HomeMy WebLinkAboutResolution - 2021-R0182 - Service Contract 15849 with Vexus 5.11.2021Resolution No. 2021-R0182
Item No. 8.23
May 11, 2021
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute
for and on behalf of the City of Lubbock, Service Contract No. 15849 for the upgrade and
installation of dark fiber, by and between the City of Lubbock and VEX -US, of Lubbock,
Texas, and related documents. Said Contract is attached hereto and incorporated in this
resolution as if fully set forth herein and shall be included in the minutes of the City Council.
Passed by the City Council on May 11, 2021
ATTEST:
Rebe ca Garza, City ec etar
APPROVED AS TO CONTENT:
Brooke Witcher, Assistant City Manager
APPROVED AS TO
City Attorney
DANIEL M. POPE, MAYOR
cedocs/RES.Contract 15849 — Upgrade and Installation of Dark Fiber
April 29, 2021
Resolution No. 2021-R0182
VEXIJS
BUSINESS: City of Lubbock
CONTACT: Sttomion Owens
BUSINESS SERVICE ORDER
Phone: (ON)775.2134
Fed Tan 10: 754000M
EMNSICAf.ADDAE_CC B .LI[1 NGADDRESS CONTRACTTERM
LOOP 299 & 19TH 915 Ave I 36 month(s)
LUBBOCK TX 79416 Lubbock Texas79457
Contract 15949
Data: 031DWO21
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SALES MIR
Bob Brown
906-441.3776
bob.brown@vexusGber.com
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113
NOVEXUS
UZZIM BUSINESS CU4YOMER AGREEMENT
This VEXUS Bus&tas Customer Agreement was forth the trnro and conditions under which VOWS Internet, Cable and Phone will provide to
Customer the services (the "Service or "Services') Indicated in this Agreermntt as shown in the attacked summary of saviors or other similar document
or work ender foray ("Service Order'. We sometimes refer to the Clatorner as "you" or "your", and we refer to the operating company subsidiary of
VEXUS Intern. Cable and Phoae that owns and/or operates the brow system to your area pursuant to a cable television frattcbise with the soft or
local franchising authority and/or the subsidbq that provides phone service in your area as "VEXUS", "t+ire". W, or loin'. The Services will be
provided to you by the VEXUS company that operates in your service area.
1. Subscription to Services. By signing or electronically submitting this Agreement to VEXUS, Customer subscribes to the Services identified on tltc
Service Order. The Service Order shall become binding on the parties when (i) it is specifically accepted by VEXUS tither eleetrooW Illy or In writing,
01) VEXUS begins providing the Services described in the Service Order. or (Ili) VEXUS begins installation for delivery of the Services described in the
Service Order. whichever is earlier provided, however, the parties agree and acknowedge that the binding effect of tlre: Service: Order and this
Agreement h contingent upon VEXUS% engineering review to determine the serviceability of the premises. If VEXUS detcwdma that the premises do
not meet its serviceability requirartatts, the Service order and this Agreement shall be of no further force or eI%ct. Wbert a Service Order becomes
effective, it shall be deemed part ol; and shall be subject to this Agrecmeut.
L Tern as and Condkkms of Service. Customer's use of the VEXUS Services is specirrcnily subject to this Agreement, and Customers agreement to: (i)
the Sus'rness Customer General Tana and Conditions located at (the "General Terms"), which may be nadirted by
VEXUS from time to time In accordance with the General Tern and applicable law, and which are incorporated herein by reference and tmmede a part of
this Agreement; and (ii) use the Services strictly in accordance with any opersting. privacy and/or use policies, and applicable service guides, located at
or otherwise communicated to you, specifically including any acceptable use policy (the "Service: Policies"), which
Service Policies try be modified by VEXUS from time to fink, and which Service Polices are incorporated herein by tetarMce: and made a part of this
Agreement; and (tic) applicable VEXUS Tariffs, which are available for review at blWAmm van are specifically incotpeuated by this
reknrrce and control in the event ofa conflict with any other provision of this Agreement. Any new terms orpolicbes adopted by VEXUS, or any
nwdirr dons to the c misting term and/or policies will. subject to any notice provisions ofthe General Tam ad applicable low. become effective, upon
posting a now version of the document an the VEXUS Web site at (or any sun mw u d(s)). Accon3ingly. customers and
users of the VEXUS Services should regularly vista our web site and review these tams and eonditions policy to ensure that their activities conform to
the most recent version. Notwithstanding the forgoing. if VEXUS Crakes a change to the General Terms that applies to Customer and is material and
adverse to Customer, Customer has chitty (30) days following notice of the change to terminate the Agreement wlthout the imposition ofcady
termination charges. Customers continued receipt of services stale be deemed acceptance of any such change, if VEXUS agrees not to apply the changed
Terms to you, the Agreement Is not subject to ca ly termination. In the event of inconsistency among these documents, precedence will be as follows: (1)
any jointly executed anmsndmcnt or ndderdurn to this Agreement ("Addendum"). (2) the General Tones, (3) the Service Policies, and (4) this Customer
Agreement.
