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Home My WebLink About2010-258 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 . ' RESOLUTION 1'10.2010-258 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF NON-DISCLOSURE AGREEMENTS (NDA) BETWEEN THE CITY OF SAN BERNARDINO POLICE DEPARTMENT AND AT&T, INC. TO PROVIDE WIRELESS ENHANCED 9-1-1 SERVICE. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. That the Mayor and Common Council authorize the Chief of Police or his designee to sign a "Non-Disclosure Agreement," marked as Attachment C, on behalf of the City with AT&T. Inc.. to deploy Wireless Enhanced 9-1-1 service within the City of San Bernardino, SECTION 2. The authorization to execute the above referenced Agreement IS rescindcd if it is not executed within ninety (90) days of the passage of this Resolution, III III III III III III III III III III III 2010-258 ATTACHMENT A TO NON-DISCLOSURE AGREEMENT To the Non-Disclosure Agreement dated 111'JD(oC( between AT&T, Inc. ("the Carrier") and City of San Bernardino Police DePartment ("PSAP"), Purpose(s) for which Confidential Information is being disclosed: . Wireless 911 planning, Confidential information may include, but not be limited to: . One or more lists of Carrier transmission towers as updated from time to time and estimated coverage maps' associated with "border cells." . Network architecture plans and documentation and information contained therein. . Carrier proprietary supplier relationship information. . Carrier's external and internal pricing and cost information. Special Terms and Conditions: * Range and coverage provided on maps are estimated and provided to aid with routing decisions only, Factors such as topography, electronic interference, weather conditions and proximity to an operating cellular tower may affect transmission quality, Cellular phone quality, anterma type and placement may also affect reception, Carrier has contracted with several third party agents to provide certain 911 database management and consulting services, Carrier Confidential Information provided by these third party agents shall be subject to the terms herein as if said Confidential Information was provided directly by the Carrier, 5 ATTACHMENT "A" 2010-258 State of California Wireless E9-l-1 Project .. -- - ........- --""11-' _-_......... ...... The following is the <:.aIif9rni.'!,1l\\:\:',J>jjblic Utilities Coae 2892 (9) that allows Public Safety Answering Points to receive Wireless Enhanced 9-1-1 calls when certain requirements are met and an agreement is made between the PSAP, California Highway Patrol, and Department of General Services (DGS-TD). This law was enacted after Assembly Bill 1263 passed in January 200 I. The statute was amended by Senate Bill 911 in January 2006 to redefine the CHP call origination jurisdiction. 2892. (a) As used in this section, the term "commercial mobile radio service" has the same meaning as the term "commercial mobile service," as defined in subsection (d) of Section 332 of Title 47 of the United States Code. (b) A provider of commercial mobile radio service shall provide access for end users of that service to the local emergency telephone systems described in the Warren-911-Emergency Assistance Act (Article 6 (commencing with Section 53100) of Chapter I of Part I of Division 2 of Title 5 of the Government Code). "911" shall be the primary access number for those emergency systems. A provider of commercial mobile radio service, in accordance with all applicable Federal Communication Commission orders, shall transmit all "911" calls from technologically compatible commercial mobile radio service communication devices without requiring user validation or any similar procedure. A provider of commercial mobile radio service may not charge any airtime, access, or similar usage charge for any "911" call placed from a commercial mobile radio service telecommunications device to a local emergency telephone system. (c) A "911" call from a commercial mobile radio service telecommunications device may be routed to a public safety answering point other than the Department of the California Highway Patrol only if the alternate routing meets all of the following requirements: (I) The "911" call originates from a location other than from a freeway, as defined in Section 23.5 of the Streets and Highways Code, under the jurisdiction of the Department of the California Highway Patrol. (2) The alternate routing is economically and technologically feasible. (3) The alternate routing will benefit public safety and reduce burdens on dispatchers for the Department of the California Highway Patrol. (4) The Department of the California Highway Patrol, the Department of General Services, and the proposed alternate public safety answering point, in consultation with the wireless industry, providers of "911" selective routing service, and local law enforcement officials, determine that it is in the best interest of the public and will provide more effective emergency service to the public to route "911" calls that do not originate from a freeway, as defined in Section 23.5 of the Streets and Highways Code, under the jurisdiction of the Department of the California Highway Patrol to another public safety answering point. Information may also be retrieved from http://www.leginfo.ca.gov/calaw.html. Select "California Law", then select "Public Utilities Code", then Search for "2892". File: W E911 pue 2892 (a-c),doc Date: May t5, 2006 A TT ACHMENT "8" (' - 7'-/ v. ,: ,. . 