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Resolution No. 2011-061RESOLUTION NO. 2011-61 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR CONTINUATION AND UPGRADE OF DEDICATED INTERNET ACCESS SERVICES UNDER THE MASTER AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND BANDWIDTH.COM, INC., POWERED BY QWEST, FOR FIBER OPTIC INTERNET ACCESS WHEREAS, on August 3, 2005, the City Council of the City of Vernon adopted Resolution No. 8818 approving a Dedicated Internet Access Service Agreement, Bandwidth.Com Internet Access Service Level Agreement and Internet Services Order Form dated on or about August 17, 2005, with Bandwidth.Com, Inc. ("Bandwidth") for upstream service provider services to assist the City in providing dedicated internet access services to Vernon businesses using Vernon's fiber optic network infrastructure (collectively, the "Master Agreement"); and WHEREAS, the term of the Master Agreement is one year and thereafter to continue on a month -to -month basis subject to a 60-day cancellation notice; and WHEREAS, on July 13, 2009, the City Council of the City of Vernon adopted Resolution No. 10,016 renewing the Master Agreement for the period July 1, 2009 through June 30, 2010; and WHEREAS, Bandwidth has submitted a renewal quote for a 12-month period at a monthly cost of $3,657.00; and WHEREAS, by memo dated March 15, 2011, the Director of Light & Power has recommended that the Agreement for Continuation and Upgrade of Dedicated Internet Access Services (the "Continuation Agreement"), the Service Order Form and Data Services Installation Guidelines, (collectively the "Agreements") with Bandwidth be approved for an additional 12 months in order to continue providing internet services to city businesses; and WHEREAS, the City Council of the City of Vernon has determined that, pursuant to the provisions of subsection (a) of Section 2.27 of the Vernon City Code, it is in the public interest and necessity to enter into the Agreements with Bandwidth to continue to provide fiber optic internet access services to the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the recitals contained hereinabove are true and correct. SECTION 2: The City Council of the City of Vernon hereby approves the Continuation Agreement, the Service Order Form and Data Services Installation Guidelines, with Bandwidth, copies of which are attached hereto as Exhibit A. SECTION 3: The City Council of the City of Vernon hereby authorizes the Mayor or Mayor Pro-Tem to execute the Continuation Agreement, the Service Order Form and Data Services Installation Guidelines for, and on behalf of, the City of Vernon and the City Clerk, or Deputy City Clerk, is hereby authorized to attest thereto. SECTION 4: The City.Council of the City of Vernon hereby authorizes the City Administrator, or his designee, to take whatever action is deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the transactions herein approved or authorized. 2 SECTION 5: The City Council of the City of Vernon hereby directs the City Clerk, or the City Clerk's designee, to send one fully executed Continuation Agreement to Bandwidth. SECTION 6: The City Clerk of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk of the City of Vernon shall cause this resolution and the City Clerk's certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 19th day of April, 2011. ATTEAT : / i w WillArd G. YMhagfu,46hi, (Cjty Clerk Name: Hilario Gonzales Title: Mayor / 3 STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) I, Willard G. Yamaguchi, City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 2011-61, was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, April 19, 2011, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of April, 2011, at Vernon, California. illard a ag i, City Clerk (SEAL) 4 EXHIBIT A AGREEMENT FOR CONTINUATION AND UPGRADE OF DEDICATED INTERENT ACCESS SERVICES This Agreement for Continuation and Upgrade of Dedicated Internet Access Services (the "Agreement") is made as of 2011 (the "Effective Date"), by and between the City of Vernon, a California charter city and municipal corporation (the "City") and Bandwidth.com, Inc., Powered by Qwest, (`Bandwidth.Com" together with City, the "Parties"). WHEREAS, the City and Bandwidth.com are parties to a written Service Agreement executed by the City on May 19, 2008, pursuant to which Bandwidth.Com provided the City with dedicated Internet access services at a monthly recurring rate for a service Term of one year; and WHEREAS, the City and Bandwidth.com are parties to a written Continuation Agreement executed by the City on July 13, 2009, under which Bandwidth.Com provided the City with dedicated internet access services at a fixed rate for a Service Tenn of one additional year; and WHEREAS; the parties desire to enter into a twelve (12) month commitment under which Bandwidth.Com will continue to provide dedicated internet access upgraded services for a fixed monthly rate; and WHEREAS, the City is a public entity subject to certain laws requiring disclosure of public records to members of the public, and the Agreement between the Parties, and this Continuation and Upgrade Agreement, are records that are subject to those disclosure laws. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this continuation and Upgrade Agreement agree as follows: 1. Bandwidth.Com shall provide, in accordance with the terms of the Agreement, the Services described on Exhibit A, which are attached and incorporated by this reference, at the monthly recurring charge rates and new service speed upgrade. to 45 Mega bits per second, commonly known as Full DS-3, described on Exhibit A, for a Service Term of twelve (12) months beginning the first month following the Effective Date. 2. The Parties agree that the Service Agreement and this Continuation and Upgrade Agreement may be disclosed to. the public notwithstanding the original terms of the Agreement. This Section 2 shall not terminate or expire, and shall survive the expiration or earlier termination of this Continuation Agreement. 