3. Pricing. During the initial te:lma of the Agreement, your quoted monthly recurring charge for Internet and phone services will not change. Video service
prices are subject to amoral Increases. Other prices are subject to change. Prices and price guarantees do not i ick& taxes, lees or surcharges, including
but not thnitcd to government imposed fees and taxes, government program fees (such as 911. TRS and universal service}, and mina-govcramermtsl fees
(such as subscriber liar charges, line lees, access charges, carrier service lees and broadcast TV fee, sport: surcimarge and other programming cost
recovery surcbarga) and will apply and +may depending upon your service location and the services to which you subscribe. Not ail taxes, fees and
charges apply to all services. The taxm tea and surcharges may be changed at any time.
4. PHONE SERVICE B911 NOTICE. In some ofowr service areas, we offer imen:aaraected voice over IP (VoIP) phones services, which may include
Hosted Va1P services. Our VOW phone services have certain limitations and restrfctloums that do not generally apply to hadidatuil circuit switched phone
saviexs. IF YOU ARE SUBSCRIBiNIO TO VEXUS'S VOID PHONE SERVICE, YOU ACKNOWLEDGE RECEIPT AND UNDERSTANDING OF
THE FOLLOWING E911 NOTICE; VEXUSS VOIP PHONE SERVICE ALLOWS YOU TO ACCESS E911 SERVICES. YOU WILL NOT BE ABLE
TO ACCESS E911. HOWEVEI : M IN THE EVENT OF A POWER OUTAGE BEYOND THE DURATION OF ANY BACKUP POWER
SOURCES. VEXUS MAY PROVIDE A BATTERY BACK-UP WHit:H WILL PROVIDE POWER TO THE VEXUS MODEM FOR A LIMITED
PERIOD OF TIME IN THE EVENT OF A POWER OUTAGE. BATTERY BACKUP IS NOT GUARANTEED, AND DOES NOT SUPPLY POWER
TO THE PHONE ITSELF. YOU SHOULD NOTIFY VEM IMMEDIATELY IF THE BATTERY IS LOW, EXHAUSTED OR INOPERABLE. W
VEXUS DOES NOT PROVIDE A MODEM OR BACKUP BATTERY POWER FOR VEXUS SERVICES UTILIZING A TELEPHONE CABLE
MODEM. YOU MUST PROVIDE Tr AND IT WILL REMAIN YOUR RESPONSIBILITY IN ALL RESPECTS; (Iq IN THE EVENT OF A
NETWORK OUTAGE; OR (111) DURING PERIODS WHEN YOUR BROADBAND CONNECTION IS UNAVAILABLE. YOU SHOULD NEVER
MOVE THE LOCATION OF YOUR VEXUS PROVIDED ADVANCED MODEM OR PHONE EQUIPMiTTT WITHOUT NOTIFYING US. THE
ADDRESS ASSOCIATED WTTH AN E911 CALL iS THE AUTHORIZED ADDRESS WHERE VEXUS SERVICE WAS ORIGINALLY
PROVIDED IF YOU MOVETHE ADVANCED MODEM OR OTHER VEXUS PHONE EQUIPMENT FROM THE ORIGINAL SERVICE
LOCATION, A CALL TO E911 USING THAT EQUIPMENT WILL STILL IDENTIFY Ti iE ORIGINAL SERVICE LOCATION. YOU ARE
AWARE THAT THERE MAY BE A DELAY OF AT LEAST ONE BUSINESS DAY AFTER INSTALLATION OF SERVICE FOR E911 SERVICE
AVAII.ABILI Y. YOU AGREE THAT. TO THE MAXIMUM EXTENT ALLOWED BY LAW, VEXUS SHALL HAVE NO LIABILITY FOR ANY
DAMAGES CAUSED, DIRECTLY OR INDIRECTLY, BY YOUR INABILITY TO ACCESS THE SERVICES, INCLUDING E911 SERVICES.
