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HomeMy WebLinkAboutSPRINT (NEXTEL OF CLAIFORNIA, INC.)JAN 2 4 2014 N- 2014 -004 ©.SApp(2) T� print g"rI �an�" z ` , December 9, 2013 VIA FEDERAL EXPRESS Santa Ana, CA Attn: Tina Horner Police Communications Supervisor Santa Ana Police Department 60 Civic Center Plaza Santa Ana, CA 92701 Dear Tina Horner: On August 6, 2004 the Federal Communications Commission ( "FCC') issued a report and order that modified its rules governing the 800 MHz band. On the December 22, 2004, the FCC issued a Supplemental Order and Order on Reconsideration. On April 1, 2013 the FCC issued a Fifth Report and Order adopting a reconfigured channel plan for the 800 MHz band along the U.S. - Mexico border. The August 6, 2004, December 22, 2004 and April 1, 2013 FCC orders, any binding actions issued by the Transition Administrator ( "TA ") pursuant to its delegated authority under the orders ( "Actions "), and any supplemental FCC orders in the Reconfiguration proceeding or subsequent Actions after the date of this letter, are collectively referred to as the "Order." Such Order having a purpose of minimizing harmful interference to public safety radio communications systems, Santa Ana, City of ( "Incumbent ") and Nextel of California, Inc. ( "Sprint') wish to memorialize a frequency reconfiguration transaction (the "Reconfiguration ") in compliance with the Order. By this letter agreement (the "Agreement'), the Parties acknowledge and agree to the following: (A) Incumbent is the lawful and exclusive FCC licensee of frequencies 868.4500 and 866.5750 (the "Incumbent Frequencies ") under call signs WNSS307 and WPKM399 (the 'Incumbent License "). Sprint, including its subsidiaries or affiliates, is the lawful and exclusive licensee of frequencies 851.5750 and 853.4500 (the "Replacement Frequencies ") under the license granted by the FCC (the "Sprint License "). Incumbent shall relinquish the Incumbent Frequencies and must relocate its system to the Replacement Frequencies assigned to it by the Transition Administrator (TA) pursuant to authority granted to the TA by the FCC. Sprint shall relinquish the Replacement Frequencies to the Incumbent. Incumbent warrants that there is no pending or threatened action or claim that would prevent the consummation of this Agreement. (B) Sprint will cause the modification of the Incumbent License to add the Replacement Frequencies or Sprint will cause the creation of a new FCC license for Incumbent that includes the Replacement Frequencies. Incumbent will cause the assignment of the Incumbent Frequencies to Sprint, and Sprint will cause the modification and /or cancellation of the FCC licenses it holds that Letter Agreement Page 2 are co- channels of the Replacement Frequencies, to the extent required to meet the FCC's technical short- spacing requirements. The Parties will file the FCC applications for the Replacement Frequencies and Incumbent Frequencies with the FCC within ten (10) business days following the receipt of this Agreement by Sprint signed by Incumbent. (C) Incumbent and Sprint will cooperate with each other in the preparation of any applications required to be filed with the FCC in accordance with the Reconfiguration work described in Schedule C herein. Any applications to modify the Incumbent Licenses will be filed by Sprint (or the TA) on Incumbent's behalf. (D) The total Reconfiguration Cost is Two Thousand Six Hundred and Fifty Dollars ($2,650.00). i. Payment to Incumbent: Sprint will make an initial payment to Incumbent in the amount of Zero Dollars ($0.00) within 30 days of the Effective Date provided Sprint has received a fully completed Incumbent Information Form, as set forth in Exhibit A. The balance of the Reconfiguration Cost payable to Incumbent in the amount of Zero Dollars ($0.00) will be paid to Incumbent within 30 days following the Reconfiguration and Sprint's receipt of the signed "Closing Statement", as set forth in Exhibit B. ii. Payment to Vendor: Sprint will pay each Vendor (as defined below) in an amount not to exceed Two Thousand Six Hundred and Fifty Dollars ($2,650.00) within 30 days after receipt by Sprint of (a) an invoice from the Vendor and (b) Incumbent's approval of receipt of goods and services and approval of associated costs included on the Vendor invoice. (E) Incumbent will select and contract directly with any vendor or service provider performing work required to reconfigure the Incumbent's existing facilities to operate on Replacement Frequencies ( "Vendor"). Sprint will not be responsible for, or assume the risk of any failure of that Vendor to perform its obligations under any contract entered into between Incumbent and such Vendor in connection with the Reconfiguration contemplated by this Agreement. (F) Sprint will clear the