Wireless Network License Agreement_Table Mound School AmendmentMasterpiece on the Mississippi
Dubuque
bierd
All-America City
1
2007
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Amended Wireless Network Equipment License Agreement with Dubuque
Community Schools
DATE: March 26, 2012
On May 3, 2010, the Dubuque City Council and Dubuque Community Schools approved
and entered into a Water Meter Wireless Network Equipment License Agreement for
placement of an R450 Collector, antennae and telecommunications equipment at Table
Mound Elementary school. This equipment is part of the water meter replacement
project.
The City's 900Mhz wireless network is used for in- vehicle public safety communications.
Table Mound Elementary school has been identified as a location where an additional
900Mhz wireless access point and connection to the City's network would be beneficial
and address a location where the wireless network signal strength is weak.
Information Services Manager Chris Kohlmann recommends City Council approval of
an Amended Wireless Network Equipment License Agreement with Dubuque
Community Schools to allow for a 900Mhz antennae and a network connection to be
co- located with the existing water meter wireless network equipment at Table Mound
School.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Pr4-47)45,-
Michael C. Van Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Chris Kohlmann, Information Services Manager
Masterpiece on the Mississippi
Dubuque
AU- America City
11 1111
2007
TO Michael C Van Milligen, City Manager
FROM ChrisA Kohlmann, Information Services Manager
DATE March 26, 2012
SUBJECT Amended Wireless Network Equipment License Agreement Dubuque Community Schools
DISCUSSION
Attached memos outline an amended agreement to the City's existing wireless network equipment agreement with Dubuque
Community Schools This request is for additional equipment to be placed at Table Mound Elementary school
ACTION TO BE TAKEN
I respectfully request approval and execution of amended agreements
cc
Mark Dalsing, Police Chief
Dan Brown, Fire Chief
Barry Lindahl, Corporation Counsel
Bob Green, Water Plant Manager
Ken TeKippe, Finance Director
Masterpiece on the Mississippi
Dubuque
bierd
All-America City
1
2007
TO: Michael C. Van Milligen, City Manager
FROM: Chris Kohlmann, Information Services Manager
SUBJECT: Amended Wireless Network Equipment License Agreement Dubuque
Community Schools
DATE: March 26, 2012
BACKGROUND
On May 3, 2010 the Dubuque City Council and Dubuque Community Schools approved
and entered into a Water Meter Wireless Network Equipment License Agreement. The
agreement details the terms and conditions for licensing for placement of R450
Collector, antennae and telecommunications equipment at Table Mound Elementary
school. This equipment is part of the water meter replacement project.
DISCUSSION
The City's 900Mhz wireless network is used for in- vehicle public safety
communications. Table Mound Elementary school has been identified as a location
where an additional 900Mhz wireless access point and connection to the City's
network would be beneficial and address a location where the wireless network
signal strength is weak. It is therefore requested that a 900Mhz antennae and a
network connection be co- located with the existing water meter wireless network
equipment at Table Mound School.
The Dubuque Community School District has approved and signed the amended
agreement on December 12, 2011. I would ask that you forward this agreement to the
Dubuque City Council for their review and approval. Please let me know if you have
any questions.
Thank -you.
Cc: Mark Da!sing, Police Chief
Dan Brown, Fire Chief
Barry Lindahl, Corporation Counsel
Kevin Firnstahl, City Clerk
Bob Green, Water Plant Manager
Ken TeKippe, Finance Director
Dubuque
._, Community
Schools
To inspire and challenge
2300 Chaney Road
Dubuque, Iowa 52001-3095
TO: Chris Kohlmann, Manager
Information Services Department
City of Dubuque
FROM: Joan Sigwarth
DATE: December 16, 2011
SUBJECT: AMENDED WATER METER WIRELESS NETWORK EQUIPMENT LICENSE
AGREEMENT
Joan Sigwarth
Executive Administrative Assistant
Phone: 563 /552 -3024
Fax: 563/552-3026
jsigwarth @dubuque.kl2.ia.us
Board President Craig Beytien signed the enclosed Amended Water Meter Wireless
Network Equipment License Agreement on December 12, 2011.
