HomeMy WebLinkAboutInformation Exchange Agreement
I
Augusta Richmond GA
DOCUMENT NAME: -=Sn\Or~\{O(l E'(C~e
DOCUMENT TYPE: .AB '\ -eerne n+
YEAR:
Y]DO 1
. BOX NUMBER: \ '3
FILE NUMBER: ,.\ ()102Of
NUMBER OF PAGES:
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.~~-^ cingu ar'W
WIRELESS
Information Exchange Agreerpent i
Mutual NDA (01/01)
OCingular 2001
Page 1 of 2
THIS INFORMATION EXCHANGE AGREEMENT (herein the "Agreement") is dated and effective as of /0 II ~ //)/
("Effective Date"), between Cingular Wireless LLC, a Delaware limited liability compan~, with its corporate 'office focated at 5565
Glenridge Connectqr, Atlanta, GA 30342 and Augusta-Richmond County 911, a(n) PSAP and a Political Subdivision of Augusta-
Richmond consolidated government, located at 911 4th Street, Augusta, GA 30911 ("PSAP"). The terms "Recipient" and "Discloser"
refer to either Cingular or PSAP, as the case may be.
RECITALS
A. The parties acknowledge that it may be necessary for each of
them, as Discloser, to provide to the other, as Recipient, certain
information, including trade secret information, whether 3.
contained in computer databases or otherwise, considered to be
confidential, valuable and proprietary by Discloser, relating to the
provision ofE9II services (the "Service").
B. Such information may include, but is' not limited to,
technical, fmancial, marketing, staffing and business plans and
information, strategic information, proposals, requests for
proposals, specifications, drawings, prices, costs, customer
information, procedures, proposed products, processes, business
systems, software programs, techniques, services and like
information of, or provided by, Discloser, its Affiliates or any of 4.
their third party suppliers or agents, and also includes the fact that
such information has been provided by the Discloser, the fact that
the parties are discussing the Service and any terms, conditions or
other facts with respect to the Service (collectively Discloser's
"Information"). 'Information provided by one party to the other
before execution of this Agreement and in connection with the
Service is also subject to the terms of this Agreement.
"Affiliates" means any company owned in whole or in part, now
or in the future, directly or indirectly through a subsidiary, by a
party hereto.
IN CONSIDERATION of the mutual promises and obligations
contained herein and for other good and valuable consideration, 5.
the receipt and sufficiency of which are acknowledged, the parties
agree as foIlows:
1. Recipient will protect Information provided to Recipient by
or on behalf of Discloser from any use, distribution or
disclosure except as permitted herein. Recipient will use the
same standard of care to protect Information as Recipient
uses to protect its own similar confidential and proprietary
information, but not less than a reasonable standard of care.
2. Recipient agrees to use Information solely'in connection with
the Service and for no other purpose. Recipient may provide
Information only to Recipient's employees who: '(a) have a 6.
substantive need to know such Information in connection
with the Service; (b) have been advised of the confidential
and proprietary nature of such Information; and (c) have
personally agreed with Recipient in writing to protect from
unauthorized disclosure all confidential and proprietary
information, of whatever source, to which they have access in
the course of their employment. Cingular may provide
Company's Information to Cingular's Affiliates, consultants,
contractors and agents, subject to (a) through (c) above.
All Information will be provided to Recipient in written or
other tangible or electronic form and must be marked with a
confidential and proprietary notice. Information oraIly or
visually provided to Recipient must be designated by
Discloser as confidential and proprietary at the time of such
disclosure and must be reduced to writing marked with a
confidential and proprietary notice and provided to Recipient
within fifteen (15) calendar day~ after such disclosure.
Information contained within computer databases shall be
considered proprietary whether or not it is marked as such.
Discloser's Information does not include:
a) any information publicly disclosed by Discloser;
b) any information Discloser in writing authorizes Recipient
to disclose without restriction;
c) any information Recipient already lawfully knows at the
time it is disclosed by Discloser, without an obligation to
keep it confidential;
d) any information Recipient lawfully obtains from any
source. other than Discloser, provided that such source
lawfully disclosed such information; or
e) any information Recipient independently develops
without use of or reference to Discloser's Information.