3. This Continuation and Upgrade Agreement is executed in duplicate originals,. each of which is deemed to be for all purposes. 4. Arbitration and Venue. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. The arbitrator shall be a retired judge. All decisions of the arbitrator shall be in writing, and the arbitrator shall provide written reasons for their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles County. 5. The provisions of this Continuation and Upgrade Agreement shall constitute the entire agreement of the parties with respect to the subject matter herein and shall supersede any other Agreement, understanding, or arrangement, whether written or oral, between the parties in conflict therewith respect to the subject matter hereof; provided, however, the Agreement shall continue in full force and effect except as modified by the terms of this Continuation and Upgrade Agreement. 6. All terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement. IN WITNESS WHEREOF, the parties have signed this Continuation and Upgrade Agreement as of the date stated in the introductory clause. City of Vernon HILARIO GONZALES Mayor ATTEST: DATE: WILLARD G. YAMAGUCHI, City Clerk APPROVED AS TO FORM: WILLARD G. YAMAGUCHI, Interim City Attorney Bandwidth.Com By: Name: Title: By: --�4 Name: Title: (O'C' //,C EXHIBIT A Services and Rates ba1?dVf idth.com 4001 Weston Parkway 3/14/2011 Suite 100 Valid until; 4/13/2011 Cary, NC 27513 Quote: OID-116342 Prepared By: Sloven Rhenborg Opportunity Name: City of Vemon-Frac DS3. Renewal 4 • Uoorade - dy o emon - 305 sanla a Avenue emonA Zddress: 06B323)583-8811 x316305sanla1.Avenue - - ty: emon tale: A KIF Code: 00 u _ Phone: 323 563-OBI1 Service Order Form Service Description Rate QTY MRC NRC Bandwidth DS3 Circuits DS3 45M -1year 1 $3,657.00 302. 00 24x7x365 Proactive Monitor & Alert w/ Reporting 1 0.00 $0.00 Total: $3,657.00 $302.00 THIS SERVICE ORDER FORM ("SOF') CONSTITUES A SERVICE AGREEMENT BETWEEN BANDWIDTH.COM AND CUSTOMER, RATES AND CHARGES AS SET FORTH ON THIS SOF DO NOT INCLUDE APPLICABLE FEDERAL, STATE, OR LOCAL TAXES, AND ALL USE, SALES, COMMERCIAL, GROSS RECEIPTS, PRIVILEGE, SURCHARGES, OR OTHER SIMILAR TAXES, LICENSE FEES, MISCELLANEOUS FEES, AND SURCHARGES, FOR WHICH CUSTOMER IS RESPONSIBLE. All Service(s) on this Service Order Form ("SOF"j are provided with Standard Support unless otherwise indicated. Definition of Standard Support can be found at hdp:/Iwww.bandwdlh.com/contenVsuppod. Voice Services Customers am strongly encouraged to download and review the "Solution & Interop Guides' posted al: hitp:f/www.bandwidlh.w nfc;onteniAegal - these guides outline SIP Voice Service(s) in detail and provide required Customer Phone System and networking environment specifications. By Rs signature below, Customer cedfries that it has reviewed and agrees to be bound by O the applicable Service Agreement Terms and Conditions and if applicable Intemationsi and Intrastate Rates for all Services listed on this SOF which are posted at: hgp://www.bandwidlh.com/conlenUlegal, and (R) the Bandwidlhcom Acceptable Use Policy posted st: htlp://wvrw.bandwidth.corn/resourcwBegel/policy.hlml; all of which are fully incorporated herein by reference. Service Level Agreements CSLA') for all products are posted on htip://www.bandwidth.c-oWconlentnegal and am available for review. Bandwidlh.com reserves the right to modify the Service Agreement Terms and Conditions, Roles (if applicable), Acceptable Use Policy, and SIA from time to time, with any such modification(s) effeclive upon posting at the URL(s) as indicated. Early Termination by Customer shall be considered a Material Breach of this Agreement and shall be subject to the relevant provisions ih the Service Agreement Terms and Conditions. PHONEBOOTH ONDEMAND CUSTOMERS: BY SIGNING THIS SERVICE ORDER FORM, YOU CERTIFY THAT YOU REVIEWED AND UNDERSTAND THE PHONEBOOTH ONDEMAND BUSINESS USE, CERTIFICATIONS, AND DISCLOSURE OF 911 EMERGENCY SERVICES LIMITATIONS POSTED AT: hltp://Yn .bandMdth.com/assets/PdUiegal/phonabooth/PBODBUCDo011.pdf, INCLUDING BUSINESS USE RESTRICTIONS AND THE KEY DIFFERENCES BETWEEN PHONEBOOTH ONDEMAND 911 SERVICE AND TRADITIONAL TELEPHONE SERVICE. By signing below, Customer signatory represents and warrants to Bandwldth.com thal (s)he Is an authorized representative of Customer and in that capacity enters Into this Agreement In accordance with the Service Agreement Terms and Conditions, including any documents incorporated into the Agreement by reference. CUSTOMER - BANDWIDTH.COM By: Printed Name: Titre: Date: 1: MRC - Monthly Recurring Cost 2: NRC - Non -Recurring Cost Printed No Title: Date: c 7 - Confidential �WMIW # n d►I 6m • Installation Intervals The standard installation interval for T1 / NXT1's is 30-45 calendar days. This interval starts when Bandwidth.com submits the order with the service provider (Carrier) not when the customer submits the signed paperwork. MPLS, DS3's, OCX's and Co -location solutions intervals are 60- 90 calendar days. If you order a DS3 / OCX and do not have fiber to the premise, the build out by the local exchange provider could take several months. Expedites of data solutions are available with some service providers for an additional cost, but in no way guarantee a specific timeline or completion date. Installations can be delayed If the Carrier or Local exchange providers encounter facility issues within their infrastructure. • Validation of your order An accurate address (including suite # / phone number) and an on -site contact with appropriate phone number (direct extension / mobile) are necessary to ensure a successful installation. It is also necessary to communicate an accurate MPOE (main point of entry) where the Local exchange provider will deliver the service to your building as well as demarc location (actual location within the building where the service needs to be delivered). • Demarc Extensions Extensions of the demarc from the MPOE are not the responsibility of Bandwidth.com. Some carriers will extend a demarc for an additional cost which must be part of the Bandwidth.com contract otherwise it is the responsibility of the customer to perform this task. • Reasons for Data Installation Delays 'Location and contact information are not accurate. 