S. CPM Approval Customer has a right, and we have a duty. under federal law, to protect the canfrdentiatity of eustotow proprietary network
Information (CPM. CPNI includes informnadon such as the quantity, technical eonligerration, type. destination. location rued amount of use of a
icLeco mmmutticatiarus service. We desire to use your CPNi (or disclose or pemtit access to our agents and affidiates
that provide eomm a nicatiars related scnrtces) to market communications related services (such as Internet and cable services) to you. W YOU
APPROVE, YOU DO NOT HAVE TO TAKE ANY ACTION. HOWEVER, YOU DO HAVE THE RIGHT TO RESTRICT OUR USE OF YOUR
CPNI. You may deny or whhdmaw our right to use your CPM at any time by calling us at 1.888.969.4249. If we do not heir from you within 30 days of
this rotifrcadon. we will assume that you approve our use of CPNI for the purpose of pmvidmg you with inforrustion about other camarunications•related
services. Dentai of approval will not affect the provision of arty services to which you subscribe. Approval at dermal ofapproval for use ofCPNI outside
of the service to which you subscribe 6 valid until you of runwivety revere or limit your approval or decrial.
6. Pardng of Telephone Numbers. Until your telephone number is ported to us, your exbting local exehat p carrier will be responsible for providing
access to emargertcy services such a 911. You agree that, during this parting process, we assume no responsibility and have no liability for tiro accuracy
of the local atchange carrier nr000rds or its ability to pmW& access to 9l I savias.
7. Tedephone Anthorbadon and New Tdephone Numbers. To complete a phone order, you must executes Leacr of Agency ("LOW) and submit it to
VEXUS, or otherwise complete a third party verification process. New Telcome numbers an subject to change prior to the install. Customers should
mH print their new number can stationary or cards unit aft the Install is complete.
Sales Reps Bob Brown 3:09:2021 2.13
NY E X L J S
& Directory listtag< Our liability for My errors "Minions In any directory listings (Including liability for failing to publish a listing or publishing an
•untistar listing) is limited to the amounts paid by you to VEXUS for On listing swAce.
9. Tex= and Tart uattoat Early Tercalumbn Fen The term of this Agmcmaal is specified in the Service Order and is subject to automatic renewal in
accordance with the Genenal Terms. The then curreal Genet Tetras, Service Policies artd pricing will apply during any riaaewal Term. if VEXUS
tennisnstes this Agreement for cause or Customer terminates this Agreement without cause, Customer shall pay as* termination charges. if such
termination Is prior to installation of Service and after execution ofthis Aft. early termination charges shall be the reasonable expenses and costs
unlined by VEXUS through the date of termination including but not limited to any third party costs frteurnd by VEXUS, direct labor and matalals. if
such termination Is after activation of Service, Customer. in addition to any unpaid nouns owed for Services provided, will pay an only termination charge
equal to seventy-five pcmd QS%) of its average ntorrthly billing for all Services for the last twelve months (or the raunber of months for wbicb
Customer has received Services from VEXUS, if less than twelve months) purchased from VEXUS nwhiplied by On namtber of months romaining In the
applicable Tenn of this Agreement, plus any other related reasonable expenses of VEXUS including, but mot necessarily limited to, eonstzzWon and
Installation costa, diseomns or credits or competitive coatrtat buyout charges. customer agrees that VEXUS's damages for early lamination would W
difficult to determine ad the lamination charges specified herein constitute liquidated damages and are not a penalty.
M Access to Prendses and Imstalladoa of System. Customer grants VEXUS the rights to instal. inspect, mplaee. repair. relocatc. alter, opante, remove
and maintain its equipment (the "system') its, under and upon the premises at the designated service loeatiosa(s). Customer, at no cost to VEXUS, shall
secure and maintain all necessary rights of access to tthe service locadort(s) for VEXUS to instal, op rve and remove its ewdpment and provide the
Services. VEXUS In Its discrdioa may use any existing cable, conduit or other Mitics located within the Famiscs. Customer shall pay any agreed upon
custom installation fee. If VLXUS's access rights to the service location are terminated or restricted, early termination fen will apply.
11. Llmttad= of Uablifty, Warranty DWxlmeM Pricing, indamttiilcation and Arbitmtlba. You acknowledge that the applicable General Terms
and Service Policies contain, among other tam and conditions, limitation of liability, warranty disclsiittrr, pricin& indemnification and arbitration
provisions.
IL Commercial Use Restrictions an Video. Customer shall not, and "I not authorize or permit any other parser to: order or regawt payper-view.
