File ID: ESRE006G.doc

IMPLEMENTATION OF LOCAL COMPETITION

CRTC INTERCONNECTION STEERING COMMITTEE

Report to the CRTC

by

INDUSTRY SUB-GROUP

Emergency Services (9-1-1) Sub-Group

TIF6

Consensus Report

TITLE:	Development of Standard Form Agreement(s) Between CLECs and Municipalities/Municipal Associations

	“Agreement to Collect Municipal Charges in Alberta for E9-1-1 Emergency Calling Service”

DATE:	6 October 1998

IMPLEMENTATION OF LOCAL COMPETITION
Consensus Report to the CRTC

Task ID(s):	ESTF006

Task Name(s): 	Development of Standard Form Agreement(s) Between CLECs and Municipalities/Municipal Associations

Task Description(s):

Given the potential liability associated with the provision of 9-1-1 Service, it is critical that the respective rights, obligations and responsibilities of CLECs and municipalities (directly or through municipal associations) be clearly defined in (a) standard form agreement(s).

Conclusions:

A model “Agreement to Collect Municipal Charges in Alberta for E9-1-1 Emergency Calling Service” has been adopted by the ESSWG.  The model agreement is to be used by CLECs that provide 9-1-1 service to Alberta subscribers by way of the arrangement specified in the TELUS 9-1-1 Implementation Support Document.

Recommendations:

The ESSWG recommends that the Commission adopt the model agreement.

Further Activities:

Work continues with respect to other provinces.

Attachments:

“Agreement to Collect Municipal Charges in Alberta for E9-1-1 Emergency Calling Service”

Revision  08( 98-09-29)

AGREEMENT TO COLLECT MUNICIPAL CHARGES IN ALBERTA
FOR E9-1-1 EMERGENCY CALLING SERVICE

This Agreement made effective this ___ day of _____, 199__.

BETWEEN: 	
______________________________________________   
(hereinafter referred to as the “Municipality”)

and

Each Competitive Local Exchange Carrier
 identified in each Schedule “A” to this Agreement
(hereinafter referred to as “CLEC”)

WHEREAS the CLEC and the Municipality have entered into an AGREEMENT FOR THE  PROVISION OF E9-1-1 EMERGENCY CALLING  SERVICE IN ALBERTA;  

WHEREAS  all Local Subscribers  within the Municipality’s jurisdiction will have access to E9-1-1 Emergency Calling Service provided by the CLEC;

WHEREAS  the Municipality will incur costs to deliver and utilize, itself or through a third party, a centralized Call Answer service designed to receive E9-1-1 calls made by Local Subscribers in the Municipality;

WHEREAS  the Municipality wishes to charge Local Subscribers a user fee for each Exchange Service equipped for outward calling, with the said user fee to be known as a Call Answer Fee, to recover part of the costs associated with such centralized Call Answer service;

WHEREAS  the Municipality intends to use the CLEC as billing  and collection  agent for this Call Answer Fee; and

The Parties agree, by the Municipality signing this agreement and the CLEC signing Schedule A to this agreement, as follows :

1.	Definitions:	

For the purposes of this Agreement, the following terms have the meanings defined below:

1.1	“Accounts Receivable”:
The amounts which are owed to the Municipality by Local Subscribers through the imposition of the Call Answer Fee.

1.2	“ALI”:  Automatic Location Identification:
The E9-1-1 system’s capability to automatically identify the location of the telephone being used by the caller and to provide a display of this location at the Call Answer Centre.

1.3	“ANI”: Automatic Number Identification:
The E9-1-1 system’s capability to automatically identify the calling telephone number and to provide a display of that number at the Call Answer Centre.

1.4	“Billing and Collection Fee”:
The monthly charge that the CLEC may invoice and collect from each Local Subscriber for the services provided to the Municipality under this Agreement, including collection of the Call Answer Fee, forwarding the fee to the Municipality or the designated Call Answer Centre, paying appropriate taxes to the appropriate agencies and providing the required reports.

1.5	“Call Answer”:
The act of answering an E9-1-1 call, determining the type of Emergency Response Agency (ERA) required, and transferring the call to that ERA.

