Wireless Network License Agrement_Wartburg Theological SeminaryMasterpiece 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: Water Meter Wireless Network Equipment License Agreement between
City of Dubuque and Wartburg Theological Seminary
DATE: March 26, 2012
Information Services Manager Chris Kohlmann recommends City Council approval of a
Water Meter Wireless Network Equipment License Agreement between the City of
Dubuque and Wartburg Theological Seminary for placement of an R450 Collector,
antennae and telecommunications equipment on a building at Wartburg Theological
Seminary. This equipment is part of the water meter replacement project.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
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
TO Michael C Van Mil ligen, City Manager
FROM ChrisA Kohlmann, Information Services Manager
DATE March 26, 2012
SUBJECT Water Meter Wireless Network Agreement Wartburg Theological Seminary
Dubuque
AU- America City
11 1111
2007
DISCUSSION
Please review attached documents for request to place wireless equipment at Wartburg Theological Seminary for the
prupose of placement of an additional wireless water meter readings collection device and connectivity to City's network
ACTION TO BE TANEN
I would respectfully request approval of this request and execution of the attached agreement
cc
Barry Lindahl, Corporation Counsel
Kevin Firnstahl, City Clerk
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: Water Meter Wireless Network Equipment License Agreement between
City of Dubuque and Wartburg Theological Seminary
DATE: March 26, 2012
DISCUSSION
Attached please find the proposed Water Meter Wireless Network Equipment
License Agreement between the City of Dubuque and Wartburg Theological
Seminary. This agreement details licensing for placement of R450 Collector,
antennae and telecommunications equipment on a building at the Wartburg
Theological Seminary site indicated on the agreement. This equipment is part of the
water meter replacement project. The site was chosen due to its physical location,
elevation and connection to the I -Net that can be used for the backhaul of data.
Racom will install the collector equipment at the site.
Wartburg Theological Seminary approved the agreement on January 31, 2012.
would ask that you please review and let me know of any questions or needs for
clarification.
would ask that you forward this agreement to the Dubuque City Council for their
review and approval.
Thank -you.
Cc: Barry Lindahl, Corporation Counsel
Kevin Firnstahl, City Clerk
Bob Green, Water Plant Manager
Ken TeKippe, Finance Director
WIRELESS NETWORK EQUIPMENT LICENSE AGREEMENT
BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
WARTBURG THEOLOGICAL SEMINARY
This Wireless Network Equipment License Agreement (the "Agreement "), dated
for reference purposes the 3/ day of70..Nn, , 2012, is made and entered into
by and between the City of Dubuque, Iowa, g Iowa municipal corporation, whose
address is City Hall, 50 West 13th Street, Dubuque, IA 52001 ( "City ") and Wartburg
Theological Seminary whose address is 333 Wartburg Place, Dubuque, IA ( "Wartburg ").
WHEREAS, City desires to install, operate and maintain wireless network
equipment at the Wartburg Theological Seminary (the "Site ") for use in connection with
the City of Dubuque Water Meter R450 Data Collector Wireless Network System and
wireless Public Safety applications; and
WHEREAS, this equipment is part of a water meter replacement project for City;
and
WHEREAS, this equipment is part of a wireless public safety network project for
City; and
WHEREAS, the parties desire to enter into this Agreement on the terms and
conditions set forth below.
NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES AS
FOLLOWS:
SECTION 1. LICENSE GRANTED.
1.1. Wartburg hereby grants to City a license (the "License ") to install, operate and
maintain the following equipment at the Site, and under the following conditions:
(1) The R450 Data Collector Wireless Network System (Antennae, Collector,
AC -power supply, Ethernet modem) which receives, stores, and communicates
meter reading data from customers' R450 Water Meter Interface Unit (MIU) (see
Exhibit A attached hereto);
(2) The R450 Data Collector Wireless Network System which utilizes
frequencies in the 450 -470 MHz licensed band to receive meter reading data
from the MIU;
(3) The R450 Data Collector which requires non - conditioned 120V AC, 1.0A,
60Hz and will be located in the mechanical room below the clock tower;
012612maq
(4) R450 MHz Antennae will be roof - mounted with no greater than 150' of
cable connected from it to the R450 Data Collector and an antennae placed at
the rooftop location indicated on the aerial map in Appendix A;
(5) The R450 Data Collector will utilize one strand of I -Net Fiber located at the
site connected to a network switch to be placed by City at the Site in the
computer room for transmission of data collected to a server located at City Hall
Annex;
(6) A low power 900 MHz broad band access point will be mounted in the
same location as the R450 data collector for Public Safety purposes for City.
Coax cable will run to the radio which will be mounted in the mechanical room
and it will be connected to City's server on a single strand of I -net fiber connected
to a City supplied switch in the computer room. The antenna on the roof will be a
180 degree panel that is approximately 3.5' in height; and
(7) All cables connecting the R450 MHz Antennae and the R450 Data
Collector and 900 MHz broadband will run through existing chases and cable will
be placed in existing cable management trays at the Site.
(all equipment listed in items 1 -7 above is collectively called the "Wireless Network
Equipment ").
1.2. Wartburg reserves the right to require City to relocate its Wireless Network
Equipment to other locations at the Site. City shall complete the relocation of its
Wireless Network Equipment within thirty (30) days after receiving written notice from
Wartburg. The relocation will be at City's expense.
SECTION 2. TERM. The initial term of this Agreement will commence on the date the
Agreement is executed by both parties (the "Commencement Date ") and end on the 1st
day of June, 2052 (the "Initial Term "), subject to all of the terms, covenants, conditions
and agreements contained herein. City will have the option to renew this Agreement for
two (2) additional terms of five (5) years each ( "Additional Terms ") by giving written
notice to Wartburg 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. ANNUAL LICENSE FEE. City shall pay to Wartburg 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 officers, agents and employees will use the License granted herein
for the installation, operation, and maintenance of its Wireless Network Equipment for
the transmission, reception and operation of a Wireless Network Meter Reading
Collection System and uses incidental thereto, but for no other uses. City agrees to
2
reasonably cooperate with Wartburg on the discrete and safe placement of the Wireless
Network Equipment.
4.2. City and its officers, agents and employees will, 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 Wireless Network Equipment.
4.3. The Wireless Network Equipment is City's personal property and will never be
considered fixtures to the Site. Upon termination of this Agreement, City will remove the
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 Wireless Network Equipment (or portions thereof) as
provided herein, City will 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 will be borne by City, and
City will hold Wartburg harmless therefrom.
SECTION 5. INSTALLATION OF EQUIPMENT.
5.1. The Wireless Network Equipment will be installed in and on the Site in a discrete,
good and workmanlike manner.
5.2. City will have the right, at its sole cost and expense, to install, operate and
maintain its 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.
5.3. City's installation of such Wireless Network Equipment will be done according to
plans approved by Wartburg, and such approval will 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 will be repaired or replaced as
soon as practicable at City's expense and to Wartburg's reasonable satisfaction.
5.4. Within thirty (30) days after the completion of the initial installation of the Wireless
Network Equipment, City will provide Wartburg with as -built drawings of the 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 will be
3
accompanied by a complete inventory of all Wireless Network Equipment located in and
on the Site.
5.5. City's installation, maintenance and use of the Wireless Network Equipment shall
not interfere with Wartburg's communication systems, cellular telephone services or
Internet system or fiber optic system now or hereafter used at any Wartburg site.
SECTION 6. EQUIPMENT UPGRADE. City may update or replace the Wireless
Network Equipment from time to time with the prior written approval of Wartburg, and
such approval will not be unreasonably withheld, provided that the replacement
Wireless Network Equipment is not greater in number or size than the existing Wireless
Network Equipment and that any change in equipment locations in or on the Site will
require the prior written approval of Wartburg. City shall submit to Wartburg a proposal
for any such replacement Wireless Network Equipment and any supplemental materials
for Wartburg's evaluation not less than thirty (30) days prior to City's intended date of
such update or replacement.
SECTION 7. MAINTENANCE.
7.1. City will, at its own expense, maintain the area of the Site where the 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 Wartburg so as not to conflict with
the use, including other leasing, of other portions of the Site by Wartburg.
7.2. City will bear the sole responsibility for the maintenance, repair, and security of
its Wireless Network Equipment, and City will keep the same in good repair and
condition during the Initial Term of this Agreement, and during the Additional Terms of
this Agreement, if such Additional Terms are entered into.
7.3. City will keep the area of the Site where the 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.
7.4. In the event that Wartburg undertakes painting, construction, repair or other
alterations in or on the Site, City will take reasonable measures at City's cost to cover
and protect City's Wireless Network Equipment from any damage which may occur
during the painting, construction or alteration process. Wartburg must 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 Wartburg must notify City as soon as practicable. Unless resulting
from negligent actions or omissions of, or willful misconduct of Wartburg, its employees,
agents or contractors, Wartburg will not be liable for any damage incurred by City from
such painting, construction, repair or alterations.
SECTION 8. PREMISES ACCESS. City will have access during normal business
hours (Monday - Friday 8am - 5pm) to the Site by means reasonably designated by
4
Wartburg, subject to Grantors' reasonable notice requirements in order to install,
operate and maintain its Wireless Network Equipment.
SECTION 9. OPTION TO TERMINATE.
9.1. City will have the unilateral right to terminate this Agreement at any time by
giving written notice of termination to Wartburg.
9.2. Wartburg will 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 will remove
the Wireless Network Equipment in accordance with Sections 4.3, 4.4 and 4.5 of this
Agreement.
SECTION 10. MUTUAL INDEMNIFICATION.
10.1. City's Indemnification. City agrees to defend, indemnify, and hold Wartburg
harmless from and against all liability, damages, losses, costs, causes of action,
charges and expenses, including reasonable attorney fees, which Wartburg 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 Wireless Network Equipment and any breach
of its contractual obligation to Wartburg.
10.2. Wartburg's Indemnification. Wartburg 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 Wartburg, its officers,
employees, or agents.
10.3. Limitation of Liability. Under no circumstances will either party be liable for
damage or loss or downtime due to interference or interruption of the fiber optic system.
Wartburg and City will cooperate to restore service as soon as possible after any
interference or interruption.
10.4. Defective Equipment. City will be solely responsible for damage caused by any
defect or malfunction of the Wireless Network Equipment it installs on Wartburg's
property.
SECTION 11. FORCE MAJEURE. In the event that either party hereto is delayed or
hindered in or prevented from the performance of any act required hereunder by reason
of strikes, lockouts, labor troubles, unavailability or excessive price of fuel, power failure,
riots, insurrection, war, terrorist activities, chemical explosions, hazardous conditions,
fire, weather or acts of God, or by reason of any other cause beyond the exclusive and
reasonable control of the party delayed in performing work or doing acts required under
the terms of this Agreement, then performance of any such act shall be extended for a
period equivalent to the period of such delay.
5
SECTION 12. NOTICES.
All notices and correspondence shall be sent by regular U.S. mail to the following:
If to City:
Michael C. Van Milligen
City Manager
City of Dubuque
City Hall, 50 West 13th Street
Dubuque, IA 52001 -4845
If to Wartburg: b; (1 L-1,, K
Wartburg Theological Seminary
333 Wartburg Place
PO Box 5004
Dubuque, IA 52004 -5004
SECTION 13. BINDING EFFECT. All of the covenants, conditions, and provisions of
this Agreement will 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. Wartburg and City represent that each, respectively, has full right, power, and
authority to execute this Agreement.
16.2. This Agreement will be governed by and construed in accordance with the laws
of the State of Iowa.
16.3. If any term of this Agreement is found to be void or invalid, such invalidity will not
affect the remaining terms of this Agreement, which will 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 will not
unreasonably delay or otherwise withhold its approval or consent.
16.5. This Agreement may be executed in duplicate counterparts, each of which will be
deemed an original.
6
CITY OF DUBUQUE, IOWA
By:
Michael C. an Milligen
City Manager
ATTEST
By:
Ke in Firnstahl
City Clerk
By.
WARTBURG THEOLOGICAL SEMINARY
By:
7
noL721. 61*
P yab/ , , L�
./VV��r^'x
JUNI M IPMO
coMMISRION No. iUM§
NOTARIAL NAL =
MvcOMMISSION DRAM
EXHIBIT A
Height Up to 9 ft.
Located on roof location as shown on aerial map
Data Collector
R450
Data Collector
•
0
Power input 1
RF- antenna connection
Ethernet oonnection
Proposed Antennae Location
56788341112.0828'E 3852493 °4524.2223 °N
9