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R-09-08-13-10C1 - 8/13/2009RESOLUTION NO. R -09-08-13-10C1 WHEREAS, Chapter 791 of the Texas Government Code, V.T.C.A., authorizes local governments and agencies of the state to enter into agreements with one another to perform governmental functions and services, and WHEREAS, the City of Round Rock wishes to enter into a Specialized Service Agreement with the Texas Department of Information Resources to provide for a new internet port with expanded internet capabilities for the City, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Specialized Service Agreement with the Texas Department of Information Resources, a copy of said agreement being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 13th day of August, 2009. ALAN MCGRAW, Mayor City of Round Rock, Texas ATTEST: 4LNIAA. SARA L. WHITE, City Secretary 0:\vglonts\0112\0905\NICTNMIAR9081mc Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 This Specialized Service Agreement is authorized between the CITY OF ROUND ROCK, TEXAS and the Department of Information Resources (DIR) to provide One ATT Opt -e -man for 10Mb ATT Managed Internet Service (MIS) at from 221 E. Main St. Round Rock, TX 78664 and ATT Internet Point of Present (POP);. The term of this Specialized Service Agreement (SSA) is 36 months. The CITY OF ROUND ROCK, TEXAS and DIR intend this document to comply with the requirements of the interlocal Cooperation Act, Chapter 791, Texas Government Code. This agreement is contingent upon the continued availability of funding. If funds become unavailable through lack of appropriations, legislative budget cuts, amendment of the Appropriations Act, state agency consolidations, or any other disruption of current appropriations, this agreement shall terminate on the last date that funding is available. Changes to this specialized service agreement must be represented in writing and approved bv both parties prior to their effectiveness. 1. Order of precedence The documents related to the project addressed by this Specialized Service Agreement follow the order of precedence as shown below: A. Specialized Service Agreement DIR-SSA-040 2. Project Description Under this Specialized Service Agreement, DIR intends to provide the following services to the CITY OF ROUND ROCK, TEXAS: A. One ATT Opt -e -man between 221 E. Main St. Round Rock and the ATT Internet POP. 3. Project Implementation A. DIR responsibilities O DIR will order One Opt -e -man connection under AT&T Case Number 2009.278214 version 1 and 10Mb Managed ATT Internet Port, O DIR will invoice the CITY OF ROUND ROCK, TEXAS for 36 months • DIR's vendor AT&T will maintain the service B. The CITY OF ROUND ROCK, TEXAS Responsibilities * Follow the AT&T Caveats Provided in Schedule A and Schedule B * Provide name and contact Information to DIR for the CITY OF ROUND ROCK, TEXAS technical contact o The CITY OF ROUND ROCK, TEXAS must provide DIR with a written notice of intent to renew or terminate the Opt -e -man and Internet Port services no later than 90 days prior to its expiration • Timely execute acceptance documentation of the installation o Pay DIR invoices in full in accordance with 1 TAC Chapter 207 DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 1 EXHIBIT a "A" Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 C. Timeline • DIR and AT&T will use its best effort to install and test the Service to meet the CITY OF ROUND ROCK, TEXAS requested service date. There are no penalties to be assessed against DIR or AT&T associated with missing this date. 4. Billing and Payment A. DIR's first month's billing for ATT Opt -e -man connection will commence on the date provisioning is completed. Customer's sign off on the installation shall not delay the commencement of billing. Non-recurring charges, as set forth in Attachment A, shall appear on the first billing to Customer. B. DIR will cease billing for the fiber connections on the date disconnection Is completed after the 36 month term. C. In compliance with Title I, Chapter 207, Rule 207.5, of the Texas Administrative Code: customer's billing dispute timing and payment obligations shall track those found in the Prompt Payment Act, Chapter 2251, Texas Government Code. D. In the event that the Opt -e -man Service is terminated by the CITY OF ROUND ROCK, TEXAS prior to the end of the term of this agreement, the CITY OF ROUND ROCK, TEXAS agrees to pay DIR in full based on the number of months remaining on this SSA multiplied by DIR's last authorized monthly rate in effect at termination. 5 Pricing • See Attachment A. 6, Opt -a -man Requirements and Caveats o See Schedule A and Schedule B DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 2 Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 7. Termination A. Termination for Non -Appropriation. The CITY OF ROUND ROCK, TEXAS may terminate this agreement If funds sufficient to pay its obligations under the agreement are not appropriated by the City Council, on behalf of the City of Round Rock, Texas. In the event of non -appropriation, DIR will be provided no less than ten (10) calendar days written notice of intent to terminate. Notwithstanding the foregoing, if the CITY OF ROUND ROCK has accepted delivery of the product or services, it is obligated to pay for the product or services up to the effective date of the non -appropriation period. B, Termination for Default. Either DIR or the CITY OF ROUND ROCK, TEXAS may issue a written notice of default to the other upon the occurrence of a material breach of any covenant, warranty or provision of the agreement. The non -defaulting party shall give the defaulting party thirty (30) calendar days from receipt of notice to cure said default. If the defaulting party fails to cure said default within the timeframe allowed, the non -defaulting party may, at its option and In addition to any other remedies it may have available, cancel and terminate the agreement. C, Termination for Convenience. DIR or the CITY OF ROUND ROCK, TEXAS may terminate the agreement, in whole or in part, by giving the other party thirty (30) calendar days written notice. In the event the CITY OF ROUND ROCK, TEXAS terminates for convenience prior to the full tern of the agreement, it shall be responsible to pay all early termination charges that apply as of the early termination date. D, Special Termination Language. Attachment B hereto contains additional language related to termination, which is incorporated herein for all purposes. 8. Force Majeure DIR or the CITY OF ROUND ROCK, TEXAS may be excused from performance under the agreement for any period when performance Is prevented as the result of an act of God, strike, war, civil disturbance, epidemic, or court order, provided that the party experiencing the event of Force Majeure has prudently and promptly acted to take any and all steps that are within the party's control to ensure performance and to shorten the duration of the event of Force Majeure. The patty suffering an event of Force Majeure shall provide notice of the event to the other party when commercially reasonable. Subject to this provision, such non-performance shall not be deemed a default or a ground for termination. 9. Certifications A. This agreement has been duly authorized by the governing body of the CITY OF ROUND ROCK, TEXAS; B. Both parties certify they are authorized to enter into this agreement pursuant to their respective governing statutes andfor charters. DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 3 Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALlZED SERVICE AGREEMENT DIR-SSA-040 This agreement shall be effective as of the date of the last party to sign. SSA Approvect CUSTOMER: CITY OF ROUND ROCK, TEXAS DEPARTMENT OF INFORMATION RESOURCES BY: BY: NAME: Alan McGraw, Mayor City of Round Rock NAME: Cindy Reed TITLE: Deputy Executive Director -Operations And Statewide Technology Sourcing DATE: DATE: LEGAL: UR -SSA -040 — DIR and The City of Round Rock, TEXAS 4 Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DI R -SSA -040 Attachment A Service Description -Service ComponentslUSOC Quantity New Quantity Existing Price Opt -e -man Opt -e -man Basic Connect 10/100MVP9FEX 1 o 5568.12 Opt•e-man CIR Speed 10Mb (Bronze)/R6EBB 1 o 5588.12 ATT MIS ATT MIS 10Mb Manage (ATT provided router) 1 0 5490.08 Total MRC 52,166.32 Total NRC Opt -e -man ATT Opt -e -man Installation 1 0 50.00 'ATT Is waiving the Opt -e -man installation on this 36 Months agreement LOCATION (street address and Common Language Location Identifier (CLLI) code and/or City) 221 E. Main, Round Rock DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 5 Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 ATTACHMENT B Additional Termination Language as Between AT&T and City of Round Rock TERMINATION BEFORE EXPIRATION OF PRICING SCHEDULE TERM OR MINIMUM PAYMENT PERIOD (E.G., TERMINATION FOR CONVENIENCE1 7.1 If Customer cancels Service(s), in whole or In part, for any reason other than default by AT&T, or AT&T terminates for Customer's default, prior to Cutover, the Customer must reimburse AT&T for all expenses incurred in processing this Pricing Schedule and installing the required equipment and facilities completed up to the date of cancellation, and termination liability as provided in this section below shall not apply. 