VOD or premium, programming for receipt, exhibition or taping in a commercial establishment, not tmay Customer athtbit or assist in exhibiting
pay -per -view, VOD or premiums programming In a commercial establishment, unless expressly a tbadzed In writing to do so. In advance, by both
VEXUS and out program provider. Customer shall indemnify and hold VEXUS harmless against and from any violation of this provision.
13. MlseeUsaeora. All atodifi ations to this Agreement, if any, must be in writing, executed by an authorized VEXUS Vice President and the Customer.
All other attempts to modify, this Agreement shall be void and nort-binding on VEXUS. This Agrramaat shall be governed by and construed in
accordance with federal taw, the regulations of the FCC and the internal laws of the state and locality is which the service is provided, without regard to
any conflicts of law provisions. Customer may not assign or otherwise transfer this Agreement in any manna without VEXM prior written consent.
The parties acknowledge that VEXUS is subject to the provisions of its local mWor state franchise agreanent% and applicable federal, state and local
laws and regulations ("Applicable Law"). Any duty or promise of VEXUS under this Agreement that conflicts with any provision of Applicable Law is to
that extent void. Notwithstanding, the terns of this Agmement arse considered severable. and in the event that any term is randewd unenforceable due to
any such conflict or is otberwise found to be invalid or werrfoweable. the parties shall mpiacc the invalid or unenforceable portion with another provision
that. as nearly as possible. milects the original Intention of the parties, and the remainder of this Agreement shalt remain in full force and effect
IN WITNESS WHEREOF, the Parties hereto have executed and dellvered this Agreement to be eReedve an the ingest date that either party
signed this Agreement, a shown below.
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P1N 0 _
VEXUS requites that you create a 4-digit PIN that will be required when you request changes to your VEXUS Business account. You agree that you
are responsible for the security, confidentiality and use of your PIN and shall irernediately notify VEXUS if them has been an unauthorised release,
use or contpromim of any such PIN, lfyou share your PIN with employees, agents or others that interact with VEXUS on your behalf and that
representative b no longer authorized to make changes on your behalf. it will be your responsibility to immediately contact VEXUS and change the
PIN. VEXUS is not liable for any loss. cost, expense or other liability arising out of any unauthorized Maas to a service or Customer account by use
of Customer's PIN.
Sake Rep: Bob Bron n 3109, 2021 3.3
Exhibit A
(1) All funds for payment by the City under this Agreement are subject to the availability of an annual
appropriation for this purpose by the City. In the event of non -appropriation of funds by the City
Council of the City of Lubbock for the services provided under the Agreement, the City will terminate
the Agreement, without termination charge or other liability, on the last day of the then -current fiscal
year or when the appropriation made for the then -current year for the services covered by this
Agreement is spent, whichever event occurs first (the `lion -Appropriation Date's. If at any time funds
are not appropriated for the continuance of this Ageenmt, cancellation shall be accepted by the
Engineer on thirty (30) days prior written notice, but failure to give such notice shall be of no effect
and the City shall not be obligated under this Agreement beyond the Non -Appropriation Date.
(2) The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or
otherwise, including without limitation, the right to seek any and all forms of relief in a court of
competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to
exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative
and not exclusive, and may be exercised concurrently. To the extent of any conflict between this
provision and another provision in, or related to, this document, this provision shall control.
(3) Contracts with Companies Engaged in Business with Iran, Sudan, or Foreign Terrorist Organization
Prohibited. Pursuant to Section 2252.152 of the Texas Government Code, prohibits the City from
entering into a contract with a vendor that is identified by The Comptroller as a company known to
have contracts with or provide supplies or service with Iran. Sudan or a foreign terrorist organization.
(4) No Boycott of Israel. Pursuant to Section 2271.002 of the Texas Government Code, Respondent
certifies that either (i) it meets an exemption criteria under Section 2271.002; or (H) it does not boycott
Israel and will not boycott Israel during the term of the contract resulting from this solicitation.
Respondent shall state any facts that make it exempt from the boycott certification in its Response.
(5) Texas Public Information Act. The requirements of Subchapter J. Chapter 552, Government Code,
may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the
contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter.
(6) To the extent Subchapter J. Chapter 552, Government Code applies to this agreement, Contractor
agrees to: (1) preserve all contracting information related to the contract as provided by the records
retention requirements applicable to the governmental body for the duration of the contract; (2)
promptly provide to the governmental body any contracting information related to the contract that is
in the custody or possession of the entity on request of the governmental body; and (3) on completion
of the contract, either. (A) provide at no cost to the governmental body all contracting information
related to the contract that is in the custody or possession of the entity; or (B) preserve the contracting
information related to the contract as provided by the records retention requirements applicable to the
governmental body.