Loading...
HomeMy WebLinkAboutC-5527 - Voice, Data and Integrated Service Level Agreement (SLA)ADDENDUM TO TELECOMMUNICATIONS ACCOUNT AGREEMENT This Addendum to Telecommunications Account Agreement ("Addendum") is made as of the 10th day of May 2013, by and between U.S. TelePacific Corp., a California 1 corporation, dba, TelePacific Communications, 515 S. Flower Street, 47th Floor, Los Angeles, CA 90071-2201 ("TelePacific") and City of Newport Beach, a California municipal corporation and charter city, with offices at 100 Civic Center Drive, Newport Beach, CA 92660 ("Customer"). 1. Based on the volume of Services purchased by Customer and the competitive conditions in the marketplace for telecommunications services, TelePacific hereby agrees to provide Services to Customer for a three (3) year Term for eleven (11) Service Locations subject to the Terms and Conditions as modified by this Addendum as set forth below. The eleven (11) Service Locations with related Services and pricing are listed in Exhibit A attached hereto and incorporated herein by this reference. 2. Said Exhibit A is in lieu of eleven (11) separate Service Agreements and by signing this Addendum, Customer is agreeing, as if signing eleven (11) separate Service Agreements, to purchase the Services listed in Exhibit A for the Term under the terms of the Agreement. All of the other provisions of the Agreement shall remain in full force and effect. U.S. TelePacific Corp., a California corporation y:az Name: C'+;Fj r ti i Ely Title: s,*% p� APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: % By: Aar(n . Harp City Attorneyfiz ..► City of Newport Beach, a California municipal corporation and charter city By: Name: _Dave Kiff Title: —City Manager ATTEST: Date: 1. )0. 1`3 By: o L ;. by�, Leilani I. Brown City Clerk `1 s x w 00 O V) V) L!) L!) Ln n O O O O V1 n L) r Ln to Lr) n O 00 M V) N Ln (n ZT (n d' V O N c.i O , V > , O m O- U a O Z O Z O Z O Z O Z O Z O Z O Z O Z O Z O Z p r— V i4 �� ' N .� .T+ .T. Y Y_ vgo Z� Z c m c Z m m m m m m 0 m f OU r U U C C C C C z U C z U N O W 0 Z 0 Z 0 Z o Z m y } 0 Z 0 Z 0 Z 0 Z > -c d m > d > O > O O O d = Z LL o O U7 2 O U 3 M M co Cl) Z N Z CD Z N Z N Z N Z N Z N Z N Z N Z N Z N (1) N N N N N N N N N O O O O O O O O O O O c a a a a a a a a o. a n n n a a E E E E E E E E E E 0 0� 0 0 0 0 0 0 0 0 0 0 a to ri m co m M CO CO M CO I M co m (D Lo N M m M (O (D O O u) N M (O O 00 fl- O N O N O N O N O N O N O N co N O N O N O N N rn m m m m 0 rn rn m 0) m w :: Q Q Q Q Q Q Q Q Q Q Q M U U U U U U U U U U U O t O t O L m 0 O t 0 r 0 L co m p L 0 L w 3 m 3 m 3 m° 3 m 3 m 3 m 3 m E- 3 m 3 m Q 0) 0) Z m lz (D 00) m N Z m O 75 U 0 0 0 z m 0 0 IZ CO 0 0 z m IZ N 0 m O 0 10 0 0 0 z m O O IZ m p Q (D �9 > p > L (n> 'a r N N m m OI `y V1 O Q o c .� W w = O Z O Q rO U N O m V N T ro b M n M C N "O O C (D } 16 U d O U m N U ) "O N U y 7 ti U m C r O m U_ 'O 3 O p } 41 Z co C C C N CO N N T = "O O ca R m L �p co ,�. J 7 m ti .E N 2 U) CO Cn U 0) O E E 7 O C N "6 N 7 0 o m O w m w U J UI LL. LL. ILL m 2 ILO sl Cl) M M M M M M M M V _M O _M O N 0 co 0 CO 0 Cl) 0 M 0 Cl) 0 M 0 M 0 Cl) 0 Cl) 0 CO 0 O c) 0 00 0 0) 0 o 0o r W m o m m m m M o M 0 N w r M m (o to (o (o m m m rl- r - Q N N N N N N N N N N N N N N N N N N N N N N Ei a L W of VI V1 V1 O O VI l0 t(1 11) O M o N In Ill In Ul r Y o V o V r d' r C In 111 r V w C In O N r OC; o ;m O N .0... O O O O O O O O O O O O v i Z z z Z Z Z Z Z Z Z z r- } Y i.G +• c � ri�llI -Yi IFS an llili z o .- o z o v w o �- ° m c m 2 m m 2 ` m c z O w m e z o p }�ti�' z?kd\ i�. O O O O y z z z z } } z z z z } b w > > > > o O o 42 NK V Ou3 w Z Z Z Z Z Z Z Z Z Z Z ° 0 O O O O O O O O O O E E E E E E E: E E E of ci m ci ai m m ci ci c'i o Ip m m o In m o d N N N N N N N N N N N :N` m m m rn m rn m rn m m rn d a 0, n .0 ° o °u' ,o a n� a� a� og ncsi �. 3 m N v 3 m a1 m 3 m.2 N m _ O m 3 m m m 3 m w m 3 m N w 3 m w 0 O m N m m m ;._.FJI Z m Z m Z m O Z m Z m m Z m U O Z m Z m � v d a w _ a m m m m U d 2 m n Q 3 ? Y o c m w o° ° 2 o In' 3 g i o z ° w U � m c w m U U O' 0 0 0 w m ap1i m O'. N W :9 N N J O m E L N w p.. J: U lL LL LL m CJ `L N C m m M m_ m_ m_ M m m M M V O' N O I N N N N N N N N N N O m O m O m O m O m O m O M O M O m O m O a of of dl o cb o m m co °m N° T1010parific No credit allowance for service interruptions will be made under the following circumstances: • Interruptions caused by the negligence of the customer. • Interruptions of a service due to the failure of equipment or systems provided by the customer or others. • Interruptions of a service during any period in which TelePacific does not have access to the premises where the service is located. • Interruptions of a service when the customer has released the service to TelePacific for maintenance purposes, to make rearrangements or for the implementation of an order for a change in the service during the time period that was negotiated with the customer prior to the release of that service. • Interruptions of service that are planned service interruptions. A planned service interruption is a service interruption that is required to facilitate network maintenance or upgrades. TelePacific shall use reasonable efforts to notify the customer one week in advance when a planned service interruption is scheduled to take place. In the event an emergency should arise, TelePacific will attempt to notify the customer of a planned service interruption as far in advance as possible • Interruptions of service when the customer elects not to release the service for testing and /or repair and continues to use it on an impaired basis. • Interruptions caused by or related to labor difficulties, governmental orders, civil commotions, acts of terrorism, criminal actions taken against TelePacific, acts of God and other circumstances beyond TelePacific's reasonable control. • Interruptions of service during periods of temporary discontinuance of service as specified in TelePacific's applicable tariffs. 020409 Page 1 of 2 TelePacific Communications -Voice, Data and Integrated Service Level Agreement (SLA) 1. General TelePacific Communications is committed to providing its customers with the highest quality voice, integrated and data services. As a result, TelePacific will guarantee network service levels, for the following categories, if applicable to services purchased: Network Availability Guarantee, Mean Time to Repair (MTTR) Guarantee, Latency Guarantee, Packet Loss Guarantee and Jitter Guarantee. These guarantees apply to those services that utilize TelePacific's network 1 of T1, DS3 and Ethernet based services for its voice, integrated and /or data including those services described in Section l 3 below. For integrated services the SLA will only apply to the service affected by the impairment. 1 r--. TelePacific service is interrupted when it becomes unusable to the Customer because of failure of the TelePacific network \� or facility component used to provide service under this agreement. An interruption period begins when an inoperative service is reported to TelePacific and the service is released for testing and repair and ends when the service is operative. 