Upon completion of the City of Dubuque's signature section, please return a fully -
signed copy of the agreement to my attention at the above address.
Enclosure
AMMENDED WATER METER WIRELESS NETWORK EQUIPMENT LICENSE
AGREEMENT
BETWEEN
HE CITY OF DUBUQUE, IOWA
AND
DUBUQUE COMMUNITY SCHOOL DISTRICT
This Amended Water Meter Wireless Network Equipment License
Agreement (the Agreement), dated for reference purposes the day of Apr i 1 2 , 2012
2011, is made and entered into by and between the City of Dubuque, Iowa, an
Iowa municipal corporation, whose address is City Hall, 50 W. 13th Street,
Dubuque, IA 52001 (City) and Dubuque Community School District, whose
address is 2300 Chaney Road, Dubuque, IA 52001 (Grantor).
Whereas, City desires to install, operate and maintain wireless network
equipment at Table Mound Elementary School (the Site) for use in connection
with the City of Dubuque Water Meter R450 Data Collector Wireless Network
System; and
Whereas this equipment is part of water meter replacement project for the
City of Dubuque; and
Whereas, the parties entered into an Agreement on the 3 day of
May , 2010 and
Whereas, the parties now desire to amend the Agreement by adding new
Section 1.1(6).
NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES
AS FOLLOWS:
SECTION 1. LICENSE GRANTED.
1.1. Grantor hereby grants to City a license (the License) to install, operate
and maintain the following equipment at the Site:
(1) The R450 Data Collector Wireless Network System (Antennae,
Collector, AC -power supply, Ethernet modem) receives, stores, and
communicates meter reading data from customers' R450 Meter Interface
Unit (MIU) (see Exhibit A attached hereto);
(2) The R450 Data Collector Wireless Network System utilizes
frequencies in the 450 -470 MHz licensed band to receive meter reading
data from the MIU;
(3) The R450 Data Collector requires non - conditioned 120V AC, 1.0A,
60Hz and will be wall mounted within the telecommunications area;
(4) R450 Mhz Antennae will be roof - mounted with no greater than 150'
of cable connected from it to the R450 Data Collector at a height of no
greater than thirty -five feet (35') from the ground level up;
(5) The R450 Data Collector will utilize one strand of I -Net Fiber
located at the site for transmission of data collected to a server located at
City Hall Annex;
(6) A low power 900mhz broad band access point — mounted in the
same location as the R450 data collector — 40' from finished ground. Coax
will run to the radio which will be mounted in the network room and it will
be connected back to the City's server on a single strand of I -net fiber.
The antenna on the roof will be a 180 degree panel that it about 3.5' in
height.
(collectively called the Water Meter Wireless Network Equipment).
1.2. Grantor reserves the right to require City to relocate its Water Meter
Wireless Network Equipment to other locations at the Site. City shall complete
the relocation of its Water Meter Wireless Network Equipment within thirty (30)
days after receiving written notice from Grantor. The relocation shall be at City's
expense.
SECTION 2. TERM.
The initial term of this Agreement shall commence on the date the Agreement is
executed by both parties (the Commencement Date) and ending on the 1st day
of June, 2051 (the Initial Term), subject to all of the terms, covenants, conditions
and agreements contained herein. City shall have the option to renew this
Agreement for two (2) additional terms of five (5) years each by giving written
notice to Grantor of City's exercise of this option at least sixty (60) days before
the expiration of the term during which such notice is given.
SECTION 3. LICENSE FEE.
City shall pay to Grantor as the annual fee for the License the sum of one dollar
($1.00) on the Commencement Date, and for each year thereafter on the
anniversary of the Commencement Date.
SECTION 4. USE OF LICENSE.
4.1. City and its agents shall use the License granted herein for the installation,
operation, and maintenance of its Water Meter Wireless Network Equipment for
2
the transmission, reception and operation of a Water Meter Wireless Network
Meter Reading Collection System and uses incidental thereto and for no other
uses. City agrees to reasonably cooperate with Grantor on the discrete and safe
placement of the Water Meter Wireless Network Equipment.