7.2 if Customer terminates a Service or Service Component, in whole or In part, for any reason other than default by AT&T, or AT&T terminates for Customer's default, on or after the Term Start Date but before the scheduled completion of the Pricing Schedule Term or Minimum Payment Period applicable to such Service or Service Component, Customer shall pay a termination liability of an amount equal to (a) all unpaid non-recurring charges (excluding non-recurring charges that were waived or incorporated Into the monthly recurring rates), (b) fifty percent (50%) of the monthly recurring charges rate for the terminated Service or Service Component as set forth in this Pricing Schedule, multiplied by the number of months remaining in the Minimum Payment Period applicable to such Service or Service Component at the time of termination, and (c) any unpaid applicable special construction liabilities and/or any customer premise custom fiber build liabilities. 7.3 Unless otherwise stated herein, Service(s) provided under this Pricing Schedule must remain at the location(s) at which the Service(s) are installed for the entire Pricing Schedule Term or the Minimum Payment Period applicable to such Service(s). If Customer fails to maintain the Service(s) provided under this Pricing Schedule at the locations required under the preceding sentence for any reason other than default by AT&T, Customer shall be liable for termination charges calculated in the manner specified in this Section. DIR-SSA-040 DIR and The City of Round Rock, TEXAS 8 Schedule A-DIR-SSA-040 OPT -E -MAN Caveats Caveats - All Caveats should be shared with the customer. Caveats 1. Customer hand-offs for OPT -E -MAN — Should the customer decide to change interface types prior to/during installation of the service, the network design will need to be reviewed by NSS to ensure Network Terminating Equipment installation (NTE). This could delay service turn -up as it may result in a change in the type of NTE to which the customer will be connecting. The Account Team would be required to resubmit the customer locations and service requirements to NSS for review and/or redesign. 2. Equipment— Should any changes to the customer locations or service requirements occur during the design and implementation process, this would invalidate the network design agreed upon between SBC and the customer. The Account Team would be required to resubmit the customer locations and service requirements to NSS for redesign. 3. Distance limitation — The customer may need to address signal regeneration beyond the demarcation. Demarcations will be implemented consistent with the regional MPOE and Demarcation rules. See the following table for signaling limits from the SBC NTE, which will be at some point behind the demarcation. Circuit Speed Cable type Overall Limit 100 Mb UTP electrical (CAT5e or better) 90 M 1000 -SX 50u Multi -Mode Fiber 550M SCHEDULE B AT&T CUSTOMER REQUIREMENTS WORKSHEET AND 1MF,MOR A WHIM OF UNDF,RSTANDING FOR (WT -F -MAN® nnd CSMF, THE FOLLOWING LIST OF REQUIREMENTS MUST BE FULLY MET BEFORE THE INSTALLATION PROCESS OF ANY AT&T OPT -E -MAN EQUIPMENT WILL BEGIN. THESE REQUIREMENTS SHALL BE COMPLETE 30 DAYS PRIOR TO EQUIPMENT PLACEMENT OR AS MUTUALLY AGREED DATE ON OR BEFORE El 1) Space Requirement: Cisco WS -3550 -24 -SMI or WS -3550-12G will be placed in an AT&T or customer provided 19" or 23" bay or cabinet. Customer provided racks/cabinets require approval and evaluation by AT&T Common Systems staff. Requests should be sent to the respective Product Manager using the form entitled, "Application for Non -Standard Installation: Customer Provided Rack or Cabinet". Custorrer Provided Rack Requests to install mixed AT&T services require approval and evaluation by AT&T Common Systems staff. Requests should be sent to the respective Product Manager using the form entitled, "Application for Non -Standard Installation: Mixed AT&T Network Services Equipment". Mixed Services OSHA requires a minimum of 36" to the front and rear of the bay/cabinet. The bay/cabinet has to be securely mounted and earthquake braced by bolting to the floor. SPECIAL POLICY FOR MIXED DEPLOYMENT of Gi2aMAN/FibreMAN/DecaMAN and OPT- E-MAN1/CSME: AT&T supports the needs of our customers to maximize their floor / rack space. In cases where the customer requests to deploy equipment for the above services in the same rack, such requests shall be allowed (without Sales submitting the Mixed Services Request Form) with the following caveats: Local engineer (with sales/customer concurrence) confirms *Power supply for each device is adequate and not in conflict *Since the 3550-12 is AC powered, the cord must be physically separated from all signal cabling in the relay rack *Anticipated growth for each service will not exceed current equipment capacity, or if exceeded, will not trigger additional AT&T / customer investment that would not have been necessary had we deployed the services separately •No power protection ("battery back-up) is required for this equipment now or in the future This policy is not applicable for installations involving a Nortel 0M5200 at customer premises. 2) Power Rep uirements: Cisco WS -3550 -24 -SMI or WS -3550-12G, the customer must provide a 100Volt 15 amp outlet (preferably dedicated) to each 3550 installed on the premises. This receptacle has to be located within 6' of the Cisco equipment. 3) Fiber Termination: There are currently (2) options available for Fiber Termination 1 C 2006. All rights reserved. 1/19/06 #1) Rack mounted in an AT&T or customer provided 19" or 23" aluminum or steel relay rack. #2) Wall mounted on a customer provided 4'x 4' x 3/4" plywood backboard. Ea 3550 WALL MOUNT CUST PREP v11.ppt 7 4) Demarcation Selection: There are currently (2) options available for circuit demarcation. ("Hand-off Point") #1) Rack mounted in an AT&T or customer provided 23" or 19" aluminum or steel relay rack. #2) Wall mounted on a customer provided 4'x 4' x3/4" plywood backboard. 5) Supporting Structure: (must meet National Electric Code Standards) may be either a cable rack or a metallic EMT conduit. 6) Grounding Requirements: Relay racks/cabinets must be grounded by placing an exposed #6 or larger grounding wire to the building's ground source. This ground wire will be attached to the closest ground rod (earth ground) or building bus bar available and run to the OPT -E -MAN® location in the room. In addition, the 110V, 15 amp AC outlet must be 3 prong and properly grounded. 7) Environment (OPT -E -Man location): The customer shall provide a safe, secure, dust -free environment, where the room temperature will not exceed 100 degrees. This location should be free of any major EFI/RFI fields. The OPT -E -MAN® equipment cannot be closer than 3' from any primary source of power. If the equipment is being placed during a period of new or scheduled construction, the Fiber Engineer from AT&T will determine if the location is suitable for installation after his initial site inspection. The engineer will determine at the time of the final inspection, prior to the actual placement of the equipment, if the room is ready for the installation to begin. If the room is not ready, the customer will be notified of the unsatisfactory items to correct. 8) Conduit/Path (property line to Minimum Point of Entry/MPOE): All conduits on the building's property are "subscriber conduit" and are the responsibility of the property owner to maintain and repair. If the conduit is blocked when AT&T tries to place new cable, all work will stop until the property owner makes the necessary repairs. The project will be on a "customer hold status" until the conduit is repaired and the engineer has been notified that the repairs are complete. AT&T shall place inner duct/fiber liner within this section. 9) Conduit/Path (fiber termination to OPT -E -Man location): AT&T requires the OPT -E -MAN® to be placed in the MPOE. If there is no space in the MPOE, or if the customer requests that the switch be placed in their suite, the customer will assume the responsibility of providing the path from the MPOE to that location. The customer shall provide conduit (min. 2" EMT) and hard plastic corrugated inner duct with pull rope through which the fiber will be placed. The size of the conduit will be dependent on the future growth of the customer. Any more than 300' or 2 - 90 degree turns in the path will require a pull box (12"x12"X18" minimum). 10) General Requirement: Provide the following information for the AT&T Technicians: #1) Contact name and telephone number at building where install is scheduled. 