2. Service Credit Claim Procedure and Limitations The customer must initiate the service credit claim within 45 business days after the end of the month during or for which the event occurred. TelePacific will take all measures it deems appropriate to investigate reported failures. In no event shall the combined credits for the guarantees listed above, separately or combined with any other service credit claims against TelePacific, exceed in any month the total monthly recurring charge owed by the customer for the service in that month. No more than one service credit allowance shall be provided to a customer for an outage or interruption in service from a single or the same occurrence. No credit allowance for service interruptions will be made under the following circumstances: • Interruptions caused by the negligence of the customer. • Interruptions of a service due to the failure of equipment or systems provided by the customer or others. • Interruptions of a service during any period in which TelePacific does not have access to the premises where the service is located. • Interruptions of a service when the customer has released the service to TelePacific for maintenance purposes, to make rearrangements or for the implementation of an order for a change in the service during the time period that was negotiated with the customer prior to the release of that service. • Interruptions of service that are planned service interruptions. A planned service interruption is a service interruption that is required to facilitate network maintenance or upgrades. TelePacific shall use reasonable efforts to notify the customer one week in advance when a planned service interruption is scheduled to take place. In the event an emergency should arise, TelePacific will attempt to notify the customer of a planned service interruption as far in advance as possible • Interruptions of service when the customer elects not to release the service for testing and /or repair and continues to use it on an impaired basis. • Interruptions caused by or related to labor difficulties, governmental orders, civil commotions, acts of terrorism, criminal actions taken against TelePacific, acts of God and other circumstances beyond TelePacific's reasonable control. • Interruptions of service during periods of temporary discontinuance of service as specified in TelePacific's applicable tariffs. 020409 Page 1 of 2 f IIT.Y M[ VfT dir44$ 3. Guarantees for Voice, Integrated and Data T1, DS3 and Ethernet Services SLA Voice Integrated On net Data OneNet Extended Roach Services Business SmartVoice, Internet T1, Extended Lines, PRI, OnePac, Fractional Reach — SuperTrunk Flex. Mpower Internet TI, lower 48 Office Bonded TI, states. DS3, Ethernet International OneNet IP SLAs vary. VPN Dedicated Internet Access, and Mpower Connect Demarc TPAC network or facility component used to provide service Network 99.999% Availability TelePacific Core Network Time Interval Calendar Month Remedy _ <4 hours $0 > =4 hours 1130d' MRC for each hour exceedin 4 hours MTTR 4 hours Local Access Circuit Remedy <4 hours $0 > =4 hours 1130h MRC for each hour exceedinq 4 hours Latency 60 ms 60 ms 120 ms Time Interval Month Calendar Calendar Month Month Remedy 1/30 MRC 1130th MRC 1134th MRC per tms per 1ms per 1 ms above 60ms above 60ms above 120ms averse averse avers e Packet Loss <1% <=I% < -1% Time Interval Month Calendar Calendar Month Month Remedy 1130th MRC 1 /30th MRC 1 /30th MRC per lms per 1% above per 1% above 1% 1% above 1% Jitter ONet ONet services only services only COS i COS i < =5ms < =7ms COS 2 < =7 COS 2 < =14 ms r Time Interval Calendar Calendar Month I Month Remedy 113e MRC 113r MRC for each 2ms for each 2ms above SLA above SLA for one Class for one Class of Service of Service v120409 Page 2 of 2 — Toio ;�c�a e Terms and Conditions Page O of 6 - _._- ..._ ............. _._ - -- a,x .w rrurrn rraus 1. General (a) These Terms and Conditions are part of the Telecommunications Account Agreement (referred to as "Agreement ") between Customer (referred to as "you" and "your ") and U.S. TelePacific Corp. and/or its affiliated companies (collectively referred to as "we ", "us" and "our "). Services are offered to you by us either under Tariffs (documents which list services, prices and other terms and conditions) filed with the Federal Communications Commission (FCC) and state regulatory agencies having jurisdiction over the Services ( "Tariffed Services'), or on a non - Tariffed basis. Tariffs are available online at www,telepacific.com. All services provided under this Agreement are collectively referred to as the "Services." in the event that the rates, terms and conditions in this Agreement conflict at any time with those set forth in our federal and/or state Tariffs applicable to the Services, the rates, terms and conditions of the Tariffs shall control. The rates, terms and conditions of Tariffed Services may change, subject to the approval of the applicable regulatory agency. If the Tariffs for any Services are cancelled as a result of regulatory action during the term of this Agreement, we will publish a Price List and related terms and conditions on our website (www.telepacific.com) which will become part of this Agreement. (b) We may increase the rates in this Agreement for non - Tariffed Services to pass through any price increases imposed on us by the providers of the underlying facilities used to provide the Services or, in the case of long distance services, by our wholesale providers of such services. We may also change the rates, terms and conditions applicable to non- Tariffed Services by giving you at least 30 days prior written notice. If we materially change the rates, terms and conditions applicable to any of our non - Tariffed Services except for pass - through rate increases, you may cancel the affected Services provided you notify us in writing, if you cancel any of the Services due to such material changes, you will only be liable for the charges for those cancelled Service(s) incurred up to and including the date of termination. (c) Under certain conditions, you may request that installation of Services be expedited by agreeing to pay an Expedite Fee. No projected date for expedited installation is guaranteed. Payment of the Expedite Fee only earns an advanced priority for your installation process and installation is not entirely in our control. (d) We reserve the right to provide Services to you via our choice of technology and to change the manner in which we deliver Services at any time in our sole discretion provided the functionality of the Service provided remains unaffected by the change. 