HomeMy WebLinkAboutC-7035-1 - Agreement for the Provision, Installation and Maintenance of Advanced Network (Data) ServicesAMENDMENT 1 TO THE AGREEMENT BETWEEN THE NEWPORT BEACH
PUBLIC LIBRARY AND CALIFA FOR THE PROVISION, INSTALLATION
AND MAINTENANCE OF ADVANCED NETWORK (DATA) SERVICES,
dated March 1, 2016 ("Agreement")
This amendment entered into as of July 1, 2017. This amendment replaces Appendix I with the
attached Appendix I, revised May, 2017. The purposes of this amendment are (1) to change the
telecommunications provider for the Corona Del Mar circuit since the original provider, NSS,
did not meet its obligations to install the circuit, and (2) to modify section 3a of the Agreement to
permit five automatic one year extensions to accommodate the five year term of the Corona
circuit, which will cause the Agreement to terminate June 30, 2022, unless terminated earlier as
provided in the Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be executed by
their respective duly authorized representatives.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
By: Fi✓
Aaron C. Harp o$i
City Attorney
ATTEST:
Date: I I '13 1 f-1
By: \AK 1LtAA1✓
Leilani I. Brown
City Clerk
FORN\P
CITY OF NEWPORT BEACH, a
California qunici al corporation
Date: 7/ P)/ I —1
Assistant City Manager
CALIFA GROUP, a California public benefit
corporation
Date: 10 a01
By:
Paula MacKinnon
Chief Executive Officer and Secretary
Appendix #1, Revised May, 21017
Provision, Installation and
Maintenance Of Advanced Network
(Data) Services: Reimbursement of
Circuit Costs
This Appendix lists the circuits contracted for by CENIC on behalf of Califa and the Library
for connecting CENIC's fiber optic backbone to Library and for library connections that are
not direct connections to CENIC's fiber optic backbone, e.g. direct connections between
libraries. Library understands that CENIC will bill Califa, and Califa will bill Library, for
actual costs of circuits charged by network service providers, including taxes and surcharges
and without markup. Prior to approval of CENIC's Library consortium E -rate application by
the FCC's E- rate contractor, not all applicable E -rate and CTF discounts will be reflected on
invoices. After the E -rate application for any given year is approved, the network service
provider will coordinate with CENIC to provide appropriate credits and such credits will be
passed from CENIC to Califa and from Califa to the Library. Such credits are typically issued
sometime during the fiscal year after the year in which the circuits are installed and services
are first provided. In subsequent years, credits continue to be issued in the fiscal year after the
year for which services have been provided. Library further understands that the exact
discounted cost of circuits will not be known until after the E -rate consortium application is
approved. The actual start date of the service, and therefore of circuit costs, will be dependent
on coordination among GENIC, the Library and the network service provider. Any one time
(Non recurring or NRC) costs included below are typically invoiced by carriers prior to circuit
installation and will be invoiced to Library upon receipt of invoice to CENIC from carrier.
Newport Beach Public Library
1G to CAREN, 100M, 500M & 1G circuits to
branches
Estimated Net Costs,
Pre Discount Costs
after discounts applied
Summary Totals
(not including Taxes &
(not including Taxes &
Surcharges)
Surcharges)
NRC*
Monthly
NRC*
Monthly
4,199.00
839.80
Notel: Design is for a circuit from
Newport Beach Public Library to a CaIREN
Hub site. Circuits from the Branch
Libraries are to go to Newport Beach
Public Library
1G Circuit to CaIREN
Estimated Net Costs,
Connection to HUB
Disc %
Pre Discount Costs
after discounts applied
E rate Discount for Newport Beach Public
Library**:
0.6
CTF Discount***
0.5
Connection to CAREN Hub at Newport
NRC*
Monthly
NRC*
Monthly
Beach Public
$
$
$
$
Link 1: 1G to CaIREN Hub
1,232.50
246.50
Taxes & Surcharges on links
Varies
Newport Beach Public is responsible to provide a
router with at least one LAN interface. This
Library Equipment
router should support BGP and NAT. An
upgraded Firewall appliance may also be needed
to support the data streams.
100M, SOOM & 1G circuits to branches
Estimated Net Costs,
Itemized - Main to Branches
Pre Discount Costs
after discounts applied
Circuits to Newport Beach Public Library
NRC*
Monthly
NRC*
Monthly
Link 2: Mariners to Newport Beach Public
1G
1,232.50
-
246.50
Start Date 7/1/2016****
Link 3: Balboa to Newport Beach Public
500M
-
1,003.00
-
200.60
Start Date 7/1/2016****
Link 4: Corona Del Marto Newport Beach
$
$
$
$
Public
100M
-
731.00
-
146.20
Start Date 7/1/2017****
Taxes & Surcharges on links
Varies
Main Library will need a router or switch with at
least one LAN interface. This router should
support BGP and NAT. An upgraded Firewall
Library Equipment
appliance may be necessary. Each branch will also
need a router or switch with at least one LAN
interface.