1.6	“Call Answer Centre”(sometimes also referred to as the “Public Safety Answering Point” or “PSAP”):
A communications facility open 24 hours a day, 365 days a year, and responsible for redirecting or transferring emergency calls to ERAs.  The Call Answer Centre is the first point of reception for all E9-1-1 calls in its Serving Area .		

1.7	 “Call Answer Fee”:
The monthly charge the Municipality imposes or requires to be paid by each Local Subscriber in connection with the operation of a Call Answer Centre.

1.8	“Commission”:
The Canadian Radio-television and Telecommunications Commission (CRTC) and its successors.

1.9	“E9-1-1”: Enhanced 9-1-1:

A telephone system with enhanced features, including but not limited to ANI, ALI and Selective Routing and Transfer to facilitate appropriate emergency response.

1.10	“E9-1-1 Database”:
The database operated by the E9-1-1 Service Provider that contains street names, addresses, routing codes and other data required for the management of  Selective Routing and Transfer, ALI and ANI.

1.11	“E9-1-1 Service Provider”:
The Incumbent Local Exchange Carrier (ILEC) that provides  E9-1-1 service to the Municipality at its designated Call Answer Centre pursuant to a tariff or agreement through which access to E9-1-1 emergency calling is made available.

1.12	“E9-1-1 Street Address Database”:
The database operated by the CLEC that contains street names, address ranges, routing codes and other data required for the management of ALI and ANI.

1.13	“ECS” or “E9-1-1 ECS” or “E9-1-1 Emergency Calling Service”:
The E9-1-1 emergency calling service or system which provides each Local Subscriber with three digit dial access (9-1-1) to Emergency Response Agencies (“ERAs”) through the Call Answer Centre. 

1.14	“ERA”:  Emergency Response Agency:
A communication centre to which emergency calls are transferred from the Call Answer Centre, and which is responsible for dispatching one of the three types of emergency personnel and apparatus (emergency medical, fire or law enforcement).

1.15	“Exchange Service”:
Any local telecommunications service offered directly or indirectly by the CLEC to its end user subscribers under the terms of a tariff or agreement.

1.16	“Incumbent Local Exchange Carrier “ or “ILEC”:
The company that operates the E9-1-1 platform or switching station which connects to the Municipality at its designated Call Answer Centre or PSAP, currently being TELUS Communications Inc., or its successors or assigns.

1.17	“Local Subscriber”:
An end user subscriber located within the Municipality’s boundaries who subscribes to the CLECs Exchange Service and is capable of outward dialling.

1.18	“PSAP”:
The “Public Safety Answering Point” for a Serving Area.  It is equivalent to a Call Answer Centre, which is defined at Section 1.6 herein.

1.19	“Serving Area”:
The area within the Municipality’s boundaries, as determined by the Municipality, from which E9-1-1 calls will be directed to a particular Call Answer Centre.

2.	Authorization

2.1	The Municipality represents and warrants to CLEC that it has the authority to designate CLEC as an agent of the Municipality to perform the billing and collecting functions described in this Agreement on behalf of the Municipality.  	

2.2	The Municipality hereby expressly authorizes CLEC to act as the Municipality’s agent to perform the billing and collecting functions described in this Agreement and to refer orally or in writing to the Municipality’s name to explain the nature of the Call Answer Fee and Billing and Collection Fee billed and collected by CLEC as agent for the Municipality.			

3.	Billing Procedures

3.1	Each month, the CLEC may bill its Local Subscribers within the Serving Area, in the monthly bill for telecommunications products and services provided by CLEC, the amount of the Call Answer Fee and Billing and Collection Fee or some portion of either or both in respect of that month.  The monthly bill will identify the amount of the Call Answer Fee and Billing and Collection Fee or portion thereof so billed  as a separate charge and the bill will also indicate that CLEC is billing the Call Answer Fee and Billing and Collection Fee or portion thereof as an agent for the Municipality.

3.2	Notwithstanding any decision by the CLEC only to bill part of the Call Answer Fee to its Local Subscribers or any subset thereof, or not to bill any part of the Call Answer Fee to those customers or any subset thereof in any given month, the CLECs shall be deemed to have billed the full amount of the Call Answer Fee to its local exchange customers every month and the CLEC shall owe and be responsible for remitting to the Municipality the amounts described in Section 4.1 hereof in the manner and according to the timing described therein .