2. Term, Billing, and Payment (a) Effective Date. This Agreement is effective when it has been signed by both parties. Upon approval, we will begin as soon as practicable the installation, connection and testing of the lines and /or equipment necessary to provide the Services. If you have renewed Services ( °Service Renewal ") for a new term, (`Renewal Term "), the Effective Date of the Renewal Term is the date of the first invoice after the Service Renewal is entered into our billing system. (b) Term. The initial term of this Agreement ('Initial Term ") will begin the date we provide notice to you that the Services are available for your use. This Agreement will continue in effect for the entire Term chosen on the Service Agreement and for any subsequent Renewal Term. The chosen term will automatically renew for successive Renewal Terms of one (1) year each thereafter, unless terminated as provided in Section 4 of this Agreement. However, you may renew Services for a Renewal Term prior to the completion of the Initial Term. You may order additional services at the existing service location, subject to our acceptance, under this Agreement. Services for additional Service Locations may also be ordered, subject to our acceptance, under this Agreement. The initial term for additional Services ordered for additional Service Locations will begin the date we provide notice to you that the services are available for your use, will continue in effect for the entire Term specified on the Service Agreement for the additional Services and shall automatically renew for successive periods of one (1) year each after the end of the Initial Term of the additional Services (each successive period being a Renewal Term for those additional Services), unless terminated as provided in Section 4 of this Agreement. The Terms and Conditions of this Agreement shall extend automatically, following termination, to cover the remaining V100111 Terms and Conditions _ Pa e 2 of 6 k �.:..�p" rY C MMLNIiX SlO N8 Term of any additional Services provided. See Section 4 of this Agreement for additional terms and conditions applicable to terminations and Renewal Terms, including the rates during Renewal Terms. (c) Billing. We will begin invoicing you for the Services after giving you notice that the Services are available for your use and will continue invoicing you on a monthly basis until the Agreement is terminated. We will bill monthly recurring charges in advance and usage charges after the usage occurs. You are responsible for all sales, gross receipts, use, excise, and other federal, state and local taxes, charges and assessments based on your use of the Services, which will be separately listed on each invoice along with any fees or surcharges applicable to the Services. (d) Payment. Invoices are due and payable upon presentation, and become past due after the Pay By Date printed on the invoice. if you have a bona fide dispute with any of the amounts on the invoice ( "Disputed Amount'), you shall pay all amounts not in dispute by the Pay By Date and provide us with a written request for a billing adjustment, together with all supporting documentation. If we agree to adjust all or a portion of the Disputed Amount, you will not be obligated to pay a late payment charge on the adjusted amount. If you fail to pay all non - Disputed charges on our invoice by the Pay By Date, we may impose a late payment charge of 1.5% per month or the maximum rate allowed by law, whichever Is less, on the unpaid balance until the amount is paid. An additional charge will apply to each returned check. 3. Your Obligations (a) Our Property. Any equipment installed at your premises by us or shipped to you by TelePacific or our authorized third party vendor remains our personal property, and nothing contained in this Agreement shall give or convey to you any right, title or interest in such equipment. You agree not to interfere with or damage the equipment and you agree to reimburse us for any loss or damage that is caused by your intentional or negligent acts or by the intentional or negligent acts of your agents, employees, authorized users or representatives. You will allow us to promptly remove the equipment from your premises or you will promptly return the equipment to us upon termination of the Services for which the equipment was used. (b) Building Access. You shall obtain all necessary approvals, applicable permits and/or use fees to be attained, if any, for full access by us prior to installation of Service and while Service is provided. (c) Responsibility for Message Content. You are solely responsible for all content that you make available on or through our Services. You guarantee that all such content will not infringe on, or contain any content that infringes on, or otherwise violates any copyright, patent or any other right held by a third - party and that all such content will not violate any applicable law, rule, regulation or industry standard, (d) Use of Services. You will not use the Services for any illegal, unlawful, abusive or fraudulent purpose and will use the Services in such a manner as to prevent damage to our network. Your proper use of the Services includes conforming to all Acceptable Use Policies ("AUP") that are available on request and are displayed at our web site at www.teleoacific.com. The AUP may be amended from time to time. If we materially change the AUP, you shall be provided the same right to notification and cancellation provided in Section 1(b) of this Agreement. (e) Third -Party Obligations. You are responsible to pay any third -party vendor charges and to arrange for disconnection and payment of charges related to the disconnection of any related services with your current carrier(s). (f) Network Security. You acknowledge that it is your responsibility to take whatever actions you deem necessary to make your computer and voice network and circuits adequately secure from unauthorized access. You further acknowledge that we only provide telecommunications services and certain equipment to you and that we are not responsible for the security of your network and circuits from third parties, or for any damages that may result from any unauthorized access to your network. We urge you to seek independent advice with respect to products, equipment (including configurations), and services available to make your computer network and circuits more secure from third parties. r ii Terms and Conditions Page 3 of 6 ToIcae LIIMMUNYCAY)4NS YOU FURTHER ACKNOWLEDGE THAT NONE OF OUR EMPLOYEES, AGENTS, REPRESENTATIVES OR SUBCONTRACTORS HAS MADE, AND THEY DO NOT HAVE THE AUTHORITY TO MAKE, ANY REPRESENTATIONS CONCERNING THE SECURITY OF YOUR NETWORK OR THE SERVICES WE PROVIDE THAT ARE INCONSISTENT WITH THE STATEMENTS CONTAINED IN THIS SECTION 3(e), 4. Automatic Renewals; Terminations; Rights and Remedies (a) This Agreement and any orders for Services submitted under it shall remain in effect until terminated as stated in this Section 4. After the Initial Term, this Agreement will automatically renew for successive periods of one year each at our rates then in effect for your Services unless either party notifies the other in writing within the last thirty (30) days of the then - current Term of the intent not to allow this Agreement to renew for a successive Term. However, even after termination of this Agreement for Services ordered for the original location(s) covered by this Agreement, the Terms and Conditions of this Agreement will automatically extend to cover any remaining Terms or Service Agreements for any additional Services to additional Service Locations which have not expired. The Term of any such additional Service Agreements shall be subject to the same automatic renewal and termination notice provisions as are contained in this Agreement. If either party gives the other party the required notice of a decision riot