2 C 2006. All rights reserved. 1/19/06 #2) Any asbestos or hazardous materials present in work area. #3) Any noise or time restrictions. #4) Building access information such as parking, unloading zones, elevators and route to work area. Environment It is expected that the customer will provide a safe work environment and that all customer requirements have previously been met (AT&T Engineers will provide building requirements.) If for some reason customer requirements can't be met, Siebel Systems would notify AT&T so that they are able to reschedule resources. The installation of the equipment currently scheduled would need to be rescheduled. Assumptions Complete and correct service orders will be issued in a timely manner to allow downstream work groups adequate time to complete their work. Room ready requirements will be complete by agreed date. Customer will be prepared and have appropriate staff designated to test and accept service on due dates. 1E1 Custormr Responsitility MAC Address Limitations for OPT-E-MANI) If the customer connects to the OPT -E -MAN® network using a bridge or switch for Layer 2 connectivity, a total of 50 MAC addresses can be utilized per Layer 2 device, per port. Any additional MAC addresses will be assessed an additional charge, with a limit of 100 MAC addresses total per port. MAC Address Limitations for CSME If the customer connects to the CSME network using a bridge or switch for Layer 2 connectivity, a total of 150 MAC addresses can be utilized per Layer 2 device, per port. Any additional MAC addresses will be assessed an additional charge, with a limit of 200 MAC addresses total per port. The engineer and the customer will agree to a date for the expected completion of any required customer - site preparation work. The customer understands that any delays in completing their room ready or providing a path will result in delays in AT&T's ability to fulfill their service request. The undersigned customer or representative understands and agrees to provide all the above listed requirements for AT&T prior to the installation process. Customer /Representative AT&T Engineer Date Date (Signed and Dated by Engineer after room has passed all final inspections/requirements) 3 © 2006. All rights reserved. 1/19/06 a -Mt AT&T SOA Reference No. DIR Contract No. DIR-SDD-826 APPENDIX C AT&T Managed Internet Service End User Services Agreement END USER Legal Name ("End User") AT&T Corp. (or enter AT&T signing entity) ("AT&T") AT&T Sales Contact Name Primary Contact AT&T Corp. END USER Address AT&T Corp. Address and Contact AT&T Sales Contact Information 55 Corporate Drive Bridgewater, New Jersey 08807 Attn: AT&T Internet Service Contract Management Email: mastAatt.com Telephone: Fax: Email: Sales/ Branch Manager: Sales Strata (if applicable): Sales Region: url: http://ma.kweb.att.com' Fax: 908-325-0222 END USER Contact AT&T Address and Contact (if signing entity other than AT&T Corp.) AT&T Authorized Agent Information (if applicable) Primary Contact Name / Title: Telephone: Fax: Email: END USER Account Number or Master Account Number: Name: Company Name: Telephone: Fax: Email: Agent Code: AT&T Branch Contract Contact Information AT&T Branch Contract Contact Information (continued) FMM, Contract Specialist or CPM Name: Address: Telephone: Email: This End User Services Agreement ("EUSA") and its schedules are part of the DIR/ Services Contract (for purposes hereof, "the Contract" between AT&T and End User and the Texas DePartment of Information Resources). v.04.21.03 AT&T Managed Internet Service Page 1 of 5 atsct AT&T SOA Reference No. DIR Contract No. DIR-SDD-TMP-826 AT&T Managed Internet Service End User Services Agreement In the event of a conflict among terms, the order of descending priority shall be this End User Services Agreement, the Contract, and the applicable AT&T Service Guide. AGREED: AGREED: END USER: AT&T Corp. By: By: (Authorized Signature) (Authorized Signature) (Typed or Printed Name) (Typed or Printed Name) (Title) (Title) (Date) (Date) AGREED: AGREED: Texas Department of Information Resources (DIR): By: (Authorized Signature) (Typed or Printed Name) (Title) (Date) Legal: v.04.21.03 AT&T Managed Internet Service Page 2 of 5 AT&T Managed Internet Service End User Services Agreement 1. SERVICE A. AT&T will provide the following Services to End User under this EUSA: • AT&T Managed Internet Service The service descriptions and other provisions relating to the Service will be as set forth in this EUSA, the Contract (including the Exhibits thereto), and the appropriate sections of the Service Guide. B. End User may not resell the Service or any Service Components to third parties without AT&T's prior written consent. 2. DEFINITIONS Capitalized terms used but not defined in this EUSA are defined elsewhere in the contract. A. "AT&T CPE" means equipment provided under this EUSA by AT&T or its suppliers and located on End User's premises. B. "Effective Date" is the date on which the last party signs this EUSA. C. "Equipment" means "AT&T CPE". D. "Initial Service Period" for each Service Component is the Service Period stated on the pricing schedule (corresponding to Appendix D of the Contract) that is affixed to this EUSA. E. "Scheduled Service Activation Date" for each Service Component is the date scheduled by AT&T for such Service Component to be activated. F. "Service" means collectively all of the Service Components End User orders or makes use of under this EUSA, as more fully described in the Service Guide. G. "Service Activation Date" for a Service Component, except as specified below, means the date the Service Component is activated, as more fully described in the Service Guide. H. "Service Component" refers to the individual portions of the Service ordered pursuant to this EUSA, as these components are more fully described in the Service Guide. I. "Service Guide" consists of the standard AT&T service descriptions, pricing and other provisions, as revised by AT&T from time to time, relating to Service offered under this EUSA. The Service Guide is located at http://www.att.com/abs/serviceguide or at such other address as AT&T may specify by posting or email notice. J. "Service Period" for each Service Component consists of the Initial Service Period for such Service Component and all applicable Renewal Periods for such Service Component (as described in Section 3.B.). 3. TERM, RENEWALS, AND BILLING A. All Service Components have an Initial Service Period of one year. B. If Contract No. DIR-SDD-826 is extended, the End User's shall have the option to extend this EUSA for one additional consecutive 1 -year term, not to ever be for a period longer than one year beyond the Contract termination/expiration date. In the event an option is available to exercise, the End User shall provide AT&T with written notice of its intent to extend at v.04.21.03 least thirty (30) days before the last day of the applicable Initial Service Period or Renewal Period and such notice will be effective thirty (30) days after AT&T receives such notice. C. Unless otherwise specified on the pricing schedule, billing for any Service Component will begin on the Service Activation Date of the Service. However, if by End User's actions or omissions the Service Activation Date for a Service Component does not occur by the Scheduled Service Activation Date, billing will begin on the day after the Scheduled Service Activation Date for such Service. 4. TERMINATION A. End User may terminate this EUSA and/or any Service Component during the initial Service Period, or during any subsequent Renewal Period, by giving AT&T at least thirty (30) days' prior written notice and payment of any applicable Termination Charges set forth in this Attachment. B. AT&T may discontinue providing the Service to the public (including End User), upon 12 months written notice, or a Service Component, upon 120 days written notice. C. AT&T may terminate this EUSA immediately upon written notice if End User does not order a Service Component within ninety (90) days of the Effective Date of this EUSA. D. If End User fails to rectify a violation of AT&T's Acceptable Use Policy (the "AUP") within thirty (30) days after receiving notice thereof from AT&T, then AT&T may terminate this EUSA or suspend Service, except that Service may be suspended without notice (i) in response to a court order or government demand, or (ii) if AT&T determines, in its reasonable discretion, that the violation is likely to cause AT&T to be in violation of law or expose AT&T to irreparable harm or cause harm to the integrity or normal operation of AT&T's network or AT&T's ability to provide services to other customers. E. End Users may issue a written notice of default to AT&T upon the occurrence of a material breach of any covenant, warranty or provision of this End User Services Agreement. End User shall give AT&T thirty (30) days from receipt of notice