3.3	If CLEC commits any errors in the establishment of the monthly bill, its responsibility is limited to bringing the necessary correction to the next bill or summary and remitting amounts due to the Municipality as identified in Section 4.1.

4.	Remittance 

4.1	CLEC agrees to remit to the Municipality or its assignee, within 45 days after the end of the month for which the Call Answer Fee was billed by the CLEC, the Call Answer Fee multiplied by the number of Local Subscribers serviced by the CLEC as listed in the E9-1-1 Street Address Database, within the Serving Area, at the time of billing.

4.2	The Municipality may assign its rights to the amounts described in Section 4.1 to the Call Answer Centre, provided that the Municipality gives at least sixty (60) days written notice of its intention to assign the rights to the Call Answer Centre.   Upon the expiration of the notice period, CLEC will remit the amounts indicated in Section 4.1 to the Call Answer Centre until otherwise indicated in writing by the Municipality.

4.3	The Municipality represents and warrants that it has the authority to sell, assign, transfer and set over unto  CLEC all rights, title and interests in any Accounts Receivable with respect to the Call Answer Fees owed by Local Subscribers each month, and hereby sells, assigns, transfers and sets over all such rights, title and interests in the Accounts Receivable to CLEC.

4.4	If CLEC is unable to collect the Call Answer Fee from any Local Subscribers for a particular monthly billing period, CLEC will not be required to remit to the Municipality a Call Answer Fee in respect of such Local Subscribers, and the amount determined under Section 4.1 may be reduced accordingly.  CLEC shall provide to the Municipality reasonable information as to such Local Subscribers it has been unable to collect the Call Answer Fee from.
  	
4.5	All amounts remaining unpaid by CLEC to the Municipality or its assignee by the date set out in Section 3.1 will carry interest at the same rate as CLEC imposes on its subscribers in similar circumstances.

5.	CLEC Rights and Obligations 

5.1	CLEC has the right to do all acts necessary to protect and maintain the value of CLEC’s interests relative to the Call Answer Fee identified in this Agreement.

6.	Municipality’s Rights and Obligations

6.1	The Municipality represents and warrants that:

6.1.1	it has the authority to enter into this Agreement;

6.1.2	the Municipality has the authority to impose the Call Answer Fee as defined in this Agreement on all Local Subscribers; and

6.1.3	the Municipality has passed a bylaw or resolution, or has otherwise duly provided for:

6.1.3.1   requiring the providing of E9-1-1 Emergency Calling Service to all Local Subscribers within the Municipality; and

6.1.3.2   imposing the Call Answer Fee as defined in this  Agreement on all Local Subscribers.

7.	Taxes

7.1	The Municipality is responsible for informing CLEC of all applicable taxes and the rates in respect thereof which must be applied to the Call Answer Fee.  CLEC shall bill the rates to the subscriber and shall remit such taxes to the appropriate authorities.  The Municipality agrees to save CLEC harmless from any claims arising in connection with the remittance of such taxes, subject to exceptions as described in Section 12.1.

8.	Reporting

8.1	At the same time that CLEC  remits the amount required under Section 4.1, CLEC will remit to the Municipality or its assignee a report indicating the amount billed with respect to the Call Answer Fees for the Municipality and the billing fee charged to the subscriber on behalf of the Municipality.  Taxes, levies or duties or similar charges, where applicable, will be itemized separately.

8.2	The reports will be considered accurate, unless the Municipality advises CLEC of errors within ninety (90) days of the end of the civic fiscal year in which the reports were remitted.  In this regard, the Municipality may have these reports verified by auditors of its choice at the Municipality’s expense. The Municipality acknowledges that the information upon which the reports are based will change, and such information might not be retained by the CLEC beyond a reasonable period.

8.3	If the parties identify an error, they will establish the amount and render compensation if due.  The party who is owed, if there is one, will be reimbursed making adjustments to the amount of the next remittance, whether the amounts are due to the Municipality or to CLEC.