4.2. City and its agents shall, at City's expense, comply with all present and
future federal, state, and local laws, ordinances, rules and regulations (including
laws and ordinances relating to health, radio frequency emissions, and safety) in
connection with the use, operation, maintenance, construction and /or installation
of the Water Meter Wireless Network Equipment.
4.3. The Water Meter Wireless Network Equipment shall at all times remain
City's personal property and not fixtures to the real estate. Upon termination of
this Agreement, City shall remove the Water Meter Wireless Network Equipment
and any improvements from the Site within ninety (90) days after termination.
Such removal shall be done in a workmanlike and careful manner and without
interference with or damage to any other equipment, structures or operations on
or within the Site.
4.4. Upon removal of the Water Meter Wireless Network Equipment (or
portions thereof) as provided herein, City shall restore the affected areas of the
Site to the conditions which existed prior to commencement of this Agreement,
reasonable wear and tear excepted.
4.5. All costs and expenses for the removal and restoration of the Site to be
performed by City pursuant to Sections 4.3 and 4.4 herein shall be borne by City,
and City shall hold Grantor harmless therefrom.
SECTION 5. CONSTRUCTION STANDARDS.
The Water Meter Wireless Network Equipment shall be installed in and on the
Site in a discrete, good and workmanlike manner.
SECTION 6. INSTALLATION OF EQUIPMENT.
6.1. City shall have the right, at its sole cost and expense, to install, operate
and maintain its Water Meter Wireless Network Equipment in and on the Site in
accordance with all site standards, statutes, ordinances, rules and regulations
now in effect or that may be issued thereafter by the Federal Communications
Commission or any other governing bodies.
6.2. City's installation of such Water Meter Wireless Network Equipment shall
be done according to plans approved by Grantor, which approval shall not be
unreasonably withheld. Any damage done to the Site and /or other structures by
City or its contractors or representatives during installation and /or operations
3
shall be repaired or replaced as soon as practicable at City's expense and to
Grantor's reasonable satisfaction.
6.3. Within thirty (30) days after the completion of the initial installation of the
Water Meter Wireless Network Equipment, City shall provide Grantor with as-
built drawings of the Water Meter Wireless Network Equipment and the
improvements installed in or on the Site which show the actual location of all
equipment and improvements. Said as -built drawings shall be accompanied by a
complete inventory of all Water Meter Wireless Network Equipment located in
and on the Site.
6.4. City's installation, maintenance and use of the Water Meter Wireless
Network Equipment shall not interfere with Grantor's communication systems,
cellular telephone services or Internet system or fiber optic system now or
hereafter used at any Grantor site.
SECTION 7. EQUIPMENT UPGRADE.
City may update or replace the Water Meter Wireless Network Equipment from
time to time with the prior written approval of Grantor, which approval shall not be
unreasonably withheld, provided that the replacement Water Meter Wireless
Network Equipment is not greater in number or size than the existing Water
Meter Wireless Network Equipment and that any change in equipment locations
in or on the Site shall require the prior written approval of Grantor. City shall
submit to Grantor a proposal for any such replacement Water Meter Wireless
Network Equipment and any supplemental materials for Grantor's evaluation not
less than thirty (30) days prior to City's intended date of such update or
replacement.
SECTION 8. MAINTENANCE.
8.1. City shall, at its own expense, maintain the area of the Site where the
Water Meter Wireless Network Equipment is located and any equipment in, on or
attached to the Site in a safe condition, in good repair and in a manner suitable to
Grantor so as not to conflict with the use, including other leasing, of other
portions of the Site by Grantor.
8.2. City shall have sole responsibility for the maintenance, repair, and security
of its Water Meter Wireless Network Equipment, and City shall keep the same in
good repair and condition during the term of this Agreement, and as such
Agreement may be renewed and extended.
8.3. City shall keep the area of the Site where the Water Meter Wireless
Network Equipment is located free of debris and anything of a dangerous,
noxious or offensive nature or which would create a hazard or undue vibration,
heat, noise or interference.
4
8.4. In the event that Grantor undertakes painting, construction, repair or other
alterations in or on the Site, City shall take reasonable measures at City's cost to
cover and protect City's Water Meter Wireless Network Equipment from any
damage which may occur during the painting, construction or alteration process.