2010-258 POLICE DEPARTMENT KErnl L. KILMER - CIIIEFOJ.'POLlCE w P,O. Box 1559. San Bernardino. CA 92402-1559 909.384.5742 www.sbcily,org August 10, 2009 Daphne Rhoe, Chief California 9-1-1 Emergency Communications Office Department of General Services, Telecommunications Division 601 Sequoia Pacific Boulevard, MS 9-1-1 Office SacramentD, CA 95811 Dear Ms, Rhoe: The City of San Bernardino grants to the State -of CalifDrnia, Department of General Services, TelecDmmunications Division, California 9-1-1 Emergency Communications Office, otherwise known as the California 9-1-1 Emergency Communications Office (9-1-1 Office), this letter of agency to represent City of San Bernardino on. all matters pertaining to the planning, procurement, and implementation of Enhanced Wireless 9-1-1 ("Wireless E9-1-1") service in the City of San Bernardino, as defined by the Federal Communications Docket (FCC) 94-102, This letter of agency will remain in place until such time as rescinded by written notice from an authorized representative from the City of San BernardinD, The City of San Bernardino pDint of contact(s) for this project is Paul Guillen who can be reached by phone at (909) 384-57610r through email to quillen pa@sbcity,orq We understand the primary point of cDntact for the Wireless E9-1-1 project is Jim Thompson who can be reached by phone at (916) 657-9236 or email atjim.thompson@dgs.ca.gov. By signing this letter, I submit that I am an employee of the City of San Bernardino with signature authority on all matters pertaining to Wireless E9-1-1 within the City of San Bernardino jurisdictional boundaries, Very truly yours, KEITH L, KILMER, CHIEF OF POLICE <~~!.nJ Theodis Henson, Police Captain Administrative Services cc: Julie Arita, Request for Service Coordinator 9-1-1 Office Consultant Brian Acosta, County 9-1-1 CODrdinator, County of San BernardinD LEADERS IN SEITING THE STANDARD OF EXCELLENCE 2010-258 NON-DISCLOSURE AGREEMENT THIS AGREEMENT is entered into as ofthedno day of Arear- ,20j};between AT&T, Inc. ("Carrier"), with its principal place of business at One AT&T Plaza, 208 S Akard Street, Dallas, Texas 75202 ("Headquarters") and the public safety entity requesting wireless 911 services, City of San Bernardino Police Department ("PSAP") located in San Bernardino, California. I. The Carrier and the PSAP intend to disclose to each other information, which may include confidential information, for the purpose(s) described in Attachment A hereto (the "Project"). The term "Confidential Information" shall mean any information or data which is disclosed by a party to the other party under or in contemplation of this Agreement and which: (a) ifin tangible form or other media that can be converted to readable form, is clearly marked as proprietary, confidential or private when disclosed, or (b) if oral, is identified as proprietary, confidential, or private on disclosure and is summarized in a writing so marked and delivered within thirty (30) days following such disclosure. The summary may be in the form of a non- confidential description of the confidential information that was disclosed. Confidential information may be either the property of the disclosing party or information provided to the disclosing party by a corporate affiliate of the disclosing party or by a third party. 2. The receiving party acknowledges the economic value to the disclosing party of all Confidential Information. With respect to Confidential Information, the recipient shall: (a) use the Confidential Information only for the purpose(s) set forth ill Attachment A; (b) restrict disclosure of the Confidential Information solely to those employees of such party and its affiliates with a "need to know" and not disclose it to any other person or entity without the prior written consent of the disclosing party; (c) advise those employees who gain access to Confidential Information of their obligations with respect to the Confidential Information; (d) make only the number of copies of the Confidential Information necessary to disseminate the information to those employees who are entitled to have access to it, and ensure that all confidentiality notices set forth on the Confidential Information are reproduced in full on such copies; and (e) safeguard the Confidential Information with the same degree of care to avoid unauthorized disclosure as recipient uses to protect its own confidential and private information. ATTACHMENT C 2010-258 For the purposes of this Agreement only, "employees" includes third parties retained for temporary administrative, clerical or programming support, A "need to know" means that the employee requires the Confidential Information in order to perform his or her responsibilities in connection with the Project. 