT FOR MANAGED TELECOMMUNICATIONS MAINTENANCE SERVICES FOR THE HOUSTON AIRPORT SYSTEM ("Agreement") is made on the Countersignature Date between the CITY OF HOUSTON, TEXAS ("City"), a Texas home-rule city and __________________________ ("Contractor”), a __________________________ authorized to do business in Texas. The Parties agree as follows:

I. PARTIES

1.0 ADDRESS

The initial addresses of the parties, which one party may change by giving written notice to the other party, are as follows: City Contractor

Director _____________________________ Houston Airport System _____________________________ City of Houston _____________________________ P.O. Box 60106 Phone: _______________________ Houston, Texas 77205 Fax: _________________________

2.0 TABLE OF CONTENTS

2.1 This Agreement consists of the following sections:

SAMPLE CONTRACT

2

TABLE OF CONTENTS Page No.

I. PARTIES ........................................................................................................................................... 1

1.0 ADDRESS ............................................................................................................................. 1 2.0 TABLE OF CONTENTS ......................................................................................................... 1 3.0 PARTS INCORPORATED ..................................................................................................... 5 4.0 CONTROLLING PARTS ........................................................................................................ 5 5.0 DEFINITIONS ........................................................................................................................ 5 6.0 SIGNATURES ....................................................................................................................... 6

II. DUTIES OF CONTRACTOR ............................................................................................................. 7

1.0 SCOPE OF SERVICES ......................................................................................................... 7 2.0 PERSONNEL OF CONTRACTOR ......................................................................................... 7 3.0 RELEASE .............................................................................................................................. 7 4.0 INDEMNIFICATION ............................................................................................................... 7 5.0 RELEASE AND INDEMNIFICATION (PATENT, COPYRIGHT, TRADEMARK, AND

TRADE SECRET INFRINGEMENT) ...................................................................................... 8 6.0 SUBCONTRACTOR’S INDEMNITY ...................................................................................... 8 7.0 INDEMNIFICATION PROCEDURES ..................................................................................... 9 8.0 INSURANCE ......................................................................................................................... 9 9.0 WARRANTIES ..................................................................................................................... 11 10.0 SPARE PARTS ................................................................................................................... 12 11.0 LIABILITY FOR LOSS OR CORRUPTION OF DATA .......................................................... 12 12.0 MAINTENANCE AUDIT ....................................................................................................... 12 13.0 LICENSES AND PERMITS .................................................................................................. 13 14.0 CONFIDENTIALITY ............................................................................................................. 13 15.0 USE OF WORK PRODUCTS .............................................................................................. 14 16.0 COMPLIANCE WITH LAWS ................................................................................................ 15 17.0 COMPLIANCE WITH EQUAL OPPORTUNITY ORDINANCE ............................................. 15 18.0 NON-DISCRIMINATION (TITLE VI) ..................................................................................... 15 19.0 PERFORMANCE AND PAYMENT BONDS ......................................................................... 15 20.0 M/WBE COMPLIANCE ........................................................................................................ 16 21.0 DRUG ABUSE DETECTION AND DETERRENCE .............................................................. 16 22.0 ENVIRONMENTAL LAWS ................................................................................................... 17 23.0 CITY’S CONTRACTOR PAY OR PLAY PROGRAM ............................................................ 20 24.0 CONTRACTOR’S PERFORMANCE .................................................................................... 20 25.0 AIRPORT SECURITY AND FINES ...................................................................................... 20 26.0 PUBLICITY .......................................................................................................................... 20 27.0 PROMPT PAYMENT OF EMPLOYEES AND SUBCONTRACTORS................................... 20 28.0 DUTY TO INSPECT ............................................................................................................ 21 29.0 CONFLICTS OF INTEREST ................................................................................................ 21 30.0 NON-EXCLUSIVITY ............................................................................................................ 21 31.0 AIRPORT SYMBOLS .......................................................................................................... 21

III. DUTIES OF CITY ............................................................................................................................ 21

1.0 PAYMENT TERMS .............................................................................................................. 21 2.0 TAXES ................................................................................................................................. 23 3.0 METHOD OF PAYMENT ..................................................................................................... 23

SAMPLE CONTRACT

3

4.0 METHOD OF PAYMENT - DISPUTED PAYMENTS ............................................................ 23 5.0 LIMIT OF APPROPRIATION ............................................................................................... 23 6.0 CHANGES ........................................................................................................................... 24 7.0 ADDITIONS AND DELETIONS ............................................................................................ 25 8.0 SUSPENSION OF PERFORMANCE ................................................................................... 25 9.0 ACCESS TO SITE ............................................................................................................... 26 10.0 ACCESS TO DATA ............................................................................................................. 26

IV. TERM AND TERMINATION ............................................................................................................ 26

1.0 CONTRACT TERM .............................................................................................................. 26 2.0 NOTICE TO PROCEED....................................................................................................... 26 3.0 TIME EXTENSIONS ............................................................................................................ 26 4.0 TERMINATION FOR CONVENIENCE BY THE CITY .......................................................... 27 5.0 TERMINATION FOR CAUSE BY CITY ................................................................................ 27 6.0 TERMINATION FOR CAUSE BY CONTRACTOR ............................................................... 28 7.0 REMOVAL OF CONTRACTOR OWNED EQUIPMENT AND MATERIALS ......................... 28

V. MISCELLANEOUS .......................................................................................................................... 28

1.0 INDEPENDENT CONTRACTOR ......................................................................................... 28 2.0 FORCE MAJEURE .............................................................................................................. 28 3.0 SEVERABILITY ................................................................................................................... 29 4.0 ENTIRE AGREEMENT ........................................................................................................ 29 5.0 WRITTEN AMENDMENT .................................................................................................... 29 6.0 APPLICABLE LAWS ............................................................................................................ 30 7.0 NOTICES ............................................................................................................................ 30 8.0 CAPTIONS .......................................................................................................................... 30 9.0 NON-WAIVER ..................................................................................................................... 30 10.0 INSPECTIONS AND AUDITS .............................................................................................. 30 11.0 ENFORCEMENT ................................................................................................................. 31 12.0 AMBIGUITIES ..................................................................................................................... 31 13.0 SURVIVAL ........................................................................................................................... 31 14.0 PARTIES IN INTEREST ...................................................................................................... 31 15.0 SUCCESSORS AND ASSIGNS .......................................................................................... 31 16.0 BUSINESS STRUCTURE AND ASSIGNMENTS................................................................. 31 17.0 SIGNATORY’S WARRANTY ............................................................................................... 32 18.0 ACCEPTANCE AND APPROVALS ..................................................................................... 32 19.0 DISPUTE RESOLUTION ..................................................................................................... 32 20.0 REMEDIES CUMULATIVE .................................................................................................. 32 21.0 CONTRACTOR DEBT ......................................................................................................... 32

EXHIBITS

A. DEFINITIONS

B. SCOPE OF SERVICES

B-1. PBX SYSTEM DETAILS AND LOCATIONS

B-2. PARTIAL ON-SITE SPARES LIST

C. TITLE VI: NON-DISCRIMINATION

SAMPLE CONTRACT

4

D. DRUG POLICY COMPLIANCE AGREEMENT

E. CERTIFICATION OF NO SAFETY IMPACT POSITIONS

F. DRUG POLICY COMPLIANCE DECLARATION

G. FEE SCHEDULE

H. PERFORMANCE BOND

SAMPLE CONTRACT

5

3.0 PARTS INCORPORATED

3.1 The above-described sections and exhibits are incorporated into this Agreement.

4.0 CONTROLLING PARTS

4.1 If a conflict among the sections or exhibits arises, the sections control over the exhibits.

5.0 DEFINITIONS

5.1 Certain terms used in this Agreement are defined in Exhibit "A”.

SAMPLE CONTRACT

6

6.0 SIGNATURES

6.1 The Parties have executed this Agreement in multiple copies, each of which is an original.

CONTRACTOR: CITY:

[NAME OF CONTRACTOR] CITY OF HOUSTON, TEXAS

By: _________________________________ By:_________________________________ Name: ___________________________ Mayor Title: ___________________________ ATTEST/SEAL: (if a corporation) ATTEST/SEAL: WITNESS: (if not a corporation) Signed by:

_________________________________ _________________________________ City Secretary Tax ID Number:____________________ APPROVED: _________________________________ Director, Houston Airport System COUNTERSIGNED BY: _________________________________ City Controller DATE COUNTERSIGNED: _________________________________ (“Countersignature Date”) APPROVED AS TO FORM:

_________________________________

Sr. Assistant City Attorney L.D. File No. ___________________

SAMPLE CONTRACT

7

II. DUTIES OF CONTRACTOR

1.0 SCOPE OF SERVICES

1.1 In consideration of the payment specified in this Agreement, Contractor shall provide all labor, supervision, parts, equipment, materials, tools, instruments, expendable items, supplies, reports, transportation, insurance, subcontracts, bonds, and incidentals necessary to perform the Basic Services and, if requested, Other Work/Services described in the Scope of Services set forth in Exhibit "B". Contractor shall not be paid for travel time or expenses to and from the job site.

1.2 Contractor acknowledges that all services it provides herein shall be delivered consistent with the FAA’s “Policy and Procedures Concerning the Use of Airport Revenue,” 64 Fed. Reg. 7696 (Feb. 16, 1999) and 49 U.S.C. 47107(b), which requires that all revenue generated by a public airport which receives FAA grant funds must be expended for the capital or operating costs of the airport.

1.3 Contractor acknowledges that HAS intends to engage in the Resale of Services.

2.0 PERSONNEL OF CONTRACTOR

2.1 Contractor shall provide sufficient, fully qualified personnel to meet the performance requirements set forth in this Agreement. Contractor shall replace any of its personnel or subcontractors whose work is deemed unsatisfactory by the Director.

3.0 RELEASE

3.1 CONTRACTOR AGREES TO AND SHALL RELEASE THE CITY, ITS AGENTS, EMPLOYEES, OFFICERS, AND LEGAL REPRESENTATIVES (COLLECTIVELY THE CITY) FROM ALL LIABILITY FOR INJURY, DEATH, DAMAGE, OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS AGREEMENT, EVEN IF THE INJURY, DEATH, DAMAGE, OR LOSS IS CAUSED BY THE CITY’S SOLE OR CONCURRENT NEGLIGENCE AND/OR THE CITY’S STRICT PRODUCTS LIABILITY OR STRICT STATUTORY LIABILITY.

4.0 INDEMNIFICATION 4.1 CONTRACTOR AGREES TO AND SHALL DEFEND, INDEMNIFY, AND HOLD

HARMLESS THE CITY, ITS AGENTS, EMPLOYEES, OFFICERS, AND LEGAL REPRESENTATIVES (COLLECTIVELY "THE CITY") HARMLESS FOR ALL CLAIMS, CAUSES OF ACTION, LIABILITIES, FINES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, ATTORNEY’S FEES, COURT COSTS, AND ALL OTHER DEFENSE COSTS AND INTEREST) FOR INJURY, DEATH, DAMAGE, OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, THOSE CAUSED BY:

4.1.1 CONTRACTOR AND/OR ITS AGENTS’, EMPLOYEES’, OFFICERS’,

DIRECTORS’, CONTRACTORS’, OR SUBCONTRACTORS’ (COLLECTIVELY

SAMPLE CONTRACT

8

IN NUMBERED PARAGRAPHS 4.1.1-4.1.3, "CONTRACTOR") ACTUAL OR ALLEGED NEGLIGENCE OR INTENTIONAL ACTS OR OMISSIONS

4.1.2 THE CITY’S AND CONTRACTOR ACTUAL OR ALLEGED CONCURRENT

NEGLIGENCE, WHETHER CONTRACTOR IS IMMUNE FROM LIABILITY OR NOT; AND

4.1.3 THE CITY’S AND CONTRACTOR ACTUAL OR ALLEGED STRICT PRODUCTS

LIABILITY OR STRICT STATUTORY LIABILITY, WHETHER CONTRACTOR IS IMMUNE FROM LIABILITY OR NOT.

4.2 CONTRACTOR SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS THE CITY

DURING THE TERM OF THIS AGREEMENT AND FOR FOUR YEARS AFTER THE AGREEMENT TERMINATES. CONTRACTOR’S INDEMNIFICATION IS LIMITED TO $1,000,000.00 PER OCCURRENCE. CONTRACTOR SHALL NOT INDEMNIFY THE CITY FOR THE CITY’S SOLE NEGLIGENCE.

5.0 RELEASE AND INDEMNIFICATION (PATENT, COPYRIGHT, TRADEMARK, AND TRADE SECRET INFRINGEMENT)

5.1 CONTRACTOR AGREES TO AND SHALL RELEASE AND DEFEND, INDEMNIFY, AND HOLD HARMLESS THE CITY, ITS AGENTS, EMPLOYEES, OFFICERS, AND LEGAL REPRESENTATIVES (COLLECTIVELY THE “CITY”) FROM ALL CLAIMS OR CAUSES OF ACTION BROUGHT AGAINST THE CITY BY ANY PARTY, INCLUDING CONTRACTOR, ALLEGING THAT THE CITY'S USE OF ANY EQUIPMENT, SOFTWARE, PROCESS, OR DOCUMENTS CONTRACTOR FURNISHES DURING THE TERM OF THIS AGREEMENT INFRINGES ON A PATENT, COPYRIGHT, OR TRADEMARK, OR MISAPPROPRIATES A TRADE SECRET. CONTRACTOR SHALL PAY ALL COSTS (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES, COURT COSTS, AND ALL OTHER DEFENSE COSTS, AND INTEREST) AND DAMAGES AWARDED.