Grantor shall notify City at least ten (10) days prior to any construction, painting,
repair or alterations commencing, unless such construction, painting, repair or
alterations must be made on an emergency basis, in which case Grantor shall
notify City as soon as practicable. Unless resulting from negligent actions or
omissions of, or willful misconduct of Grantor, its employees, agents or
contractors, Grantor shall not be liable for any damage incurred by City from
such painting, construction, repair or alterations.
SECTION 9. PREMISES ACCESS.
City shall have access during normal business hours (Monday - Friday 8am -
5pm) to the Site by means reasonably designated by Grantor, subject to
Grantor's reasonable notice requirements in order to install, operate and maintain
its Water Meter Wireless Network Equipment.
SECTION 10. OPTION TO TERMINATE.
City shall have the unilateral right to terminate this Agreement at any time by
giving written notice of termination to Grantor. Grantor shall have the right to
terminate this Agreement at any time by giving not less than 120 days prior
written notice to City. Upon such termination, City shall remove the Water Meter
Wireless Network Equipment in accordance with Section 4(c) herein.
SECTION 11. MUTUAL INDEMNIFICATION.
11.1. City's Indemnification. City agrees to defend, indemnify, and hold Grantor
harmless from and against all liability, damages, losses, costs, causes of action,
charges and expenses, including reasonable attorney fees, which Grantor may
sustain, incur or be liable for arising out of or related to the negligence or
omissions of City, its officers, employees, or agents in the use or occupancy of
the Site and its facilities and the use and operation of the Water Meter Wireless
Network Equipment and any breach of it's contractual obligation to the Grantor.
11.2. Grantor's Indemnification. Grantor agrees to defend, indemnify, and hold
City harmless from and against all liability, damages, losses, costs, causes of
action, charges and expenses, including reasonable attorney fees, which City
may sustain, incur or be liable for arising out of or related to the negligence of
Grantor, its officers, employees, or agents.
11.3. No Liability. Grantor shall have no liability for damage or loss or downtime
due to interference or interruption of the fiber optic system. Grantor shall
5
cooperate with City to restore service as soon as possible after any interference
or interruption.
11.4. Defective Equipment. City shall be solely responsible for damage caused
by any defect or malfunction of the Water Meter Wireless Network Equipment it
installs on Grantor's property.
SECTION 12. NOTICES.
All notices and correspondence shall be sent by regular U.S. mail to the
following:
City: City Manager
City of Dubuque
City Hall, 50 W. 13th Street
Dubuque, IA 52001 -4845
Grantor: Dubuque Community School District
Address: 2300 Chaney Road
Dubuque, IA 52001
Attn: Superintendent
SECTION 13. BINDING EFFECT.
All of the covenants, conditions, and provisions of this Agreement shall inure to
the benefit of and be binding upon the parties hereto and their respective
successors and assigns.
SECTION 14. ENTIRE AGREEMENT.
This Agreement constitutes the entire agreement between the parties and
supersedes any prior understandings or oral or written agreements between the
parties respecting the within subject matter.
SECTION 15. MODIFICATIONS. This Agreement may not be modified,
except in writing signed by both parties.
SECTION 16. MISCELLANEOUS.
16.1. Grantor and City represent that each, respectively, has full right, power,
and authority to execute this Agreement.
16.2. This Agreement shall be construed in accordance with the laws of the
State of Iowa.
6
16.3. If any term of this Agreement is found to be void or invalid, such invalidity
shall not affect the remaining terms of this Agreement, which shall continue in full
force and effect.
16.4. In any case where the approval or consent of one party hereto is required,
requested or otherwise to be given under this Agreement, such party shall not
unreasonably delay or otherwise withhold its approval or consent.
16.5. This Agreement may be executed in duplicate counterparts, each of which
shall be deemed an original.