'Customer or alternate contact must be on -site for the fine order commitment date (FOC). Customer must also provide access to Telco room If applicable. 'Customer must extend the demarc (ff applicable) prior to the activation date. 'Any changes to the order after the carrier has completed the access request with the LEC will result in delays and possible change order fees (i.e. demarc extensions). 'IP justification form must be filled out for IP request over �o • Domain Name and Web Hosting Updates Bandwidth.com does not support email or web hosting applications. It is the customers responsibility to update the email / web hosting IP addresses with the current provider. Bandwidth.com can update any email / DNS records once service has been installed with the new carrier. • Billing for Data Services Billing for data service starts no later than two (2) calendar days after service is deemed ready for activation by Bandwidth.com and the carrier. An activation appointment must be coordinated with Bandwidth.00m to ensure a timely activation. Customer failure to promptly activate the circuit may result in billing beginning before customer service is utilized. Multi -site solutions are billed site by she and not when all sites are installed. • Disconnect notification to current communication providers Customer is responsible for canceling service with previous providers. Bandwidth.com cannot disconnect existing Data services purchased through another carrier. Confidential Physical Site Requirements - Customer Responsibilities • Provide Local Exchange Provider access to the site to install Ensure that sufficient power outlets are available for the new service. Please ensure that aftemate contacts at the power unit. The power unit requires a standard 120V AC service location are informed to allow access if primary plug. The power outlet must not be overloaded with other contact is absent. devices and must be within 6' of the data router. • Provide sufficient physical space to install the Data Router The Data Router requires an operating environment with (wall -mountable or rack mountable). Customer is responsible temperature ranges between 35-85• F and humidity of less for providing the mounting board or rack. Customer is also than 90%, non -condensing. responsible for allocating space and power for all equipment components applicable to Data service. The environment must be free of excessive dust. Network Cabling and Network Connections All LAN devices need to be wired/connected prior to activation. Make sure to test any alarm systems or credit card terminals after installation. Provide a full duplex 10/1006aseT Ethernet network (LAN). UPS device (battery backup) is required for the 10/100 Ethernet switch and is strongly recommended for the T-1 access router. • Inform the Service Coordinator of any servers that are operating on the network and provide the IP addresses. What Bandwidth.com Provides During a Data Installation Installation and Service Activation Support • An Installation Specialist is assigned to project manage the installation. The Installation specialists is responsible for interacting with the carrier to ensure all milestones are met, drive the carrier if there are delays and confirms the service is provisioned properly. • A Web portal is available to monitor the progress of the installation and to post notes. • An Activation Engineer will ensure services are working properly at the time of activation. Ongoing Customer Care $ Support • There are three options to open a support ticket on data service: *Call customer care @800A09A357 *Send an email to customercere anbandwidth.com *Open a ticket in the my.bandwidth.com portal When moving to a new location, please be advised of the following: Bandwidth.com must be notified a minimum of 60 calendar days prior to the move. Bandwidth.com will coordinate the move of services after the new location is secure, has power, has a backboard or rack for equipment and a Service Order Agreement (SOA) with Bandwidth.com has been signed and processed. The timeframe for Data service moves are the same as the original installation timeframes and no specific date can be guaranteed. Confidential Data Services - Standard installation Timelines (Business Days) • Day 1-3 (After contract verification and credit approval): Order is placed with the carrier Bandwidth.com Installation Specialist calls the customer contact on order and completes an introduction call. Installation Specialist reviews the solution, confirms address and contact information. Also, verifies the customer can access the portal to get updates. Day 4-9: Carrier places order with Local Exchange Carrier During this timeframe the Installation Specialist ensures the Carder has Initiated the design and engineering of the circuit so the order can be passed on to the Local Exchange Provider. The Local Exchange Provider starts the design and engineering of the local loop. • Day 10 - 20: Installation Date (Firm Order Commitment Date) Established During this timeframe, the Local Exchange Carrier provides a Firm Order Commitment (FOC) date or reason for delay in getting the local loop installed. CUSTOMER ACKNOWLEDGEMENT I understand my installation responsibilities*. Day 21-30: Local loop is installed (Firm Order Commitment Date) A local phone company technician will install a Data circuit