to cure said default. If AT&T fails to cure said default within the timeframe allowed, (which may be longer than thirty (30) days if the defaulting party is proceeding diligently to cure the breach), the End User may, at its option and in addition to any other remedies it may have available, cancel and terminate this End User Services Agreement. In exercising its rights under this provision, End Users agree to use DIR, without creating liability for DIR, to communicate all required notices to AT&T. AT&T agrees to hold DIR harmless in fulfilling its role as communicator of notices under this provision. F. This End User Service Agreement may be terminated if funds sufficient to pay obligations hereunder are not appropriated by the legislative body on behalf of local governments or by the Texas Legislature on behalf of state agencies. In the event of non -appropriation, AT&T shall be provided thirty (30) days written notice from DIR, on behalf of the End User, of the intent to terminate. G. Except in the instances of termination under subparagraph E and F above for which no termination fees shall apply, upon termination of this EUSA and/or any Service Component by End User or AT&T under this Section 4, or by AT&T under the Contract, End User will be responsible with respect to each AT&T Managed Internet Service Page 3 of 5 terminated Service Component for payment of all charges incurred as of the effective date of termination, and except in the case of termination by AT&T pursuant to Section 4.B. of this EUSA, payment of the following Termination Charges: (i) all access facilities termination charges, as may be applicable under the terms and conditions of the Contract for access services, and (ii) a termination fee equal to 100% of the scheduled payments for each non -Local Access Service Component, for each of the months remaining in the initial term of twelve (12) months. 5. RESPONSIBILITIES OF THE PARTIES A. End User agrees to be bound by and shall assure that Users comply with the AUP. The AUP details the types of End User and User activities that are prohibited. The AUP may be revised from time to time, and is available for review at: http://www.ipservices.att.com/policy.html, or at such other address as AT&T may specify by posting or email notice. If End User wishes to be notified of any modifications to the AUP, End User may visit such address and subscribe to the AUP modification notification service. B. Except for IP addresses expressly registered in End User's name, all IP addresses, AT&T -based domain names and telephone numbers shall remain, at all times, property of AT&T and shall be nontransferable and End User shall have no right to use such IP addresses upon termination or expiration of this EUSA. C. AT&T will use reasonable commercial efforts in providing the Service. However, AT&T does not guarantee network security, or the integrity of any data which is sent, backed up, stored or subject to load balancing or that AT&T security procedures will prevent the loss of, alteration of, or improper access to, End User data and information. Except as set forth in the Service Guide, AT&T will not provide support directly to, or in interface with, any User. 6. LOCAL ACCESS Pricing for local access from AT&T shall be provided at the pricing set forth in Appendix D of the Contract. End User is responsible for obtaining Local Access. "Local Access" refers to the connection between the End User premises and the nearest AT&T point of presence and is required for the Service. End User may choose to have AT&T provide the Local Access or to have the Local Access provided by another carrier. Local Access provided by AT&T under this EUSA may be used only for the Service. AT&T will not manage Local Access provided by another carrier, and AT&T will not be responsible for the availability of such Local Access. End User will not be able to use the Service if Local Access is unavailable. 7. EQUIPMENT AND SOFTWARE A. If AT&T installs AT&T CPE on End User's premises for the purpose of enabling AT&T to provide the Service to End User, End User will have no right, title or interest in such AT&T CPE. End User shall keep the AT&T CPE free from all liens, charges, and encumbrances. End User is liable for damage to or loss of AT&T CPE (including damage or loss caused by force majeure events) except to the extent caused by AT&T or its suppliers. B. All Third Party Software provided under this EUSA is provided on an "AS IS" basis, except that AT&T will pass through to End User any warranties available from its Third Party Software suppliers, to the extent that AT&T is permitted to do so under its contracts with those suppliers. End User must refer to the following URL regarding associated software licensing provisions: http://stage.business.att.com/acs/software license.doc. In addition, no maintenance, repair or other support is provided for Third Party Software, except as expressly stated in the Service Guide or the terms and conditions provided with the Third Party Software, respectively. 8. DOMAIN NAME SYSTEM SERVICES a. End User may, from time to time, request AT&T to host End User's IP addresses or domain names, in accordance with the terms and conditions set forth herein and at the following web site, which site may be revised from time to time: https://mis-att.bus.att.com/mys/dns res terms.html. B. Except for the actual domain names expressly registered in End User's name, all IP addresses, AT&T -based domain names and telephone numbers shall remain, at all times, property of AT&T and shall be non -transferable and End User shall have no right to use, and shall release to AT&T, such IP addresses upon termination or expiration of this EUSA. C. End User is responsible for registration of its domain names and payment of any domain name registration fees. 9. PRICING A. The pricing for the Service as ordered by End User, which shall be consistent with the prices set forth in Appendix D to the DIR Contract No. DIR-SDD-826, is shown on the attached Pricing Schedule, and is fixed for the Service Period. B. The pricing for AT&T -provided Local Access, if applicable, is based among other things on the installation location selected by End User and may change if the End User selected installation location changes. Local Access charges do not include any required local access special construction costs, special build -out costs or other costs incurred by AT&T in connection with the local access loop. All such costs, if any, shall be End User's responsibility. 10. RESPONSIBILITIES OF DIR A. Billing. DIR is the billing agent on behalf of AT&T for the ISP Services ordered under this EUSA. DIR shall bill End User at the applicable Effective Rates set forth in Appendix D to DIR Contract No. DIR-SDD826. End User shall pay in full the invoices or interagency voucher received from DIR within thirty (30) days of receipt, without set off, counterclaim or reduction. Section 771.008, Government Code, applies to interagency payments under this EUSA. The parties expressly agree that Chapter 2251, Government Code, will be used to govern payments and disputes for political subdivision -End Users. End Users acknowledge and agree that DIR shall retain a portion of funds received for its costs. In accordance with Chapter 2251, Government Code, DIR shall pay AT&T for the Services rendered to the End User under this End User Services Agreement calculated at the Wholesale Rates, as defined in DIR Contract No. DIR-SDD-826. AT&T agrees to look solely to DIR for payments of sums due it under this EUSA. DIR shall be obligated to make timely payment of all invoices irrespective of whether or not DIR receives payment from the End User. y.04.21.03 AT&T Managed Internet Service Page 4 of 5 B. DIR Not Responsible for End User Performance. Except as expressly set forth in this EUSA, DIR is not responsible for the End User's performance or failure to perform under this EUSA. Except as set forth in subparagraphs 4 E and 4F hereof ( wherein DIR provides notices to AT&T on behalf of End Users), neither AT&T nor End User shall look to DIR to enforce any provision of this EUSA except as related to DIR's billing duties set forth herein. Should DIR become an End User, it shall be responsible for its performance of the applicable End User covenants in this EUSA. v.04.21.03 AT&T Managed Internet Service Page 5 of 5 DATE: August 7, 2009 SUBJECT: City Council Meeting — August 13, 2009 ITEM: 10C1. Consider a resolution authorizing the Mayor to execute a Specialized Service Agreement with the Texas Department of Information Resources to upgrade AT&T fiber optic internet. Department: Staff Person: Justification: Information Technology Heath Douglas, IT Infrastructure Manager This service agreement provides for a new internet port with expanded internet capabilities for the entire city organization. A single internet circuit services all city facilities except the Police Department. Since the city last