CITY OF DUBUQUE, IOWA
By:
Mict'iael C. Van Milligen
City Manager
ATTEST
By:
City Clerk
Kevin S. Firnstahl
7
DUBUQUE COMMUNITY SCHOOL
DISTRICT
By:
Craig Beytien
Board President
By:
Board Secretary
EXHIBIT A
Height Up to < >
Outdoor
Components
Data Collector Mounted on Wall
Power input
R450
Data Collector
O
RF-antenna connection
Ethernet connection
8
Indoor
Components
AMMENDED WATER METER WIRELESS NETWORK EQUIPMENT LICENSE
AGREEMENT
BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
DUBUQUE COMMUNITY SCHOOL DISTRICT
This Amended Water Meter Wireless Network Equipment License
Agreement (the Agreement), dated for reference purposes the day of
2011, is made and entered into by and between the City of Dubuque, Iowa, an
Iowa municipal corporation, whose address is City Hall, 50 W. 13th Street,
Dubuque, IA 52001 (City) and Dubuque Community School District, whose
address is 2300 Chaney Road, Dubuque, IA 52001 (Grantor).
Whereas, City desires to install, operate and maintain wireless network
equipment at Table Mound Elementary School (the Site) for use in connection
with the City of Dubuque Water Meter R450 Data Collector Wireless Network
System; and
Whereas this equipment is part of water meter replacement project for the
City of Dubuque; and
Whereas, the parties entered into an Agreement on the 3 day of
May , 2010 • and
Whereas, the parties now desire to amend the Agreement by adding new
Section 1.1(6).
NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES
AS FOLLOWS:
SECTION 1. LICENSE GRANTED.
1.1. Grantor hereby grants to City a license (the License) to install, operate
and maintain the following equipment at the Site:
(1) The R450 Data Collector Wireless Network System (Antennae,
Collector, AC -power supply, Ethernet modem) receives, stores, and
communicates meter reading data from customers' R450 Meter Interface
Unit (MIU) (see Exhibit A attached hereto);
(2) The R450 Data Collector Wireless Network System utilizes
frequencies in the 450 -470 MHz licensed band to receive meter reading
data from the MIU;
(3) The R450 Data Collector requires non - conditioned 120V AC, 1.0A,
60Hz and will be wall mounted within the telecommunications area;
(4) R450 Mhz Antennae will be roof - mounted with no greater than 150'
of cable connected from it to the R450 Data Collector at a height of no
greater than thirty -five feet (35') from the ground level up;
(5) The R450 Data Collector will utilize one strand of I -Net Fiber
located at the site for transmission of data collected to a server located at
City Hall Annex;
(6) A low power 900mhz broad band access point — mounted in the
same location as the R450 data collector — 40' from finished ground. Coax
will run to the radio which will be mounted in the network room and it will
be connected back to the City's server on a single strand of I -net fiber.
The antenna on the roof will be a 180 degree panel that it about 3.5' in
height.
(collectively called the Water Meter Wireless Network Equipment).
1.2. Grantor reserves the right to require City to relocate its Water Meter
Wireless Network Equipment to other locations at the Site. City shall complete
the relocation of its Water Meter Wireless Network Equipment within thirty (30)
days after receiving written notice from Grantor. The relocation shall be at City's
expense.
SECTION 2. TERM.
The initial term of this Agreement shall commence on the date the Agreement is
executed by both parties (the Commencement Date) and ending on the 1st day
of June, 2051 (the Initial Term), subject to all of the terms, covenants, conditions
and agreements contained herein. City shall have the option to renew this
Agreement for two (2) additional terms of five (5) years each by giving written
notice to Grantor of City's exercise of this option at least sixty (60) days before
the expiration of the term during which such notice is given.
SECTION 3. LICENSE FEE.
City shall pay to Grantor as the annual fee for the License the sum of one dollar
($1.00) on the Commencement Date, and for each year thereafter on the
anniversary of the Commencement Date.
SECTION 4. USE OF LICENSE.
4.1. City and its agents shall use the License granted herein for the installation,
operation, and maintenance of its Water Meter Wireless Network Equipment for
2
the transmission, reception and operation of a Water Meter Wireless Network
Meter Reading Collection System and uses incidental thereto and for no other
uses. City agrees to reasonably cooperate with Grantor on the discrete and safe
placement of the Water Meter Wireless Network Equipment.
4.2. City and its agents shall, at City's expense, comply with all present and
future federal, state, and local laws, ordinances, rules and regulations (including
laws and ordinances relating to health, radio frequency emissions, and safety) in
connection with the use, operation, maintenance, construction and /or installation
of the Water Meter Wireless Network Equipment.