to service location. Please ensure the technician has access to the service location for the entire day. Also, if the primary contact on the order cannot be at the site, make sure to alert an aRernate on -site contact to be available to assist the technician. Day 31-45: Service Activation and Start Using Bandwidth.coml Once the local loop has been installed and tested, the Installation specialist will schedule an activation appointment. Please verify the data router is connected and demarc extended (if needed) prior to the activation. Customer must call in at the time of activation. The activation engineer will bridge the carrier on the phone and conduct testing to ensure service is working properly. • Day 46- MPLS,DS3's,OCX's and Collocation Solutions Local loop installed / Service activation. This will vary as these types of solutions could require build outs, special equipment and special requirements from the Carrier, Local Exchange Providers and the customer. Date Company Name e'-�' aFtlernon Company Phone # (3z3)1;;$3-8$n ext-''i Customer Signature Title (Printed) Customer Name (Printed) Confidential OFFICE OF THE CITY CLERK 4305 Santa Fe Avenue, Vernon, California 90058 Telephone (323) 583-8811 April 25, 2011 Bandwidth.com, Inc. Attn: Steve Rehnborg, National Accounts Manager 4001 Weston Parkway, Suite 100 Cary, NC 27513 Re: Dedicated Internet Access Service Agreement Continuation and Upgrade Dear Mr. Rehnborg: Transmitted herewith is a fully executed renewal agreement as referenced above, approved by City Council on April 19, 2011, through Resolution No. 2011-61. If you have any questions regarding this matter, please call Ali Nour, at (323) 583-8811 ext. 316. Very t ly yours, w IL ARD G. YA UC City Clerk WGY:dj c: Carlos Fandino Ali Nour Purchasing Department Resolution No. 2011-61 Agreement No. 11-034 E htsivefy Industriaf AGREEMENT FOR CONTINUATION AND UPGRADE OF DEDICATED INTERENT ACCESS SERVICES This Agreement for Continuation and Upgrade of Dedicated Internet Access Services (the "Agreement") is made as of April , 19, 2011 (the "Effective Date"), by and between the City of Vernon; a California charter city and municipal corporation (the "City") and Bandwidth.com, Inc., Powered by Qwest, ("Bandwidth.Com" together with City, the "Parties"). WHEREAS, the City and Bandwidth.com are parties to a written Service Agreement executed by the City on May 19, 2008, pursuant to which Bandwidth.Com provided the City with dedicated Internet access services at a monthly recurring rate for a service Term of one year; and WHEREAS, the City and Bandwidth.com are parties to a written Continuation Agreement executed by the City on July 13, 2009, under which Bandwidth.Com provided the City with dedicated internet access services at a fixed rate for a Service Term of one additional year; and WHEREAS, the parties desire to enter into a twelve (12) month commitment under which Bandwidth.Com will continue to provide dedicated internet access upgraded services for a fixed monthly rate; and WHEREAS, the City is a public entity subject to certain laws requiring disclosure of public records to members of the public, and the Agreement between the Parties, and this Continuation and Upgrade Agreement, are records that are subject to those disclosure laws. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this continuation and Upgrade Agreement agree as follows: 1. Bandwidth.Com shall provide, in accordance with the terms of the Agreement, the Services described on Exhibit A, which are attached and incorporated by this reference, at the monthly recurring charge rates and new service speed upgrade. to 45 Mega bits per second, commonly known as Full DS-3, described on Exhibit A, for a Service Term of twelve (12) months beginning the first month following the Effective Date. 2. The Parties agree that the Service Agreement and this Continuation and Upgrade Agreement may be disclosed to, the public notwithstanding the original terms of the Agreement. This Section 2 shall not terminate or expire, and shall survive the expiration or earlier termination of this Continuation Agreement. 3. This Continuation and Upgrade Agreement is executed in duplicate originals,, each of which is deemed to be for all purposes. 4. Arbitration and Venue. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. The arbitrator shall be a retired judge. All decisions of the arbitrator shall be in writing, and the arbitrator shall provide written reasons for their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles County. 5. The provisions of this Continuation. and Upgrade Agreement shall constitute the entire agreement of the parties with respect to the subject matter herein and shall supersede any other Agreement, understanding, or arrangement, whether written or oral; between the parties in conflict therewith respect to the subject matter hereof; provided, however, the Agreement shall continue in full force and effect except as modified by the terms of this Continuation and Upgrade Agreement. 