to allow the Agreement or the Term of any additional Services to additional Service Locations to renew at the expiration of a Term, actual termination of Services will not occur until thirty (30) days after receipt of that notification. If you elect to terminate the Agreement or any orders for Services before the installation of the Services, you must do so in writing. (b) Either party may terminate this Agreement upon 30 days notice if the other party materially breaches the terms and conditions of this Agreement and the other party fails to cure the default within the 30 -day period, including, but not limited to, your failure to pay our invoices for the Services by the Pay By Date. If you terminate this Agreement after our material breach, then you will be responsible only for charges for the period before the date of termination. If you terminate this Agreement or any Services provided to you for any reason other than our material breach, you shall provide us with written notice 30 days in advance, and the effective date of the termination will be the end of that 30 day notice period for purposes of determining the remaining time. If you do not give us that notice, then the effective date of termination shall be the date we terminate this Agreement. For partial months, remaining monthly recurring charges will be determined on a prorated basis. (c) In addition to any other recoveries we are entitled to, we shall be entitled to recover from you all of the costs we incur (including court costs and reasonable attorneys fees) to collect any delinquent charges owed by you along with all other damages we incur as a result of your breach of this Agreement, including without limitation termination charges, past due recurring and usage charges, any damage to our equipment and any amounts we have to pay to third parties because of violations by you of our AUP. (d) Sections 4 and 5 of this Agreement, inclusive of sub - sections, shall survive any termination or expiration of this Agreement. 5. Warranty Disclaimer, Limitation of Liability and Indemnity (a) WARRANTY DISCLAIMER. WITHOUT LIMITING ANY EXPRESS FINANCIAL OR LIABILITY PROVISIONS PROVIDED FOR IN THIS AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST BUSINESS, REVENUE, PROFITS, OR GOODWILL) ARISING IN CONNECTION WITH THIS AGREEMENT OR THE PROVISION OF SERVICES UNDER THIS AGREEMENT (INCLUDING ANY SERVICE IMPLEMENTATION DELAYS /FAILURES), UNDER ANY THEORY INCLUDING WITHOUT LIMITATION TORT, CONTRACT, WARRANTY, STATUTE, STRICT LIABILITY OR NEGLIGENCE, EVEN IF THE PARTY HAS BEEN v100111 Terms and Conditions Page 4 of 6 =oTelepaciffe MM�Hr a; ONs ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY SERVICE PROVISIONED. WE SPECIFICALLY DISCLAIM ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR TITLE OR NON - INFRINGEMENT OF THIRD PARTY RIGHTS. (b) Credit Allowances for Interruption of Service. If an interruption or failure of Service is caused by us and not by you or any third party or other causes beyond our reasonable control, you may be entitled to a credit allowance not to exceed an amount equivalent to the proportionate charge to you for the affected Service for the time period during which the interruption occurred. The steps you must take to apply for credits are available on our website at www.telepacific.com. We shall not be liable for any act or omission of any other entity furnishing you with facilities or equipment used with the Services, nor shall we be liable for any damages or losses due in whole or in part to your fault or negligence or due in whole or in part to the failure of equipment or facilities that you provide. (c) LIMITATION OF LIABILITY. NOTWITHSTANDING THE PROVISIONS OF SUB - SECTION (a) OF THIS SECTION 5, OUR TOTAL LIABILITY UNDER THIS AGREEMENT SHALL IN NO EVENT EXCEED THE LESSER OF (1) YOUR PROVEN DIRECT DAMAGES, (2) THE AMOUNTS YOU PAID TO US FOR THE SERVICES DURING THE PERIOD IN WHICH ANY SERVICE - RELATED PROBLEMS WERE EXPERIENCED, OR (3) THE CREDITS AVAILABLE TO YOU UNDER OUR TARIFFED LIMITATION OF LIABILITY. THE FOREGOING LIMITATIONS APPLY TO ALL CAUSES OF ACTION AND CLAIMS, INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION AND OTHER TORTS. (d) Indemnification. You will defend, indemnify and hold us harmless (including our officers, directors, employees, agents, and contractors) from any claims, liabilities, losses, damages and expenses (including reasonable attorneys fees and costs) arising out of or relating to your use of the Services. This indemnity will not be available if the damage or loss is due to our willful negligent or reckless acts or omissions. Subject to the limitation of liability set forth in sub - section (c) of this Section, we will defend, indemnify and hold you harmless (including your officers, directors, employees, agents, licensees or contractors) from any claims, liabilities, losses, damages and expenses (including reasonable attorneys fees and court costs), arising out of or relating to our delivery of the Services to you. This indemnity will not be available if the damage or loss is due to your willful negligent or reckless acts or omissions. 6. Miscellaneous Provisions (a) Assignment and Succession. You may not assign or transfer this Agreement without our prior written consent, which shall not be unreasonably withheld. Any unauthorized assignment or transfer shall be null and void. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successor and authorized assigns. (b) Governing Law. This Agreement shall be deemed to have been made in the State of California, and shall be construed pursuant to the laws of the State of California without regard to the conflicts of law provisions thereof. Any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. (c) Force Majeure. We shall not be liable for any failure of performance of the Services due to causes beyond our control, including, but not limited to, fire, flood, electric power interruptions, national emergencies, civil disorder, acts of terrorists, riots, strikes, lockouts, work stoppages, Acts of God, or any law, regulation, directive, or order of the United States government, or any other governmental agency, including state and local governments having jurisdiction over us or the Services provided hereunder. (e) Entire Agreement and Modifications. This Agreement and all other documents specifically referred to V100111 1-­ Telopecific Terms and Conditions Page 5 of 6 in this Agreement constitute the entire and final agreement and understanding between you and us with respect to the subject matter of this Agreement and supersede all prior agreements relating to such subject matter, which are of no further force or effect. Any and all exhibits referred to in this Agreement are integral parts of this Agreement and are made a part of this Agreement. This Agreement may only be modified or supplemented by an instrument in writing executed by both your and our duly authorized representatives, and approve as to form by the city attorney. (f) Severability. If any provision of this Agreement is held to be invalid or unenforceable by a court or administrative agency with jurisdiction over the Services, such provision shall be deemed amended to the minimum extent necessary to render it enforceable. (g) Headings. The headings used in this Agreement are for convenience only and do not in any way limit or otherwise affect the meaning of any of the terms. (h) Waiver. Under no circumstances shall our failure to enforce any provision of this Agreement in any particular instance be construed as a waiver of that provision. (i) Notices. All notices from you to us must be in writing and delivered by certified mail, return receipt requested or by Federal Express or other similar expedited delivery service to: U.S. TelePacific Corp., Attn. General Counsel, 515 S. Flower Street, 47'h Floor, Los Angeles, CA 90071 -2201, if you are notifying us that you do not wish to renew Services, your written notice may be by a letter delivered in that manner or by an email to: retention(a),telepacific.com . (k) Claims. Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of the Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Codes sections 900 of seq.). 7. Service Guarantee Notwithstanding anything to the contrary contained in this Agreement, you may terminate this Agreement without any further obligation if the Services we provide are not substantially performing up to industry standards during the first 90 days the Services are available for your use. If you elect to terminate the Agreement pursuant to this guarantee, we will reimburse you for all reasonable costs you incurred to re- establish service with your previous service provider not to exceed the amount that you paid to us for installation of the Services. This Service Guarantee only applies if; (a) the cause of the Service deficiency was within our reasonable control; (b) you ordered at least the amount of Services that we recommended to meet your traffic volumes; (c) you give us written notice of the deficiency within the first 90 days after we notified you the Services are available for your use, and (d) we fail to correct the Service deficiency within 15 days after receiving written notice from you of the deficiency. V100111 Te%Parme M b1 Terms and Conditions Page 6 of 660-12h 6 0 U N -E A r, o N5 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By Aar r . Harp City Attorney�� ATTEST: 7- `l� Date: � By: Qu A- I. Brown City Clerk �2 &c1��P I-1 FOR v100111 CITY OF NEWPORT BEACH, a California municipal corporation Date: By: c Dave City Manager CONTRACTOR: U.S. Telepacific Corp, a California corporation DBA Telepacific Communications Date: 6,--29-13 By: l VA - Name: N, -4,L, -s Title: Date:T2i3 By: Name: 4;,->�G Title: S;�),,!, OneNet 100 Civic Newport 50 Mbps One Net & Continuity 1 Net 223703- 021413 City Hall -Main Center Dr Beach CA 92660 Internet w /EoFW 6M No continuity No $ 2,208 Newport 1 Net 227608 - 032013 Fire Station 4 126 Marine Ave Beach CA 92661 3.0 mbps One Net 3g failover No continuity No $ 555 100 E. Balboa Newport 1 Net 227609- 032013 Fire Station 1 Blvd. Beach CA 92661 3.0 mbps One Net 3g failover No continuity No $ 555 Fire Station 5/ CDM Corona 227680 - 032113 Branch Library 410 Marigold Ave Del Mar CA 92625 3.0 mbps One Net No n/a No $ 475 Newport 227611- 032113 General Services Yard 592 Superior Ave Beach CA 92663 3.0 mbps One Net Yes n/a No $ 400 Newport 227688 - 032113 Utilities Yard 949 W. 16th St. Beach CA 92663 3.0 mbps One Net Yes n/a No $ 400 Newport 227690 - 032113 Junior Lifeguard Station 106 Main St. Beach CA 92661 3.0 mbps One Net No n/a INo $ 475 829 Harbor Island Newport 227691- 032113 Harbor Resources Dr. Beach CA 92660 3.0 mbps One Net No n/a No $ 475 Corona 1 Net 227699 - 032113 Community Youth Center 3000 5th Ave. Del Mar CA 92625 3.0 mbps One Net 3g failover No continuity No $ 555 Newport 227703 - 032113 Lifeguard HO 70 Newport Pier Beach CA 92663 3.0 mbps One Net No n/a No $ 475 Newport 1 Net 227708- 032113 Mariners 1300 Irvine Ave Beach CA 92660 3.0 mbps One Net 3g failover Yes continuity No 1 $ 480 5 free mifi devices included Total 1 $ 7,053 Xy [b.V i14.1 /tT 1 /PM1'R Customer Contact Authority Telepacific is committed to protecting the proprietary information (CPNI) you have entrusted to us. personal to FCC talcs, effective 121812007, wv have implemented policies and procedures designed to better protect your network information against unauthorized access. Please assist us by providing complete contact 'information for parties authorized to receive information regarding your account. 9 grant permission to Teteraciso to provide Information to the following Individuals for the purpose of servicing my felecommunlainh ns account, hkiioing: the review of network, service, and Wrap, rewards; nagogation of seMCe changes; sad msohnion of nehv&k and b7drng Issues that may arise or my account. lden&hed below are authorized account contacts Ord look respective authodry 10"I far each Vilartzeltoad area within my company.' Account Number: Printed Name: Title: Date: Authorized Signature: Authority Lovchr R8yrA' (9md&Vdre1M This contact has full authority to request information and place orders on all aspects of the account including bill usage and network configuration, it— l5Vff3: (R— Md—fW-d d18111} !Its contact has the authority to ask questions about billing issues and request bill related changes on theaccou it such as the billing address. R11Vf6: 1ReadRVriieiOrdgW This contact can receive information about the network configuration on an amount including It= type, coast, and physical and data configuration. This contact is authorized to place orders on the account Including reconfigures, moves, adds, changes, new locations, cue, HLQLjRwALQajy}' This type of contact is allowed to request and receive 'Information regarding bills, network configuration, and orders, but is not authorized to make changes an accounts or orders. R0 f L"dffrouble) This authority level is allowed to report trouble on accounts, receive netamrk configuration information in support of resolving trouble on the account. Note: TelePaeific may send entails to inform customers of other related services and other information. Telepacific does not sell personal information and personal infonuation is not given to a third patty unless authorized by the customer in writing or required pursuant to contracts authorized by law. ACCOUNT CONTACTS: PRIMARY ACCOUNT AUTHORITY/ AUTHORIZED SIGNEE ❑ Do not send marketing email Name Dave MIT —_ -- Title City Nfannar ___._.,.._.._ Phone 9496443001 Celt ,__..._.._....._.... Email dkillamewportbeaehca,gov _ i, Fax ---- __w...,......,....,... --_— _ AuthLevel RWA RWB RWO RO R`f ( cirie appropriate authorization level) ALTERNATE PRIMARY ACCOUNT AUTHORITY Do not send marketing email Name gob Houston Title Assistaat to the City rilanagerR.T. Phone 9496443033 — Cell Email rhoustonRnew op rtbeachca,gov _— -- Fax Auth Level RWA RWB RWO RO RT (clue appropriate authorization level) ACCOUNT BILLING CONTACT Do not send marketing email Name Rob Houston Title Assistant to Phone 9496443033 Cell Email rttoustan a nettPartbeachca.gov Fax Auth Level RWA RWB RWO RO RT (chle appropriate authorization level) v520409 Page t of 2 ONECENTRAL CONTACT ❑ Do not send marketing email Name Rob Houston Title Phone 9496443088 Cell Email Fax Auth Level RWA RWB RWO RO RT (cirle appropriate authorization level) MAIN TECHNICAL CONTACT ❑ Do not send