expanded that circuit three years ago, the organization has greatly increased its use of and need for internet capability — in terms of file transfer, video, and other data and information exchange within the organization and to our citizens. At present, this circuit is regularly being utilized at its maximum capacity, resulting in extremely slow internet speeds citywide. The solution to this organization -wide problem is improved infrastructure, which this service agreement provides. Under the terms of the agreement, AT&T will install a 10 MB -per -second, fiber -based internet circuit that is scalable by a factor of ten as the city continues to grow. The result will be a slightly more than tripling of current capacity. Funding: Cost: Source of funds: $2,166.32 per month; 3 -year total: $77,987.52 General and Utility funds Outside Resources: None Background Information: Internet circuits can be rated based on a download rate per -second basis. The City's current internet circuit has a 3 MB -per -second capacity, and the new circuit will provide a 10MB-per-second download capability. Public Comment: None PY' Texa's Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 This Specialized Service Agreement is authorized between the CITY OF ROUND ROCK, TEXAS and the Department of Information Resources (DIR) to provide One ATT Opt -e -man for 10Mb ATT Managed Internet Service (MIS) at from 221 E. Main St. Round Rock, TX 78664 and ATT Internet Point of Present (POP);. The term of this Specialized Service Agreement (SSA) is 36 months. The CITY OF ROUND ROCK, TEXAS and DIR intend this document to comply with the requirements of the Interlocal Cooperation Act, Chapter 791, Texas Government Code. This agreement is contingent upon the continued availability of funding. If funds become unavailable through lack of appropriations, legislative budget cuts, amendment of the Appropriations Act, state agency consolidations, or any other disruption of current appropriations, this agreement shall terminate on the last date that funding is available. Changes to this specialized service agreement must be represented in writing and approved by both parties prior to their effectiveness. 1. Order of precedence The documents related to the project addressed by this Specialized Service Agreement follow the order of precedence as shown below: A. Specialized Service Agreement DIR-SSA-040 2, Project Description Under this Specialized Service Agreement, DIR Intends to provide the following services to the CITY OF ROUND ROCK, TEXAS: A. One ATT Opt -e -man between 221 E. Main St. Round Rock and the ATT Internet POP. 3. Project Implementation A. DIR responsibilities • DIR will order One Opt -e -man connection under AT&T Case Number 2009.278214 version 1 and 10Mb Managed ATT Internet Port. • DIR will invoice the CITY OF ROUND ROCK, TEXAS for 36 months • DIR's vendor AT&T will maintain the service B. The CITY OF ROUND ROCK, TEXAS Responsibilities • Follow the AT&T Caveats Provided in Schedule A and Schedule B • Provide name and contact Information to DIR for the CITY OF ROUND ROCK, TEXAS technical contact • The CITY OF ROUND ROCK, TEXAS must provide DIR with a written notice of intent to renew or terminate the Opt -e -man and Internet Port services no later than 90 days prior to its expiration • Timely execute acceptance documentation of the installation • Pay DIR invoices In full in accordance with 1 TAC Chapter 207 DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 1 fa- 041 -Og• ( I dz.I Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 C. Timeline • DIR and AT&T will use its best effort to install and test the SonoIce to meet the CITY OF ROUND ROCK, TEXAS requested service date. There are no penalties to be assessed against DIR or AT&T associated with missing this date. 4. Billing and Payment A. DIR's first month's billing for ATT Opt -e -man connection will commence on the date provisioning is completed. Customer's sign off on the installation shall not delay the commencement of billing. Non-recurring charges, as set forth in Attachment A, shall appear on the first billing to Customer. B. DIR will cease billing for the fiber connections on the date disconnection is completed after the 36 month term. C. In compliance with Title I, Chapter 207, Rule 207.5, of the Texas Administrative Code: customer's billing dispute timing and payment obligations shall track those found in the Prompt Payment Act, Chapter 2251, Texas Government Code. D. In the event that the Opt -e -man Service is terminated by the CITY OF ROUND ROCK, TEXAS prior to the end of the term of this agreement, the CITY OF ROUND ROCK, TEXAS agrees to pay DIR in full based on the number of months remaining on this SSA multiplied by DIR's last authorized monthly rate in effect at termination. 5 Pricing • See Attachment A. 6. Opt -e -man Requirements and Caveats • See Schedule A and Schedule B DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 2 Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 7. Termination A. Termination for Non -Appropriation. The CITY OF ROUND ROCK, TEXAS may terminate this agreement if funds sufficient to pay its obligations under the agreement are not appropriated by the City Council, on behalf of the City of Round Rock, Texas. In the event of non -appropriation, DIR will be provided no less than ten (10) calendar days written notice of intent to terminate. Notwithstanding the foregoing, if the CITY OF ROUND ROCK has accepted delivery of the product or services, it is obligated to pay for the product or services up to the effective date of the non -appropriation period. B. Termination for Default. Either DIR or the CITY OF ROUND ROCK, TEXAS may issue a written notice of default to the other upon the occurrence of a material breach of any covenant, warranty or provision of the agreement. The non -defaulting party shall give the defaulting party thirty (30) calendar days from receipt of notice to cure said default. If the defaulting party fails to cure said default within the timeframe allowed, the non -defaulting party may, at its option and In addition to any other remedies it may have available, cancel and terminate the agreement. C. Termination for Convenience. DIR or the CITY OF ROUND ROCK, TEXAS may terminate the agreement, in whole or in part, by giving the other party thirty (30) calendar days written notice. In the event the CITY OF ROUND ROCK, TEXAS terminates for convenience prior to the full term of the agreement, it shall be responsible to pay all early termination charges that apply as of the early termination date. D, Special Termination Language. Attachment B hereto contains additional language related to termination, which Is incorporated herein for all purposes. 8. Force Majeure DIR or the CITY OF ROUND ROCK, TEXAS may be excused from performance under the agreement for any period when performance Is prevented as the result of an act of God, strike, war, civil disturbance, epidemic, or court order, provided that the party experiencing the event of Force Majeure has prudently and promptly acted to take any and all steps that are within the party's control to ensure performance and to shorten the duration of the event of Force Majeure. The party suffering an event of Force Majeure shall provide notice of the event to the other party when commercially reasonable. Subject to this provision, such non-performance shall not be deemed a default or a ground for termination. 9. Certifications A. This agreement has been duly authorized by the governing body of the CITY OF ROUND ROCK, TEXAS; B. Both parties certify they are authorized to enter into this agreement pursuant to their respective governing statutes and/or charters. DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 3 Texas Department of Information Resources The City of Round Rock. TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 This agreement shall be effective as of the date of the last party to sign, SSA Approved CUSTOMER: CITY OF ROUND ROCK, TEXAS DEPARTMENT OF INFORMATION RESOURCES BY: NAME: Alan McGraw, Mayor City of Round Rock DATE: PWIVAik 12)15 BY: NAME: Cindy Reed TITLE: Deputy Executive Director -Operations And Statewide Technology Sourcing DATE: LEGAL: DIR-SSA-040 DIR and The City of Round Rock, TEXAS 4 Texas Department of information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 Attachment A LOCATION (street address and Common Language Location Identifier (Cal) code and/or City) 221 E. Main, Round Rock Price $588,12 $588.12 5990.08 52,168.32 $0.00 D1R-SSA-040 DIR and The City of Round Rock, TEXAS 5 Service Description -Service Components/WOG Quantity New Quantity Existing Opt-e-rnan Opt -e -man Basic Connect 10/100Mb/P9FEX 1 0 Opt -e -man C1R Speed 10Mb (Bronze)IR6E8B 1 0 ATT MIS ATT MIS 10Mb Manage (ATI* provided router) 1 0 Total MRC Total NRC Opt -e -man •ATT ATT Opt -e -man Installation 1 0 Is waiving the Opt -e -man installation on this 36 Months agreement LOCATION (street address and Common Language Location Identifier (Cal) code and/or City) 221 E. Main, Round Rock Price $588,12 $588.12 5990.08 52,168.32 $0.00 D1R-SSA-040 DIR and The City of Round Rock, TEXAS 5 Texas Department of Information Resources The City of Round Rock, TEXAS SPECIALIZED SERVICE AGREEMENT DIR-SSA-040 ATTACHMENT B Additional Termination Language as Between AT&T and City of Round Rock TERMINATION BEFORE EXPIRATION OF PRICING SCHEDULE TERM OR MINIMUM PAYMENT PERIOD (E.G., TERMINATION FOR CONVENIENCE) 7.1 If Customer cancels Service(s), in whole or In part, for any reason other than default by AT&T, or AT&T terminates for Customer's default, prior to Cutover, the Customer must reimburse AT&T for all expenses incurred in processing this Pricing Schedule and installing the required equipment and facilities completed up to the date of cancellation, and termination liability as provided in this section below shall not apply. 