6. All terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement. IN WITNESS WHEREOF, the parties have signed this Continuation and Upgrade Agreement as of the date stated in the introductory clause. City of Vernon Bandwidth.Codn BY: By:, HILARIO GONZALES Name:�! Mayor Title: By: Name:'y���,���°" g Title: Cca�c- rt� ATTEST: DAT WILLARD G. YA AGU City Clerk APPR VED AS TO FORM: �WIL ARD G. CHI Interim City Attorne EXHIBIT A EXHIBIT A Services and Rates Company Name: City of Vernon - Address: 14305 santa fe Avenue - City: ernon - -. Slate: CA ZIP Code: J90U58 - - - - - - Phone: (323) 583-8811 x316 - - Service Address A ddress: - 4305santafeAvenue. - - - City: ernon State:. _ CA - IPCode: 190058 - - - Phone:.' - (323) 583-8811 Service Order Form Service Description Rate "QTY MRC NRC Bandwidth DS3 Circuits DS3 45M - 1year 1 $3'657.00 $302.00 24x7x365 Proactive Monitor & Alert w/ Reporting 1 0.00 $0.00 Total: 3,657.00 302.00 - THIS SERVICE ORDER FORM ("SOF") CONSTITUES A SERVICE AGREEMENT BETWEEN BANDWIDTH.COM AND CUSTOMER. RATES AND CHARGES AS SET FORTH ON THIS SOF DO NOT INCLUDE APPLICABLE FEDERAL, STATE, OR LOCAL TAXES, AND ALL USE, SALES, COMMERCIAL, GROSS RECEIPTS, PRIVILEGE, SURCHARGES, OR OTHER SIMILAR TAXES, - - LICENSE FEES, MISCELLANEOUS FEES, AND SURCHARGES, FOR WHICH CUSTOMER IS RESPONSIBLE. - - - All Service(s) on this Service Order Form ("SOF") are provided with Standard Support unless otherwise indicated. Definition of Standard Support can be found at http://www.bandwidth.com/content/support. Voice Services Customers are strongly encouraged to download and review the "Solution & Interop Guides" posted at: http://www.bandwidth.com/content/legal - these guides outline SIP Voice Service(s) in detail and provide required Customer Phone System and networking environment specifications. By its signature below, Customer certifies that it has reviewed and agrees to be bound by (i) the applicable Service Agreement Terms and Conditions and if applicable International and Intrastate Rates for all Services listed on this SOF which are posted at: http://www.bandwidth.com/contenUlegal, and (ii) the Bandwidth.com Acceptable Use Policy posted at: _ - - http://www.bandwidth.com/resources/legal/policy.htmi; all of which are fully incorporated herein by reference. Service Level Agreements ('SLA") for all. products are posted on - - http://www.bandwidth.com/content/legal and are available for review. Bandwidth.com reserves the right to modify the Service Agreement Terms and Conditions, Rates (if applicable), Acceptable Use - Policy, and. SLA from time to time, with any such modification(s) effective upon posting at the URL(s) as indicated. Early Termination by Customer shall be considered a Material Breach of this Agreement and shall be subject to the relevant provisions in the Service Agreement Terms and Conditions. - - - - PHONEBOOTH ONDEMAND CUSTOMERS: BY SIGNING THIS SERVICE ORDER FORM, YOU CERTIFY THAT YOU REVIEWED AND UNDERSTAND THE PHONEBOOTH ONDEMAND BUSINESS - USE, CERTIFICATIONS, AND DISCLOSURE OF 911 EMERGENCY SERVICES LIMITATIONS POSTED AT: hitp://www.bandwidth.com/assets/pdf/legal/phonebo6th/PBODBUCDo9l l.pdf, INCLUDING BUSINESS USE RESTRICTIONS AND THE KEY DIFFERENCES BETWEEN PHONEBOOTH ONDEMAND 911 SERVICE AND TRADITIONAL TELEPHONE SERVICE. - By signing below, Customer signatory represents and warrants to Bandwidth.com that (s)he is an authorized representative of Customer and in that capacity enters into this Agreement in accordance with the Service Agreement Terms and Conditions, including any documents incorporated into the Agreement by reference. - CUSTOMER - - - BANDWIDTH.COM a �6 Printed Name: - - Hilario Gonzales. Printed Na e: Title: Mayor Title:. Date:!' •� / Date:,—•_ A ST: Willard G. g chi Oity Clerk APP OVED AS 0 FORM: Vill1ard G. Ya a u i, n erim City Attorney 1: MRC - Monthly Recurring Cost 2: NRC - Non -Recurring Cost Confidential ON sb nd id .orb Bandwidth.com Data Services Installation Guidelines • Installation Intervals The standard installation interval for T1 / NXT1's is 30-45 calendar days. This interval starts when Bandwidth.com submits the order with the service provider (Carrier) not when the customer submits the signed paperwork. MPLS, DS3's, OCX's and Co -location solutions intervals are 60- 90 calendar days. If you order a DS3 / OCX and do not have fiber to the premise, the build out by the local exchange provider could take several months. Expedites of data solutions are available with some service providers for an additional cost, but in no way guarantee a specific timeline or completion date. Installations can be delayed if the Carrier or Local exchange providers encounter facility issues within their infrastructure. • Validation of your order An accurate address (including suite # / phone number) and an on -site contact with appropriate phone number (direct extension / mobile) are necessary to ensure a successful installation. It is also necessary to communicate an accurate MPOE (main point of entry) where the Local exchange provider will deliver the service to your building as well as demarc location (actual location within the building where the service needs to be delivered). • Demarc Extensions Extensions of the demarc from the MPOE are not the responsibility of Bandwidth.com. Some carriers will extend a demarc for an additional cost which must be part of the Bandwidth.com contract otherwise it is the responsibility of the customer to perform this task. • Reasons for Data Installation Delays *Location and contact information are not accurate. *Customer or alternate contact must be on -site for the firm order commitment date (FOC). Customer must also provide access to Telco room if applicable. *Customer must extend the demarc (if applicable) prior to the activation date. *Any changes to the order after the carrier has completed the access request with the LEC will result in delays and possible change order fees (i.e. demarc extensions). *IP justification form must be filled out for IP request over • Domain Name and Web Hosting Updates Bandwidth.com does not support email or web hosting applications. It is the customer's responsibility to update the email / web hosting IP addresses with the current provider. Bandwidth.com can update any email / DNS records once service has been installed with the new carrier. • Billing for Data Services Billing for data service starts no later than two (2) calendar days after service is deemed ready for activation by Bandwidth.com and the carrier. An activation appointment must be coordinated with Bandwidth.com to ensure a timely activation. Customer failure to promptly activate the circuit may result in billing beginning before customer service is utilized. Mufti -site solutions are billed site by site