Replacement Frequencies of all users no later than sixty (60) days following the grant of a modification to add the Replacement Frequencies to the Incumbent License or grant by the FCC of a new FCC license for Incumbent that includes the Replacement Frequencies. Sprint will notify Incumbent of the decommissioning of the Replacement Frequencies within five (5) days following completion of the decommissioning. Incumbent will have thirty (30) days following receipt of notice of the decommissioning of the Replacement Frequencies to clear all users from the Incumbent Frequencies. Incumbent will notify Sprint that Incumbent has cleared the Incumbent Frequencies of users within five (5) days following the clearing. Within ten (10) business days following completion of the Reconfiguration and receipt of the Reconfiguration Cost, Incumbent will execute and deliver to Sprint the "Completion Certification ", as set forth in Exhibit C. By this Agreement, Incumbent acknowledges it will have no recourse or access to the letter of credit established by Sprint pursuant to the Order. (G) This Agreement may be terminated (i) by mutual consent of the Parties provided in writing; or (ii) for cause by either Party upon material breach of the other Party, following a thirty (30) day period for cure by the breaching Party following written notice of the breach. Letter Agreement Page 3 (H) The date set forth below shall be the "Effective Date" of this Agreement. If you agree to comply with the actions and conditions contained in this Agreement in the manner and for the purpose set forth herein, please sign both copies of this letter where indicated below, and return to my attention. Sincerely, William M. Jenkins Vice President — Spectrum Resources Sprint Corporation The undersigned is authorized to act on behalf of the Incumbent. Accepted and agreed to: Santa Ana, City of By: Date: Name: David Cavazos Title: City Manager �jPROVED AS TO FORM[ ,aura A. Rossini Assistant City Attorney ATTEST C MARIA D. HUIiAR CLERK OF THE COUNCIL Letter Agreement Page 4 SCHEDULE C 800 MHZ RECONFIGURATION COST ESTIMATE - CERTIFIED REQUEST Request for Reconfiguration Funding Incumbent's Name: SANTA ANA, CITY OF, CA, CA PH II Pursuant to the Order, Incumbent is required to reconfigure its existing facilities and requests Nextel to fund the estimated reconfiguration costs included below: Incumbent Payment Terms: Nextel will pay Incumbent an amount not to exceed the Estimated Cost(s) for Incumbent with respect to each category of work, as set forth below. Nextel will pay Incumbent $0_00 within 15 days (30 days if Incumbent elects to be paid by check rather than electronic funds transfer) after receipt by Nextel of the fully executed Agreement and fully completed Incumbent Information Form (as set forth on Exhibit A . Nextel will pay any outstanding balance of the Actual Costs due to Incumbent within 30 days after the Reconciliation Date (as "Actual Costs" and "Reconciliation Date" are defined in Section 3(b)(i)). Vendor Payment Terms: Nextel will pay each Vendor an amount not to exceed the Estimated Cost(s) for that Vendor with respect to each category of work, as set forth below. Nextel will pay each Vendor within 30 days after receipt by Nextel of (A) an invoice from the Vendor and (B) Incumbent's approval of receipt of goods and services and approval of associated costs included on the Vendor invoice. 1. System Description: The Santa Ana City Jail facility is a secured detention facility. Housed on -site in a centralized room is a simple single site repeater and a spare; Mastr III 800 MHz Repeaters (SXZM02) (Serial # 1500028), and two Duplexers. Two (2) Mastr 111 800 MHz Repeaters and a spare will require re- programming, and re- aligning. Two Duplexers Sinclair Model #P4440 9* 1 will require re- tuning The major system elements to be reconfigured are summarized in the table below: Total In System Total Included in i IRA` Base station fre uencies 1 1 - Voice channels 2 2 - Home /Control channels 1 1 Repeater sites 1 1 Other sites (remote recv, BDA ) 1 1 Subscriber units retuned 0 0 Subscriber units reprogrammed 59 59 Subscriber units replaced 0 0 Letter Agreement Page 5 Subscriber units rebanded total 1 59 1 59 Entities o2erating on the system I 1 I 1 2. Reconfiguration Milestones: Identify the anticipated start date of the overall reconfiguration of your system (Project Start). Then, for each major reconfiguration milestone listed in the table below, provide (1) the anticipated number of days after project start date required to begin execution of the task identified, and (2) the estimated duration in number of days required to complete the task identified. As an FRA is negotiated, it is not always possible to know an actual start date for specific reconfiguration tasks. In such a case, it is