7.2 If Customer terminates a Service or Service Component, in whole or In part, for any reason other than default by AT&T, or AT&T terminates for Customers default, on or after the Term Start Date but before the scheduled completion of the Pricing Schedule Term or Minimum Payment Period applicable to such Service or Service Component, Customer shall pay a termination liability of an amount equal to (a) all unpaid non-recurring charges (excluding non-recurring charges that were waived or Incorporated into the monthly recurring rates), (b) fifty percent (50%) of the monthly recurring charges rate for the terminated Service or Service Component as set forth in this Pricing Schedule, multiplied by the number of months remaining in the Minimum Payment Period applicable to such Service or Service Component at the time of termination, and (c) any unpaid applicable special construction liabilities and/or any customer premise custom fiber build liabilities. 7.3 Unless otherwise stated herein, Service(s) provided under this Pricing Schedule must remain at the location(s) at which the Service(s) are installed for the entire Pricing Schedule Term or the Minimum Payment Period applicable to such Service(s). If Customer fails to maintain the Service(s) provided under this Pricing Schedule at the locations required under the preceding sentence for any reason other than default by AT&T, Customer shall be liable for termination charges calculated in the manner specified in this Section. DIR-SSA-040 — DIR and The City of Round Rock, TEXAS 6 Schedule A-DIR-SSA-040 OPT -E -MAN Caveats Caveats - AH Caveats should be shared with the customer. Caveats 1. Customer hand-offs for OPT -E -MAN — Should the customer decide to change interface types prior to/during installation of the service, the network design will need to be reviewed by NSS to ensure Network Terminating Equipment installation (NTE). This could delay service turn -up as it may result in a change in the type of NTE to which the customer will be connecting. The Account Team would be required to resubmit the customer locations and service requirements to NSS for review and/or redesign. 2. Equipment — Should any changes to the customer locations or service requirements occur during the design and implementation process, thisl.vould invalidate the network design agreed upon between SBC and the customer. The Account Team would be required to resubmit the customer locations and service requirements to NSS for redesign. Distance limitation — The customer may need to address signal regeneration beyond the demarcation. Demarcations will be implemented consistent with the regional MPOE and Demarcation rules. See the following table for signaling limits from the SBC NTE, which will be at some point behind the demarcation. Circuit Speed Cable type Overall Limit 100 Mb UTP electrical (CAT5e or better) 90 M 1000 -SX 50u Multi -Mode Fiber 550M SCHEDULE B AT&T CUSTOMER REQUIREMENTS WORKSHEET AND MFMOR A NM TM OF TNTWR IIN_G FOR OPT -F -M AN® and USW. THE FOLLOWING LIST OF REQUIREMENTS MUST BE FULLY MET BEFORE THE INSTALLATION PROCESS OF ANY AT&T OPT -E -MAN EQUIPMENT WILL BEGIN. THESE REQUIREMENTS SHALL BE COMPLETE 30 DAYS PRIOR TO EQUIPMENT PLACEMENT OR AS MUTUALLY AGREED DATE ON OR BEFORE 1) Space Requirement: Cisco WS -3550 -24 -SMI or WS -3550-12G will be placed in an AT&T or customer provided 19" or 23" bay or cabinet. Customer provided racks/cabinets require approval and evaluation by AT&T Common Systems staff. Requests should be sent to the respective Product Manager using the form entitled, "Application for Non -Standard Installation: Customer Provided Rack or Cabinet". Customer Provided Rack Requests to install mixed AT&T services require approval and evaluation by AT&T Common Systems staff. Requests should be sent to the respective Product Manager using the form entitled, "Application for Non -Standard Installation: Mixed AT&T Network Services Equipment". Ll Mixed Services OSHA requires a minimum of 36" to the front and rear of the bay/cabinet. The bay/cabinet has to be securely mounted and earthquake braced by bolting to the floor. SPECIAL POLICY FOR MIXED DEPLOYMENT of Gi2aMAN/FibreMAN/DecaMAN and OPT- E-MAN1/CSME: AT&T supports the needs of our customers to maximize their floor / rack space. In cases where the customer requests to deploy equipment for the above services in the same rack, such requests shall be allowed (without Sales submitting the Mixed Services Request Form) with the following caveats: Local engineer (with sales/customer concurrence) confirms *Power supply for each device is adequate and not in conflict •Since the 3550-12 is AC powered, the cord must be physically separated from all signal cabling in the relay rack •Anticipated growth for each service will not exceed current equipment capacity, or if exceeded, will not trigger additional AT&T / customer investment that would not have been necessary had we deployed the services separately •No power protection ("battery back-up) is required for this equipment now or in the future This policy is not applicable for installations involving a Norte! 0M5200 at customer premises. ri2) Power Requirements: Cisco WS -3550 -24 -SMI or WS -3550-12G, the customer must provide a 100Volt 15 amp outlet (preferably dedicated) to each 3550 installed on the premises. This receptacle has to be located within 6' of the Cisco equipment. n3) Fiber Termination: There are currently (2) options available for Fiber Termination 1 CO 2006. All rights reserved. 1/19/06 #1) Rack mounted in an AT&T or customer provided 19" or 23" aluminum or steel relay rack. #2) Wall mounted on a customer provided 4'x 4' x 3/4" plywood backboard. 3550 WALL MOUNT CUST PREP v11. ppt 4) Demarcation Selection: There are currently (2) options available for circuit demarcation. ("Hand-off Point") #1) Rack mounted in an AT&T or customer provided 23" or 19" aluminum or steel relay rack. #2) Wall mounted on a customer provided 4'x 4' x3/4" plywood backboard. n5) Supporting Structure: (must meet National Electric Code Standards) may be either a cable rack or a metallic EMT conduit. 6) Grounding Requirements: Relay racks/cabinets must be grounded by placing an exposed #6 or larger grounding wire to the building's ground source. This ground wire will be attached to the closest ground rod (earth ground) or building bus bar available and run to the OPT -E -MAN® location in the room. In addition, the 110V, 15 amp AC outlet must be 3 prong and properly grounded. 7) Environment (OPT -E -Man location): The customer shall provide a safe, secure, dust -free environment, where the room temperature will not exceed 100 degrees. This location should be free of any major EFI/RFI fields. The OPT -E -MAN® equipment cannot be closer than 3' from any primary source of power. If the equipment is being placed during a period of new or scheduled construction, the Fiber Engineer from AT&T will determine if the location is suitable for installation after his initial site inspection. The engineer will determine at the time of the final inspection, prior to the actual placement of the equipment, if the room is ready for the installation to begin. If the room is not ready, the customer will be notified of the unsatisfactory items to correct. i18) Conduit/Path (property line to Minimum Point of Entry/MPOE): All conduits on the building's property are "subscriber conduit" and are the responsibility of the property owner to maintain and repair. If the conduit is blocked when AT&T tries to place new cable, all work will stop until the property owner makes the necessary repairs. The project will be on a "customer hold status" until the conduit is repaired and the engineer has been notified that the repairs are complete. AT&T shall place inner duct/fiber liner within this section. 