and not when all sites are installed. • Disconnect notification to current communication providers Customer is responsible for canceling service with previous providers. Bandwidth.00m cannot disconnect existing Data services purchased through another carrier. Confidential • Provide Local Exchange Provider access to the site to install Ensure that sufficient power outlets are available forthe new service. Please ensure that alternate contacts at the power unit. The power unit requires a standard 120V AC service location are informed to allow access if primary plug. The power outlet must not be overloaded with other contact is absent. devices and must be within 6' of the data router. • Provide sufficient physical space to install the Data Router (wall -mountable or rack mountable). Customer is responsible for providing the mounting board or rack. Customer is also responsible for allocating space and power for all equipment components applicable to Data service. Network Cabling and Network Connections All LAN devices need to be wired/connected prior to activation. Make sure to test any alarm systems or credit card terminals after installation. • Provide a full duplex 10/100BaseT Ethernet network (LAN). • UPS device (battery backup) is required for the 10/100 Ethernet switch and is strongly recommended for the T-1 access router. • Inform the Service Coordinator of any servers that are operating on the network and provide the IP addresses. • The Data Router requires an operating environment with temperature ranges between 35-85• F and humidity of less than 90%, non -condensing. • The environment must be free of excessive dust. What Bandwidth.com Provides During a Data Installation Installation and Service Activation Support • An Installation Specialist is assigned to project manage the installation. The Installation specialists is responsible for interacting with the carrier to ensure all milestones are met, drive the carrier if there are delays and confirms the service is provisioned properly. A Web portal is available to monitor the progress of the installation and to post notes. • An Activation Engineer will ensure services are working properly at the time of activation. Ongoing Customer Care & Support There are three options to open a support ticket on data service: *Call customer care @800.409.4357 *Send an email to customercareebandwidth.com *Open a ticket in the my.bandwidth.com portal When moving to a new location, please be advised of the following: Bandwidth.com must be notified a minimum of 60 calendar days prior to the move. Bandwidth.com will coordinate the move of services after the new location is secure, has power, has a backboard or rack for equipment and a Service Order Agreement (SOA) with Bandwidth.com has been signed and processed. The timeframe for Data service moves are the same as the original installation timeframes and no specific date can be guaranteed. Confidential Day 1-3 (After contract verification and credit approval): Order is placed with the carrier Bandwidth.com Installation Specialist calls the customer contact on order and completes an introduction call. Installation Specialist reviews the solution, confirms address and contact information. Also, verifies the customer can access the portal to get updates. • Day 4-9: Carrier places order with Local Exchange Carrier During this timeframe the Installation Specialist ensures the Carrier has Initiated the design and engineering of the circuit so the order can be passed on to the Local Exchange Provider. The Local Exchange Provider starts the design and engineering of the local loop. • Day 10 - 20: Installation Date (Firm Order Commitment Date) Established During this timeframe, the Local Exchange Carrier provides a Firm Order Commitment (FOC) date or reason for delay in getting the local loop installed. CUSTOMER ACKNOWLEDGEMENT I understand my installation responsibilities*. Day 21-30, Local loop is installed (Firm Order Commitment Date) A local phone company technician will install a Data circuit to service location. Please ensure the technician has access to the service location for the entire day. Also, if the primary contact on the order cannot be at the site, make sure to alert an alternate on -site contact to be available to assist the technician. Day 31-45: Service Activation and Start Using Bandwidth.coml Once the local loop has been installed and tested, the Installation specialist will schedule an activation appointment. Please verify the data router is connected and demarc extended (if needed) prior to the activation. Customer must call in at the time of activation. The activation engineer will bridge the carrier on the phone and conduct testing to ensure service is working properly. • Day 46- MPLS,DS3s,OCXs and Collocation Solutions Local loop installed / Service activation. This will vary as these types of solutions could require build outs, special equipment and special requirements from the Carrier, Local Exchange Providers and the customer. Date Company Name Company Phone # ;7'/W////111 I C,'�;/ 0 P Vernon (3zs�5 -03 c,8S \ &X�.J]� Customer Signature Title (Printed) Customer Name (Printed) V� Mayor Hilario Gonzales APPR ED AS FORM: AlIiV-r ill rd G. Y m gu I V im City Attorney Confidential Page 1 of 2 Juarez, Debbie From: Nour, Ali Sent: Tuesday, April 19, 2011 3:48 PM To: Juarez, Debbie Subject: FW: FW: Bandwidth Contact Information Hi Debbie, Please mail the contract information to Steve's attention. The address is correct. Attention: Steve Rehnborg - National Accounts Manager Thanks Ali From: Steven Rehnborg [mailto:srehnborg@bandwidth.com] Sent: Tuesday, April 19, 2011 3:43 PM To: Nour, Ali Subject: Re: FW: Bandwidth Contact Information Ali, Josh has moved on from the company. If you send it to me, I will process it as needed. Attention Steve Rehnborg - National Accounts Manager. Thanks, Steve Rehnborg National Account