5.2 CONTRACTOR SHALL NOT SETTLE ANY CLAIM ON TERMS WHICH PREVENT THE

CITY FROM USING THE EQUIPMENT, SOFTWARE, PROCESS, AND DOCUMENTS WITHOUT THE CITY’S PRIOR WRITTEN CONSENT.

5.3 WITHIN 60 DAYS AFTER BEING NOTIFIED OF THE CLAIM, CONTRACTOR SHALL,

AT ITS OWN EXPENSE, EITHER (1) OBTAIN FOR THE CITY THE RIGHT TO CONTINUE USING THE EQUIPMENT, SOFTWARE, PROCESS, AND DOCUMENTS OR, (2) IF BOTH PARTIES AGREE, REPLACE OR MODIFY THEM WITH COMPATIBLE AND FUNCTIONALLY EQUIVALENT PRODUCTS. IF NONE OF THESE ALTERNATIVES IS REASONABLY AVAILABLE, THE CITY MAY RETURN THE EQUIPMENT, SOFTWARE, OR DOCUMENTS, OR DISCONTINUE THE PROCESS, AND CONTRACTOR SHALL REFUND THE PURCHASE PRICE.

6.0 SUBCONTRACTOR’S INDEMNITY

6.1 CONTRACTOR SHALL REQUIRE ALL OF ITS SUBCONTRACTORS (AND THEIR SUBCONTRACTORS) TO RELEASE AND INDEMNIFY THE CITY TO THE SAME EXTENT AND IN SUBSTANTIALLY THE SAME FORM AS ITS RELEASE AND

SAMPLE CONTRACT

9

INDEMNITY TO THE CITY.

7.0 INDEMNIFICATION PROCEDURES

7.1 Notice of Claims. If the City or Contractor receives notice of any claim or circumstances, which could give rise to an indemnified loss, the receiving party shall give written notice to the other party within ten (10) days. The notice must include the following:

7.1.1 a description of the indemnification event in reasonable detail, and

7.1.2 the basis on which indemnification may be due, and

7.1.3 the anticipated amount of the indemnified loss.

7.2 This notice does not stop or prevent the City from later asserting a different basis for indemnification or a different amount of indemnified loss than that indicated in the initial notice. If the City does not provide this notice within the 10-day period, it does not waive any right to indemnification except to the extent that Contractor is prejudiced, suffers loss, or incurs expense because of the delay.

7.3 Defense of Claims

7.3.1 Assumption of Defense. Contractor may assume the defense of the claim at its own expense with counsel chosen by it that is reasonably satisfactory to the City. Contractor shall then control the defense and any negotiations to settle the claim. Within ten (10) days after receiving written notice of the indemnification request, Contractor must advise the City as to whether or not it will defend the claim. If Contractor does not assume the defense, the City shall assume and control the defense, and all defense expenses constitute an indemnification loss.

7.3.2 Continued Participation. If Contractor elects to defend the claim, the City may retain separate counsel to participate in (but not control) the defense and to participate in (but not control) any settlement negotiations. Contractor may settle the claim without the consent or Agreement of the City, unless it (i) would result in injunctive relief or other equitable remedies or otherwise require the City to comply with restrictions or limitations that adversely affect the City, (ii) would require the City to pay amounts that Contractor does not fund in full, (iii) would not result in the City’s full and complete release from all liability to the plaintiffs or claimants who are parties to or otherwise bound by the settlement.

8.0 INSURANCE

8.1 With no intent to limit Contractor’s liability or the indemnification provisions set forth herein, Contractor shall, at a minimum, maintain the following insurance coverages in the following amounts:

Coverage Limit of Liability

Workers' Compensation Statutory for Workers' Compensation

Employer's Liability • Bodily Injury by Accident $500,000 (each accident) • Bodily Injury by Disease $500,000 (policy limit) • Bodily Injury by Disease $500,000 (each employee)

Commercial General Liability: Combined single limit of $1,000,000 (each

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including Contractual Liability, Bodily and Personal Injury, Property Damage, Products and Completed Operations Coverage (for two years after substantial completion)

occurrence), aggregate of $2,000,000

Automobile Liability (for vehicles Contractor uses in performing under this Contract, including Employer's Non-Owned and Hired Auto Coverage)

$1,000,000 combined single limit for (1) Any Auto or (2) All Owned, Hired, and Non-Owned Autos. $10,000,000 for any auto driven in the Airfield Operations Area (AOA)

Excess Liability $1,000,000 Aggregate Limits are per 12-month policy period unless otherwise indicated.

8.2 Insurance Coverage. At all times during the term of this Agreement and any extensions or renewals, Contractor shall provide and maintain insurance coverage that meets the Agreement requirements. Prior to beginning performance under the Agreement, at any time upon the Director’s request, or each time coverage is renewed or updated, Contractor shall furnish to the Director current certificates of insurance, endorsements, all policies, or other policy documents evidencing adequate coverage, as necessary. Contractor shall be responsible for and pay (a) all premiums and (b) any claims or losses to the extent of any deductible amounts. Contractor waives any claim it may have for premiums or deductibles against the City, its officers, agents, or employees. Contractor shall also require all subcontractors or consultants whose subcontracts exceed $100,000 to provide proof of insurance coverage meeting all requirements stated above except amount. The amount must be commensurate with the amount of the subcontract, but no less than $500,000 per claim.

8.3 Form of insurance. The form of the insurance shall be approved by the Director and the City Attorney; such approval (or lack thereof) shall never (a) excuse non-compliance with the terms of this Section, or (b) waive or estop the City from asserting its rights to terminate this Agreement. The policy issuer shall (1) have a Certificate of Authority to transact insurance business in Texas, or (2) be an eligible non-admitted insurer in the State of Texas and have a Best's rating of at least B+, and a Best's Financial Size Category of Class VI or better, according to the most current Best's Key Rating Guide.

8.4 Required Coverage. The City shall be an Additional Insured under this Agreement, and all policies, except Worker's Compensation, shall explicitly name the City as an Additional Insured. The City shall enjoy the same coverage as the Named Insured without regard to other Agreement provisions. Contractor waives any claim or right of subrogation to recover against the City, its officers, agents, or employees, and each of Contractor’s insurance policies must contain coverage waiving such claim. Each policy, except Workers’ Compensation, must also contain an endorsement that the policy is primary to any other insurance available to the Additional Insured with respect to claims arising under this Agreement.

8.5 Notice. CONTRACTOR SHALL GIVE 30 DAYS’ ADVANCE WRITTEN NOTICE TO THE DIRECTOR IF ANY OF ITS INSURANCE POLICIES ARE CANCELED OR NON-RENEWED. Within the 30-day period, Contractor shall provide other suitable policies in order to maintain the required coverage. If Contractor does not comply with this

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requirement, the Director, at his sole discretion, may immediately suspend Contractor from any further performance under this Agreement and begin procedures to terminate for default.

9.0 WARRANTIES

9.1 Contractor represents and warrants that it shall perform all work in a good and workmanlike manner, meeting the standards of quality prevailing in Harris County, Texas, with respect to the scope, quality, due diligence, and care of the Services and other Deliverables that Contractor provides under this Agreement. Contractor shall perform all work using trained and skilled persons having substantial experience performing the work required under this Agreement.

9.2 Contractor shall assign only competent personnel to perform the Services and shall perform all Services using trained, qualified, and skilled Persons having experience performing the Services required under this Agreement.

9.3 Contractor shall render all Services with reasonable care and skill.

9.4 With respect to any parts, instruments, equipment, and goods it furnishes, Contractor warrants:

9.4.1 That all items are free of defects in title, material, and workmanship;

9.4.2 That each item meets or exceeds the manufacturer’s specifications and requirements for the equipment, structure, or other improvement in which the item is installed,

9.4.3 That each replacement item is new in accordance with original equipment manufacturers specifications, and of a quality at least as good as the quality of the item which it replaces (when the replaced item was new), and

9.4.4 That no item or its use infringe any patent, copyright, or other proprietary rights; provided, however, in the event Contractor becomes aware of such an infringement, Contractor’s sole obligation and the City’s sole remedy shall be the Contractor’s indemnification obligations in accordance with this Agreement; and

9.4.5 That for one year from the date of any installation ("Warranty Period"), Contractor shall provide all parts, instruments, equipment, and goods required to complete all Preventive and Remedial Maintenance required under this Agreement at no cost to the City. This warranty is in addition to Contractor’s obligation to provide Basic Services under this Agreement. When the manufacturer’s warranty period for any parts, instruments, equipment, and goods is greater than one (1) year, the City must claim directly against the manufacturer unless the City is at that time under a maintenance contract with Contractor, provided such warranties are assigned to the City. Any warranty applicable to parts, instruments, equipment, goods and software provided to the City pursuant to this Agreement would be owned by the City.

9.5 Contractor shall manage and enforce on the City's behalf (excluding litigation) all manufacturer warranties issued before the Countersignature Date of this Agreement, during the Term of this Agreement, and any extensions. Contractor shall not be entitled

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to any additional compensation for the management and enforcement of these manufacturer warranties. If Contractor does not exhaust all remedies, excluding litigation, against a manufacturer who fails to honor all or a part of a warranty, it shall not receive additional compensation from the City for the labor and material costs it incurs to repair or replace the item that otherwise would have been under warranty.

9.6 Contractor warrants that all products are free of defects in material and workmanship and that they will perform in accordance with manufacturer’s specifications for a period of one (1) year after the City’s Acceptance.

9.7 Contractor warrants all replacement parts against defects in material and workmanship for a period of one (1) year after installation.

10.0 SPARE PARTS

10.1 Contractor shall provide a list of spare parts required for the continuous operation of the all products, hardware, and/or equipment furnished by Contractor under this Agreement. The list must include estimated delivery times. Spare parts must be provided in accordance with the manufacturer’s specifications and must be priced, including discounts, if any, FOB delivery address for products, hardware, and/or equipment as specified in writing by the Director. The price must include provisions for suitable packing for shipment and storage. Contractor shall submit the spare parts lists at least thirty (30) days before shipment of any products, hardware, and/or equipment under this Agreement.

10.2 Contractor shall maintain a fully-stocked inventory of all spare parts required for any products, hardware, and/or equipment furnished by Contractor under this Agreement. Contractor shall constantly replenish the inventory as parts are used for maintenance services.

10.3 If Contractor uses all practicable means to comply with Subsection 10.2 (above), but is unable to complete any maintenance services because of a lack of spare parts, the Director may, on Contractor’s written request, allow a longer period of time for the completion of the maintenance services.

11.0 LIABILITY FOR LOSS OR CORRUPTION OF DATA

11.1 If as a result of Contractor’s negligence, any City database is lost or corrupted, Contractor shall restore the database to the most recent available uncorrupted state. Contractor’s obligation is conditioned on the following requirements:

11.1.1 The City makes back-up copies of the database on a daily or other periodic basis in the ordinary course of the City’s business;

11.1.2 The City notifies Contractor of a lost or corrupted database within 72 hours after it becomes aware of it.

11.2 A lost or corrupted database means a database that is inaccessible by the Software, and not merely one that contains inaccurate data due to Software defects or other reasons.

12.0 MAINTENANCE AUDIT

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12.1 At any time during the term of this Agreement or any extensions, the Director, without notice to the Contractor and at HAS' expense, may provide for a third party maintenance audit. Contractor shall rectify any legitimate deficiencies in performance discovered by such audit for which Contractor is responsible to the Director's reasonable satisfaction at no cost to the City within ten (10) days after the review of such audit findings. Further, the Contractor shall provide the Director with a written explanation for such deficiency in performance and a plan to prevent future deficiencies within fifteen (15) days of completion of the review of such audit findings. Failure of the Contractor to timely rectify legitimate deficiencies or provide a written explanation and plan to the Director shall be grounds for termination for cause as provided in this Agreement. If Contractor disagrees with such audit findings then Contractor shall commence the dispute resolution process described in this Agreement, to obtain a final ruling on the audit findings.

12.2 At any time during the term of this Agreement or any extensions, the Director, without notice to the Contractor, may conduct his own inspections of Contractor's work performance, equipment, inventory, logs and work sites. Contractor shall rectify any deficiencies discovered by such inspection to the Director's reasonable satisfaction within ten (10) days following completion of its review of the Director’s findings at no cost to the City if caused by the Contractor or its subcontractors.

13.0 LICENSES AND PERMITS

13.1 Contractor shall obtain and pay for all licenses, permits, and certificates required by any statute, ordinance, rule, or regulation. This requirement includes, without limitation, certification of the on-site technicians. Contractor shall immediately notify the Director of any suspension, revocation, or other detrimental action against required licenses or certifications.

14.0 CONFIDENTIALITY

14.1 Except as otherwise provided in this Agreement, each Receiving Party shall:

14.1.1 hold all Confidential Information of a Disclosing Party in strict confidence;

14.1.2 protect all Confidential Information of a Disclosing Party with at least the same degree of care and in accordance with the security regulations by which it protects its own Confidential Information;

14.1.3 not use, reproduce, or copy any Confidential Information of a Disclosing Party except as necessary for purposes of performing any duties or exercising any rights under, pursuant to, or in connection with this Agreement unless the Disclosing Party otherwise agrees in writing;

14.1.4 not disclose any Confidential Information of a Disclosing Party to any person or entity except the Receiving Party’s agents, contractors, employees, and representatives with a need to know for purposes of performing any duties or exercising any rights under, pursuant to, or in connection with this Agreement unless the Disclosing Party otherwise agrees in writing;

14.1.5 not remove any Confidential Information of a Disclosing Party from the continental United States;

14.1.6 return or destroy all Confidential Information of a Disclosing Party and any copies

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of such Confidential Information upon request of the Disclosing Party and, in any event, when no longer needed or permitted for use under, pursuant to, or in connection with this Agreement; and

14.1.7 advise its agents, contractors, employees, and representatives of their obligations with respect to the Confidential Information of a Disclosing Party.