If Recipient is required to provide Information to any court or
government agency pursuant to written court order,
subpoena, regulation or process of law, Recipient shall
immediately notify Discloser of the existence of the demand
or requirement and shall make every reasonable effort to give
Discloser at least three (3) business,days in which to object or
take other appropriate actions and will cooperate with
. Discloser to appropriately protect against or limit the scope
of such disclosure. To the fullest extent permitted by law,
Recipient will continue to protect as confidential and
proprietary all Information disclosed in response to a written
court order, subpoena, regulation or process ofIaw.
Recipient may make tangible or electronic copies, notes,
summaries or extracts of Information only as necessary for.
use as authorized herein. All tangible or electronic copies,
notes, summaries or extracts must be marked with the same
confidential and proprietary notice as appears on the original.
If Recipient proposes to disclose Information to an
unaffiliated consultant or agent, it shall obtain the consent of
PRIV A TE/PROPRIET ARY flOCK
CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISClOSED"OUTSIDE THE CINGULAR COMPANIES
EXCEPT PURSUANT TO A WRITTEN AGREEMENT. MUST BE STORED IN lOCKED:FilES WHEN NOT;IN USE.
, I
}'~'t~T '< c i ng u I a r1w
WIRELESS
Information Exchange Agreerpent ,
Mutual NDA (01/01)
@Cingular 2001
Page 2 of 2
Discloser and arrange for the execution by the consultant or
agent of a nondisclosure agreement in a form satisfactory to
Discloser.
7.
Information remains at all times the property of Discloser.
Upon Discloser's request, all or any requested portion of the
Information (including, but not limited to, tangible and
electronic copies, notes, summaries or extracts of any 12.
Information) will be promptly returned to Discloser or
destroyed, and Recipient will provide Discloser with written
certification stating that such Information has been returned
or destroyed.
entitled to receive mJunctive or other equitable relief to
remedy or prevent any breach or threatened breach of this
Agreement. Such remedy is not the exclusive remeqy for any
breach or threatened breach of this Agreement, but is in
addition to all other rights and remedies available at law or in
equity.
No forbearance, failure or delay in exerclsmg any right,
power or privilege is waiver thereof, nor does any single or
partial exercise thereof preclude any other or future exercise
thereof, or the exercise of an~ other right, power or privilege.
13.
If and to the extent any provision of this Agreement is held
invalid or unenforceable at law, such provision will be
deemed stricken from the Agreement and the remainder of
the Agreement will, continue in effect and be valid and
enforceable to the fullest extent permitted by law.
8.
Recipient will not identify Discloser, its Affiliates or any
other owner of Information in any advertising, sales material,
press release, public disclosure or publicity without prior
written authorization by Discloser. No license under any
trademark, - patent, copyright, trade secret or other intellectual
property right is either granted or implied by disclosure of 14.
Information to Recipient.
This Agreement is binding upon and inures to the benefit of
the parties and their heirs, executors, legal and personal
representatives, successors and assigns, as the case may be.
This Agreement shall be deemed executed in the State of
Georgia, U.S,A., and is to be governed and construed by
Georgia law, without regard to its choice of law provisions.
The parties agree that jurisdiction and venue for any action to
enforce this Agreement are properly in the applicable federal
or state court for Georgia.
16. This Agreement is the entire agreement between the parties
hereunder and may not be modified or amended except by a
written instrument signed by both parties. Each party has
read this Agreement, understands it and agrees to be bound
. 'by its terms and conditions. There are no understandings or
representations with respect to the subject matter hereof,
express or implied, that are not stated herein. This Agreement
may be executed in counterparts, and signatures exchanged
by facsimile or other electronic means are effective for all
purposes hereunder to the same extent as original signatures.
IN WITNESS WHEREOF, the parties' authorized representatives have sig
9.
The term of this Agreement and the parties~ obligations
hereunder commence on the Effective Date and extend with
regard to all Information until two (2) years after the date of 15.
final disclosure of Information hereunder. Thereafter, the
parties' obligations hereunder survive and continue in effect
with respect to any Information that is a n:ade secret under
applicable law.
ed this Agreement:
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T A-RICHMONIY911
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PRIV A TE/PROPRIET ARY /LOCK
CONTAINS PRIVATE AND/OR PROPRIETARY INFORMATION. MAY NOT BE USED OR DISCLOSED OUTSIDE THE CINGULAR COMPANIES
EXCEPT PURSUANT TO A WRITTEN AGREEMENT. MUST BE STORED IN LOCKED FILES WHEN NOT IN USE.
10. This Agreement is not a commitment by either party to enter
into any transaction or business relationship, nor is it an
inducement for either party to spend funds or resources. No
such agreement will be binding unless and until stated in a
writing signed by both parties.
II. Recipient acknowledges and agrees that any breach or
threatened breach of this Agreement is likely to cause
Discloser and its Affiliates irreparable harm for which money
damages may not be an appropriate or sufficient remedy.
Recipient therefore agrees that Discloser or its Affiliates are
CINGULAR WIRELESS LLC . /
By: /J)~7L1_
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Name: JJ1..,r/D g /4/'/LJ~.,.)
(Print or Type)
Title: ~..? J.I.. l' n /.Z
'tIj/;::J~ leJ AJ '<1'- t.!..J J wr- 1.;':.(., /f/ .rt
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Title:
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UTiliTIES DEPARTMENt ct~;:L G 2001 1
1 ""^"^"A n'r."'l""9 "dl'Nf! r'rW~I~O\nN) ~
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N. Max Hicks, PE, Director
ADMINISTRATION
360 Bay Street, Suite 180
AUGUSTA, GA 30901
(706) 312-4154 - FAX (706) 312-4123
AGENDA ITEM
EDITION
tl;'7
I
Date: October 2, 2001
To: The Honorable Bob Young, Mayor
Members of Commission
Honorable Ulmer Bridges, Chairman of the Engineering Services Committee
Through: George R. Kolb, Administrator
From: N. Max Hicks, Director Augusta Utilities Department
Re: Engineering Proposal for 2000 Bond CIP Project 50220: Ridge Forest Estates
Caption: Approve a proposal from Cranston, Robertson & Whitehurst, P,C. to design a
sanitary sewer collection system for the Ridge Forest Estates s,Ywer pocket.
(Funded by Account Number: 509043420-5212115/80150220-5212115)
Background: This particular design will extend sanit~ry sewer west from an extension of the
RCCl Sanitary Sewer Trunk Line to serve the Ridge Forest Estates unsewered
pocket bounded by Tobacco Road to the south and White Pine Court to the north.
Analysis: Accepting this proposal will provide for the design of a sanitary sewer collection
system in the Ridge Forest Estates area and provide service to approximately 200
parcels located in the development.
Financial impact:. $86,312 from the 2000 Bond Issue, under account num bel' 509043420-5212115/
80150220-5212115,
Alternatives: Disapprove the selected site combination and request further evaluations be
'completed on identified sites,
Recommendation: We recommend,approving the proposal of Cranston, Robertson & Whitehurst, P,C.
in the amoi.mt of $86,312 (Account Nurnber: 509043420-5212115/80150220-
5212115) to design a sanitary sewer collector system for the Ridge Forest Estates
area.
Requested Agenda Date: October 8, 2001
ADMINSTRATOR:
~1l;J1P
FUNDS ARE
AVAILABLE IN
THE FOLLOWING.
ACCOUNTS:
509043420/5212115
'i:, ~f1i tl
DEPARTMENT
DIRECTOR:
80150220/5212115
FINANCE:
~uJd~
141001
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OLD KNGINIIi COMPANrNO.l
"n BLLtS S'l'BBBT
POST OFnCE BOXlIS4S
AIlGt1BT.4, CBOBGJA 808QS.1IS4G
~I~~ ~.'-"'-'-':':':' -"
P.O. -,.:.. '~.' -.-,; '.' .. .,
;.., SEP 25 2001 . '
Cranston, &bertson & Whitehurst,
E1NGlNEERS PLANNblS 9tJRVEYOBS
J. C&UG caANSroN. I'.B., JLL.B.
THOMAS B.lWllBBTSON, P.1,lU.8.
BLDBlDGE lL WDlTBBmlBr. JB., P.E.
JAlIiIIllil B. CJl.ANFoJW. .JJL. P.E.
DI>NNIB J. WELCH, P.l!.
'lm.EPB0NK (711/1) '1>>-lill8
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B.MAIL cllWPceCll\ln'O.COM
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~' I. ___..______...._~._____
September 25,2001
JOHN '1'. A2TAWAJ', B.LB.
WArNE SWANN, B.L.S.
MICHAEL So BlmGl.VND
8'UVBN I'd. BBYANT
DWIGn & l'tlNDBllBI1BX. n
BOBBY IlL UBJly
DII!l'B A. IAWJUrNC1I:
DLVIN Q. OGLESBY
HAND DELIVERY
Augusta Utilitie5 Department
c/o CH2M Hill
320 Bay Street, Suite 100
Augusta, Georgia 30901
Attention: Mr. Ja11les Rush
Re: Ridge Forest Estates Sewer Pocket
Bond Project No. 50220
Our File No. 2001-317
Gentlemen:
In accordance with your request, we are pleased to offer the following proposal for,
accomplishing the necessary $urveying'and engineering services for the placement of new sanitary
sewer mains in Ridge Fore5t Estates Subdivision off of Tobacco Road.
GENERAL
The work will involve construction of new 8 inch sanitary sewer mains with appropliate
rnanholes and service stubs. The exact location of the gravity sewer and force main will be
determined a.:; a pm1 of the design work, but will likely be installed in the existing roads where
possible and the remainder will follow the series of stormwater ponds which bisect the subdivision.
The project will include COIU'lections, structures, and other neces~ary appurtenances.
SCOPE OF WORK
The scope of work will include field surveys of the proposed sanitary sewer routes in
sufficient detail to locate the roads, fences, driveways, drainage structures, and all visible
improvements along the route. These surveys will also i.nclude locating existing utility lines b~ed
on field marks and maps fumished by the utility owners. These utilities will include power, gas,
water, sewer, telephone, and CATV.
We will prepare plans. specifications, and contract documents for the sanitary sewer system
including stlUcture5 and appul1cnances described above. We will prepare preliminary route layouts
RECEIVED: 10/ 2/01 8:27; ->CH2M HILL; #40; PAGE 2
.~
ld/0~(2001 08:24 ~AX
14I 002
Augltst~ Utilities Department
September 25. 2001
Page 2
for your revi.ew and approva1. Upon your approval of the general route, we will prepare design plans
showing horizontal and vertical alignmen.ts, structures, and miscellaneous details. We will complete
and forward any required utility permits or encroachment permits to the Georgia Department of
Transportation, United States Federal Government, or other governing authorities, and provide
~Ulci]]aI'Y drawings as required by the City-County. Drawings will be prepared ill ink on mylar 111m
at an appropriate scale. We can also furnish the drawing in AutoCAD computer disc form.at, if
desired, at no additional fee. Tn the event of difference between the disc-reproduced drawing and
the oliginal tracing, the hard copy tracing will govern.
We will also prepare plats for acquisition of any easement that may be required for the
construction of the sanitary sewer mains and appurtenances,
Vie propose to furnish the following bidding and construction phase services: preparing a
schedule for bidding, preparing bidding docmnents, assisting you with secLl1ing bids from quali1ied
contractors, advising you concerning the award of a contract, preparing contract documents sll~ject
to your approval, issuing a notice to proceed, making observations of the const11lction work a5 it
progress'es to observe the gener.al quality, furnishing written reports of the observati(ln~ made during
each visit, coordinating with the project engineer provided by the City/CH2M Hill, attending
appropriate progress meetings, issuing insttuctions to the contractor, assisting in the preparation of
any change orders required. reviewing shop drawings, reviewing the contractor's monthly
applications for partial payment, detennining the amounts owing to the contractor, interpreling the
contract documents and technical specifications, consulting as necessary with the City-CULmty
authorities and their representatives concerning their requirements, making a fInal inspection to
I
determine whether or not the work has been completed substantially in accordance with the plans
and speci'ncations, and reviewing the contractor's application for final payment.
FEE PROPOSAL
Our fee for this work will be a lump sum of $86,312.00. Assuming a construction cost of
$1,166,387.00, tins fee represents 7.40 percent. A preliminary construction cost estimate and design
schedule is attached lor your information. The total design fee could be broken down by project
phase as tollow~:
Tnitial Route Study
Preliminary design and route surveying
Final design phase and centerline survey,
Bidding pha'ie
Construction phase
(5%)
(40%)
(35%)
(5%)
(15%)
$
$
$
$
$
4,315.60
34,524.80
30,209.20
4,315.60
12.946.80
Total
$
R6,312,OO
.~
RECEIVED: 10/2/01 8:27;
- .'~ -,.-
->CH2M HILL; #40; PAGE 3
10/~2/2001.08:25 .FAX
141003
Augusta Utilities Department
September 25,2001
Pagc 3
We propose to furnish any ~asement plats that may be required on the basis of $350.00 per
plat. We expecl10 submit periodic invoices covering the design work as it progresses and to receive
payment within. fifteen days thereafter.
TIME OF COMPLETION
We are prepared to begin work at your direction and expect to complete me design phase
within 8 months of receiving the authority to proceed, exclusive of review periods. The bidding
phase will1ikely take 2 months, and the construction phase approximately 8 months,
We appreciate the opportunity ofmaking this proposal and trust that you filld it satisfactory.
Upon your request, we will prepare and forward to you a standard form engineeling contra.ct for this
project, Should you have any question concerning the scope of the services offered, or Ihe fee,
please do not hesitate to give us a call.
Sincerely,
CRANSTON, ROBERTSON & WHITEHURST, P.c.
~. -
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~,w~'"
Dennis 1. Welch, P.E.
DJW:thw
D:,^^.COk.RE:S..,(JNlJI:::N(..fo:.~Onl\n 1-117 .:.I,!;c r~ln.;"l ~"IJh;)\f)I' 17propaS>lJ.o.,vpd
RECEIVED: 10/ 2/01 8:27; ->CH2M HILL; #40; PAGE 4
. .-
~... - iO/02/2001 08: 25 ..FAX
Ridge Forest Estates Sewer Pocket
Bond Project No. 50220
Budgetary Construction Cost Estimate
September 25,2001
ITEM NO. DESCRIPTION, OUANTITY, UNIT AND UNIT PRICE
1.
8" Sanitary Sewer
11,800 LF @ $ 25.00 ILF
Sanitary Manholes
60 EA @ $ 1,700.00 lEA
2.
.,
.J.
Remove and Replace' Pavement
9,780 SY @ $ 25.00 /SY
Sewer Taps
93 EA @ $
4.
750.00 lEA
5.
Tie to Existing Manhole
Lump Sum
Property Restoration
Ltlmp Slun
Miscellaneous Items to Include Demolition, Clearing &
Grubbing, Grassing, Pavement Overlay, Etc.
Lump Sum
Erosion Control Measures
Lump Sum
6.
7.
8.
9.
Mobilization
Lump Sum
Com;buction Subtotal $
15% Contingencies $
Construction Total $
fl;\^I\.CORRESPONDENC.;UU01\Ul.~ \7 ridge f~re..<T CStBICS\cOSI cslill1~I.,wp(f
Page 1 of 1
"
l4J 004
01-317
AMOUNT
$ 295,000.00
$ 102,000.00
$ 244,500.00
$ 69,750.00
$ 5,000.00
$ 50,000.00
$
150,000.00
$
63,000.00
$
35,000.00
1,014,250.00
152,137.50
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