marketing email Name Rob Houston ­—, _ ---- ...... Title LT. A' no C M a " Phone 9496443033 Cell Email rl Fax Auth Level RWA RWB RWO RO RT (elde appropriate authorization level) AFTER HOURS CONTACT ALTERNATE TECHNICAL CONTACT ❑ Do not send marketing email Name Title Phone Ceil Email Fax Auth Level RWA RWB RWO RO RT (cirle appropriate authorization level) MAIN DATA CONTACT/LAN ADMINISTRATOR ❑ Do not send marketing email Name _Alike_WV&Iechowskl Title I.T. Operations Super visor Phone 9496443088 Cell Email Fax Auth Level RWA RWB RWO RO RT (cirle appropriate authorization level) ORDER CONTACTS: ORDER PROVISIONING CONTA ❑ same as Main Tech Cont❑ Do not send marketing email IPRIMARY Name Title Phone Cell Email Fax Auth Level RWA RWB RWO RO RT GWiW (c4le, appropriate authorizWU %;W) ALTERNATE ORDER PROVISIONING CONTACT ❑ Do not send marketing email Name Title Phone Cell Email Fax Auth Level RWA RWB RWO RO RT (title appropriate authorization Ievei) AFTER HOURS CONTACT ❑ Do not send marketing email Name Tille Phone Cell Email Fax Auth Level RWA RWB RWO RO RT (dria appropriate authorization Mail: TelePacific Communications, Attn: Customer Cue, 3485 Brookside Dr. Suite 102, Stockton, CA 95219 Entail; Scan signed documents and send to: customerservice0telepacific,ret Fax: 866-891-2088 Initial L___J 020409 Page 2 of 2 ea.v ucrav c.t- rrvrrs Telecommunications Account Agreement (TAA) Must Accompany TalePaclftc Terms and Conditions This Telecommunications Account Agreement (referred to as "Agreement' or'TAA °) Is made by and between U.S. Telepacifle Corp„ a California corporation, dba TeloPacil c Communications ("TelePacific ", also referred to as "our, us, we "), having its principal place of business at 515 S. Flower Street, 47th Floor, Los Angeles, CA 90071 -2291 and the Customer described below ( "Customer' also referred to as "you, f'), pursuant to the TelePacificTerms and Conditions which are included In summary. Section 1 Company Information Company legal Name (Individual if Sole Proprietorship The Ctty_of New art Beach Doing Business As (DBA) City Hal{ _. Legal Composition: __Corporation _..... Sole Proprietorship Officer/Owner Name & Tide Officer /Owner Name & TlUe m- General Partnership _ _. LLP _ _ LLC State Organized: Main Service Address: 100 Civic Center Dr. City NEti'PORT BEACH �. State CA TIP Code 42660 µ Billing Address (If different): 100 Civic Center Dr, city v120409 State PA ZIP Code Section 2 Terms and Conditions Summary This Agreement you are signing with TeleP elfic Communications includes the Terms and Conditions set forth on our website at ynw+leleoacific.pgr6(NEVJ €erms, which are Incorporated by this reference Into the Agreement. Please refer to our website for the full statement of the Terms and Conditions to which you are agreeing. The summary below is only a reference guide and is not meant to change any of the Terms and Conditions. 4. General - Thts section defines the Services for which you are contracting, how the prices for those Services are determined, special conditions for rates and fees, such as expedite fees, how the rates, terms and conditions may be changed during the contract Term and any rights you have if those changes occur. 2. Teri, Billing and Payment -This section covers when the Agreement becomes effective, when the Term starts and renews, how additional Services, if any, are handled, how billing will occur and what is included, how a deposit may be required, what happens if you delay acceptance of the Services, Man payment of Invoices is due, how Invoice disputes are handled, late payment fees, actions that may result from late payment or non- payment and the charge for returned checks. 3. Customer Obligations -This section covers your responsibility for any of our property on your premises, for use of our Service and your message content, for compliance with our Acceptable Use Policy (which may change during the Term), for securing your own network against unauthorized use and come and that you have no right to rely on any oral or written statements of our employees contrary to the Customer Obligations Terms and Conditions. Also included Is your responsibility to pay any e party vendor charges and to arrange for disconnection and payment of charges related to the disconnection of any related services with your current camer(s). 4. Termination - This section states the rights and duties related to termination of Services or the Agreement, the renewal of the Term, the fees charged for cancellation of an order for Services before the commencement of a Term, how a °material breach' of the Agreement is handled, and whether a fee Is Incurred for termination of Services or fie Agreement before the end of a Term and how It Is calculated. confirmed on page 2 Section 2 Terms and Conditions Summary, continued S. Warranty, Disclaimer, Limitation of Liability and Indemnity— This section limits your rights to Impose liability for certain damages on us, disclaims certain implied representations and warranties, provides credit allowances under certain conditions for interruptions of Service and outages that you may claim, and defines your obligations, and ours, with regard to indemnity and defense of certain claims. fi. Miscellaneous Provisions —This section controls assignment and transfer of the Agreement and Services under it, the law applicable to the Agreement, an exclusion of liability for damages caused by us over which we have no control, how we resolve disputes under the Agreement, the exclusion of any understanding or other agreements from what is contained In the Agreement and Its exhibits, and any changes not signed by both you and us, what happens if any provision of the Agreement is found to be invalid or unenforceable, whether the headings of the sections and paragraphs are part of the Agreement, the effect of non - enforcement of any provision of the Agreement, how we will give notice under the Agreement to each other, and a time limitation for the bringing of a legal action under the Agreement 7. Service Guarantee — This section provides you with an alternative to continuing with our Services under the Agreement under certain conditions. Section 3 Acceptance �{ tfti(-?I BY PLACING YOUR INITIALS IN THE SPACE PROVIDED, YOU ACKNOWLEDGE THAT YOU HAVE REVIEWED AND AGREED TO THE PULL TERMS AND CONDITIONS SET FORTH ON EE THE DATE ENTERED BY YOU BELOW AT www.hdepacIfIc.rmmiNE Wterms. TetePacific agrees to provide, and the Customer agrees to receive and pay for, those services at locations set forth on the Service Agreement (attached), including any services on subsequent Service Agreements and subsequent changes as long as those changes meet TelePaclfids minimum requirements. This agreement shall become a binding contract upon execution by Customer and TelePacific Agreed By, Customer Signature Customer Name (Print) Agreed By, Sates Manager Signature v120409 Date Title Phone Date c u,a cru•rrw rrn N.r TelePaciffc Communications - Voice, Data and Integrated Service Level Agreement (SLA) 1. General TolePaclfic Communications is committed to providing its customers with the highest quality voice, integrated and data services, As a result, TelaPacific will guarantee network service levels, for the following categories, if applicable to services purchased: Network Availability Guarantee, Mean Time to Repair (MTTR) Guarantee, Latency Guarantee, Packet Loss Guarantee and Jitter Guarantee. These guarantees apply to those services that utilize TelePacific's network of TI, 0S3 and Ethernet based services for its voice, integrated andtor data including those services described In Section 3 below. For integrated services the SLA will only apply to the service affected by the impairment. TelePacific service is Interrupted when it becomes unusable to the Customer because of failure of the TelaPacific network or facility component used to provide service under this agreement. An interruption period begins when an inoperative service Is reported to TelaPacific and the service is released for testing and repair and ends when the service is operative. 