14.2 No Receiving Party shall have any obligation under this Section (Confidentiality) as to any Confidential Information of a Disclosing Party that:

14.2.1 was previously known to it free and clear of any obligation to keep it confidential;

14.2.2 except as otherwise provided under this Agreement, is disclosed to third parties by the Disclosing Party without restriction;

14.2.3 is or becomes publicly available by other than unauthorized disclosure;

14.2.4 is independently developed by it; or

14.2.5 is disclosed in response to requests made under the Texas Public Information Act or a court order. However, the Receiving Party ordered to disclose the Confidential Information shall: (i) give the Disclosing Party of the Confidential Information prompt written notice of all such requests, and (ii) cooperate with the Disclosing Party’s efforts to obtain a protective order protecting the Confidential Information from disclosure.

14.3 No Receiving Party shall be liable for the inadvertent or accidental disclosure of Confidential Information of a Disclosing Party, if the disclosure occurs despite the exercise of a reasonable degree of care, which is at least as great as the care the Receiving Party normally takes to protect its own Confidential Information of a similar nature.

14.4 Contractor shall obtain written agreements from its agents, employees, contractors, and subcontractors that bind them to the terms of this Section (Confidentiality).

15.0 USE OF WORK PRODUCTS

15.1 The City may use and shall be permitted to use all City Data, Contractor Data, and Work Products.

15.2 Contractor warrants that it owns the copyright to all Contractor Data.

15.3 Contractor conveys and assigns to the City its entire interest and full ownership worldwide in and to all Work Products and all Proprietary Rights therein.

15.4 Contractor shall not claim or exercise any Proprietary Rights in or to the Work Products. If requested by Director, Contractor shall place a conspicuous notation on any Work Products indicating that the City owns the Work Products and the Proprietary Rights therein.

15.5 Contractor’s assignment of its interest in the Work Products and the Proprietary Rights therein to the City does not constitute a mere license or franchise to the City.

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15.6 Contractor shall execute all documents required by the Director to further evidence Contractor’s assignment and the City’s ownership of the Work Products and the Proprietary Rights therein. Contractor shall cooperate with City in registering, creating, and enforcing the City’s ownership of the Work Products and the Proprietary Rights therein.

15.7 All Work Products are “works made for hire”.

15.8 Contractor shall deliver to Director all or any part of the original City Data, Contractor Data, Work Products, and/or all other files and materials that Contractor produces or gathers during its performance under this Agreement, in the format and on the media specified by Director, within five business days after written request from Director or after this Agreement terminates or otherwise expires.

15.9 Contractor may retain copies of the Work Products for its archives. Contractor shall not otherwise use, sell, license, or market the Work Products.

15.10 Notwithstanding anything to the contrary, the City is, will be, and shall remain at all times the sole owner of all City Data and all Work Products. Contractor expressly acknowledges that the City has all right, title, or other ownership interest in all City Documents and all Work Products. Contractor shall not possess or assert any lien or other right against any City Data or Work Products.

16.0 COMPLIANCE WITH LAWS

16.1 Contractor shall comply with all applicable state and federal laws and regulations and the City Charter and Code of Ordinances.

17.0 COMPLIANCE WITH EQUAL OPPORTUNITY ORDINANCE

17.1 Contractor shall comply with the City’s Equal Employment Opportunity Ordinance as set out in Section 15-17 of the Code of Ordinances.

18.0 NON-DISCRIMINATION (TITLE VI)

18.1 Contractor shall comply with the applicable non-discrimination provisions required by the United States of America, including but not limited to the provisions of 49 CFR Part 21. These provisions are inclusive of any amendments which may be made to such regulations. Further, Contractor shall include the summary of the provisions of 49 CFR Part 21, as may be amended, in subcontracts it enters into under this Agreement. This summary is set forth in Exhibit “C”.

19.0 PERFORMANCE AND PAYMENT BONDS

19.1 Contractor shall furnish and maintain a performance bond and a payment bond for 100% of the annual applicable Agreement year conditioned on Contractor's full and timely performance of the Agreement and payment of subcontractors. Contractor shall maintain the required bonds throughout the Term. The bond(s) must be in a form approved by the City Attorney (substantially the form attached as Exhibit “H”) and issued by a corporate surety authorized and admitted to write surety bonds in Texas. If

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the amount of the bond exceeds $100,000, the surety must be listed on the current list of accepted sureties on federal bonds published by the United States Treasury Department or reinsured for any liability in excess of $100,000 by a reinsurer listed on the U.S. Treasury list.

20.0 M/WBE COMPLIANCE

20.1 Contractor shall comply with the City’s Minority and Women Business Enterprise ("M/WBE") programs as set out in Chapter 15, Article V of the City of Houston Code of Ordinances. Contractor shall make good faith efforts to award subcontracts or supply Agreements in at least 7% of the value of this Agreement to M/WBEs. Contractor acknowledges that it has reviewed the requirements for good faith efforts on file with the Office of Business Opportunity (OBO) and will comply with them.

20.2 Contractor shall ensure that all subcontracts with MWBE subcontractors and suppliers contain the following terms:

20.2.1 __________________________ (MWBE subcontractor) shall not delegate or subcontract more than 50% of the work under this subcontract to any other subcontractor or supplier without the express written consent of the City of Houston's OBO Director ("the Director").

20.2.2 __________________________ (MWBE subcontractor) shall permit representatives of the City of Houston, at all reasonable times, to perform (1) audits of the books and records of the subcontractor, and (2) inspections of all places where work is to be undertaken in connection with this subcontract. Subcontractor shall keep such books and records available for such purpose for at least four (4) years after the end of its performance under this subcontract. Nothing in this provision shall affect the time for bringing a cause of action nor the applicable statute of limitations.

20.2.3 Within five (5) Business Days of execution of this subcontract, Contractor (prime contractor) and Subcontractor shall designate in writing to the Director an agent for receiving any notice required or permitted to be given pursuant to Chapter 15 of the Houston City Code of Ordinances, along with the street and mailing address and phone number of such agent.

20.2.4 Any controversy between the parties involving the construction or application of any of the terms, covenants, or conditions of this subcontract may be submitted to the Director. The Director may prescribe procedures to provide dispute resolution by neutrals in accordance with the requirements of Chapter 15 of the Houston City Code of Ordinances.

21.0 DRUG ABUSE DETECTION AND DETERRENCE

21.1 It is the policy of the City to achieve a drug-free workforce and workplace. The manufacture, distribution, dispensation, possession, sale, or use of illegal drugs or alcohol by Contractors while on City Premises is prohibited. Contractor shall comply with all the requirements and procedures set forth in the Mayor’s Drug Abuse Detection and Deterrence Procedures for Contractors, Executive Order No. 1-31 ("Executive Order"), which is incorporated into this Agreement and is on file in the City Secretary’s Office.

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21.2 Before the City signs this Agreement, Contractor shall file with the Contract Compliance Officer for Drug Testing ("CCODT"):

21.2.1 a copy of its drug-free workplace policy,

21.2.2 the Drug Policy Compliance Agreement substantially in the form set forth in Exhibit "D”, together with a written designation of all safety impact positions, and

21.2.3 if applicable (e.g. no safety impact positions), the Certification of No Safety Impact Positions, substantially in the form set forth in Exhibit "E”.

21.3 If Contractor files a written designation of safety impact positions with its Drug Policy Compliance Agreement, it also shall file every 6 months during the performance of this Agreement or on completion of this Agreement if performance is less than 6 months, a Drug Policy Compliance Declaration in a form substantially similar to Exhibit "F”. Contractor shall submit the Drug Policy Compliance Declaration to the CCODT within thirty (30) days of the expiration of each 6-month period of performance, and within thirty (30) days of completion of this Agreement. The first 6-month period begins to run on the date the City issues its Notice to Proceed, or if no Notice to Proceed is issued, on the first day Contractor begins work under this Agreement.

21.4 Contractor also shall file updated designations of safety impact positions with the CCODT if additional safety impact positions are added to Contractor’s employee workforce.

21.5 Contractor shall require that its subcontractors comply with the Executive Order, and Contractor shall secure and maintain the required documents for City inspection.

22.0 ENVIRONMENTAL LAWS

22.1 Contractor shall comply with all federal, state, and local statutes, ordinances, regulations, rules, policies, codes, or guidelines now or hereafter in effect, as they may be amended from time to time, that govern Hazardous Materials or relate to the protection of human health, safety, or the environment, including but not be limited to:

22.1.1 Federal Insecticide, Fungicide, and Rodenticide Act, 7 U.S.C. Section 136 et seq.;

22.1.2 the Safe Drinking Water Act, 44 U.S.C. Section 300(f) et seq.;

22.1.3 the Oil Pollution Control Act of 1990, 33 U.S.C. Section 270 et seq.;

22.1.4 the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C., Section 9601 et seq., and as amended by the Superfund Amendments and Reauthorization Act of 1986, Pub. Law No. 99-499, 100 Stat. 1613;

22.1.5 the Toxic Substances Control Act, 15 U.S.C., Section 2601 et seq.;

22.1.6 the Clean Air Act as amended, 42 U.S.C. 7401 et seq.;

22.1.7 the Clean Water Act, 33 U.S.C., Section 1251, et seq.;

22.1.8 the Hazardous Materials Transportation Act, 49 U.S.C., Section 1801 et seq.;

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22.1.9 the Resources Conservation and Recovery Act, 42 U.S.C., Section 6901 et seq.; and

22.1.10 those substances defined as hazardous waste or as hazardous substances under the laws of Texas and/or the United States or in regulations promulgated under these laws (collectively, "Environmental Laws").

22.2 Within 10 days of receipt of an invoice, Contractor shall reimburse the City for any fines or penalties that may be levied against the City by the Environmental Protection Agency, the Texas Commission on Environmental Quality, or any other governmental agency for Contractor's (or its agents' and employees') failure to comply with the Environmental Laws.

22.3 Contractor shall not possess, use, generate, release, discharge, store, dispose of, or transport any Hazardous Materials on, under, in, above, to or from the Airport, or any other areas or facilities subject to this Agreement, except in strict compliance with the Environmental Laws. "Hazardous Materials" include, but are not limited to:

22.3.1 all substances, materials, wastes, pollutants, oils, or governmentally regulated substances or contaminants defined or designated as hazardous, toxic, radioactive, dangerous, or any other similar term in or under any of the Environmental Laws,

22.3.2 asbestos and asbestos-containing materials, petroleum products including crude oil or any fraction thereof, gasoline, aviation fuel, jet fuel, diesel fuel, lubricating oils and solvents, urea formaldehyde, flammable explosives, PCBs, radioactive materials or waste, or

22.3.3 any other substance that, because of its quantity, concentration, physical, chemical, or infectious characteristics may cause or threaten a present or potential hazard to human health or the environment when improperly generated, used, stored, handled, treated, discharged, distributed, disposed of, or released.

22.4 The Airport is subject to the National Pollution Discharge Elimination System Program (“NPDES”), and the regulations, 40 CFR Part 122, relating to stormwater discharges, for operations at the Airport. Contractor is familiar with these NPDES stormwater regulations, and shall conduct operations in accordance with 40 CFR Part 122, as amended from time to time. Contractor understands that there are significant penalties for submitting false information, including fines and imprisonment for knowing violations.

22.5 Close cooperation is necessary to ensure compliance with any NPDES stormwater discharge permit terms and conditions, as well as to ensure safety and to minimize costs. Contractor shall implement “Best Management Practices” as defined in 40 CFR, Part 122.2, as amended from time to time, if necessary to minimize the exposure of stormwater to significant materials generated, stored, handled, or otherwise used by Contractor as defined in the federal stormwater regulations.

22.6 The City’s NPDES stormwater discharge permit and any subsequent amendments, extensions, or renewals are incorporated into this Agreement. Contractor shall be bound by all applicable portions of the permit.

22.7 Contractor shall implement the NPDES requirements at its sole expense, unless otherwise agreed to in writing between the City and Contractor. Contractor shall meet all deadlines that may be imposed or agreed to by the City and Contractor. Time is of the

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essence.

22.8 If either party asks, the other party shall provide any non-privileged information submitted to a government entity(ies) under applicable NPDES stormwater regulations.

22.9 Contractor appoints the City as its agent to negotiate with the appropriate governmental entity(ies) any modifications to the City's permit.

22.10 Contractor shall participate in any City organized task force or other work group established to coordinate stormwater activities at the Airport.

22.11 The City may enter upon Contractor’s Premises at any time for purposes of inspection to ensure that Contractor is complying with this Section and any other provisions in this Agreement without committing a trespass.

22.12 The City’s remedies with regard to Environmental Requirements are cumulative and survive termination of this Agreement.