3. The obligations of Paragraph 2 shall not apply to any Confidential Information which the recipient can demonstrate: (a) is or becomes available to the public through no breach of this Agreement; (b) was previously known by the recipient without any obligation to hold it in confidence; (c) is received from a third party free to disclose such information without restriction; (d) is independently developed by the recipient without the use of Confidential Information of the disclosing party; (e) is approved for release by written authorization of the disclosing party, but only to the extent of and subject to such conditions as may be imposed in such written authorization; (I) is required by law or regulation to be disclosed, but only to the extent and for the purposes of such required disclosure; or (g) is disclosed in response to a valid order of a court or other governmental body of the United States or any political subdivisions thereof, but only to the extent of and for the purposes of such order; provided, however, that the recipient. shall first notifY the disclosing party of the order and permit the disclosing party to seek an appropriate protective order, ~ 4. When requested by the recipient, the disclosing party will provide a non-confidential resume of Confidential Information prior to disclosure of the actual Confidential Information to enable the recipient to determine whether it can accept the Confidential Information. Each party has the right to refuse to accept any information under this Agreement, and nothing obligates either party to disclose to the other party any particular information. 5, Each party acknowledges its obligation to control access to and/or exportation of technical data under the applicable export laws and regulations of the United States, and each party agrees to adhere to and comply with such laws and regulations with respect to any technical data received under this Agreement. 2 2010-258 6, Confidential Infonnation, including permitted copies, shall be deemed the property of the disclosing party. The recipient shall, within twenty (20) days of a written request by the disclosing party, return all Confidential Information, including all copies thereof, to the disclosing party or destroy all such Confidential Information. The recipient shall also, within ten (IO) days of a written request by the disclosing party, certifY in writing that it has satisfied its obligations under Paragraphs 2, 6 and 7 of this Agreement. 7. Both parties agree that an impending or existing violation of any provision of this Agreement would cause the disclosing party irreparable injury for which it would have no adequate remedy at law, and that the disclosing party shall be entitled to seek immediate injunctive relief prohibiting such violation, in addition to any other rights and remedies available to it. 8. Nothing contained in this Agreement or in any discussions undertaken or disclosures made pursuant hereto shall (a) be deemed a commitment to engage in any business relationship, contract or future dealing with the other party, or (b) limit either party's right to conduct similar discussions or perform similar work to that undertaken pursuant hereto, so long as said discussions or work do not violate this Agreement. 9. No patent, copyright, trademark or other proprietary right or license is granted by this Agreement or any disclosure hereunder, except for the right to use such information in accordance with this Agreement. No warranties of any kind are given with respect to the Confidential Information disclosed under this Agreement or any use thereof, except as may be othClWise agreed to in writing. 10, This Agreement shall be effective as of the date first written above and shall continue until terminated by either party upon thirty (30) days prior written notice. All obligations undertaken hereunder shall survive any termination of this Agreement. The obligations hereunder with respect to confidential information disclosed prior to termination of this Agreement shall expire and terminate three (3) years after the date of termination of this Agreement. II. This Agreement may not be assigned by either party without the prior written consent of the other. 12, If any provision of this Agreement shall be held invalid or unenforceable, such provision shall be deemed deleted from this Agreement and replaced by a valid and enforceable provision which so far as possible achieves the parties' intent in agreeing to the original provision. The remaining provisions of this Agreement shall continue in full force and effect. 13. Each party warrants that it has the authority to enter into this Agreement and to lawfully make the disclosures contemplated hereunder. 3 2010-258 14, This Agreement, including Attachment A attached hereto and incorporated herein by this reference, represents the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior communications, agreements and understandings rclating thereto, The provisions of this Agreement may not be modified, amended, or waived, except by a written instrument duly executed by both parties, This Agreement shall be governed in all respects by the domestic laws of the State of Cali fomi a, AT&T,Ine. P.O. Box 97061 Redmond, W A 98073 BY:4~~ Title: ~7Plii"; Officer Date: (I ~ '7 City of San Bernardino Police Department P.O. Box 1559 San Bernardin, CA 92402-1559 By: Title: Date: APPROVED AS TO FORM: James F. Penman, City Attorney 7. aw.....-. ,.V!if . '~"':.'.""". .:......! .' 1_.._1.... 