acceptable to forecast an estimated start date from execution of the FRA (i.e., 'contract execution + xx days ") and estimate the duration of each task. 3. Implementation Plan: See Above 4. Cost Estimate: Description of Work To Be Performed Payee(separately identify Incumbent and each Vendor being paid for work performed) Estimated Cost(s) for Incumbent and Each Vendor (Not to Exceed listed amount I. Subscriber Reconfiguration Services - First (Vendor) $1,250.00 Touch Cazcom, Inc. - ---- ----- -- ---- Subscriber ------------------------------- • Two techs to reprogram and test radios (1 @ $650.00 /unit = $650.00) • Project Management (I @ $350.00 /unit= $350.00) • Travel (I @ $250.00 /unit = $250.00) It. Infrastructure Reconfiguration - Services (Vendor) $400.00 ---------- - - - - -- Infrastructure ---------------------- - - - - -- Cazcom, Inc. • Reprogram /retune 2 Mastr III repeaters (I @ $250.00 limit = $250.00) • Miscellaneous (I @$150.00 /unit = $150.00) Letter Agreement Page 6 III. Testing (Vendor) $1,000.00 ---- -- -- --- ----- Testing ---- ----- ------ --- ---- - - ---- Cazcom, Inc. • Frequency Analysis (I @ $250.00 /unit = $250.00) • Post testing of Mastr III repeaters (1 @ $750.00 /unit = $750.00) Cazcom,Inc. Vendor $2,650.00 Total Estimated Costs $2,650.00 Certification Pursuant to the Order, Incumbent hereby certifies to the Transition Administrator appointed pursuant to the Order that the funds requested above are the minimum necessary to provide Incumbent reconfigured facilities comparable to those presently in use in a manner that is reasonable, prudent and timely. Incumbent further certifies, to the best of Incumbent's knowledge that any vendor costs identified on the Schedule C are comparable to costs previously charged by each such vendor to Incumbent. Signature: Print Name: Tina Title: Police Communications Manager Phone Number: 714 - 245 -8650 E -mail: thorner(c25anta- ana.ory Date: 1 -9 -2014 Letter Agreement Page 7 Exhibit A Incumbent Information The following questions are required for processing Electronic Funds Transfers and iflncumbent wants Sprint to complete the FCC filings on its behalf. All information contained herein shall be kept strictly confidential and will be used only in completion of the Frequency Reconfiguration transaction. I. INCUMBENT INFORMATION Please provide the following information: Company/Name: City of Santa Ana Contact: Francisco Gutierrez Title: Fxecutive Director, Finance & Mgmt Svcs Address: 20 Civic Center Plaza City /State /Zip: Santa Ana, CA 92701 Phone: 714- 647 -5420 Fax: 714- 647 -5414 Email: fgutierrez @santa — ana.org Check Appropriate Box: Individual/Sole Proprietor Corporation Partnership Other Local Government II. BANK ACCOUNT INFORMATION (Required for payment processing.) Please select preferred payment method: Wire Transfer ACA Check Name of Bank: Address of Bank: City /State/Zip: Bank Phone #: ABA (Routing #): Account #: Name on Account: Federal, State or Individual SS #: Do not complete this. Since we are not paying or receiving money they do not need this information p i. Nave of Brokerage Firm (if applicable): Brokerage Account # (if applicable): _ In the event Incumbent will not provide information for Wire Transfer or ACA, Incumbent acknowledges that all payments will be matte by check. Acknowledged by Incumbent: (signature required only if Incumbent does not want an electronic finde transfer) Letter Agreement Page 8 III. TAX INFORMATION The Internal Revenue Service and state tax authorities require Sprint to report all transactions, even if the transaction is exempt from taxation (if so, it will be reported to the IRS as a like -kind exchange). Therefore, it is necessary for Sprint to collect the information below. If you have specific questions about your tax implications in this transaction, you should consult your own accountant or financial advisor. Incumbent's Federal or Individual Tax ID #, 95-6000785 FEIN (Federal) or SSN (individuals): State(s) — sales tax license, resale permit, employment, etc.): California Local (if applicable): NA Current State and County location for your principal executive office: California, County of orange Financial Contact Name: Title: Address: City /State /Zip: Phone: Fax: Email: V. REGULATORY INFORMATION Would you like Sprint's Regulatory department to prepare and file all necessary FCC paperwork on your behalf? Yes / No t yes, please provide the following Universal Licensing 1f no, please provide the following information regarding who will System ( "ULS ") information for your licenses: j take care of the preparation and filing of all necessary FCC paperwork on your behalf: FRN (FCC Registration Number): 0001527423 ;Contact ULS PASSWORD: Letter Agreement Page 9 Name: Phone Number: Phone Number: Email Address: hereby acknowledge that all