22.13 WITH NO INTENT TO LIMIT CONTRACTOR'S INDEMNIFICATION TO THE CITY SET FORTH ELSEWHERE IN THIS AGREEMENT, CONTRACTOR SHALL PROTECT, DEFEND AND INDEMNIFY THE CITY AND ITS OFFICERS, AGENTS, AND EMPLOYEES AGAINST ANY LOSS, COST, CLAIM, DEMAND, PENALTY, FINE, SETTLEMENT, LIABILITY, OR EXPENSE (INCLUDING BUT NOT LIMITED TO ATTORNEYS' AND CONSULTANTS' FEES, COURT COSTS, AND LITIGATION EXPENSES) RELATED TO:

22.13.1 ANY INVESTIGATION, MONITORING, CLEANUP, CONTAINMENT, REMOVAL, STORAGE, OR RESTORATION WORK PERFORMED BY THE CITY OR A THIRD PARTY DUE TO CONTRACTOR’S , ITS EMPLOYEES’, OR AGENTS’ USE OR PLACEMENT OF HAZARDOUS MATERIALS (OF WHATEVER KIND OR NATURE, KNOWN OR UNKNOWN) ON THE AIRPORT PREMISES, OR ANY OTHER AREAS IMPACTED BY THIS AGREEMENT;

22.13.2 ANY ACTUAL, THREATENED, OR ALLEGED HAZARDOUS MATERIALS CONTAMINATION OF THE AIRPORT PREMISES BY CONTRACTOR, ITS EMPLOYEES, OR AGENTS;

22.13.3 THE DISPOSAL, RELEASE, OR THREATENED RELEASE OF HAZARDOUS MATERIALS BY CONTRACTOR, ITS EMPLOYEES, OR AGENTS AT THE AIRPORT THAT AFFECTS THE SOIL, AIR, WATER, VEGETATION, BUILDINGS, PERSONAL PROPERTY, OR PERSONS;

22.13.4 ANY PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE (REAL OR PERSONAL) ARISING OUT OF OR RELATED TO HAZARDOUS MATERIALS USE BY CONTRACTOR, ITS EMPLOYEES, OR AGENTS AT THE AIRPORT; OR

22.13.5 ANY VIOLATION BY CONTRACTOR, ITS EMPLOYEES, OR AGENTS OF ANY ENVIRONMENTAL LAWS.

THIS INDEMNITY IS NOT APPLICABLE TO LOSSES, CLAIMS, PENALTIES, FINES, SETTLEMENTS, LIABILITIES, AND EXPENSES THAT RESULT FROM CONDITIONS

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EXISTING ON THE EFFECTIVE DATE OF THIS AGREEMENT.

23.0 CITY’S CONTRACTOR PAY OR PLAY PROGRAM

23.1 The requirements and terms of the City of Houston Pay or Play program, as set out in Executive Order 1-7, as revised from time to time, are incorporated into this Agreement for all purposes. Contractor has reviewed Executive Order No. 1-7, as revised, and shall comply with its terms and conditions as they are set out at the time of City Council approval of this Agreement.

24.0 CONTRACTOR’S PERFORMANCE

24.1 Contractor shall make citizen satisfaction a priority in providing services under this Agreement. Contractor shall train its employees to be customer service-oriented and to positively and politely interact with citizens when performing contract services. Contractor’s employees shall be clean, courteous, efficient, and neat in appearance and committed to offering the highest quality of service to the public. If, in the Director’s opinion, Contractor is not interacting in a positive and polite manner with citizens, he shall direct Contractor to take all remedial steps to conform to these standards.

25.0 AIRPORT SECURITY AND FINES

25.1 The Federal Aviation Administration may assess fines and/or penalties for Contractor's non-compliance with the provisions of 49 CFR Parts 1540 and 1542, entitled "Airport Security," as amended from time to time, or by agencies for noncompliance with laws or regulations applicable to Contractor's operations. Within ten (10) days after receiving written notice from the Director stating the amount of any fine or penalty, Contractor shall reimburse the City for any fine or penalty assessed against the City because of Contractor's non-compliance with 49 CFR Parts 1540 and 1542 or other applicable laws or regulations.

25.2 All site personnel of Contractor, including subcontractors, who perform services under this Contract, are required to undergo a fingerprint-based criminal history records check. Fingerprints will be collected at the Airport Badging Office and submitted electronically for investigation. Contractor shall obtain HAS security badges for its personnel performing services on-site, including its subcontractors' personnel. On-site personnel shall wear identification badges at all times while on Airport property. The cost of badges is subject to change. Costs for the fingerprint-based criminal history records check are reflected in the cost of the badges. Contractor is responsible for the cost of badges, including replacements thereof. Contractor personnel and its subcontractors losing badges will be charged for replacement badges at the then current rate.

26.0 PUBLICITY

26.1 Contractor shall make no announcement or release of information concerning this Agreement unless the release has been submitted to and approved, in writing, by the Director.

27.0 PROMPT PAYMENT OF EMPLOYEES AND SUBCONTRACTORS

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27.1 In accordance with the Texas Prompt Payment Act, Contractor shall make timely payments in accordance with applicable state and federal law to all persons and entities supplying labor, materials or equipment for the performance of this Agreement including Contractor’s employees. CONTRACTOR SHALL DEFEND AND INDEMNIFY THE CITY FROM ANY CLAIMS OR LIABILITY ARISING OUT OF CONTRACTOR’S FAILURE TO MAKE THESE PAYMENTS. Contractor shall submit disputes relating to payment of MWBE subcontractors to mediation in the same manner as any other disputes under the MWBE subcontract.

27.2 Failure of Contractor to pay its employees as required by law shall constitute a default under this contract for which the Contractor and its surety shall be liable on Contractor’s performance bond if Contractor fails to cure the default as provided under this Agreement.

28.0 DUTY TO INSPECT

28.1 Contractor represents that it or its agent has inspected all sites affected by this Agreement and that it is not entitled to additional compensation for its failure to accurately account for all of the work required to be performed under this Agreement.

29.0 CONFLICTS OF INTEREST

29.1 If a potential or actual conflict of interests arises between the City’s interests and the interests of other clients Contractor represents, Contractor shall immediately notify the City Attorney and the Director by email and request consent. The City shall be deemed to consent to the conflict unless the City Attorney or Director sends a written notice that the City declines to consent within three business days after the City receives the notice. If the City does not consent, Contractor shall immediately take steps to resolve the conflict.

30.0 NON-EXCLUSIVITY

30.1 The Agreement does not create an exclusive right for Contractor to perform all services relating to professional airport on-site asset management. The City may procure and execute contracts with other entities for the same, similar, or additional services as those set forth in this Agreement.

31.0 AIRPORT SYMBOLS

31.1 Contractor shall have no right to use the trademarks, symbols, trade names or name of the City, either directly or indirectly, in connection with any production, promotion service or publication without the prior written discretionary consent of the Director.

III. DUTIES OF CITY

1.0 PAYMENT TERMS

1.1 Subject to all the terms and conditions of this Agreement, the City shall pay to

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Contractor, and Contractor accepts the fees specified in Exhibit "G" for all work provided by Contractor and its subcontractors under this Agreement. The fees must only be paid from Allocated Funds, as provided below. If hourly rates and fees for Other Work/Services are not stated in Exhibit "G", the rates will be based on the Parties' written agreement, which must be established in accordance with the terms of this Agreement. Additionally, if system upgrades/modifications are not specified in Exhibit “B”, the hourly rates and fees will be based on the Parties' written agreement, which must be established in accordance with the terms of this Agreement. All such rates and fees must be ordinary and reasonable for the type of work performed.

1.2 If the City pays Contractor for work performed by any subcontractor or for parts, supplies, equipment, or materials provided by any supplier, and Contractor withholds or has withheld payment to the subcontractor or supplier because of a deficiency in the quality or quantity of that subcontractor's or supplier's work or materials, the City may withhold a corresponding amount from any pending or future payments to Contractor until the next regular payment to Contractor occurring after the City receives reasonable documentation that the deficiency has been remedied.

1.3 All invoices are subject to approval by the Director and are due and payable on or about 30 days after receipt and approval by the Director. All payments must be made by check or electronic transfer and made payable to Contractor. The Director will not unreasonably delay or withhold payment or approval of any invoice. Neither payments made nor approval of invoices or services by the Director shall be construed as final acceptance or approval of that part of Contractor's services to which such payment or approval relates. Such payments do not relieve Contractor of any of its obligations under this Agreement.

1.4 The City of Houston’s standard payment term is to pay thirty (30) days after receipt of invoice or receipt of goods or services, whichever is later, according to the requirements of the Texas Prompt Payment Act (Tex. Gov’t Code, Ch. 2251). However, the City will pay in less than thirty (30) days in return for an early payment discount from Contractor as follows:

Payment Time Discount 10 Days 2% 20 Days 1%

1.5 If the City fails to make a payment according to the early payment schedule above, but does make the payment within the time specified in the Texas Prompt Payment Act, the City shall not receive the discount, but shall pay no other penalty. When the payment date falls on a Saturday, Sunday, or official holiday when City offices are closed and City business is not expected to be conducted, payment may be made on the following business day.

1.6 The City shall have the right to offset against and deduct from the payment payable to Contractor any amounts due to the City from Contractor, including, but not limited to, unauthorized or disputed expenses. If the City pays any sum or incurs any obligations or expense because of the failure, inability, neglect, or refusal of Contractor to perform or fulfill any of the terms or conditions of this Agreement that it is obligated to perform or fulfill, then the City shall have the right to deduct said expenses from the monthly

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payment.

2.0 TAXES

2.1 The City is exempt from payment of Federal Excise and Transportation Tax and Texas Limited Sales and Use Tax. Contractor’s invoices to the City must not contain assessments of any of these taxes. The Director or designee will furnish the City’s exemption certificate and federal tax identification number to Contractor if requested.

3.0 METHOD OF PAYMENT

3.1 The City shall pay Contractor on the basis of invoices and required supporting documents submitted by Contractor and approved by the Director, showing the specific tasks completed in the preceding month and the corresponding prices. The City shall make payments to Contractor at its address for notices within thirty (30) days upon receipt of an approved invoice.

4.0 METHOD OF PAYMENT - DISPUTED PAYMENTS

4.1 If the City disputes any items in an invoice Contractor submits for any reason, including lack of supporting documentation, the Director shall temporarily delete the disputed item and pay the remainder of the invoice. The Director shall promptly notify Contractor of the dispute and request remedial action. After the dispute is settled, Contractor shall include the disputed amount on a subsequent regularly scheduled invoice or on a special invoice for the disputed item only.

5.0 LIMIT OF APPROPRIATION 5.1 The City's duty to pay money to Contractor under this Agreement is limited in its entirety

by the provisions of this Section. 5.2 In order to comply with Article II, Sections 19 and 19a of the City's Charter and Article XI,

Section 5 of the Texas Constitution, the City has appropriated and allocated the sum of $__________ to pay money due under this Agreement (the "Original Allocation"). The executive and legislative officers of the City, in their discretion, may allocate supplemental funds for this Agreement, but they are not obligated to do so. Therefore, the parties have agreed to the following procedures and remedies:

5.3 The City makes a Supplemental Allocation by issuing to Contractor a Service Release

Order, or similar form approved by the City Controller, containing the language set out below. When necessary, the Supplemental Allocation shall be approved by motion or ordinance of City Council.

NOTICE OF SUPPLEMENTAL ALLOCATION OF FUNDS

By the signature below, the City Controller certifies that, upon the request of the Director, the supplemental sum set out below has been allocated for the purposes of the Agreement out of funds appropriated for this purpose by the City Council of the City of Houston. This supplemental allocation has been charged to such appropriation.

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$ _____________

5.4 The Original Allocation plus all supplemental allocations are the Allocated Funds. The City shall never be obligated to pay any money under this Agreement in excess of the Allocated Funds. Contractor must assure itself that sufficient allocations have been made to pay for services it provides. If Allocated Funds are exhausted, Contractor’s only remedy is suspension or termination of its performance under this Agreement and it has no other remedy in law or in equity against the City and no right to damages of any kind.

5.5 City Council delegates to the Director the authority to approve up to $_________ in

supplemental allocations for this Agreement without returning to Council.

6.0 CHANGES

6.1 At any time during the Agreement Term, the Director may issue a Change Order to increase or decrease the scope of services or change plans and specifications, as he or she may find necessary to accomplish the general purposes of this Agreement. Contractor shall furnish the services or deliverables in the Change Order in accordance with the requirements of this Agreement plus any special provisions, specifications, or special instructions issued to execute the extra work. Any Change to the scope of activities identified in this Agreement shall be mutually agreed to between Contractor and the Director prior to the issuance of a Change Order.

6.2 The Director will issue the Change Order in substantially the following form:

CHANGE ORDER

TO: [Name of Contractor] FROM: City of Houston, Texas (the "City") DATE: [Date of Notice]

SUBJECT:

Change Order under the Agreement between the City and [Name of Contractor] countersigned by the City Controller on [Date of countersignature of the Agreement]

Subject to all terms and conditions of the Agreement, the City requests that Contractor provide the following: [Here describe the additions to or changes to the equipment or services

and the Change Order Charges applicable to each.] Signed:

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[Signature of Director]

6.3 The Director may issue more than one Change Order, subject to the following limitations:

6.3.1 Council expressly authorizes the Director to approve a Change Order of up to $50,000. A Change Order of more than $50,000 over the approved contract amount must be approved by the City Council.

6.3.2 If a Change Order describes items that Contractor is otherwise required to provide under this Agreement, the City is not obligated to pay any additional money to Contractor.

6.3.3 The total of all Change Orders issued under this section may not increase the Original Agreement amount by more than 25%.

6.4 Whenever Contractor receives a Change Order, Contractor shall furnish all material, equipment, and personnel necessary to perform the work described in the Change Order. Contractor shall complete the work within the time prescribed. If no time for completion is prescribed, Contractor shall complete the work within a reasonable time. If the work described in any Change Order causes an unavoidable delay in any other work Contractor is required to perform under this Agreement, Contractor may request a time extension for the completion of the work. The Director’s decision regarding a time extension is final.

6.5 A product or service provided under a Change Order is subject to inspection, acceptance, or rejection in the same manner as the work described in the Original Agreement, and is subject to the terms and conditions of the Original Agreement as if it had originally been a part of the Agreement.

6.6 Change Orders are subject to the Allocated Funds provisions of this Agreement.

7.0 ADDITIONS AND DELETIONS

7.1 The City, by written notice from the Director to the Contractor, at any time during the term of this Agreement, may add or delete like or similar equipment, supplies, locations, and/or services to the list of equipment, supplies, locations, and/or services to be provided. Any such written notice shall take effect on the date stated in the notice from the City. Similar equipment, supplies, services, or locations added to the contract shall be in accordance with the contract specification/scope of services, and the charges or rates for items added shall be the same as specified in the fee schedule. In the event that the additional equipment, supplies, locations and/or services are not identical to the item(s) already under Agreement, the charges therefore will then be the Contractor’s normal and customary charges or rates for the equipment, supplies, locations and/or services classified in the fee schedule.

8.0 SUSPENSION OF PERFORMANCE

8.1 The Director may suspend Contractor’s performance under this Agreement, with or without cause, by notifying Contractor in writing. Contractor shall resume work when

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directed to do so by the Director. The parties may negotiate and mutually agree in writing to a plan to reduce Contractor’s stand-by costs during the suspension period. The City shall not grant any compensation or extension of time under this Section if the suspension results from non-compliance of Contractor or its subcontractors with any requirement of this Agreement.

9.0 ACCESS TO SITE

9.1 Subject to FAA, TSA and HAS rules and regulations, Contractor may enter and leave work sites at all reasonable times without charge. Contractor and its employees may use the common areas and roadways at the Airport where the work sites are located. This excludes parking for Contractor’s personnel and does not extend to any restricted area of the Airport, including without limitation, the AOA, which requires the Director's prior written approval and an HAS escort. Contractor shall repair any damage caused by it or its employees, suppliers or subcontractors as a result of their use of the common areas.

10.0 ACCESS TO DATA

10.1 The City shall, to the extent permitted by law, allow Contractor to access and make copies of documents in the possession or control of the City or available to it that are reasonably necessary for Contractor to perform under this Agreement.

10.2 The City does not, however, represent that all existing conditions are fully documented, nor is the City obligated to develop new documentation for Contractor’s use.

10.3 For any raw data created, assembled, used, maintained, collected, or stored by the Contractor for or on behalf of the City, Contractor shall provide the City either the raw data itself or the ability to extract the raw data in a format mutually agreed upon by both parties at no additional cost to the City.

IV. TERM AND TERMINATION

1.0 CONTRACT TERM

1.1 This Agreement is effective on the Countersignature Date and expires five (5) years after the starting date specified in the Notice to Proceed unless sooner terminated according to the terms of this Agreement.

2.0 NOTICE TO PROCEED

2.1 Contractor shall begin performance under this Agreement on the date specified (“Start Date”) in a Notice to Proceed from the Director. Contractor shall begin its performance no later than the Start Date and shall continue to perform diligently until this Agreement is terminated or all Services are completed, whichever comes first, except as otherwise specified in this Agreement. Contractor acknowledges that time is of the essence.

3.0 TIME EXTENSIONS

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3.1 If Contractor requests an extension of time to complete its performance, then the Director may, in his sole discretion, extend the time so long as the extension does not exceed one hundred and eighty (180) days. The extension must be in writing but does not require amendment of this Agreement. Contractor is not entitled to damages for delay(s) regardless of the cause of the delay(s).

4.0 TERMINATION FOR CONVENIENCE BY THE CITY

4.1 The Director may terminate this Agreement at any time by giving thirty (30) days written notice to Contractor. The City’s right to terminate this Agreement for convenience is cumulative of all rights and remedies, which exist now or in the future.

4.2 On receiving the notice, Contractor shall, unless the notice directs otherwise, immediately discontinue all services under this Agreement and cancel all existing orders and subcontracts that are chargeable to this Agreement. As soon as practicable after receiving the termination notice, Contractor shall submit an invoice showing in detail the services performed under this Agreement up to the termination date. The City shall then pay the fees to Contractor for services actually performed, but not already paid for, in the same manner as prescribed in Article III unless the fees exceed the allocated funds remaining under this Agreement.

4.3 TERMINATION OF THIS AGREEMENT AND RECEIPT OF PAYMENT FOR SERVICES RENDERED ARE CONTRACTOR’S ONLY REMEDIES FOR THE CITY’S TERMINATION FOR CONVENIENCE, WHICH DOES NOT CONSTITUTE A DEFAULT OR BREACH OF THIS AGREEMENT. CONTRACTOR WAIVES ANY CLAIM (OTHER THAN ITS CLAIM FOR PAYMENT AS SPECIFIED IN THIS SECTION), IT MAY HAVE NOW OR IN THE FUTURE FOR FINANCIAL LOSSES OR OTHER DAMAGES RESULTING FROM THE CITY’S TERMINATION FOR CONVENIENCE.

5.0 TERMINATION FOR CAUSE BY CITY

5.1 If Contractor defaults under this Agreement, the Director may either terminate this Agreement or allow Contractor to cure the default as provided below. The City’s right to terminate this Agreement for Contractor’s default is cumulative of all rights and remedies, which exist now or in the future. Default by Contractor occurs if:

5.1.1 Contractor fails to perform any of its duties under this Agreement;

5.1.2 Contractor becomes insolvent;

5.1.3 All or a substantial part of Contractor’s assets are assigned for the benefit of its creditors; or

5.1.4 A receiver or trustee is appointed for Contractor.

5.2 If a default occurs, the Director may, but is not obligated to, deliver a written notice to Contractor describing the default and the termination date. The Director, at his sole option, may extend the termination date to a later date. If the Director allows Contractor to cure the default and Contractor does so to the Director’s satisfaction before the termination date, then the termination is ineffective. If Contractor does not cure the default before the termination date, then the Director may terminate this Agreement on the termination date, at no further obligation of the City.

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5.3 To effect final termination, the Director must notify Contractor in writing. After receiving the notice, Contractor shall, unless the notice directs otherwise, immediately discontinue all services under this Agreement, and promptly cancel all orders or subcontracts chargeable to this Agreement.

5.4 In the event of termination due to Contractor’s failure to fulfill its obligations, the City may take over the work and prosecute the same to completion by contract or otherwise. In such case, Contractor shall be liable to the City for any additional cost occasioned to the City thereby.

5.5 If after termination of this Agreement for cause, it is determined that Contractor has not so failed, the termination shall be deemed to be deemed to have been effected for the convenience of the City. In such event, payment shall be made as provided for in Article IV, Section 4.2.

6.0 TERMINATION FOR CAUSE BY CONTRACTOR

6.1 Contractor may terminate its performance under this Agreement only if the City defaults and fails to cure the default after receiving written notice of it. Default by the City occurs if the City fails to perform one or more of its material duties under this Agreement. If a default occurs and Contractor wishes to terminate the Agreement, then Contractor must deliver a written notice to the Director describing the default and the proposed termination date.

6.2 The date must be at least thirty (30) days after the Director receives notice. Contractor, at its sole option, may extend the proposed termination date to a later date. If the City cures the default before the proposed termination date, then the proposed termination is ineffective. If the City does not cure the default before the proposed termination date, then Contractor may terminate its performance under this Agreement on the termination date.

7.0 REMOVAL OF CONTRACTOR OWNED EQUIPMENT AND MATERIALS

7.1 Upon expiration or termination of this Agreement, Contractor is permitted ten (10) days within which to remove contractor-owned material and equipment from the City’s premises. The City shall make such material and equipment readily available to Contractor. The time period may be extended upon approval by the Director. The City reserves the right to deny any extension of time.

V. MISCELLANEOUS

1.0 INDEPENDENT CONTRACTOR

1.1 Contractor shall perform its obligations under this Agreement as an independent Contractor and not as an employee of the City.

2.0 FORCE MAJEURE

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2.1 Timely performance by both parties is essential to this Agreement. However, neither party is liable for delays or other failures to perform its obligations under this Agreement to the extent the delay or failure is caused by Force Majeure. Force Majeure means fires, floods, explosions, and other acts of God, war, terrorist acts, riots, court orders, and the acts of superior governmental or military authority and which the affected party is unable to prevent by the exercise of reasonable diligence. The term does not include any changes in general economic conditions such as inflation, interest rates, economic downturn or other factors of general application; or an event that merely makes performance more difficult, expensive or impractical. Force Majeure does not entitle Contractor to extra payment.

2.2 This relief is not applicable unless the affected party does the following:

2.2.1 uses due diligence to remove the Force Majeure as quickly as possible and to continue performance notwithstanding the Force Majeure, and

2.2.2 provides the other party with prompt written notice of the cause and its anticipated effect.

2.3 The Director will review claims that a Force Majeure that directly impacts the City or Contractor has occurred and render a written decision within fourteen (14) days. The decision of the Director is final.

2.4 The City may perform contract functions itself or contract them out during periods of Force Majeure. Such performance does not constitute a default or breach of this Agreement by the City.

2.5 If the Force Majeure continues for more than 14 days, the Director may terminate this Agreement by giving seven days’ written notice to Contractor. This termination is not a default or breach of this Agreement. CONTRACTOR WAIVES ANY CLAIM IT MAY HAVE FOR FINANCIAL LOSSES OR OTHER DAMAGES RESULTING FROM THE TERMINATION EXCEPT FOR AMOUNTS DUE UNDER THE AGREEMENT AT THE TIME OF THE TERMINATION.

2.6 Contractor is not relieved from performing its obligations under this Agreement due to a strike or work slowdown of its employees. Contractor shall employ only fully trained and qualified personnel during a strike.

3.0 SEVERABILITY

3.1 If any part of this Agreement is for any reason found to be unenforceable, all other parts remain enforceable unless the result materially prejudices either party.

4.0 ENTIRE AGREEMENT

4.1 This Agreement merges the prior negotiations and understandings of the Parties and embodies the entire agreement of the Parties. No other agreements, assurances, conditions, covenants (express or implied), or other terms of any kind exist between the Parties regarding this Agreement.

5.0 WRITTEN AMENDMENT

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5.1 Unless otherwise specified elsewhere in this Agreement, this Agreement may be amended only by written instrument executed on behalf of the City (by authority of an ordinance duly adopted by the City Council) and Contractor. The Director are only authorized to perform the functions specifically delegated to him or her in this Agreement.

6.0 APPLICABLE LAWS

6.1 This Agreement is subject to the laws of the State of Texas, the City Charter and Ordinances, the laws of the federal government of the United States, and all rules and regulations of any regulatory body or officer having jurisdiction.

6.2 Venue for any litigation relating to this Agreement is Harris County, Texas.

7.0 NOTICES

7.1 All notices to either party to the Agreement must be in writing and must be delivered by hand, facsimile, United States registered or certified mail, return receipt requested, United States Express Mail, Federal Express, Airborne Express, UPS or any other national overnight express delivery service. The notice must be addressed to the party to whom the notice is given at its address set out in Section 1.1 of this Agreement or other address the receiving party has designated previously by proper notice to the sending party. Postage or delivery charges must be paid by the party giving the notice.

8.0 CAPTIONS

8.1 Captions contained in this Agreement are for reference only, and, therefore, have no effect in construing this Agreement. The captions are not restrictive of the subject matter of any section in this Agreement.

9.0 NON-WAIVER

9.1 If either party fails to require the other to perform a term of this Agreement, that failure does not prevent the party from later enforcing that term and all other terms. If either party waives the other’s breach of a term, that waiver does not waive a later breach of this Agreement.

9.2 An approval by the Director or designee, or by any other employee or agent of the City, of any part of Contractor’s performance does not waive compliance with this Agreement or establish a standard of performance other than that required by this Agreement and by law. The Director or designee is not authorized to vary the terms of this Agreement.

10.0 INSPECTIONS AND AUDITS

10.1 City representatives may perform, or have performed, (1) audits of Contractor’s books and records, and (2) inspections of all places where work is undertaken in connection with this Agreement. Contractor shall keep its books and records available for this purpose for at least seven (7) years after this Agreement terminates. This provision does not affect the applicable statute of limitations. If the books and records are located

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outside of Harris County, Texas, Contractor agrees to make them available in Harris County, Texas.

11.0 ENFORCEMENT

11.1 The City Attorney or his designee may enforce all legal rights and obligations under this Agreement without further authorization. Contractor shall provide to the City Attorney all documents and records that the City Attorney requests to assist in determining Contractor’s compliance with this Agreement, with the exception of those documents made confidential by federal or State law or regulation.

12.0 AMBIGUITIES

12.1 If any term of this Agreement is ambiguous, it shall not be construed for or against any party on the basis that the party did or did not write it.

13.0 SURVIVAL

13.1 Contractor shall remain obligated to the City under all clauses of this Agreement that expressly or by their nature extend beyond the expiration or termination of this Agreement, including but not limited to, the indemnity provisions.

14.0 PARTIES IN INTEREST

14.1 This Agreement does not bestow any rights upon any third party, but binds and benefits the City and Contractor only.

15.0 SUCCESSORS AND ASSIGNS

15.1 This Agreement binds and benefits the Parties and their legal successors and permitted assigns; however, this provision does not alter the restrictions on assignment and disposal of assets set out in the following section. This Agreement does not create any personal liability on the part of any officer or agent of the City.

16.0 BUSINESS STRUCTURE AND ASSIGNMENTS

16.1 Contractor shall not assign this Agreement at law or otherwise or dispose of all or substantially all of its assets without the Director’s prior written consent. Nothing in this clause, however, prevents the assignment of accounts receivable or the creation of a security interest under Section 9.406(c) of the Texas Business & Commerce Code. In the case of such an assignment, Contractor shall immediately furnish the City with proof of the assignment and the name, telephone number, and address of the Assignee and a clear identification of the fees to be paid to the Assignee.

16.2 Contractor shall not delegate any portion of its performance under this Agreement without the Director’s prior written consent, which consent shall not be unreasonably withheld.

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17.0 SIGNATORY’S WARRANTY

17.1 Each Party warrants to the other Party that he is fully authorized and competent to enter into this Agreement, in the capacity indicated by his signature and agrees to be bound by this Agreement.

18.0 ACCEPTANCE AND APPROVALS

18.1 Any acceptance or approval by the City, or its agents or employees shall not constitute nor be deemed to be a release of the responsibility and liability of the Contractor, its employees, agents, Subcontractors, or suppliers for the accuracy, competency, and completeness for any Documents prepared or services performed pursuant to the terms and conditions of this Agreement, nor shall acceptance or approval be deemed to be an assumption of such responsibility or liability by the City, or its agents and employees, for any defect, error or omission in any Documents prepared or services performed by the Contractor, its employees, agents, Subcontractors, or suppliers pursuant to this Agreement.

19.0 DISPUTE RESOLUTION

19.1 For purposes of this Section, “Project Administrator” means the person the Director designates to monitor the progress of all Parties’ performance under this Agreement.

19.2 Except as may otherwise be provided by law, a dispute that (i) does not involve a question of law; (ii) arises during the performance of this Agreement; and (iii) is not resolved between the Project Administrator and Contractor must be handled as described below:

19.2.1 The Project Administrator shall put its decision in writing and mail or otherwise furnish Contractor with a copy. Contractor may abide by the decision or may appeal the decision to the Director.

19.2.2 If Contractor desires to appeal a decision of the Project Administrator, Contractor must submit a written appeal to the Director. Contractor must file its written appeal within seven (7) Business Days following receipt of the Project Administrator's original decision. The Director shall provide Contractor with a written response to the appeal within fourteen (14) Business Days following its receipt. The decision of the Director is final.

20.0 REMEDIES CUMULATIVE

20.1 Unless otherwise specified elsewhere in this Agreement, the rights and remedies contained in this Agreement are not exclusive, but are cumulative of all rights and remedies which exist now or in the future. Neither party may terminate its duties under this Agreement except in accordance with its provisions.

21.0 CONTRACTOR DEBT

21.1 IF CONTRACTOR, AT ANY TIME DURING THE TERM OF THIS AGREEMENT, INCURS A DEBT, AS THE WORD IS DEFINED IN SECTION 15-122 OF THE

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HOUSTON CITY CODE OF ORDINANCES, IT SHALL IMMEDIATELY NOTIFY THE CITY CONTROLLER IN WRITING. IF THE CITY CONTROLLER BECOMES AWARE THAT CONTRACTOR HAS INCURRED A DEBT, HE OR SHE SHALL IMMEDIATELY NOTIFY CONTRACTOR IN WRITING. IF CONTRACTOR DOES NOT PAY THE DEBT WITHIN 30 DAYS OF EITHER SUCH NOTIFICATION, THE CITY CONTROLLER MAY DEDUCT FUNDS IN AN AMOUNT EQUAL TO THE DEBT FROM ANY PAYMENTS OWED TO CONTRACTOR UNDER THIS AGREEMENT, AND CONTRACTOR WAIVES ANY RECOURSE THEREFOR. CONTRACTOR SHALL FILE A NEW AFFIDAVIT OF OWNERSHIP, USING THE FORM DESIGNATED BY THE CITY, BETWEEN FEBRUARY 1 AND MARCH 1 OF EVERY YEAR DURING THE TERM OF THIS AGREEMENT.

A-1

EXHIBIT A

DEFINITIONS As used in this Agreement, the following terms have the meanings set out below:

1. “Acceptable” means that services, equipment and performance meet or exceed the requirements of this Agreement.

2. “Acceptance” means the act of Director by which the City assumes for itself, approval of

specific Services or Deliverables, as partial or complete performance of this Agreement.

3. “Agreement” means this contract between the parties including all exhibits, and any written amendments authorized by City Council and Contractor or change orders authorized by this Agreement between the City and Contractor whereby Contractor shall provide all specified Work in connection with the Agreement, in the manner and form as provided by the Agreement documents.

4. “Air Operations Area (AOA)” means any area of the airport used or intended to be used for

the landing, takeoff, or surface maneuvering of aircraft. An air operations area shall include such paved and unpaved areas that are used or intended to be used for unobstructed movement of aircraft in addition to its associated runway, taxi-way or apron.

5. “Airport(s)” means George Bush Intercontinental Airport/Houston (IAH), William P. Hobby

Airport (HOU), and Ellington Airport (EFD).

6. “Basic Services” mean those services described in Exhibit "B" of the Agreement.

7. “Business Day” means any day that is not a Saturday, Sunday, or City Holiday. In the event that any deadline set forth in this Agreement falls on a Saturday, Sunday, or City Holiday, the deadline shall automatically be extended to the next day that is not a Saturday, Sunday, or City Holiday.

8. “City” is defined in the preamble of this Agreement and includes its successors and assigns.

9. “City Attorney” means the City Attorney of the City of Houston or any person designated by

the City Attorney to perform one or more of the duties of the City Attorney under this Agreement.

10. “City Controller” means the City Controller of the City of Houston or any person designated by the City Controller to perform one or more of the duties of the City Controller under this Agreement.

11. “City Data” means all Documents and/or Information: (1) that the City discloses, supplies, or provides to Contractor under, pursuant to, or in connection with this Agreement, (2) that Contractor obtains, receives, or collects under, pursuant to, or in connection with this Agreement, and/or (3) collected, received, entered, stored, archived, retained, maintained, processed, or transmitted in, into, or by the Software. “City’s Data” does not include the Software, the Object Code, or the Source Code.

12. “City Holiday” means any official City of Houston holiday as determined each year by the City Council.

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13. “Confidential Information” means all non-public Documents or Information of a Party to this

Agreement, including without limitation any such Documents or Information that is identified as or would be reasonably understood to be confidential, proprietary, and/or sensitive.

14. “Contractor” or “Company” is defined in the preamble of this Agreement and includes its

successors and assigns.

15. “Contractor Data” means all Documents and/or Information that Contractor discloses, supplies, or provides to the City under, pursuant to, or in connection with this Agreement. “Contractor Data” includes the Software, the Object Code, and the Source Code.

16. “Countersignature Date” means the date City Controller countersigned on the signature page

of this Agreement and this Agreement becomes binding on the Parties.

17. “Day” whether capitalized or not, unless otherwise specifically provided, means calendar day, including weekends and City Holidays. In the case of plural “days”, those days will be consecutive.

18. “Director” means the Director of the Houston Airport System or any person designated by the

Director to perform one or more of the Director’s duties under this Agreement.

19. “Documents” mean all original and non-identical copies of any written, typed, or printed matter, or electronically stored information, of any kind or description. The word “documents” includes the following: agendas, analyses, audio or video recordings, bulletins, charts, circulars, communications (including any interoffice, social media, and other communications), computations, computer programs, copies, correspondence, data, databases, data compilations, data prototypes, designs, diagrams, diskettes, documents, drafts, drawings, electronic mail (email), electronically stored information, exhibits, facsimiles, forms, graphs, guides, images, information, inventions, items, letters, logs, manuals, maps, materials, memoranda, metadata, microfilm, minutes or meeting minutes, models, notes, notations, notebooks, operating manuals, original tracings of all drawings and plans, other graphic matter (however produced or reproduced), pamphlets, photographs (including any digital or film photographs), plans, printouts, policies, procedures, records, recordings (including any audio, video, digital, film, tape, and other recordings), reports, social media communications, software, specifications, tabulations, telegrams, underlying data, works, worksheets, work products, writings, and any other writings or recordings of any type or nature (and any revisions, modifications, or improvements to them).

20. “Documentation” means the written and/or electronic end-user or technical documentation

pertaining to the Software and/or Equipment that is either directly or indirectly: (a) provided to the City by Contractor, or (b) otherwise published or posted online by Contractor.

21. “Emergency Service Request” means a verbal request from the Director to Contractor to

perform remedial maintenance due to a Major Failure, a Minor Failure, or a Non-critical Failure that Contractor must respond to in accordance with the Response Times set forth in Exhibit “B."

22. “Equipment” or “equipment” mean(s) any and all hardware, equipment, material, goods,

products, or other tangible items that Contractor provides or furnishes to City under, pursuant to, or in connection with this Agreement (including any Exhibit).

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23. “FAA” means the Federal Aviation Administration.

24. “First Class Condition” refers to the quality of systems, parts, equipment and related

components and appurtenances. It also refers to the condition of the wear and operation of the elements. When referring to the quality of the elements, First Class Condition means of a quality equal to or better than the elements as originally installed. When referring to the wear and operation of the elements, First Class Condition means a standard that is within the manufacturer's published tolerances for safe, reliable operation, or if no published tolerances, within generally accepted tolerances.

25. “Houston Airport System” or “HAS” means the property and facilities of the City of Houston, Houston Airport System which include, but are not limited to, George Bush Intercontinental Airport/Houston (IAH), William P. Hobby Airport (HOU), Ellington Airport (EFD), and the Houston Airport System Administration Buildings.

26. “Houston Airport System Technology Specifications” means the specifications listed on the HAS SharePoint website, as amended from time to time, and incorporated herein by reference.

27. “IAH” means George Bush Intercontinental Airport/Houston.

28. “IDF” means Intermediate Distribution Frame.

29. “Include” and “including” and words or similar import shall be deemed to be followed by the

words “without limitation.”

30. “Information” means all information, data, facts, or knowledge of any kind or description whether in tangible or intangible form.

31. “MAC” means move, add, or change order(s) that are required as part of the normal day to day activities in managing a telecommunications system when telecommunications terminal equipment and station lines have to be rearranged, increased or decreased as a result of normal business activity. By way of example, and not by way of limitation, MACs include individual telephone changes; installing new telephones and associated cabling and programming to make operational; removing existing telephones; and modifying existing telephones.

32. “Manufacturer” means the original manufacturer or producer of a part or component.

33. “Materials” mean any substance specified for use in the accomplishment of the Work.

34. “Major Failure” is any System failure severe enough to impair HAS' ability to maintain operation and administration functions of the Airports. By way of example, and not by way of limitation, Major Failures include:

a. call center positions cannot receive or place calls; b. 20% or more of all telephone or data ports are unable to place or receive calls; c. 20% or more of the trunks are inoperative; d. an attached processor or server is unable to send, receive or retrieve information; or e. any other outage determined to be a Major Failure by the Director.

SAMPLE CONTRACT

A-4

35. “MDF” means Main Distribution Frame. 36. “Minor Failure” means any system failure that adversely affects more than one station, but

does not render the phone system inoperable or completely useless. By way of example and not by way of limitation, Minor Failures include station card and trunk card failures, inoperative bulbs, inoperative handset cords, or any other failure determined to be a Minor Failure by the Director.

37. “Non-critical Failure” is any failure which affects only an isolated station. By way of example

and not by way of limitation, Non-critical Failures include station equipment failures, station wiring failures, or any other failure determined to be a Non-critical Failure by the Director.

38. “Normal Business Hours” means 7:00 a.m. to 5:00 p.m., Monday through Friday unless

Contractor receives a written notice from the Director on a preceding Thursday modifying the work hours for the following week(s) and Contractor agrees in which case, the modified work hours become the Normal Business Hours only for the period of time designated in such notice.

39. “Notice to Proceed” means a written communication from the Director to Contractor instructing

Contractor to begin performance.

40. “Object Code” means the programming code for the Software, in a form not readily readable or perceivable by humans, that is suitable for execution by a computer without the intervening steps of interpretation or compilation.

41. “OEM” means the Original Equipment Manufacturer.

42. “Other Service Request” or “OSR” is the form used to request Other Work/Services within the

scope of this Agreement.

43. “Other Work/Services” means those services described in Exhibit "B" as Other Work/Services and other services related to operations and maintenance services, other than Basic Services. Such services are only provided upon the Director's written request.

44. “Party” or “Parties” means each or all, respectively, of the entities set out in the Preamble who are bound by this Agreement as indicated in the context in which it appears.

45. “Patch” means a small addition to the original software code, written to bypass or correct a problem.

46. “Preventive Maintenance” or “PM” means periodic or scheduled maintenance in accordance

with the manufacturer's maintenance specifications, industry standards, professional association recommendations, and as set forth in this Agreement.

47. “Proprietary Rights” mean any copyrights, trademarks, trade secrets, patents, or any other intellectual or proprietary rights.

48. “Provide” means furnish and install, complete, and ready for intended use, as applicable in

each instance, except as otherwise defined in greater action.

49. “Receiving Party” means a Party who obtains, receives, or collects Confidential Information of another Party or who otherwise has possession, custody, or control of Confidential Information

SAMPLE CONTRACT

A-5

of another Party.

50. “Remedial Maintenance” or “RM” means repair of equipment and systems with parts, materials, and labor to restore performance to the designed function in the event of any breakdown or stoppage of equipment or system where the equipment or system is unable to perform its designed function. RM includes repairs and replacement of related components, parts, and appurtenances that have failed, no longer perform reliably, or have worn beyond safe tolerances.