Manager 919-297-1084 - Direct 919-526-0909 Cell 919-238-9924 - Fax Contact 2417 Customer Support 800-808-5150 Ask me about my Mobile offering 4/19/2011 Page 2 of 2 How am I doing? Email my manager: rwilliains2bandwidth.com My profiles: roe On Tue, Apr 19, 2011 at 6:20 PM, Nour, Ali <ANourgci.vernon.ca.us> wrote: Hi Steve, Would you please verify the address below. Our Records Management asked me to verify. Thank you Ali Nour City of Vernon From: Juarez, Debbie Sent: Tuesday, April 19, 2011 2:33 PM To: Nour, Ali Subject: Bandwidth Contact Information Hi Ali. Please let me know if the following address is where you want the agreement sent to. Thank you. Bandwidth.com, Inc. Attn: Josh Stone, Contracts Specialist II 4001 Weston Parkway, Suite 100 Cary, NC 27513 Deborah Juarez Records Management Assistant City of Vernon - City Clerk's Office 4305 Santa Fe Avenue Vernon, CA 90058 (323)583-8811 CONFIDENTIALITY NOTICE: This e-mail transmission, and any documents, files or previous e-mail messages attached to it may contain confidential information that is legally privileged. If you are not the intended recipient, or a person responsible for delivering it to the intended recipient, you are hereby notified that any disclosure, copying, distribution or use of any of the information contained in or attached to this transmission is STRICTLY PROHIBITED. If you have received this transmission in error, please immediately notify the sender. Please destroy the original transmission and its attachments without reading or saving in any manner. 4/ 19/2011 �ECEIED STAFF REPORT DATE:LEaWS OFFICE March 15, 2011 CITY C TO: Honorable Mayor and City Council FROM: Carlos Fandino, Director of Light & Power APPROVED BY: Mark Whitworth, City Administrator RE: Bandwidth.com Internet Services Contract Renewal Purpose: RECEIVED MAR 0 7 2011 CITY ADMINISTRATION The city,s Fiber Optics Internet Services has been receiving dedicated internet connection from Bandwidth.Com pursuant to a Master Service Agreement executed on May 19, 2008 and adapted Resolution No. 9620. On July 13, 2009, Resolution No. 10,016 approved and authorized the execution of a Renewal of a dedicated Internet access service agreement with Bandwidth.Com for one additional year. Bandwidth.Com is one of the City's two upstream internet service providers that deliver large internet circuits to our fiber optic network. Since the inception of the agreement, Bandwidth.Com, powered by Qwest, has delivered reliable service at a competitive rate. Bandwidth.Com has submitted a quote to provide upgraded service and a continuation of fixed monthly recurring rate for one additional year. All other terms and conditions of the Master Agreement will remain the same. Recommendation: I am recommending that the quote received from Bandwidth.Com, powered by Qwest, be addressed on March 15, 2011 agenda and be approved by the City Council with a new resolution to be adopted covering an additional twelve months of services. Fiscal Impact: This service was itemized and approved in the 2010/2011 operating budget. The fiscal impact is $44,186.00, excluding taxes and fees. If you need additional information, please let me know. CF:an C: Ali Nour Project Control - Bandwidth.Com Muro, Evangelina From: Muro, Evangelina Sent: Wednesday, March 23, 2011 8:55 AM To: Nour, Ali Cc: Yamaguchi, Willard Subject: Bandwidth Ali, Per our conversation this morning due to the changes needed to the agreement this matter will not be placed on the April 5th agenda. Please let me know if you have any questions. Thanks. -----Original Message----- From: Nour, Ali Sent: Tuesday, March 22, 2011 3:08 PM To: Muro, Evangelina Subject: Emailing: Bandwidth.com renewa12011F Eva, Here it is. Bandwidth.Com Thank you Ali The message is ready to be sent with the following file or link attachments: Bandwidth.com renewa12011F Note: To protect against computer viruses, e-mail programs may prevent sending or receiving certain types of file attachments. Check your e-mail security settings to determine how attachments are handled. 1 CITY ATTORNEY'S OFFICE INTER -DEPARTMENT MEMORANDUM DATE: March 3, 2011 TO: Carlos R. Fandino, Director of Light & Power FROM: Willard G. Yamaguchi, Interim City Attorney RE: Bandwidth.Com I have received and reviewed the Memorandum dated February 24, 2011, and the attachments thereto. The Agreement for Continuation and Upgrade of Dedicated Internet Access Services is approved as to form. WY:em Enclosures INTEROFFICE r�.Pt FEB 2 4 2011 MEMORANDIM ATTORNEY DEPT, Light & Power Department DATE: February 24, 2011 TO: Willard Yamaguchi, City Attorney _ FROM: Carlos Fandino, Director of Light & Power SUBJECT: Dedicated Internet Services Renewal and Service Upgrade— Bandwidth.Com The City Fiber Optic Internet Services has been receiving dedicated internet access services from Bandwidth.Com, powered by Qwest, since October 2005 pursuant to an agreement executed in August 2005 as stated in Resolution No. 8818. Bandwidth.Com is the city's one of the two upstream Internet service providers that delivers large Internet bandwidth circuits to our fiber optic Internet system. On May 19, 2008 the City Council adapted Resolution No. 9620 renewing the Master Agreement with Bandwidth.Com for one additional year; and on July 13, 2009, the City Council adapted Resolution No. 10,016 and renewed the Master Agreement for continuation of dedicated Internet access services for an additional year with fixed monthly pricing. The current service engagement with Bandwidth.Com has been on a month -to -month basis since October 2010. At this time we are interested in continuing the service for one additional 12 months period with a monthly fee of $3,657.00, excluding taxes and fees. The new one year term includes service upgrade in the form of speed increase. The size of the Internet "pipe" will be increased from 27 Mbps to 45 Mbps while the monthly