4.3. The Water Meter Wireless Network Equipment shall at all times remain
City's personal property and not fixtures to the real estate. Upon termination of
this Agreement, City shall remove the Water Meter Wireless Network Equipment
and any improvements from the Site within ninety (90) days after termination.
Such removal shall be done in a workmanlike and careful manner and without
interference with or damage to any other equipment, structures or operations on
or within the Site.
4.4. Upon removal of the Water Meter Wireless Network Equipment (or
portions thereof) as provided herein, City shall restore the affected areas of the
Site to the conditions which existed prior to commencement of this Agreement,
reasonable wear and tear excepted.
4.5. All costs and expenses for the removal and restoration of the Site to be
performed by City pursuant to Sections 4.3 and 4.4 herein shall be borne by City,
and City shall hold Grantor harmless therefrom.
SECTION 5. CONSTRUCTION STANDARDS.
The Water Meter Wireless Network Equipment shall be installed in and on the
Site in a discrete, good and workmanlike manner.
SECTION 6. INSTALLATION OF EQUIPMENT.
6.1. City shall have the right, at its sole cost and expense, to install, operate
and maintain its Water Meter Wireless Network Equipment in and on the Site in
accordance with all site standards, statutes, ordinances, rules and regulations
now in effect or that may be issued thereafter by the Federal Communications
Commission or any other governing bodies.
6.2. City's installation of such Water Meter Wireless Network Equipment shall
be done according to plans approved by Grantor, which approval shall not be
unreasonably withheld. Any damage done to the Site and /or other structures by
City or its contractors or representatives during installation and /or operations
3
shall be repaired or replaced as soon as practicable at City's expense and to
Grantor's reasonable satisfaction.
6.3. Within thirty (30) days after the completion of the initial installation of the
Water Meter Wireless Network Equipment, City shall provide Grantor with as-
built drawings of the Water Meter Wireless Network Equipment and the
improvements installed in or on the Site which show the actual location of all
equipment and improvements. Said as -built drawings shall be accompanied by a
complete inventory of all Water Meter Wireless Network Equipment located in
and on the Site.
6.4. City's installation, maintenance and use of the Water Meter Wireless
Network Equipment shall not interfere with Grantor's communication systems,
cellular telephone services or Internet system or fiber optic system now or
hereafter used at any Grantor site.
SECTION 7. EQUIPMENT UPGRADE.
City may update or replace the Water Meter Wireless Network Equipment from
time to time with the prior written approval of Grantor, which approval shall not be
unreasonably withheld, provided that the replacement Water Meter Wireless
Network Equipment is not greater in number or size than the existing Water
Meter Wireless Network Equipment and that any change in equipment locations
in or on the Site shall require the prior written approval of Grantor. City shall
submit to Grantor a proposal for any such replacement Water Meter Wireless
Network Equipment and any supplemental materials for Grantor's evaluation not
less than thirty (30) days prior to City's intended date of such update or
replacement.
SECTION 8. MAINTENANCE.
8.1. City shall, at its own expense, maintain the area of the Site where the
Water Meter Wireless Network Equipment is located and any equipment in, on or
attached to the Site in a safe condition, in good repair and in a manner suitable to
Grantor so as not to conflict with the use, including other leasing, of other
portions of the Site by Grantor.
8.2. City shall have sole responsibility for the maintenance, repair, and security
of its Water Meter Wireless Network Equipment, and City shall keep the same in
good repair and condition during the term of this Agreement, and as such
Agreement may be renewed and extended.
8.3. City shall keep the area of the Site where the Water Meter Wireless
Network Equipment is located free of debris and anything of a dangerous,
noxious or offensive nature or which would create a hazard or undue vibration,
heat, noise or interference.
4
8.4. In the event that Grantor undertakes painting, construction, repair or other
alterations in or on the Site, City shall take reasonable measures at City's cost to
cover and protect City's Water Meter Wireless Network Equipment from any
damage which may occur during the painting, construction or alteration process.