of the information provided herein is true and correct as of the date signed below. Incumbent Signature: ANT,, Me Print Name: Francisco Gutierrez Title: Executive Director, Finance & Mgmt Svcs Date: Letter Agreement Exhibit B attached for Page 10 reference only and is not Exhibit B completed until closing. MUTUAL ASSIGNMENT OF FCC LICENSES A. The (the "Incumbent "), and Nextel a wholly -owned indirect subsidiary of Sprint Corporation, a Kansas corporation ( "Sprint "), have entered into a Reconfiguration Agreement (the "Agreement "), dated , for the creation / assignment of certain 800 MHz license(s) and the assignment /cancellation of certain 800 MHz license(s) (collectively referred to as the "License(s) "); B. Incumbent and Sprint have applied for and received Federal Communications Commission ( "FCC ") grant or consent to transfer such License(s); NOW, THEREFORE: 1. Incumbent has assigned the frequencies on the parameters listed below to Sprint. Sprint accepts this assignment and assumes responsibility as licensee from and after the date hereof. CALLSIGN Frequencies Licensee Location Exp. Lat (N) Long (W) Name: Frequencies Title: (W) Date Elev Height 2. Sprint has created or assigned the frequencies on the parameters listed below to Incumbent. Incumbent accepts this grant /assignment and assumes responsibility as licensee from and after the date hereof. Replacement Lat (l) Long ERP Gud Ant. Name: Name: Frequencies Title: (W) (w) Elev Height New Licensee Location (ft) (ft) 3. Sprint and Incumbent agree to the following calculations and agree to the delivery of funds in accordance with Incumbent's payment instructions: Total Reconfiguration Cost $ dollars Incumbent: Sprint: Santa Ana, City of Nextel of California, Inc. By: By: Name: Name: Title: Title: Date: Date: Letter Agreement Page 11 Exhibit C 800 MHZ RECONFIGURATION Exhibit C attached for reference only and is not completed until completion of reconfiguration CERTIFICATION OF RECIPT OF COMPARABLE FACILITIES AND OF COMPLETION OF -- RECONFIGURATION - -- - - Incumbent Name: Certification Pursuant to the order of the Federal Communication Commission (the "FCC ") mandating the 800 MHz band reconfiguration (the "Order "), the above -named incumbent licensee (the "Incumbent ") hereby certifies to the Transition Administrator appointed pursuant to the Order as follows: 1. Incumbent, as of the date of this Certification, has relinquished its original 800 NIFIz frequencies identified on the attached Schedule A (the "Replaced Frequencies "), has reconfigured its facilities to operate on the replacement frequencies identified on the attached Schedule B (the "Replacement Frequencies ") and has received a grant by the FCC of a license to operate on the Replacement Frequencies. 2. Incumbent acknowledges that Nextel Communications, Inc. (together with its affiliates, "Sprint ") is obligated under the Order to pay the cost of relocating Incumbent's system from the Incumbent Frequencies to the Replacement Frequencies. Notwithstanding its right under the Order for such payment, Incumbent agrees that it and its vendors, if any, do not now, and will not at any time in the future, seek reimbursement from Sprint, from the letter of credit established by Sprint pursuant to the Order, from the FCC or from the 800 MHz Transition Administrator for any amount to reconfligure Incumbent's existing facilities to operate on the Replacement Frequencies. Furthermore, the Incumbent acknowledges that it shall not seek any compensation, reimbursement or other monies or forms of compensation otherwise available or potentially available to it pursuant to or related to the Order. 3. Incumbent certifies to the 800 MHz Transition Administrator, LLC that its facilities as reconfigured on the Replacement Frequencies provide Incumbent with facilities comparable to those used on the Replaced Frequencies as required by the Order. 4. All work required to reconfigure Incumbent's facilities to operate on the Replacement Frequencies has been satisfactorily completed. 5. All costs due the Incumbent or the Incumbent's vendors, if any, for the reconfiguration of its system have been paid. All costs Sprint is obligated to pay under the Order for this reconfiguration have been paid. 6. Sprint and Incumbent have agreed to the sum paid by Sprint for such work, and there is no dispute pending, threatened or anticipated between Incumbent, its vendors and Sprint regarding Incumbent's reconfiguration. 7. The Incumbent (if incorporated) is duly organized, validly existing and in good standing under the laws of the state of its incorporation. Letter Agreement Page 12 The undersigned is a duly appointed and acting officer or representative of the Incumbent with all necessary authority to execute this Certification. Signature:_ Print Name: Phone Date: