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HomeMy WebLinkAbout14. Telecom Board Agenda Packet - August 30, 2023• WATERLOO FIBER INTERNEI LOCALLY OWNED & OPERATED BOARD MEMBERS Andrew Van Fleet Board Chair Theodore Batemon Rich Kurtenbach Mike Young Amy Wienands City Council Liaison: Rob Nichols WATERLOO Telecommunications Utility Board of Trustees August 30, 2023 Harold E. Getty Council Chambers 4:00 p.m. 1. Roll call. 2. Approval of the agenda, as presented. 3. Approval of minutes of August 16, 2023, as proposed. 4. Motion approving an agreement with City of Waterloo for vehicle maintenance and fuel. 5. Motion approving an agreement with City of Waterloo for office, equipment, and vehicle indoor and outdoor space at 625 Glenwood Street. 6. Motion approving award of the Banking Services RFP to of , and directing the General Manager of Telecommunications to execute necessary documents. 7. Resolution establishing calendar year fiscal year, effective January 1, 2024. 8. Resolution directing the acceptance of a proposal to purchase $4,000,000 taxable communications utility revenue capital loan notes, Series 2023. 9. General updates from board members, consultants, and staff. 10. Adjourn. Kelley Felchle Board Secretary TELECOMMUNICATIONS UTILITY BOARD OF TRUSTEES Harold E. Getty Council Chambers August 16, 2023 4:00 p.m. Members present: Van Fleet, Young, Batemon, and Kurtenbach. Council Liaison Rob Nichols. Ms. Wienands arrived at 4:03 p.m. Approval of Agenda. Moved by Young seconded by Kurtenbach that the Agenda, as presented, be approved. Voice - vote Ayes: Four. Motion carried. Approval of Minutes. Moved by Young seconded by Batemon that the minutes of August 2, 2023, as proposed, be approved. Voice -vote Ayes: Four. Motion carried. Motion approving use of the name Waterloo Fiber for the telecommunications utility. Moved by Kurtenbach seconded by Young. Voice -vote Ayes: Four. Motion carried. Mr. Van Fleet explained the purpose for the change. Motion approving human resources services, including training and handbook writing services, with HR Connect, and authorize the general manager to execute necessary documents. Moved by Van Fleet seconded by Young. Voice -vote Ayes: Four. Motion carried. Eric Lage, General Manager, provided an overview of the services provided through the purchase. Motion approving a Statement of Work with ePlus Technology, Inc., in the amount of $164,849.00. Moved by Kurtenbach seconded by Batemon. Voice -vote Ayes: Five. Motion carried. Courtney Violette, Magellan Advisors, explained that the support cost is a percentage of the capital investment over an annual period. The more equipment you buy, the cost will also increase. A third portion of the bid will come back to the board in the coming weeks for software maintenance and licensing costs. These are based on forecasts in the business model. Mr. Van Fleet questioned if he would be anticipate that this would cover all of the support that we would need in the first year, or should we anticipate there would be additional costs. Courtney Violette explained that generally this would be all encompassing of everything you will need to support those network platforms that you deploy with this vendor. Mr. Van Fleet questioned what percent of the equipment these items represent of the project. Courtney Violet explained that these items should supply 90-100% of your core distribution and then you will be buying CPE and additional electronics as you add customers. Additional discussion followed regarding the cost of various line items. Motion approving a hardware and support proposal with ePlus Technology, Inc. of Herndon, VA, in the amount of $1,177,215.87. Moved by Kurtenbach seconded by Batemon. Page 2 Mr. Van Fleet commented that he is not comfortable with the costs for the power adapters. Courtney Violette, Magellan Advisors, clarified that the power adapter is essentially a router. Mr. Van Fleet questioned the number of bids received. Warren Lyons, Magellan Advisors, explained that the bid is being awarded to ePlus Technology as the other bidder did not meet the qualifications of the RFP and were much higher in cost. Mr. Van Fleet questioned if the budgeted $2,000,000 is just for Phase I or for all phases. Courtney Violette explained that the distribution network would be rolled out over a two-year period. There are certain portions that won't be ordered or shipped until later in 2024 when they are going to be deployed. Mr. Van Fleet questioned if Courtney was comfortable with the pricing without having another competitive bid to compare it with. Courtney Violette explained that his technical consultant has spent the last several weeks working on this to getting us to these final numbers. He commented that Eric has been involved in a lot of emails and discussions and could attest to the work that has been put into getting us to where we are. Eric Lage commented that has not ordered in these quantities before, but the line items seem reasonable. Mr. Van Fleet questioned if the Board has the opportunity to negotiate the cost further. Courtney Violette commented that he has an opportunity to hear from his team on what they have done and ask any questions of them, and noted that he could arrange that for the next meeting. Mr. Van Fleet commented that he would like to wait to hear from the team before moving forward on this decision. Moved by Kurtenbach seconded by Wienands to table the item until later in the meeting if the consultant becomes available. Voice -vote Ayes: Five. Motion carried. Motion approving an agreement for 120 hours of consulting services with Consortia Consulting, in the amount of $25,200. Moved by Kurtenbach seconded by Wienands. Voice -vote Ayes: Five. Motion carried. Mr. Lage provided an overview of the item. He shared that he worked with the company extensively in Reinbeck. Mr. Kurtenbach questioned if this is enough hours. Mr. Lage commented that he has never stood up a utility before but said that Jill, with Consortia Counseling, has done this with Waverly, Fort Dodge, Pella and Vinton, and she thought that 120 hours was pretty close. Motion approving travel and meeting, purchasing, and credit card policies. Moved by Kurtenbach seconded by Young. Voice -vote Ayes: Five. Motion carried. Mr. Van Fleet questioned the reference to the Waterloo Fiber Finance Committee. Page 3 Eric Lage commented that the reference was assuming that the board would set up a finance committee. Kelley Felchle, Board Secretary, commented that the board does not have to set up a finance committee and that this body should essentially function as your finance committee. Mr. Van Fleet commented on a grammatical error. Mr. Lage provided an overview of the three policies and shared that they closely mimic those of the city with some changes specific to the needs of Waterloo Fiber. Resolution approving preliminary plans, specifications, form of contract, etc. and setting date of bid opening as September 14, 2023, and date of public hearing as September 20, 2023, in conjunction with the Prefabricated Shelter at 3233 Ansborough Avenue Project, Contract No. 1087, and direct the Board Secretary to publish said notice. Moved by Kurtenbach seconded by Wienands. Roll call -vote Ayes: Four. (Mr. Young departed at 4:37 p.m.) Motion carried. Resolution No. 2023-018. Mr. Van Fleet questioned if the city would own the shelter or if the telecom would own the shelter. Courtney Violette reviewed how the shelter would be used and what it would primarily house. Mr. Van Fleet questioned if the named ownership should be changed from the City of Waterloo, Iowa, a Municipal Corporation to Waterloo Fiber. Courtney Violette, Magellan Advisors, commented that some sort of document in the future will convey the structure to the utility. Chris Wendland, Attorney for Board, commented that he is comfortable with proceeding with the RFP and addressing the ownership at a later date. Mark Lane, Magellan Advisors, provided an overview of the item. Motion approving a hardware and support proposal with ePlus Technology, Inc. of Herndon, VA, in the amount of $1,177,215.87. Moved by Kurtenbach seconded by Wienands. Voice -vote Ayes: Four. Motion carried. Mr. Van Fleet requested clarification on the pricing and the process for how ePlus Technology was selected. Mark Lane, Magellan Advisors, provided an overview of the process used to generate the RFP and the evaluation criteria used to determine the qualifications of the companies that responded to the RFP. Mr. Kurtenbach questioned if the equipment through this RFP is going into the shelter the board just approved and if ePlus Technologies would install the equipment. Courtney Violette, Magellan Advisors, explained that there is a significant portion of the equipment that will go into this shelter with the other portion going into the other two future shelters. He also confirmed that ePlus would do the installation. Mark Lane explained that Magellan Advisors has worked with ePlus Technologies in the past and provided an overview of his experience working with the company. Mr. Van Fleet requested clarification that the support line items below the hardware in this bid packet includes 3-years of support. Page 4 Mark Lane confirmed. General updates from board members, consultants, and staff. Eric Lage, General Manager, provided the following updates: He shared that he had a kick off meeting with Amperage marketing. Five of the positions approved at the last meeting have been posted with interviews occurring in early September. The goal is to have them start late October or early November. A fuel and maintenance agreement will come to the next meeting along with approval of a bank. He is working on a 28E agreement with CFU along with additional agreements with the city. Courtney Violette, Magellan Advisors, shared that the notice to proceed as well as a change order reducing the cost by just over $2,000,000.00 have all been completed and signed. We were able to ask ITG to reduce a material cost on an item we felt was higher than expected, which resulted in a new price. We do anticipate kicking off the weekly construction calls with ITG starting the week of the 21' and they are forecasting to be in market by Wednesday, the 30th to commence drilling. He reviewed the upcoming process for shelter such as the groundwork, utility and powering of the building. He reported they participated in a number of meetings during the week of the groundbreaking, with many action items to follow up on. Maggie Burger, Speer Financial, explained that proposals are out to lenders and are due on August 24th at 1:00 p.m. and further explained how the funding will work. An award is expected at the August 30th meeting. Kelley Felchle, Board Secretary, reported that they met with HR this week to review where we are with the hiring of the positions as well as the process they would use for employee evaluations. Chris Wendland, Attorney for Board, explained that he is working on 28E with Water Works regarding billing, and employment agreements. Jeremiah, ITG Communication Credit Manager, shared that they are working on mobilization and working hand -in -hand with Magellan. We are looking forward to helping get things going. Charles Smith, Regional Manager with ITG Communication, said he is excited to help get this kicked off. Logan Fowlkes, shared that he lives in Gates Park Community and is the Field Supervisor for the project. With no further business before the board, it was moved by Kurtenbach seconded by Van Fleet that the meeting be adjourned at 5:15 p.m. Voice -vote Ayes: Four. Motion carried. Kelley Felchle Board Secretary AGREEMENT FOR VEHICLE MAINTENANCE AND FUEL The parties to the Agreement are the City of Waterloo, Iowa, a municipal corporation organized and existing under the laws of the State of Iowa (hereinafter "City"); and the Municipal Telecommunications Utility of the City of Waterloo, a municipal utility organized and existing under the laws of the State of Iowa (hereinafter "Utility"). This Agreement is effective from and after the day of 2023 (the "Effective Date"). RECITALS It is the intent of the parties through this Agreement to set out the terms by which the City will provide certain services to the Utility and to specify the compensation the Utility will pay for those services. NOW, THEREFORE, the parties mutually agree as follows: 1. SCOPE OF CITY SERVICES. 1.1 City agrees to provide fuel cards for Utility vehicles, thus allowing use of the City fuel facility. 1.2 The City agrees to perform both scheduled and unscheduled service and repairs to Utility vehicles pursuant to a Preventive Maintenance Program. The Preventive Maintenance Program will include a schedule provided to Utility showing the vehicles entered into the Program and the dates of their scheduled maintenance. The City will perform scheduled maintenance on vehicles so they can continue to be operated safely. 2. REPORTS. The City will provide Utility a monthly report of fuel usage and vehicle maintenance completed during that period. Reports covering other time periods may be available. 3. COMPENSATION AND PAYMENT METHOD. 3.1 Utility will pay to the City, on a monthly basis, $.04 per gallon above the price paid by City departments for fuel. This fee will cover overhead, card management and a small part of the preventive maintenance costs associated with the fuel facility. 3.2 Utility will pay to the City, on a monthly basis, $56.00 per man-hour to cover costs associated with a Service Technician performing vehicle maintenance. 3.3 Payment by Utility to City shall be made within thirty (30) days of Utility's receipt of the monthly report documenting the fuel used and labor hours performed. 4. CHANGES/AMENDMENTS. The City reserves the right to annually re -negotiate pricing on fuel and labor rates as set out in Paragraph 3 above, to be effective on the Agreement anniversary date. Any changes or amendments to this Agreement shall be mutually agreed upon by Utility and the City and incorporated into a written amendment. 5. TERMINATION OF AGREEMENT. This Agreement may be terminated by either party by providing at least thirty (90) days' advance written notice to the other party. This Agreement may further be terminated at any time by mutual agreement of the parties in writing. In the event of termination, City shall be compensated for all services performed up to the termination date, together with reimbursable expenses then due. 6. DURATION. This Agreement is effective the as of the Effective Date and shall be valid for an initial term of 24 months, and will automatically renew for year -by -year, with the option to terminate by notice of non -renewal at least 90 days before the anniversary date. 7. SEPARATE ORGANIZATION. No separate organization is formed or contemplated by this Agreement. 8. PURPOSE. The purpose of this Agreement is to provide vehicle maintenance, service and fuel to Utility. 9. METHOD OF HOLDING PROPERTY. The parties do not contemplate that there will be joint ownership of any personal property, and each party shall retain its own personal property. There shall be no real estate purchased pursuant to this Agreement. 10. GOVERNING LAW. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Iowa now or hereinafter applicable hereto. 11. ENTIRE AGREEMENT. This Agreement contains the entire Agreement between the parties hereto related to vehicle maintenance, service and fuel and may not be changed except by an amendment in writing signed by the parties hereto. 12. AUTHORIZATION. Each party represents and warrants that, before execution, this Agreement has been duly approved by its governing body in accordance with Iowa law. 13. COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute the same instrument. 14. SEVERABILITY. In case any one or more of the provisions contained in this Agreement shall be declared invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. 15. COOPERATION. Each party shall cooperate in good faith with the other to implement the terms and intent of this Agreement. [signatures on following pages] 2 IN WITNESS WHEREOF, the City has caused this Agreement to be executed by its duly authorized officers as of , 2023. ATTEST: By: Kelley Felchle, City Clerk CITY OF WATERLOO, IOWA By: Quentin Hart, Mayor 3 IN WITNESS WHEREOF, the Utility has caused this Agreement to be executed by its duly authorized officers as of , 2023. ATTEST: By: Kelley Felchle, Board Secretary MUNICIPAL TELECOMMUNICATIONS UTILITY OF THE CITY OF WATERLOO, IOWA By: Andrew Van Fleet, Board Chair 4 AGREEMENT FOR OFFICE, EQUIPMENT AND VEHICLE INDOOR AND OUTDOOR SPACE AT 625 GLENWOOD STREET The parties to the Agreement are the City of Waterloo, Iowa, a municipal corporation organized and existing under the laws of the State of Iowa (hereinafter "City"); and the Municipal Telecommunications Utility of the City of Waterloo, a municipal utility organized and existing under the laws of the State of Iowa (hereinafter "Utility"). This Agreement is effective from and after the day of , 2023 (the "Effective Date"). RECITALS It is the intent of the parties through this Agreement to set out the terms by which the City will provide certain office, equipment and vehicle indoor and outdoor space to the Utility and to specify the compensation the Utility will pay for that space and prorated utility cost. NOW, THEREFORE, the parties mutually agree as follows: 1. SCOPE OF CITY SERVICES. 1.1 City agrees to provide office, equipment and vehicle indoor and outdoor space. 1.2 The Utility will pay for its prorated cost of the gas, electric and phone utilities. 2. REPORTS. The City will provide Utility a copy of said utility bills. Reports covering other time periods may be available. 3. COMPENSATION AND PAYMENT METHOD. 3.1 Utility will pay to the City, on a monthly basis, $1,000 for the use of the administrative area along with two parking stalls. As the Utility expands and needs room for construction equipment, supplies, mezzanine and outdoor space the monthly cost will go up to $2,000 a month. Payments will be due within 30 days of payment request. a. Utility will pay to the City, on a prorated basis, its share of electric utilities. The prorated basis will be based on the occupied square footage listed below, as a percentage of the total area of the facility, (150,713 sq ft). The utility will also pay for phone utilities, at a rate of $45 per line. Payment shall be made within thirty (30) days of Utility's receipt of the monthly report documenting the utilities used. b. Administrative area along with two parking stalls GM Office — 136 sq ft Administrative — 258 sq ft Small Conference room — 278 sq ft Conference rooms @ 1/5 total — 150 sq ft 2 parking stalls — 368 sq ft c. Construction equipment, supplies, mezzanine and outdoor space 2 sections on mezzanine - 1 @ 1,872 sq ft and 1 ea @ 1,332 sq ft Total mezzanine for fiber — 3,204 sq ft Cold Storage — 5,945 sq ft Hoop Building — 6,912 sq ft 4. CHANGES/AMENDMENTS. The City reserves the right to annually re -negotiate pricing on office, equipment and vehicle indoor and outdoor space, as set out in Paragraph 3 above, to be effective on the Agreement anniversary date. Any changes or amendments to this Agreement shall be mutually agreed upon by Utility and the City and incorporated into a written amendment. 5. TERMINATION OF AGREEMENT. This Agreement may be terminated by either party by providing at least thirty (90) days advance written notice to the other party. This Agreement may further be terminated at any time by mutual agreement of the parties in writing. In the event of termination, City shall be compensated for all services performed up to the termination date, together with reimbursable expenses then due. 6. DURATION. This Agreement is effective the as of the Effective Date and shall be valid for an initial term of 24 months, and will automatically renew for year -by -year, with the option to terminate by notice of non -renewal at least 90 days before the anniversary date. 7. SEPARATE ORGANIZATION. No separate organization is formed or contemplated by this Agreement. 8. PURPOSE. The purpose of this Agreement is to provide office, equipment and vehicle indoor and outdoor space to Utility. 9. METHOD OF HOLDING PROPERTY. The parties do not contemplate that there will be joint ownership of any personal property, and each party shall retain its own personal property. There shall be no real estate purchased pursuant to this Agreement. 10. GOVERNING LAW. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Iowa now or hereinafter applicable hereto. 11. ENTIRE AGREEMENT. This Agreement contains the entire Agreement between the parties hereto related to office, equipment and vehicle indoor and outdoor space and may not be changed except by an amendment in writing signed by the parties hereto. 12. AUTHORIZATION. Each party represents and warrants that, before execution, this Agreement has been duly approved by its governing body in accordance with Iowa law. 13. COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute the same instrument. 14. SEVERABILITY. In case any one or more of the provisions contained in this Agreement shall be declared invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. 15. COOPERATION. Each party shall cooperate in good faith with the other to implement the terms and intent of this Agreement. 2 [signatures on following pages] 3 IN WITNESS WHEREOF, the City has caused this Agreement to be executed by its duly authorized officers as of , 2023. ATTEST: By: Kelley Felchle, City Clerk CITY OF WATERLOO, IOWA By: Quentin Hart, Mayor 4 IN WITNESS WHEREOF, the Utility has caused this Agreement to be executed by its duly authorized officers as of , 2023. ATTEST: By: Kelley Felchle, Board Secretary MUNICIPAL TELECOMMUNICATIONS UTILITY OF THE CITY OF WATERLOO, IOWA By: Andrew Van Fleet, Board Chair 5