Grantor shall notify City at least ten (10) days prior to any construction, painting,
repair or alterations commencing, unless such construction, painting, repair or
alterations must be made on an emergency basis, in which case Grantor shall
notify City as soon as practicable. Unless resulting from negligent actions or
omissions of, or willful misconduct of Grantor, its employees, agents or
contractors, Grantor shall not be liable for any damage incurred by City from
such painting, construction, repair or alterations.
SECTION 9. PREMISES ACCESS.
City shall have access during normal business hours (Monday - Friday 8am -
5pm) to the Site by means reasonably designated by Grantor, subject to
Grantor's reasonable notice requirements in order to install, operate and maintain
its Water Meter Wireless Network Equipment.
SECTION 10. OPTION TO TERMINATE.
City shall have the unilateral right to terminate this Agreement at any time by
giving written notice of termination to Grantor. Grantor shall have the right to
terminate this Agreement at any time by giving not less than 120 days prior
written notice to City. Upon such termination, City shall remove the Water Meter
Wireless Network Equipment in accordance with Section 4(c) herein.
SECTION 11. MUTUAL INDEMNIFICATION.
11.1. City's Indemnification. City agrees to defend, indemnify, and hold Grantor
harmless from and against all liability, damages, losses, costs, causes of action,
charges and expenses, including reasonable attorney fees, which Grantor may
sustain, incur or be liable for arising out of or related to the negligence or
omissions of City, its officers, employees, or agents in the use or occupancy of
the Site and its facilities and the use and operation of the Water Meter Wireless
Network Equipment and any breach of it's contractual obligation to the Grantor.
11.2. Grantor's Indemnification. Grantor agrees to defend, indemnify, and hold
City harmless from and against all liability, damages, losses, costs, causes of
action, charges and expenses, including reasonable attorney fees, which City
may sustain, incur or be liable for arising out of or related to the negligence of
Grantor, its officers, employees, or agents.
11.3. No Liability. Grantor shall have no liability for damage or loss or downtime
due to interference or interruption of the fiber optic system. Grantor shall
5
cooperate with City to restore service as soon as possible after any interference
or interruption.
11.4. Defective Equipment. City shall be solely responsible for damage caused
by any defect or malfunction of the Water Meter Wireless Network Equipment it
installs on Grantor's property.
SECTION 12. NOTICES.
All notices and correspondence shall be sent by regular U.S. mail to the
following:
City: City Manager
City of Dubuque
City Hall, 50 W. 13th Street
Dubuque, IA 52001 -4845
Grantor: Dubuque Community School District
Address: 2300 Chaney Road
Dubuque, IA 52001
Attn: Superintendent
SECTION 13. BINDING EFFECT.
All of the covenants, conditions, and provisions of this Agreement shall inure to
the benefit of and be binding upon the parties hereto and their respective
successors and assigns.
SECTION 14. ENTIRE AGREEMENT.
This Agreement constitutes the entire agreement between the parties and
supersedes any prior understandings or oral or written agreements between the
parties respecting the within subject matter.
SECTION 15. MODIFICATIONS. This Agreement may not be modified,
except in writing signed by both parties.
SECTION 16. MISCELLANEOUS.
16.1. Grantor and City represent that each, respectively, has full right, power,
and authority to execute this Agreement.
16.2. This Agreement shall be construed in accordance with the laws of the
State of Iowa.
6
16.3. If any term of this Agreement is found to be void or invalid, such invalidity
shall not affect the remaining terms of this Agreement, which shall continue in full
force and effect.
16.4. In any case where the approval or consent of one party hereto is required,
requested or otherwise to be given under this Agreement, such party shall not
unreasonably delay or otherwise withhold its approval or consent.
16.5. This Agreement may be executed in duplicate counterparts, each of which
shall be deemed an original.
CITY OF DUBUQUE, IOWA
DUBUQUE COMMUNITY SCHOOL
DISTRICT
By: By:
Michael C. Van Milligen Craig Beytien
City Manager
ATTEST
By: By:
Jeanne F. Schneider
City Clerk
7
Board President
Board Secretary
EXHIBIT A
Height Up to < >
Outdoor
Components
ti
Data Collector Mounted on Wall
Power input
R450
Data Collector
•
G
RF- antenna connection
Ethernet connection
8
Indoor
Components