9.	Resolution of Disputes

9.1	Except with respect to any matter within the jurisdiction of the Commission, any dispute or disagreement that may occur pursuant to this Agreement is to be resolved by the two parties attempting to reach a fair and equitable resolution by using, in good faith, one or more of the following means until a resolution is reached.  The means to be used are:

1.	negotiation;
2.	mediation; or
3.	arbitration.

Except for purposes of preserving a limitation period or obtaining an appropriate interim order or remedy where reasonably necessary, the parties agree that legal proceedings shall be avoided until the procedures in this section have been tried and used in good faith in the order listed, as the  parties recognize that among other aspects of legal proceedings they are public.  With respect to procedures and rules, unless otherwise agreed to and confirmed in writing, the procedures and rules of the Canadian Foundation for Dispute Resolution will be followed, and arbitration will be by way of a single arbitrator pursuant to the Arbitration Act (Alberta).

10.	Term and Renewal

10.1	This Agreement will be effective as of the effective date shown at the beginning of this document and will run for an initial term of ten (10) years.

10.2	The term of  this Agreement will be automatically renewed and extended and remain effective  for successive further periods of one (1) year unless one party gives to the other at least six (6) months written notice of the termination prior to the end of the initial term or any renewal period.

10.3	If either party breaches this Agreement, the party not in breach may give to the other party written notice specifying the breach and, if within a period of seven (7) days the breach is not remedied, or, in the case of a breach which cannot reasonably be remedied within such period, the party not in breach has not accepted a schedule for remedying the breach, the party not in breach may, by a further written notice, terminate this Agreement immediately without penalty.

10.4	In the event that either party terminates this Agreement pursuant to the preceding paragraph, CLEC shall be compensated on a quantum meruit basis for any work performed or in process under this Agreement.

11.	Force Majeure

11.1	Neither the CLEC nor the Municipality will be held responsible for any damages or delays as a result of war, invasion, insurrection, demonstrations, fire, floods, strikes, or as a result of decisions by civilian or military authorities, decisions of regulatory authorities, or generally, as a result of any event that is beyond the Municipality’s or the CLEC’s reasonable control.

12.	Waiver

12.1	The failure of either party to require the performance of any obligation hereunder, or the waiver of any obligation in a specific instance, will not be interpreted as a general waiver of any of the obligations, hereunder, which will continue to remain in full force and effect.

13.	Indemnification and Insurance

13.1	The Municipality agrees to indemnify and save harmless CLEC from and against any and all losses, claims, demands, actions, costs and damages including reasonable legal fees and disbursements (hereinafter collectively referred to as “Claims”) arising directly or indirectly from any act or omission of the Municipality, or the reasonable acts or omissions of CLEC as the Municipality’s billing and collection agent in connection with the provision of services or facilities to be provided on behalf of the Municipality pursuant to this Agreement, and undertakes to defend any legal action arising from such Claim at its own cost.  Notwithstanding the foregoing, the Municipality shall not be responsible to the extent that any Claims were caused or contributed to by the negligence, gross negligence, or willful misconduct by or on behalf of the CLEC, and the CLEC shall be responsible for, and indemnify the Municipality from and against the consequences of the negligence, gross negligence, or willful misconduct by or on behalf of the CLEC.

13.2	During the term of this Agreement, the Municipality and the CLEC shall maintain sufficient insurance to cover their respective obligations under this Agreement and will provide evidence of same to the other party hereto, on request.

14.	Entire Agreement

14.1	Except as otherwise stated herein, this Agreement constitutes the entire agreement of the parties and supersedes any previous agreement, whether written or verbal.  Should any provision of this Agreement be declared null, void or inoperative, the remainder of the Agreement will remain in full force and effect.

15.	Regulatory Approval and Fees

15.1	It is expressly understood that this Agreement is subject to the approval of the CRTC as well as such terms and conditions as the CRTC or its successors may impose from time to time.

15.2	The fees that are to be charged under this Agreement are as follows:	

15.2.1	Call Answer Fee per Local Subscriber per month $ .37

15.2.2	Billing and Collection Fee per Local Subscriber per month $ .07

15.3	Unless otherwise agreed to by the Parties, or unless otherwise mandated by the CRTC, the Parties undertake to ensure on an ongoing basis that the rates cited in Sections 15.2.1 and 15.2.2 are equal for both the ILEC and the CLEC.