51. “Repair” means to restore to good or sound working condition.

52. “Resale of Services” means the resale of telecommunications services by HAS to internal third

parties at IAH, HOU and EFD.

53. “Response Time” means the maximum elapsed time in which Contractor must respond to an Emergency Service Request. The maximum elapsed time is measured from Contractor's receipt of an Emergency Service Request until Contractor's arrival at the specified work site.

54. “Routine” means those services that do not require emergency work.

55. “Services” or “services” mean(s) any and all services, tasks, labor, or work that Contractor

performs or furnishes to City under, pursuant to, or in connection with this Agreement. For the avoidance of any doubt, services includes Basic Services and Other Work/Services.

56. “Software” or “software” mean(s) any and all computer software programs that Contractor provides or furnishes to City under, pursuant to, or in connection with this Agreement (including any Exhibit).

57. “Source Code” means the programming code for the Software, in a human-readable form, that

is not suitable for execution by a computer without the intervening steps of interpretation or compilation.

58. “Telecommunication System” or “System” means all equipment, software, cabling,

connectivity, and instruments, and all appurtenances thereto identified in this Agreement. 59. “Term” means the entire period during which this Agreement is in effect, starting on the

Countersignature Date and continuing through the final date of termination or expiration of this Agreement, including any renewals or extensions.

60. “TSA” means the Department of Homeland Security, Transportation Security Administration. 61. “Update” means a Patch or fix to the existing system operating at current functionality or a

revised edition of the current software. Updates are included in the cost of Basic Services. 62. “Upgrade” means hardware or software to improve the current system for additional

functionality and/or expansion/increases of capacity. 63. “Urgent Service Request” is defined as a non-remedial maintenance request for immediate

action. An urgent service request may be issued outside of Normal Business Hours, in which case additional labor charges will apply.

SAMPLE CONTRACT

A-6

64. “Work” means all services to be provided by the Contractor as defined by the specifications herein.

65. “Work Products” means all Documents or Information that the City and/or Contractor creates, develops, modifies, prepares, produces, or writes under, pursuant to, or in connection with this Agreement. Work Products does not mean or include the Software, the Source Code, or Object Code.

B-1

EXHIBIT B

SCOPE OF SERVICES

(Based on RFP scope. To be inserted by the City at the time of contract execution.)

C-1

EXHIBIT C TITLE VI: NON-DISCRIMINATION

During the performance of this Agreement, Contractor, for itself, its assignees and successors in interest agrees as follows: 1. Compliance with Regulations - The Contractor shall comply with the regulations relative to

nondiscrimination in federally-assisted programs of the Department of Transportation (“DOT”) 49 CFR Part 21, as may be amended from time to time (“Regulations”), which are incorporated by reference and made a part of this Agreement.

2. Non-discrimination - The Contractor, with regard to the work performed by it during the Agreement,

shall not discriminate on the grounds of race, color, or national origin in the selection and retention of Subcontractors, including procurement of materials and leases of equipment. The Contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations.

3. Solicitations for Subcontracts, Including Procurement of Materials and Equipment - In all solicitation,

either by competitive bidding or negotiation, made by the Contractor for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential Subcontractor or supplier shall be notified by the Contractor of the Contractor’s obligations under this Agreement and the Regulations relative to non-discrimination on the grounds of race, color, or national origin.

4. Information and Reports - The Contractor shall provide all information and reports required by the

regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the sponsor or the FAA to be pertinent to ascertain compliance with such regulations, orders and instructions. Where any information required of the Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information.

5. Sanctions for Noncompliance - In the event of the Contractor’s noncompliance with the non-

discrimination provisions of this Agreement, the sponsor shall impose such contract sanctions as it or the FAA may determine to be appropriate, including but not limited to: 5.1. withholding of payments to the Contractor under the Agreement until the Contractor

complies, and/or

5.2. cancellation, termination, or suspension of the Agreement, in whole or in part. 6. Incorporation of Provisions - The Contractor shall include the provisions of paragraphs 1-5 above in

every subcontract, including procurement of materials and leases of equipment, unless exempt by the regulations or directives issued pursuant thereto. The Contractor shall take such action with respect to any subcontract or procurement as the sponsor or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. If the Contractor becomes involved in, or is threatened with, litigation with a Subcontractors or supplier as a result of such direction, the Contractor may request the sponsor to enter into such litigation to protect the interests of the sponsor and, in addition, the Contractor may request the United States of America to enter into such litigation to protect the interests of the United States.

D-1

EXHIBIT D DRUG POLICY COMPLIANCE AGREEMENT

I, as an owner or officer (Contractor) (Name) (Print/Type) (Title) (Name of Company) have authority to bind Contractor with respect to its bid, offer or performance of any and all contracts it may enter into with the City of Houston; and that by making this Agreement, I affirm that the Contractor is aware of and by the time the contract is awarded will be bound by and agree to designate appropriate safety impact positions for company employee positions, and to comply with the following requirements before the City issues a Notice to Proceed:

1. Develop and implement a written Drug Free Workplace Policy and related drug testing procedures for the Contractor that meet the criteria and requirements established by the Mayor's Amended Policy on Drug Detection and Deterrence (Mayor's Drug Policy) and the Mayor's Drug Detection and Deterrence Procedures for Contractors (Executive Order No. 1-31).

2. Obtain a facility to collect urine samples consistent with Health and Human Services (HHS)

guidelines and a HHS certified drug testing laboratory to perform the drug tests. 3. Monitor and keep records of drug tests given and the results; and upon request from the City of

Houston, provide confirmation of such testing and results. 4. Submit semi-annual Drug Policy Compliance Declarations.

I affirm on behalf of the Contractor that full compliance with the Mayor's Drug Policy and Executive Order No. 1-31 is a material condition of the contract with the City of Houston. I further acknowledge that falsification, failure to comply with or failure to timely submit declarations and/or documentation in compliance with the Mayor's Drug Policy and/or Executive Order No. 1-31 will be considered a breach of the contract with the City and may result in non-award or termination of the Agreement by the City of Houston. Date Contractor Name Signature Title

E-1

EXHIBIT E CONTRACTOR’S CERTIFICATION OF NO SAFETY IMPACT POSITIONS

IN PERFORMANCE OF A CITY CONTRACT I, ___________________________________________________________________________________

(Name - Print/Type) (Title) as an owner or officer of _____________________________________________________ (Contractor) have authority to bind the Contractor with respect to its bid, and I hereby certify that Contractor has no employee safety impact positions as defined in §5.18 of Executive Order No. 1-31 that will be involved in performing this City Contract. Contractor agrees and covenants that it shall immediately notify the City’s Director or designee Human Resources if any safety impact positions are established to provide services in performing this City Contract. _____________________________ _________________________________________ Date Contractor Name

_________________________________________ Signature

_________________________________________ Title

CONTRACTOR’S CERTIFICATION OF NON-APPLICATION OF CITY OF HOUSTON DRUG DETECTION AND DETERRENCE PROCEDURES

FOR CONTRACTORS I, ___________________________________________________________________________________

(Name - Print/Type) as an owner or officer of _____________________________________________________ (Contractor) have authority to bind the Contractor with respect to its bid, and I hereby certify that Contractor has fewer than fifteen (15) employees during any 20-week period during a calendar year and also certify that Contractor has no employee safety impact positions as defined in §5.18 of Executive Order No. 1-31 that will be involved in performing this City Contract. Safety impact position means a Contractor’s employment position involving job duties that if performed with inattentiveness, errors in judgment, or diminished coordination, dexterity, or composure may result in mistakes that could present a real and/or imminent threat to the personal health or safety of the employee, co-workers, and/or the public. _____________________________ _________________________________________ Date Contractor Name

_________________________________________ Signature

_________________________________________ Title

F-1

EXHIBIT F DRUG POLICY COMPLIANCE DECLARATION

I, , as an owner or officer of (Contractor) (Name) (Print/Type) (Title) (Name of Company) have personal knowledge and full authority to make the following declarations: This reporting period covers the preceding 6 months from to , 20 .

_________ Written drug testing procedures have been implemented in conformity with the Mayor’s Drug Detection and Deterrence Procedures for Contractors, Executive Order No. 1-31. Employees have been notified of such procedures. Initials

_________ Collection/testing has been conducted in compliance with federal Health and Human Services (HHS) guidelines. Initials

_________ Appropriate safety impact positions have been designated for employee positions performing on the City of Houston contract. The number of employees in safety impact positions during this reporting period is __________________________.

Initials

_________

From ________________ to ________________ the following tests have occurred:

Initials (Start Date) (End Date) Random Reasonable

Suspicion Post

Accident Total Number Employees Tested

__________

___________

___________

___________

Number Employees Positive

__________

__________

___________

___________

Percent Employees Positive

__________

___________

___________

___________

_________ Any employee who tested positive was immediately removed from the City worksite consistent with the Mayor's Policy and Executive Order No. 1-31.

Initials

_________ I affirm that falsification or failure to submit this declaration timely in accordance with established guidelines will be considered a breach of contract.

Initials I declare under penalty of perjury that the affirmations made herein and all information contained in this declaration are within my personal knowledge and are true and correct. Date (Typed or Printed Name) (Signature) (Title)

G-1

EXHIBIT G FEE SCHEDULE

(To be inserted by the City at the time of contract execution.)

H-1

EXHIBIT H

PERFORMANCE BOND THE STATE OF TEXAS §

§ COUNTY OF HARRIS § THAT WE,_________________________________________________________________, as Principal, (the "Contractor") and the other subscriber hereto,___________________________________________, as Surety, do hereby acknowledge ourselves to be held and firmly bound to the City of Houston (the "City"), a municipal corporation, in the penal sum of $_____________ for the payment of which sum, well and truly to be made to the City, its successors and assigns, Contractor and Surety do bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally. THE CONDITIONS OF THIS OBLIGATION ARE SUCH THAT: WHEREAS, the Contractor has on or about this day executed an Agreement in writing with the City for telecommunications services for the City of Houston Airport System all of such work to be done as set out in full in said Agreement therein referred to and adopted by the City Council, all of which are made a part of this instrument as fully and completely as if set out in full herein. NOW THEREFORE, if the said Contractor shall faithfully and strictly perform the Agreement in all its terms, provisions, and stipulations in accordance with its true meaning and effect, and shall comply strictly with each and every provision of the Agreement and with this Bond, then this obligation shall become null and void and shall have no further force and effect; otherwise the same is to remain in full force and effect. Should the Contractor fail to faithfully and strictly perform the Agreement in all its terms, including but no limited to the indemnifications thereunder, the Surety shall be liable for all damages, losses, expenses and liabilities that the City may suffer in consequence thereof, as more fully set forth herein. It is further understood and agreed that the Surety does hereby relieve the City or its representatives from the exercise of any diligence whatever in securing compliance on the part of the Contractor with the terms of the Agreement and the Surety agrees that it shall be bound to take notice of and shall be held to have knowledge of all acts or omissions of the Contractor in all matters pertaining to the Agreement. It is further expressly agreed by Surety that the City or its representatives are at liberty at any time, without notice to the Surety, to make any change in the Agreement and in the Work to be done thereunder, as provided in the Agreement, and in the terms and conditions thereof, or to make any change in, addition to, or deduction from the Work to be done thereunder; and that such changes, if made, shall not in any way vitiate the obligation in this Bond and undertaking or release the Surety therefrom. IT IS FURTHER EXPRESSLY AGREED AND UNDERSTOOD THAT THE CONTRACTOR AND SURETY WILL FULLY INDEMNIFY AND SAVE HARMLESS THE CITY FROM ANY LIABILITY, LOSS, COST, EXPENSE, OR DAMAGE ARISING OUT OF CONTRACTOR'S PERFORMANCE OF THE AGREEMENT. If the City gives Surety notice of Contractor's default, Surety shall, within 30 days, take one of the following actions:

1. Arrange for Contractor, with consent of the City, to perform and complete the Agreement; or

2. Take over and assume completion of the Agreement itself, through its agents or through independent contractors, and become entitled to the payment of the balance of the Agreement pricing and payments for work performed.

If the Surety fails to take either of the actions set out above, it shall be deemed to have waived its right to

perform and complete the Agreement and receive payment of the balance of the Agreement payment and the City

SAMPLE CONTRACT

H-2

shall be entitled to enforce any remedies available at law, including but not limited to completing the Agreement itself and recovering any cost in excess of the Original Contract Price from the Surety.

This Bond and all obligations created hereunder shall be performable in Harris County, Texas. This Bond is given in compliance with the provisions of Chapter 2253, Texas Government Code, as amended, (even though the statute may not apply), which is incorporated herein by this reference. Notices required or permitted hereunder shall be in writing and shall be deemed delivered when actually received or, if earlier, on the third day following deposit in a United States Postal Service post office or receptacle, with proper postage affixed (certified mail, return receipt requested), addressed to the respective other Party at the address prescribed in the Agreement, or at such other address as the receiving party may hereafter prescribe by written notice to the sending party. This Bond and all obligations created under it shall be performable in Harris County, Texas, and all are non-cancelable. This Bond must be automatically renewed annually on the anniversary of the effective date of the Bond for the term of the Agreement and any extensions, unless the Surety gives the Principal and the City 30 days written notice before the renewal date that the Surety will not renew this Bond, in which case the Principal shall provide the City with a replacement bond (in the same form as this Bond) before the renewal date.

If the City brings any suit or other proceeding at law on the Agreement or this Bond, or both, the Principal and the Surety shall pay to the City the additional sum of 10 percent of whatever amount the City recovers, which sum of 10 percent is agreed by all parties to be indemnity to the City for the expense of and time consumed by its City Attorney, his or her assistants, and office staff, and other costs and damages to the City. The amount of 10 percent is fixed and liquidated by the parties because the exact damage to the City would be difficult to ascertain. IN WITNESS THEREOF, the said Contractor and Surety have signed and sealed this instrument on the respective dates written below their signatures and have attached current Power of Attorney. ATTEST/SEAL: (if a corporation) __________________________________________ WITNESS: (if not corporation) (Name of Contractor) By:______________________________ By:_________________________________ Name: Name: Title: Title: Date: ATTEST/SURETY WITNESS (SEAL) ___________________________________

(Full Name of Surety) __________________________________ (Address of Surety for Notice) ___________________________________ (Telephone Number of Surety)

By:_______________________________ By:________________________________ Name: Name: Title: Title: Attorney-in-Fact Date: Date: REVIEWED: ___________________________________ Assistant City Attorney P. O. Box 368 Houston, TX 77001-0368

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Attachment II - Proposal Checklist

The following must be completed and submitted with each Proposal

Item # REQUIRED SUBMITTAL Check (√)

1 Cover Page 2 Table of Contents 3 Introduction Letter

Section 1 Executive Summary Section 2 Letter of Transmittal Section 3 Support Services Plan Section 4 Preventative Maintenance Plan Section 5 Proposed Personnel Section 6 Pricing – Pricing Summary Sheets Section 7 References Section 8 Exhibits

A Exhibit I - Offer and Submittal

B Exhibit II - List of References

C Exhibit III - List of Proposed Subcontractors

D Exhibit IV - Signed M/WBE Forms: Attachments A,B,C, and D E Exhibit V – City of Houston Ownership Information Form F Exhibit VI – Anti-Collusion Statement G Exhibit VII – Conflict of Interest Questionnaire H Exhibit VIII – Contract and Contract Exception Chart

Section 9 Financials

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Attachment III – Current Equipment List/Locations

AVAYA Equipment List/Locations

Equipment Location

Avaya CS 1000 Rls 7.65/Signaling Server IAH - Administration Bldg. - 16930 JFK Blvd

Avaya CS 1000 Rls 7.65/Signaling Server IAH - Terminal D MDF- 3701 N. Terminal Rd

Avaya CS 1000 Rls 7.65/Signaling Server HOU - Hobby MDF - 7800 Airport Blvd

Fiber Remote - Administration Bldg. IAH - Terminal A MDF - 2800 N. Terminal Rd Fiber Remote - Terminal D IAH - Terminal A MDF - 2800 N. Terminal Rd Fiber Remote IAH - ARFF 99 - 18580 Chanute Rd Fiber Remote IAH - ARFF 54 - 19006 Aldine Westfield Fiber Remote IAH - HAS Supply Chain Mgmt. Bldg. - 18600 Lee Rd Fiber Remote IAH - Terminal E - 3800 N. Terminal Rd Fiber Remote IAH - FIS Cargo Bldg. - 19581 Lee Rd Fiber Remote IAH - Consolidated Car Rental Facility - 17330 Palmetto Pines Fiber Remote IAH - ASC Bldg. - 4500 Will Clayton Parkway Fiber Remote HOU - Electrical SR-22- 8800 Paul B Ounce Carrier Remote EFD - Administration Bldg. - 11602 Aerospace Avaya Aura Contact Center 6.4 IAH - Terminal D MDF- 3701 N. Terminal Rd Call Pilot 5.0 IAH - Terminal D MDF- 3701 N. Terminal Rd

Cisco Equipment List/Locations Cisco BE 6000 CM IAH - Administration Bldg. - 16930 JFK Blvd

Cisco BE 6000 CM IAH - Administration Bldg. - 16930 JFK Blvd

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Attachment IV – Current Avaya CS1000 Port Counts

IAH TOTAL

IAH LEFT

IAH USED

HOU TOTAL

HOU LEFT

HOU USED

ADMIN TOTAL

ADMIN LEFT

ADMIN USED

Traditional Telephones 3196 1448 1748 1732 1353 755 1428 571 857

IP Users 616 114 502 366 96 270 528 117 411

ACD Agents 500 451 49 35 35 0 60 58 2

PCA 55 55 0 55 53 2 55 49 6

AST 2025 2001 24 26 26 0 26 26 0

SIP CTI TR87 25 25 0 25 25 0 25 25 0

SIP Access Ports 111 15 96 112 16 96 113 17 96

RAN CON 10 10 0 4 4 0 0 0 0

PHANTOM PORTS 65535 65447 88 65535 65499 36 65535 65515 20

TRADITIONAL TRUNKS 65535 65216 319 65535 65439 96 65535 65360 175

DCH 255 244 11 255 250 5 255 246 9

CALL PILOT 3360 2160 1200

AACC License Standalone Agents 35 Supervisors 4

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Attachment V - Current Houston Airport System Topology

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Attachment VI - Houston Airport System Acronyms

26.0 Airports and Terminals 26.1.1 EFD – Ellington Airport

26.1.2 HOU – William P. Hobby Airport

26.1.3 IAH – George Bush Intercontinental Airport

26.1.4 A – IAH Terminal A

26.1.5 T-A – IAH Terminal A

26.1.6 A South – IAH Terminal A South

26.1.7 A North – IAH Terminal A North

26.1.8 B – IAH Terminal B

26.1.9 T-B – IAH Terminal B

26.1.10 B South – IAH Terminal B South

26.1.11 B North – IAH Terminal B North

26.1.12 C – IAH Terminal C

26.1.13 T-C – IAH Terminal C

26.1.14 C South – IAH Terminal C South

26.1.15 C North – IAH Terminal C North

26.1.16 D – IAH Terminal D

26.1.17 T-D – IAH Terminal D

26.1.18 E – IAH Terminal E

26.1.19 T-E – IAH Terminal E

26.1.20 FIS – IAH Federal Inspection Service

26.1.21 IAB – IAH International Arrivals Building

27.0 Government Organizations 27.1.1 ARFF – Aircraft Rescue and Fire Fighting

27.1.2 CBP – U.S. Customs and Border Protection

27.1.3 DHS – U.S. Department of Homeland Security

27.1.4 FAA – Federal Aviation Administration

27.1.5 FBI – Federal Bureau of Investigation

27.1.6 HFD – Houston Fire Department

27.1.7 HPD – Houston Police Department

27.1.8 ICE – U.S. Immigration and Customs Enforcement

27.1.9 TSA – U.S. Transportation Security Administration

27.1.10 USDA – U. S. Department of Agriculture

27.1.11 USFW – U.S. Fish and Wildlife

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27.1.12 USPHS – U.S. Public Health Services

28.0 Airport Groups 28.1.1 ACC – Airport Communications Center

28.1.2 Admin – Administration

28.1.3 AEOC – Airport Emergency Operations Center

28.1.4 AMG – Airport Maintenance Group

28.1.5 A&G – Airfield and Grounds

28.1.6 CSP – Corporate Strategy and Performance

28.1.7 FIN – Finance

28.1.8 GT – Ground Transportation

28.1.9 HAS – Houston Airport System

28.1.10 HR – Human Resources

28.1.11 IT – Information Technology

28.1.12 OPS - Operations

28.1.13 PDC – Planning, Development, and Construction

28.1.14 PPM – Physical Plant Maintenance

28.1.15 RACOM -

28.1.16 SCM – Supply Chain Management

28.1.17 STS – Shared Tenant Services

28.1.18 TSG – Terminal Services Group

29.0 Major Airlines 29.1.1 UA – United Airlines

29.1.2 AA – American Airlines

29.1.3 SWA – Southwest Airlines

30.0 Other 30.1.1 APM – Automated People Mover

30.1.2 AED – Automated External Defibrillator

30.1.3 BDF – Building Distribution Frame

30.1.4 BIDS – Baggage Information Display

30.1.5 CIP – Capital Improvement Project

30.1.6 FIDS – Flight Information Display

30.1.7 IDF – Intermediate Distribution Frame

30.1.8 ITT – Inter-Terminal Train

30.1.9 MATV – Master Antenna Television

30.1.10 MDF – Main Distribution Frame

30.1.11 OSR (Other Service Request) – Form used to request Other Work/Services.

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30.1.12 PA – Public Address

30.1.13 TDD – Telecommunications Device for the Deaf

30.1.14 TIP – Tenant Improvement Project

30.1.15 LAN – Local Area Network

30.1.16 VPN – Virtual Private Network

30.1.17 WAN – Wide Area Network

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Attachment VII – Pricing Worksheets

Pricing Summary All Services Amount Basic Services - 5 Year Total Other/Work Services (Labor, Materials, Supplies - 5 Year Total) Proposed 5 Year Grand Total Basic Services Amount Year 1 Year 2 Year 3 Year 4 Year 5 Total Basic Services Other Work/Services (Labor & Materials) Amount Year 1 Year 2 Year 3 Year 4 Year 5 Total Other Work/Services (Labor & Materials)

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Pricing Detail – Basic Services O.2-1 Year 1 (A)

Proposed Staff

(B) Monthly

Fee

(AxBx12) Annual

Fee Item Description 1 Onsite Operations Manager 1 2 System Support Specialist 2 3 Cisco Voice Technician 4 Avaya Voice Technician 5 Voice Technician Assistant 6 7 8 9 10

Basic Services (O.2-1) Year 1 Total O.2-2 Year 2 (A)

Proposed Staff

(B) Monthly

Fee

(AxBx12) Annual


Basic Services (O.2-2) Year 2 Total

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O.2-3 Year 3 (A) Proposed

Staff

(B) Monthly

Fee

(AxBx12) Annual


Basic Services (O.2-3) Year 3 Total O.2-4 Year 4 (A)

Proposed Staff

(B) Monthly

Fee

(AxBx12) Annual



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O.2-5 Year 1 (A) Proposed

Staff

(B) Monthly

Fee

(AxBx12) Annual



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Pricing Detail – Other Work/Services (Labor & Materials) O.3-

1 Year 1 Est. Annual Labor Hrs.

Cost Per Hour Annual Cost

Item Description Hour Cost 1 Onsite Operations Manager a. Normal Work Hours b. After Normal Work Hours 2 System Support Specialist a. Normal Work Hours b. After Normal Work Hours 3 Cisco Voice Technician - CCNP a. Normal Work Hours b. After Normal Work Hours 4 Avaya Voice Technician a. Normal Work Hours b. After Normal Work Hours 5 Voice Technician Assistant a. Normal Work Hours b. After Normal Work Hours 6 AV Engineer a. Normal Work Hours b. After Normal Work Hours 7 Av Technician a. Normal Work Hours b. After Normal Work Hours

Total Estimated Other Work / Services Labor Annual Costs (O.3-1) Year 1

Est. Annual Expenditure % Markup Annual Cost

b Estimated Maintenance

Materials/Parts/Supplies/Equipment

Total Estimated (HAS) Other Work / Services Labor Annual Costs (O.3-1) Year 1

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O.3-2 Year 2 Est. Annual

Labor Hrs.






Materials/Parts/Supplies/Equipment Total Estimated (HAS) Other Work / Services Labor Annual Costs (O.3-2) Year 2

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Labor Hrs.







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Labor Hrs.







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Labor Hrs.







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Attachment VIII – Sample Spare Parts Lists

Item Make Item_No.Fiber Superloop Card Nortel NT1P61Fiber Controller Card Nortel NT1P62Fiber Interface Optical Card Nortel NT1P63CP PIV W/512MB Nortel NT4N39AAE5System Utility Card Nortel NT4N48AE5Core Network Interface Card Nortel NT4N65AB50 Amp Rectifier Nortel NT5C07AC Dual PRI Card Nortel NT5D12 PE Power Supply Nortel NT6D40ADCE Power Supply Nortel NT6D41DAnalog Line Card Nortel NT8D09Digital Line Card Nortel NT8D02Superloop Network Card Nortel NT8D04Conf/TDS Card Nortel NT8D17Peripheral Signaling Card Nortel QPC43RMiscellaneous Analog Trimline PhonesTelephone, Digital Nortel M2000Telephone, Digital Nortel M3900Telephone, Audio Conference Nortel 2000Telephone, Audio Conference Nortel 1100Telephone, Audio Conference Nortel 1200Telephone, Stainless Steel Ceeco SSW-321-FTelephone, Stainless Steel Ceeco SSW-311-FMisc Ceeco Stainless Steel Phone Push to Talk Ceeco ex: WPP-531D-ADASoundstation Basic Conference Units PolycomSoundstation 2W Wireless Conference Units Polycom 2WSoundstation 2W Wireless Conference Units w/Expandable Mics Polycom 2W w/Expandable MicsExtender Transition Networks E1T1 ExtendersMisc Fiber Converters, Media Convertors (Network & Analog)Valcom Paging 9970 Equipment/Speakers Valcom 9970

Analog Telephone Adapter Cisco ATAGateway Cisco PRI GatewayTelephone Set Cisco 8800Sample Equipment List / ARFF 92 Crash System UpgradeMulti Button Phone (ash) Meridian M2616Analog Line CardPage Control Valcom 9970Ceiling SpeakersPower SuppliesKlaxton HornsMixer/Pre-Amplifier Bogen CAM 2Mixer/Pre-Amplifier Peavey UMA 150T-2Relay Allen Bradley 700-HN32A134 RelayRelay Base Allen Bradley 700-HN154 Relay BasePower Supply Federal Signal PS600Light, Strobe, Red Federal Signal LP6-012-048R

"Sample only" On Site Spares List Maintenance Vendor is responsible for determining requirements for each locations to ensure SLA's are met.