fees will increase only $36.00. Bandwidth.Com has quoted a onetime service upgrade fee of $302.00 All other terms and conditions of the agreement will remain the same. Attached we have prepared a service renewal and upgrade agreement for your review and comment. Upon your consent, we would like you to place the item for March 15th, 2011 City Council Agenda. CF/an C: Ali Nour Document Control - Fiber Optic Bandwidth.Com DATE: February 24, 2011 n 2y V 1 vU oL TO: Carlos Fandino, Director of Light & Power FROM: Ali Nour, Engineering Manager SUBJECT: Internet Services - Bandwidth.Com Internet Services Annual Renewal and Upgrade The City's Fiber Optic Internet services has been receiving dedicated connection services to Internet from Bandwidth.com since October 2005 pursuant to an agreement executed on August 4, 2005 as stated in Resolution No. 8818. On July 13, 2009, the agreement was renewed for a twelve months period as stated in Resolution No. 10,016. Since completion of the twelve months term, the agreement is in a month -to -month basis subject to potential price increase. At this time we are seeking authorization to continue the service with Bandwidth.Com for an additional twelve (12) months period with fixed monthly pricing. The Internet speed delivery for the renewal will increase from 27 Mbps to 45 Mbps. The monthly fees will increase from $3,621.00 to $3,657.00 per month, excluding any applicable taxes. The speed change will require a onetime payment of $302.00 identified as non -recurring charges. All remaining terms of the agreement will stay the same. Upon City Council approval an annual Purchase Order will be prepared for an amount not to exceed $44,186, excluding taxes and fees to ensure funds are allocated for this service during the next 12 month period. If you need additional information, please let me know. ARN/ C: Document Control - Fiber Optic Bandwidth.com AGREEMENT FOR CONTINUATION AND UPGRADE OF DEDICATED INTERENT ACCESS SERVICES This Agreement for Continuation and Upgrade of Dedicated Internet Access Services (the "Agreement") is made as of , -------,, 2011 (the "Effective Date"), by and between the City of Vernon, a California charter city and municipal corporation (the "City") and Bandwidth.com, Inc., Powered by Qwest, (`Bandwidth.Com" together with City, the "Parties"). WHEREAS, the City and Bandwidth.com are parties to a written Service Agreement executed by the City on May 19, 2008, pursuant to which Bandwidth.Com provided the City with dedicated Internet access services at a monthly recurring rate for a service Term of one year; and WHEREAS, the City and Bandwidth.com are parties to a written Continuation Agreement executed by the City on July 13, 2009, under which Bandwidth.Com provided the City with dedicated internet access services at a fixed rate for a Service Term of one additional year; and WHEREAS, since the end of the renewal Agreement Term, Bandwidth.Com has been providing dedicated internet services on a month -to -month basis; and WHEREAS, the parties desire to enter into a twelve (12) month commitment under which Bandwidth.Com will continue to provide dedicated internet access upgraded services for a fixed monthly rate; and WHEREAS, the City is a public entity subject to certain laws requiring disclosure of public records to members of the public, and the Agreement between the Parties, and this Continuation and Upgrade Agreement, are records that are subject to those disclosure laws. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this continuation and Upgrade Agreement agree as follows: 1. Bandwidth.Com shall provide, in accordance with the terms of the Agreement, the Services described on Exhibit A, which are attached and incorporated by this reference, at the monthly recurring charge rates and new service speed upgrade to 45 Mega bits per second, commonly known as Full DS-3, described on Exhibit A, for a Service Term of twelve (12) months beginning the first month following the Effective Date. 2. The Parties agree that the Service Agreement and this Continuation and Upgrade Agreement may be disclosed to the public notwithstanding the original terms of the Agreement. This Section 2 shall not terminate or expire, and shall survive the expiration or earlier termination of this Continuation Agreement. 3. This Continuation and Upgrade Agreement is executed in duplicate originals, each of which is deemed to be for all purposes. 4. Arbitration and Venue. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. The arbitrator shall be a retired judge. All decisions of the arbitrator shall be in writing, and the arbitrator shall provide written reasons for their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles County. 5. The provision of this Continuation and Upgrade Agreement shall constitute the entire agreement of the parties with respect to the subject matter herein and shall supercede any other Agreement, understanding, or arrangement, whether written or oral, between the parties with respect to the subject matter hereof, provided, the Agreement shall continue in full force and effect except as modified by the terms of this Continuation and Upgrade Agreement. IN WITNESS WBEREOF, the parties have signed this Continuation and Upgrade Agreement as of the date stated in the introductory clause. City of Vernon M. Bandwidth.Com By: HILARIO GONZALES Name: Mayor Title: By: Name: Title: ATTEST: DATE: City Clerk APPROVED AS TO FORM: Willard Yamaguchi, Interim City Attorney EXHIBIT A Services and Rates AN DWI DT H..com Until: 2/17/2010 Service Address: 4305 Santa Fe Avenue Vernon, CA 90058 Service e • 45M Full DS3 45M Full DS3 (12 Month Term) - Qwest $3,657.00 $302.00 24 / 7 / 365 Support Proactive Monitoring and Support $0 $0 * Pricing subject to final approval Bandwidth.com Rep Contact: Steve Rehnborg National Account Manager (919)297-1084 - Direct Line srehnbor.gO-bandwidth.com