2. Service Credit Claim Procedure and Limitations The customer must initials the service credit clairn within 45 business days after the end of the month during or for which the event occurred. TolePac'rfic will take all measures it deems appropriate to investigate reported failures. In no event shall the combined credits for the guarantees listed above, separately or combined with any other service credit claims against TelePaclffc, exceed in any month the total monthly recurring charge owed by the customer for the service in that month. No more than one service credit allowance shall be provided to a customer for an outage or interruption in service from a single or the same occurrence. No credit allowance for service Interruptions will be made under the following circumstances: Interruptions caused by the negligence of the customer. • interruptions of a service due to the failure of equipment or systems provided by the customer or others. • Interruptions of a service during any period In which TelaPacific does not have access to the premises where the service is located. • Interruptions of a service when the customer has released the service to TelaPacific for maintenance purposes, to make rearrangements or for the implementation of an order for a change In the service during the time period that was negotiated with the customer prior to the release of that service, • Interruptions of service that are planned service interruptions. A planned service Interruption is a service Interruption that is required to facilitate network maintenance or upgrades. TelePaciffc shall use reasonable efforts to notify the customer one week in advance when a planned service interruption is scheduled to take place. in the event an emergency should arise, TolePaciftc will attempt to notify the customer of a planned service Interruption as far in advance as possible • Interruptions of service when the customer elects not to release the service for testing and /or repair and continues to use it on an impaired basis, • Interruptions caused by or related to labor difficulties, governmental orders, civil commotion, sots of terrorism, criminal actions taken against TelaPacific, acts of God and other circumstances beyond TelePaciffes reasonable control. • Interruptions of service during periods of temporary discontinuance of service as specified in TelePaclfic's applicable tariffs. 020408 Page 1 of 2 c- asivu.vicw�rorr �. 3. Guarantees for Voice, Integrated and Data T1, DS3 and Ethernet Services SLA Voice Integrated On net Data OnoNet Extended Reach Services Business Sma0voice, Internet Tl, _ Extended Lines, PRi, OnePac, Fractional Reach — SuperTmnk Flex, Mpower Internet Ti, lower48 Office Bonded Ti, slates. DS3, Ethernet International OneNel IP SLAs vary. VPN Dedicated Internet Access, and Mpovrer Connect Demarc TPAC network or facility component used to provide service Network 99.999% Availability TelePaclflc Core Network Time Interval Calendar Month Remedy <4 hours $0 > =4 hours 1131P MRC for each hour exceedin 4 hours MTTR 4 hours Local Access Circuit Remedy <4 hours $0 > =4 hours 1130' MRC for each hour exceedin 4 hours Latent 60 ms 60 ms 120 ms Timo Interval Month Calendar Calendar Month Month Remedy 1130 MRC 1130th MRC 11301h MRC per lms per tms per 1 ms above e0ms above 60ms above 120ms averse averse avers a Packet Loss 0% < =1% < =t% Tlme Interval Month Calendar Calendar Month Month Remedy 11301h MRC 1 /30 €h MRC 1130th MRC per tms per 1% above per 1% above 1% 1% above 1% Jitter ONet ONet services only services only COS 1 COS 1 < =5ms < =7ms COS 2 r_7 COS 2 < =14 ms I ms Time Interval Calendar Calendar Month Month Remedy 113r MRC We MRC for each 2ms for each 2ms above SLA above SLA for one Class for one Class of Service of Service 020409 Page 2 of 2 Order: 223703- 421413 The City of Newport Beach 4 nnr er c,n rrn rrnms In addition to the Terms and Conditions to which Customer has agreed on the TAA, Customer and TelePacific agree to amend and modify the Terms and Conditions of the TAA as follows: CUSTOMER NOTICE AND ACKNOWLEDGEMENT OF 911 AND E911 SERVICE LIMITATIONS ADDENDUM TO TELECOMMUNICATIONS ACCOUNT AGREEMENT SmartVoice 911 or E -911 emergency services differ from traditional emergency services in several important ways described below. Carefully read this Notice and Acknowledgement of 911 and E911 Service Limitations Addendum to understand the differences and how your ability to access 911 and E911 services may be affected. Registered Location / Address Information SmartVoice 911 and E -911 include features that will transmit your telephone number and address Information for the physical location where the SmartVoice services have been delivered. When you dial 911, this call will be routed to the applicable Public Safety Answering Point (PSAP) for the registered location for emergency support. If you use a Private Network or MPLS services to extend the use of this service to users that are physically located at another address, you are responsible in a timely manner for providing TelePacific with the physical locations where every Telephone Number (TN) will be used. If this information is not provided to TetePaciFc, emergency services cannot accurately track your location through TelePaciflc's system. It is your responsibility to notify TelePacitic of any address changes for any of your TNs. Number Outpulsed Emergency 911 and E -911 services use the Outbound Caller ID to route the call to the correct PSAP along with the address information In the database. It is Imperative that the correct Caller tD is sent that corresponds to the physical location maintained in the database. End user telephones and numbers can be easily moved by you to new locations and the caller ID modified. It is your responsibility, through your telecommunications vendor, if required, to verify your Customer Premises Equipment (CPE) is capable of outpulsing the correct number for the physical location in the database for every 911 call. Updating Location Records It Is imperative that you notify TelePacific each time you change a physical location where you use a telephone number on your SmartVoice service. When you request a change to your location records, it may take a few days for your location change to be reflected In our records. During that time, you may not be able to reach the correct emergency services provider by calling 