4 2010-258 ATTACHMENT A TO NON-DISCLOSURE AGREEMENT To the Non-Disclosure Agreement dated II/J{)(OC{ between AT&T, Inc. ("the Carrier") and City of San Bernardino Police Department ("PSAP"). Purpose(s) for whieh Confidential Information is being disclosed: . Wireless 911 planning. Confidential information may include, but not be limited to: . One or more lists of Carrier transmission towers as updated from time to time and estimated coverage maps' associated with "border cells." . Network architecture plans and documentation and information contained therein. . Carrier proprietary supplier relationship information, . Carrier's external and internal pricing and cost information. Special Terms and Conditions: . Range and coverage provided on maps are estimated and provided to aid with routing decisions only. Factors such as topography, electronic interference, weather conditions and proximity to an operating cellular tower may affect transmission quality. Cellular phone quality, antenna type and placement may also affeet reception, Carrier has contracted with several third party agents to provide certain 91 I database management and consulting services. Carrier Confidential Information provided by these third party agents shall be subject to the terms herein as if said Confidential Information was provided directly by the Carrier. 5 2010-258 NON-DISCLOSURE AGREEMENT THIS AGREEMENT is entered into as of the _ day of ,20ltbetween AT&T, Inc. ("Carrier"), with its principal place of business at One AT&T Plaza, 208 S Akard Street, Dallas, Texas 75202 ("Headquarters") and the public safety entity requesting wireless 911 services, City of San Bernardino Police Department ("PSAP") located in San Bernardino, California. 1. The Carrier and the PSAP intend to disclose to each other information, which may include confidential information, for the purpose(s) described in Attachment A hereto (the "Project"). The term "Confidential Information" shall mean any information or data which is disclosed by a party to the other party under or in contemplation of this Agreement and which: (a) if in tangible form or other media that can be converted to readable form, is clearly marked as proprietary, confidential or private when disclosed, or (b) if oral, is identified as proprietary, confidential, or private on disclosure and is sununarized in a writing so marked and delivered within thirty (30) days following such disclosure. The surirrnary may be in~ tlie form of Ii non- confidential description of the confidential information that was disclosed. Confidential information may be either the property of the disclosing party or information provided to the disclosing party by a corporate affiliate of the disclosing party or by a third party. 2. The receiving party acknowledges the economic value to the disclosing party of all Confidential Information. Willi respect to Confidential Information, the recipient shall: (a) use the Confidential Information only for the purpose(s) set forth m Attachment A; (b) restrict disclosure of the Confidential Information solely to those employees of such party and its affiliates with a "need to know" and not disclose it to any other person or entity without the prior written consent of the disclosing party; (c) advise those employees who gain access to Confidential Information of their obligations with respect to the Confidential Information; (d) make only the number of copies of the Confidential Information necessary to disseminate the information to those employees who are entitled to have access to it, and ensure that all confidentiality notices set forth on the Confidential Information are reproduced in full on such copies; and (e) safeguard the Confidential Information with the same degree of care to avoid unauthorized disclosure as recipient uses to protect its own confidential and private information. -- 2010-258 For the purposes of this Agreement only, "employees" includes third parties retained for temporary administrative, clerical or programming support. A "need to know" means that the employee requires the Confidential Information in order to perform his or her responsibilities in connection with the Project. 3. The obligations of Paragraph 2 shall not apply to any Confidential Information which the recipient can demonstrate: (a) is or becomes available to the public through no breach of this Agreement; (b) was previously known by the recipient without any obligation to hold it in confidence; (c) is received from a third party free to disclose such information without restriction; (d) is independentfy develope{by the recipient without the use of Confidential Information of the disclosing party; (e) is approved for release by written authorization of the disclosing party, but only to the extent of and subject to such conditions as may be imposed in such written authorization; (f) is required by law or regulation to be disclosed, but only to the extent and for the purposes of such required disclosure; or (g) is disclosed in response to a valid order of a court or other governmental body of the United States or any political subdivisions thereof, but only to the extent of and for the purposes of such order; provided, however, that the recipient. shall first notifY the disclosing party of the order and permit the disclosing party to seek an appropriate protective order. .. 4. When requested by the recipient, the disclosing party will provide a non-confidential resume of Confidential Information prior to disclosure of the actual Confidential Information to enable the recipient to determine whether it can accept the Confidential Information. Each party has the right to refuse to accept any information uoder this Agreement, and nothing obligates either party to disclose to the other party any particular information. 