9) Conduit/Path (fiber termination to OPT -E -Man location): AT&T requires the OPT -E -MAN® to be placed in the MPOE. If there is no space in the MPOE, or if the customer requests that the switch be placed in their suite, the customer will assume the responsibility of providing the path from the MPOE to that location. The customer shall provide conduit (min. 2" EMT) and hard plastic corrugated inner duct with pull rope through which the fiber will be placed. The size of the conduit will be dependent on the future growth of the customer. Any more than 300' or 2 - 90 degree turns in the path will require a pull box (12"x12"X18" minimum). n10) General Requirement: Provide the following information for the AT&T Technicians: #1) Contact name and telephone number at building where install is scheduled. 2 2006. All rights reserved. 1/19/06 #2) Any asbestos or hazardous materials present in work area. #3) Any noise or time restrictions. #4) Building access information such as parking, unloading zones, elevators and route to work area. Environment It is expected that the customer will provide a safe work environment and that all customer requirements have previously been met (AT&T Engineers will provide building requirements.) If for some reason customer requirements can't be met, Siebel Systems would notify AT&T so that they are able to reschedule resources. The installation of the equipment currently scheduled would need to be rescheduled. Assumptions Complete and correct service orders will be issued in a timely manner to allow downstream work groups adequate time to complete their work. Room ready requirements will be complete by agreed date. Customer will be prepared and have appropriate staff designated to test and accept service on due dates. Customer Responsibility MAC Address Limitations for OPT-E-MANe If the customer connects to the OPT -E -MAN® network using a bridge or switch for Layer 2 connectivity, a total of 50 MAC addresses can be utilized per Layer 2 device, per port. Any additional MAC addresses will be assessed an additional charge, with a limit of 100 MAC addresses total per port. MAC Address Limitations for CSME If the customer connects to the CSME network using a bridge or switch for Layer 2 connectivity, a total of 150 MAC addresses can be utilized per Layer 2 device, per port. Any additional MAC addresses will be assessed an additional charge, with a limit of 200 MAC addresses total per port. The engineer and the customer will agree to a date for the expected completion of any required customer - site preparation work. The customer understands that any delays in completing their room ready or providing a path will result in delays in AT&T's ability to fulfill their service request. The undersigned customer or representative understands and agrees to provide all the above listed requirements for AT&T prior to the installation process. Customer /Representative AT&T Engineer (Signed and Dated by Engineer after room has passed all final inspections/requirements) Date Date 3 0 2006. All rights reserved. 1/19/06 atsit FY' AT&T SOA Reference No. DIR Contract No. DIR-SDD-826 APPENDIX C AT&T Managed Internet Service End User Services Agreement END USER Legal Name ("End User") AT&T Corp. (or enter AT&T signing entity) ("AT&T") AT&T Sales Contact Name Primary Contact AT&T Corp. END USER Address AT&T Corp. Address and Contact AT&T Sales Contact Information 55 Corporate Drive Bridgewater, New Jersey 08807 Attn: AT&T Internet Service Contract Management Email: mast@att.com Telephone: Fax: Email: Sales/ Branch Manager: Sales Strata (if applicable): Sales Region: url: http://ma.kweb.att.com' Fax: 908-325-0222 END USER Contact AT&T Address and Contact (if signing entity other than AT&T Corp.) AT&T Authorized Agent Information (if applicable) Primary Contact Name / Title: Telephone: Fax: Email: END USER Account Number or Master Account Number: Name: Company Name: Telephone: Fax: Email: Agent Code: AT&T Branch Contract Contact Information AT&T Branch Contract Contact Information (continued) FMM, Contract Specialist or CPM Name: Address: Telephone: Email: This End User Services Agreement ("EUSA") and its schedules are part of the DM/ Services Contract (for purposes hereof, "the Contract" between AT&T and End User and the Texas Department of Information Resources). v.04.21.03 V-- 6'1- 00v 0,--10(...1 AT&T Managed Internet Service Page 1 of 5 atsit AT&T SOA Reference No. DIR Contract No. DIR-SDD-TMP-826 AT&T Managed Internet Service End User Services Agreement In the event of a conflict among terms, the order of descending priority shall be this End User Services Agreement, the Contract, and the applicable AT&T Service Guide. AGREED: END USER& By: (Authorized Signature) ti4-teif (Typed or Printe Name) KAAVth,- (Title) g 6.13. 01 (Date) AGREED: Texas Department of Information Resources (DIR): By: (Authorized Signature) (Typed or Printed Name) (Title) (Date) Legal: v.04.21.03 AGREED: AT&T Corp. By: (Authorized Signature) (Typed or Printed Name) (Title) (Date) AGREED: AT&T Managed Internet Service Page 2 of 5 AT&T Managed Internet Service End User Services Agreement 1. SERVICE A. AT&T will provide the following Services to End User under this EUSA: • AT&T Managed Internet Service The service descriptions and other provisions relating to the Service will be as set forth in this EUSA, the Contract (including the Exhibits thereto), and the appropriate sections of the Service Guide. B. End User may not resell the Service or any Service Components to third parties without AT&T's prior writ -ten consent. 2. DEFINITIONS Capitalized terms used but not defined in this EUSA are defined elsewhere in the contract. A. "AT&T CPE" means equipment provided under this EUSA by AT&T or its suppliers and located on End User's premises. B. "Effective Date" is the date on which the last party signs this EUSA. C. "Equipment" means "AT&T CPE". D. "Initial Service Period" for each Service Component is the Service Period stated on the pricing schedule (corresponding to Appendix D of the Contract) that is affixed to this EUSA. E. "Scheduled Service Activation Date" for each Service Component is the date scheduled by AT&T for such Service Component to be activated. F. "Service" means collectively all of the Service Components End User orders or makes use of under this EUSA, as more fully described in the Service Guide. G. "Service Activation Date" for a Service Component, except as specified below, means the date the Service Component is activated, as more fully described in the Service Guide. H. "Service Component" refers to the individual portions of the Service ordered pursuant to this EUSA, as these components are more fully described in the Service Guide. I. "Service Guide" consists of the standard AT&T service descriptions, pricing and other provisions, as revised by AT&T from time to time, relating to Service offered under this EUSA. The Service Guide is located at http://www.att.com/abs/serviceguide or at such other address as AT&T may specify by posting or email notice. J. "Service Period" for each Service Component consists of the Initial Service Period for such Service Component and all applicable Renewal Periods for such Service Component (as described in Section 3.B.). 3. TERM, RENEWALS, AND BILLING A. All Service Components have an Initial Service Period of one year. B. If Contract No. DIR-SDD-826 is extended, the End User's shall have the option to extend this EUSA for one additional consecutive I -year term, not to ever be for a period longer than one year beyond the Contract termination/expiration date. In the event an option is available to exercise, the End User shall provide AT&T with written notice of its intent to extend at v.04.21.03 least thirty (30) days before the last day of the applicable Initial Service Period or Renewal Period and such notice will be effective thirty (30) days after AT&T receives such notice. C. Unless otherwise specified on the pricing schedule, billing for any Service Component will begin on the Service Activation Date of the Service. However, if by End User's actions or omissions the Service Activation Date for a Service Component does not occur by the Scheduled Service Activation Date, billing will begin on the day after the Scheduled Service Activation Date for such Service. 4. TERMINATION A. End User may terminate this EUSA and/or any Service Component during the initial Service Period, or during any subsequent Renewal Period, by giving AT&T at least thirty (30) days' prior written notice and payment of any applicable Termination Charges set forth in this Attachment. 13. AT&T may discontinue providing the Service to the public (including End User), upon 12 months written notice, or a Service Component, upon 120 days written notice. C. AT&T may terminate this EUSA immediately upon written notice if End User does not order a Service Component within ninety (90) days of the Effective Date of this EUSA. D. If End User fails to rectify a violation of AT&T's Acceptable Use Policy (the "AUP") within thirty (30) days after receiving notice thereof from AT&T, then AT&T may terminate this EUSA or suspend Service, except that Service may be suspended without notice (i) in response to a court order or govemment demand, or (ii) if AT&T determines, in its reasonable discretion, that the violation is likely to cause AT&T to be in violation of law or expose AT&T to irreparable harm or cause harm to the integrity or normal operation of AT&T's network or AT&T's ability to provide services to other customers. E. End Users may issue a written notice of default to AT&T upon the occurrence of a material breach of any covenant, warranty or provision of this End User Services Agreement. End User shall give AT&T thirty (30) days from receipt of notice to cure said default. If AT&T fails to cure said default within the timeframe allowed, (which may be longer than thirty (30) days if the defaulting party is proceeding diligently to cure the breach), the End User may, at its option and in addition to any other remedies it may have available, cancel and terminate this End User Services Agreement. In exercising its rights under this provision, End Users agree to use DIR, without creating liability for DIR, to communicate all required notices to AT&T. AT&T agrees to hold DIR harmless in fulfilling its role as communicator of notices under this provision. F. This End User Service Agreement may be terminated if funds sufficient to pay obligations hereunder are not appropriated by the legislative body on behalf of local governments or by the Texas Legislature on behalf of state agencies. In the event of non -appropriation, AT&T shall be provided thirty (30) days written notice from DIR, on behalf of the End User, of the intent to terminate. G. Except in the instances of termination under subparagraph E and F above for which no termination fees shall apply, upon termination of this EUSA and/or any Service Component by End User or AT&T under this Section 4, or by AT&T under the Contract, End User will be responsible with respect to each AT&T Managed Internet Service Page 3 of 5 terminated Service Component for payment of all charges incurred as of the effective date of termination, and except in the case of termination by AT&T pursuant to Section 4.B. of this EUSA, payment of the following Termination Charges: (i) all access facilities termination charges, as may be applicable under the terms and conditions of the Contract for access services, and (ii) a termination fee equal to 100% of the scheduled payments for each non -Local Access Service Component, for each of the months remaining in the initial term of twelve (12) months. 5. RESPONSIBILITIES OF THE PARTIES A. End User agrees to be bound by and shall assure that Users comply with the AUP. The AUP details the types of End User and User activities that are prohibited. The AUP may be revised from time to time, and is available for review at: http://www.ipservices.att.com/rolicy.html, or at such other address as AT&T may specify by posting or email notice. If End User wishes to be notified of any modifications to the AUP, End User may visit such address and subscribe to the AUP modification notification service. B. Except for IP addresses expressly registered in End User's name, _all IP addresses, AT&T -based domain names and telephone numbers shall remain, at all times, property of AT&T and shall be nontransferable and End User shall have no right to use such IP addresses upon termination or expiration of this EUSA. C. AT&T will use reasonable commercial efforts in providing the Service. However, AT&T does not guarantee network security, or the integrity of any data which is sent, backed up, stored or subject to load balancing or that AT&T security procedures will prevent the loss of, alteration of, or improper access to, End User data and information. Except as set forth in the Service Guide, AT&T will not provide support directly to, or in interface with, any User. 6. LOCAL ACCESS Pricing for local access from AT&T shall be provided at the pricing set forth in Appendix D of the Contract. End User is responsible for obtaining Local Access. "Local Access" refers to the connection between the End User premises and the nearest AT&T point of presence and is required for the Service. End User may choose to have AT&T provide the Local Access or to have the Local Access provided by another carrier. Local Access provided by AT&T under this EUSA may be used only for the Service. AT&T will not manage Local Access provided by another carrier, and AT&T will not be responsible for the availability of such Local Access. End User will not be able to use the Service if Local Access is unavailable. 7. EQUIPMENT AND SOFTWARE A. If AT&T installs AT&T CPE on End User's premises for the purpose of enabling AT&T to provide the Service to End User, End User will have no right, title or interest in such AT&T CPE. End User shall keep the AT&T CPE free from all liens, charges, and encumbrances. End User is liable for damage to or loss of AT&T CPE (including damage or loss caused by force majeure events) except to the extent caused by AT&T or its suppliers. B. All Third Party Software provided under this EUSA is provided on an "AS IS" basis, except that AT&T will pass through to End User any warranties available from its Third Party Software suppliers, to the extent that AT&T is permitted to do so under its contracts with those suppliers. End User must refer to the following URL regarding associated software licensing provisions: http://stage.business.att.com/acs/software license.doc. In addition, no maintenance, repair or other support is provided for Third Party Software, except as expressly stated in the Service Guide or the terms and conditions provided with the Third Party Software, respectively. 8. DOMAIN NAME SYSTEM SERVICES a. End User may, from time to time, request AT&T to host End User's IP addresses or domain names, in accordance with the terms and conditions set forth herein and at the following web site, which site may be revised from time to time: https://mis-att.bus.att.com/mvs/dns res terrns.html. B. Except for the actual domain names expressly registered in End User's name, all IP addresses, AT&T -based domain names and telephone numbers shall remain, at all times, property of AT&T and shall be non -transferable and End User shall have no right to use, and shall release to AT&T, such IP addresses upon termination or expiration of this EUSA. C. End User is responsible for registration of its domain names and payment of any domain name registration fees. 9. PRICING A. The pricing for the Service as ordered by End User, which shall be consistent with the prices set forth in Appendix D to the DIR Contract No. DIR-SDD-826, is shown on the attached Pricing Schedule, and is fixed for the Service Period. B. The pricing for AT&T -provided Local Access, if applicable, is based among other things on the installation location selected by End User and may change if the End User selected installation location changes. Local Access charges do not include any required local access special construction costs, special build -out costs OT other costs incurred by AT&T in connection with the local access loop. All such costs, if any, shall be End User's responsibility. 10. RESPONSIBILITIES OF DIR A. Billing. DIR is the billing agent on behalf of AT&T for the ISP Services ordered under this EUSA. DIR shall bill End User at the applicable Effective Rates set forth in Appendix D to DIR Contract No. DIR-SDD826. End User shall pay in full the invoices or interagency voucher received from DIR within thirty (30) days of receipt, without set off, counterclaim or reduction. Section 771.008, Govemment Code, applies to interagency payments under this EUSA. The parties expressly agree that Chapter 2251, Government Code, will be used to govern payments and disputes for political subdivision -End Users. End Users acknowledge and agree that DIR shall retain a portion of funds received for its costs. In accordance with Chapter 2251, Government Code, DIR shall pay AT&T for the Services rendered to the End User under this End User Services Agreement calculated at the Wholesale Rates, as defined in DIR Contract No. DIR-SDD-826. AT&T agrees to look solely to DIR for payments of sums due it under this EUSA. DIR shall be obligated to make timely payment of all invoices irrespective of whether or not DIR receives payment from the End User. v.04.21.03 AT&T Managed Internet Service Page 4 of 5 B. DIR Not Responsible for End User Performance. Except as expressly set forth in this EUSA, DIR is not responsible for the End User's performance or failure to perform under this EUSA. Except as set forth in subparagraphs 4 E and 4F hereof ( wherein DIR provides notices to AT&T on behalf of End Users), neither AT&T nor End User shall look to DIR to enforce any provision of this EUSA except as related to DIR's billing duties set forth herein. Should DIR become an End User, it shall be responsible for its performance of the applicable End User covenants in this EUSA. v.04.21.03 AT&T Managed Internet Service Page 5 of 5