15.4	In making any future changes to the rate cited in Section 15.2.1, the Municipality will endeavour to establish a Call Answer Fee that is fair, reasonable and balanced.  The ILEC and CLEC will be included in determining this revised fee.

15.5	The CLEC acknowledges and accepts that any future changes to the rate cited in Section 15.2.2 are subject to CRTC approval by way of an ILEC tariff filing.

16.	Notice

16.1	Any notice required pursuant to this Agreement will be in writing and delivered personally, by courier, or sent by registered mail (with proper postage), to the address listed herein in the case of the Municipality or to the address listed in Schedule “A” in the case of the CLEC, or to such other address as either party may indicate in writing to the other.  In the event of a strike or other disruption of postal service, only delivery either personally or by courier or by such other means as is mutually agreeable and confirmed in writing will be considered effective.

The Municipality		

c/o	__________________
__________________
__________________

17.     Confidential Information
    
17.1	The parties acknowledge that they are subject to the provisions regarding confidential information pursuant to Section 6 of the Agreement for the Provision of E9-1-1 Emergency Calling Service in Alberta.

17.2	The parties further agree that information of a proprietary nature belonging to the disclosing party (hereinafter referred to as “Confidential Information”) that is received by a party in the course of, or in carrying out, this Agreement will be kept confidential and not disclosed by the receiving party to any other parties or used for any other purpose whatsoever, except as may be reasonably required by any such employees, servants, agents, assigns, or contractors of the receiving party as have a need to have access to and the use of such Confidential Information for purposes under this Agreement, or reasonably connected with this Agreement such as following up with any Local Subscribers who have not paid any Call Answer Fee, or as reasonably required under the Agreement for the Provision of E9-1-1 Emergency Calling Service in Alberta.

17.3	Confidential Information shall not include, and neither party shall be under any obligation to maintain in confidence, any information disclosed to it by the other party to the extent that such information:

1.	is in the public domain at the time of disclosure;
2.	following disclosure becomes generally known or available through no action or omission on the part of the receiving party;
3.	is furnished to others by the disclosing party without restriction or disclosure;
4.	is known, or becomes known, to the receiving party from a source other than the disclosing party provided that disclosure by such source is not in breach of a confidentiality agreement with the disclosing party;
5.	is independently developed by the receiving party without violating any of its obligations under this Agreement; or 
6.	is legally required to be disclosed by a duly authorized judicial, administrative or governmental body, provided however that prompt notice of such requirement shall have been given to the disclosing party such that the disclosing party shall be afforded the reasonable opportunity to pursue and exhaust reasonable remedies against such legal requirement.

17.4	The parties shall each abide by all applicable federal and provincial legislation with respect to the protection of privacy in effect from time to time. 

WITNESS WHEREOF the Municipality has affixed its corporate seal, attested by the hands of its respective officers duly authorized in that behalf  this _____ day of ___________________, 199____.

SIGNED, SEALED AND DELIVERED
Municipality
Per: __________________________			 

_________________________
(print name and position)

SCHEDULE “A”

1.	This Schedule “A” is to be attached to and form part of the Agreement to Collect Municipal Charges in Alberta for E9-1-1 Emergency Calling Service in Alberta effective as of the ___ day of ______, 199 __, between the Municipality ______________________ and the Competitive Local Exchange Carrier (“CLEC”) identified below (such agreement hereinafter being referred to as the “Agreement”).

2.	Upon execution of this Schedule “A” and its delivery to the Municipality, the CLEC agrees that it will be subject to and bound by the terms and conditions of the Agreement in the same manner it would be had it executed the Agreement directly.

3.	Pursuant to Section 15.1 of the Agreement, the CLEC’s address for notice is:

	

IN WITNESS WHEREOF the CLEC has affixed its corporate seal, attested by the hands of its officers duly authorized in that behalf, or otherwise duly executed this document, this ____________ day of __________________, 199__.

SIGNED, SEALED AND DELIVERED

     		THE CLEC

Per: __________________________________ (seal)

______________________________________
(print name and position)

Per: __________________________________

______________________________________
(print name and position)