5. Each party acknowledges its obligation to control access to and/or exportation of technical data under the applicable export laws and regulations of the United States, and each party agrees to adhere to and comply with such laws and regulations with respect to any technical data received under this Agreement. 2 2010-258 6. Confidential Information, including permitted copies, shall be deemed the property of the disclosing party. The recipient shall, within twenty (20) days of a written request by the disclosing party, return all Confidential Information, including all copies thereof, to the disclosing party or destroy all such Confidential Information. The recipient shall also, within ten (10) days of a written request by the disclosing party, certifY in writing that it has satisfied its obligations under Paragraphs 2, 6 and 7 of this Agreement. . 7. Both parties agree that an impending or existing violation of any provision of this Agreement would cause the disclosing party irreparable injury for which it would have no adequate remedy at law, and that the disclosing party shall be entitled to seek immediate injunctive relief prohibiting such violation, in addition to any other rights and remedies available to it. 8. Nothing contained in this Agreement or in any discussions undertaken or disclosures made pursuant hereto shall (a) be deemed a commitment to engage in any business relationship, contract or future dealing with the other party, or (b) limit either party's right to conduct similar discussions or perform similar work to that undertaken pursmmt Iiereto~ so long as said discussioiis or work do not violate'this Agreement. 9. No patent, copyright, trademark or other proprietary right or license is granted by this Agreement or any disclosure hereunder, except for the right to use such information in accordance with this Agreement. No warranties of any kind are given with respect to the Confidential Information disclosed under this Agreement or any use thereof, except as may be otherwise agreed to in writing. 10. This Agreement shall be effective as of the date first written above and shall continue until terminated by either party upon thirty (30) days prior written notice. All obligations undertaken hereunder shall survive any termination of this Agreement. The obligations hereunder with respect to confidential information disclosed prior to termination of this Agreement shall expire and terminate three (3) years after the date ofterrnination of this Agreement. 11. This Agreement may not be assigned by either party without the prior written consent of the other. 12. If any provision of this Agreement shall be held invalid or unenforceable, such provision shall be deemed deleted from this Agreement and replaced by a valid and enforceable provision which so far as possible achieves the parties' intent in agreeing to the original provision. The remaining provisions of this Agreement shall continue in full force and effect. 13. Each party warrants that it has the authority to enter into this Agreement and to lawfully make the disclosures contemplated hereunder. 3 2010-258 14. This Agreement, including Attachment A attached hereto and incorporated herein by this reference, represents the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior communications, agreements and understandings relating thereto. The provisions of this Agreement may not be modified, amended, or waived, except by a written instrument duly executed by both parties. This Agreement shall be governed in all respects by the domestic laws of the State of California. AT&T, Inc. P.O. Box 97061 Redmond, W A 98073 By: ~~~ Title: ~07Pli& Officer Date: ( I '*' '" I City of San Bernardino Police Department P.O. Box 1559 San Bernardino, CA 92402-1559 By: Title: Date: APPROVED AS TO FORM: James F. Penman, City Attorney .;;i ...~. .' ."-r:.(.." ' ....,....... ..' r:.'.:. . 4 2010-258 ATTACHMENT A TO NON-DISCLOSURE AGREEMENT To the Non-Disclosure Agreement dated 111'JD(oC( between AT&T, Inc. ("the Carrier") and City of San Bernardino Police DePartment ("PSAP"). Purpose(s) for which Confidential Information is being disclosed: . Wireless 911 planning. Confidential information may include, but not be limited to: . One or more lists of Carrier transmission towers as updated from time to time and estimated coverage maps' associated with "border cells." . Network architecture plans and docurnentation and information contained therein. . Carrier proprietary supplier relationship information. . Carrier's external and internal pricing and cost information. Special Terms and Conditions: . Range and coverage provided on maps are estimated and provided to aid with routing decisions only. Factors such as topography, electronic interference, weather conditions and proximity to an operating cellular tower may affect transmission quality. Cellular phone quality, antenna type and placement may also affect reception. Carrier has contracted with several third party agents to provide certain 911 database management and consulting services. Carrier Confidential Information provided by these third party agents shall be subject to the terms herein as if said Confidential Information was provided directly by the Carrier. 5