911 with your service. You must have an alternate means of contacting 911 services during this time. You will be notified when your new TN location record changes are completed. Powar Outage In the event of a power outage, your integrated Access Device (tAD) may also lose power causing a loss of voice and data service, including your ability to place 911 cans. Once power Is rastered, you may be required to reset or re- configure your equipment before you are able to use TelePacific services to contact 911. You are responsible for providing an uninterruptibie backup power supply to ensure uninterrupted operation of this equipment in the event of a power outage. This might Include, for example, a UPS Battery Back -up system or back -up generator which is monitored and kept operational at all fames. Disconnect f Outage If you have a service outage due to a suspension of your account for non- payment or for any other reason, you will not be able to use the service for any calls, Including calls for emergency service or 911. v120409 Page 1 of 4 initial I I Order: 223703-021413 The City of Newport Beach 'r` ca .x it xv ii�re,r rranx In addition to the Terms and Conditions to which Customer has agreed on the TAA, CuMmer and TelePacific agree to amend and modify the Terms and Conditions of the TAA as follows: Service / Network Congestion It Is possible that network congestion or an overflow of traffic on your services may cause problems or delays in placing emergency 911 calls. Disclaimer of Liability and indemnification. We do not have any control over whether, or the manner in which, calls using our 911 Dialing service are answered or addressed by any local emergency response center. We disclaim all responsibility for the conduct of local emergency response centers and the national emergency calling center. We rely on third parties to assist us in routing 911 Dialing calls to local emergency response centers and to a national emergency calling center. We disclaim any and all liability or responsibility in the event such third party data used to route calls is incorrect or yields an erroneous result. NEITHER TELEPACIFIC NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR AGENTS MAY BE HELD LIABLE FOR ANY CLAIM, DAMAGE, OR LOSS, AND YOU HEREBY WAIVE ANY AND ALL SUCH CLAIMS OR CAUSES OF ACTION, ARISING FROM OR RELATING TO OUR 911 DIALING SERVICE UNLESS SUCH CLAIMS OR CAUSES OF ACTION AROSE FROM OUR GROSS NEGLIGENCE, RECKLESSNESS OR WILLFUL MISCONDUCT. You shall defend, indemnify, and hold harmless TelePacific, its officers, directors, employees, affiliates and agents and any other service provider who furnishes services to you in connection with the Service, from any and all claims, losses, damages, fines, penalties, costs and expenses {including, without limitation, attorneys' fees} by, or on behalf of, you or any third party relating to the absence, failure or outage of the Service, including 911 Dialing, incorrectly routed 911 Dialing calls, and/or the inability of any user of the Service to be able to use 911 Dialing or access emergency service personnel. Customer Information You agree to provide TelePacific with accurate and timely information on the address of your service location, current contact information, and all end -user addresses corresponding to all of your telephone numbers served by TelePacific. You agree to update this information each time the Information changes and shall provide TalePactfrc with written notification prior to Implementing any moves, adds or changes to your telephone numbers. Failure to provide such Information in a timely manner can severely impair your access to emergency 911 services. Remote Users TelePacific provides no quality of service guarantee, including those provided In the TelePacific, Service Level Agreement (SLA) available on TelePaoifrc'a webaite: www.insideteleaacific.com, for remote usage applications. If you are not comfortable with the 911 service limitations and requirements stated herein, we suggest you secure alternative means to call 911 or otherwise obtain emergency services, such as through a traditional telephone line. I AGREE TO NOTIFY TELEPACIFIC OF ANY CHANGES TO THE SERVICE LOCATION AND CONTACT INFORMATION PROVIDED TO ALLOW THEM TO MAINTAIN ACCURATE RECORDS AT ALL TIMES. I UNDERSTAND THAT NOT FOLLOWING THESE REQUIREMETNS MAY RESULT IN AN ADDITIONAL $125.00 FEE ASSESSED FOR EACH 911 CALL PLACED FROM A LOCATION NOT PROPERLY DOCUMENTED IN THE DATABASE. FINALLY, I ACKNOWLEDGE THAT USE OF THIS PHONE SERVICE AT A NON - REGISTERED LOCATION OR, FAILURE TO PROVIDE UPDATED INFORMATION TO TELEPACIFIC THAT RESULTS IN INACCURATE DATABASE RECORDS, CAN CAUSE 911 CALLS TO BE ROUTED TO AN INCORRECT PSAP THAT CANNOT PROVIDE EMERGENCY SUPPORT TO YOUR LOCATION. 020409 Page 2 of 4 initial k_t Order: 223743 - 021413 The City of Newport Beach;v ?�I® LOI(ltUh'lLAIIONY In addition to the Terms and Conditions to which Customer has agreed on the TAA, Cu`sMmer and TelePacific agree to amend and modify the Terms and Conditions of the TAA as follows: I have read and understand the above information regarding the limitations on the 911 and E911 emergency services available through TetePecific SmartVoice and /of other VoIP services Company Name By: Name: Title: Date 020409 Page 3 of 4 Initial ( —) Letter Of Agency 1. Customer and Carrier Identification Current Camers Contact Name and Title Dave I(If f Company Legal Name (Customer The City at Newport Beach Service Address (StreatrCitylStat00p) 100 Civic Center Dr. - NEWPORT BEACAS CA 92660 !: Billing Address (StreettCitylStatelZip) 100 Civic Center Dr NEWPORT REACH, 92660 _ ..........__._, v _... _.r_.. ..___.. . _ . ...._.__ _ . _..,..._._ . , Other Company Names (DBA) 2. Billing Telephone Numbers This authorization covers all customer numbers associated with the Billing Telephone #s listed below: Customer Service Records 3. Approval To: Current Carrier(s) Listed Above. Subject: The Customer Identified above hereby authorizes TeiePacific Communications to act as its agent in dealing with local companies listed above for the purpose or generating a proposal for TelePacific Communications service change [� Now service 1, the undersigned, act on behalf of the company with respect to the telephone number(s) listed above. i authorize TelePaciflc Communications to act as our agent either to (1) change our telecommunications carrier from current carder(s) or (2) initiate new service, Local Service IntraLataToll: Carrier: .__ E] Interl-ata Long Distance Service: Carrier: or i want to retain my epsting LD carder on some or all of my telephone numbers. i specify Intra and Intert.ata PIC for each telephone number on attachment. I understand that only one telecommunications carrier may be designated as my primary interexchange carrier for any one telephone number for each (a) Intral-ATA Toll and (b) InterLATA Long Distance services. I also understand that If I select no primary Interexchange carrier (NO PIC), I will be unable to make Intral-ATA Toll andtor tnterLATA long distance calls except by using casual dialing. I understand that any change in my primary carrier selection may involve a charge. (4) Agreement Contact Name Title Customer Signature Date 020409