Note 1: These numbers do not include
early termination fees that might be
required from current provider(s), nor
equipment the Library may need to
purchase to support these circuits, nor
Taxes & Surcharges on the circuits.
Definitions
*NRC - Non -Recurring Charges
**E -rate discount: percent discount
indicated is an estimate based on data
available at the time the quote was
generated. Actual discount percentage
will be identified by the E rate authorities
at a later point.
***CTF discount: percent discount of
amount after E rate discount is applied.
CTF discount is always 50%.
Note 2: E -rate and CTF discounts are
dependent upon the continued funding
of these programs. GENIC/Califa cannot
guarantee the E -rate and CTF discounts,
and these discounts are subject to
change.
****Start date reflects the first day that
a carrier can deliver and provide handoff
for the circuit.
AGREEMENT BETWEEN NEWPORT BEACH PUBLIC LIBRARY
AND CALIFA FOR THE PROVISION, INSTALLATION AND
MAINTENANCE OF ADVANCED NETWORK (DATA) SERVICES
This Agreement, hereinafter referred to as "Agreement', is entered into as of March 1, 2016 by
and between Califa Group, a California public benefit corporation, hereinafter referred to as
"Califa" and the Newport Beach Public Library hereinafter referred to as "Library". Califa and
Library are sometimes referred to in this Agreement individually as "Party" and collectively as
"Parties". All written communications between the parties shall be addressed as follows unless
and until amended in writing by the respective party.
Newport Beach Public Library Califa
Tim Hetherton Susan H. Hildreth
Library Services Director Executive Director
1000 Avocado Avenue 2471 Flores Street
Newport Beach, CA 92660 San Mateo, CA 94403
WITNESS THAT
WHEREAS, Califa, on behalf of the California State Library, has contracted with CENIC to
provide high speed networking to libraries in California; and
WHEREAS, Library desires to contract with Califa to obtain one or more data circuits to
connect Library to the CENIC high speed broadband fiber network, CaIREN, and, if specified in
Appendix #1, attached, to connect Library to other library sites as identified in said Appendix for
the purpose of connecting to CAREN.
NOW THEREFORE, Library and Califa enter into this Agreement:
Relationship between the Parties
It is the purpose of this Agreement to set forth the terms and conditions applicable to the
provision of communications and related network services to Library.
2. Services to be Provided
The primary communications infrastructure provided by CENIC is the California Research
and Education Network ("CaIREN"). Among the services that CENIC will provide to
Library are use of CAREN and contracting for and provision of data circuits supplied by
network service providers.
Califa, on behalf of Library, will contract with CENIC for such data circuits. Specific
circuits and their costs are included in Appendix #1 attached. Califa will assure that CENIC
notifies the Library of installation requirements and necessary maintenance instructions.
Master Agreement
Page 1 of 8
Neither CENIC nor Califa shall be responsible for operating or maintaining software,
equipment or cabling that connects equipment not provided by CENIC for the services
unless specifically agreed to in writing by CENIC.
3. Term and Termination of this Agreement
(a) TERM OF THIS AGREEMENT. This Agreement shall be in effect from March 1,
2016 through June 30, 2017. This Agreement will automatically renew for 4 year(s)
unless one party notifies the other at least 60 days in advance of June 30, 2017 and
each June 30 of each renewal period.
(b) TERMINATION. Termination prior to the end date stated above shall result in
Library having to pay any circuit telecommunications carrier termination charges
resulting from early termination of the Service.
(c) Library may terminate this Agreement if non-recurring, onetime costs for all circuits
included in Appendix #1 are increased from the amount shown in Appendix #1. See
footnote for non-recurring charges in Appendix #1 for more information.
(d)
4. Payment
Payment for services shall be due within thirty (30) days of receipt of a Califa invoice
reflecting provision of the services for which the invoice is sent; or as otherwise agreed to
by Library and Califa. Except for non recurring costs, if any, costs in Appendix 41 shall
only begin upon installation of circuit(s). Library will put forth reasonable efforts to make
payments within thirty (30) days after receipt of invoice.
5. Miscellaneous
(a) CONDITIONS OF USE. Library agrees to conform to the CENIC Appropriate Use
Policy located at http://www.cenic.org/p=2081/ and to any specific conditions of use
imposed by subcontractors providing communications services to CENIC as may be
in force at the time such services are made available, per a subsequent Addendum to
this Agreement. If such conditions of use are modified and Library believes it can no
longer conform to their requirements, Library shall have one hundred eighty (180)
days to terminate the affected service without penalty. If Library does not elect to
terminate the service, Library must conform to the revised conditions of use or be
subject to termination of the service by CENIC.
(b) CONFLICTING CLAUSES. If any clause in this Master Agreement is in conflict
with a clause in an Addendum to this Agreement, the language in the Addendum shall
take precedence but only for the service defined in that Addendum.
(c) FORCE MAJEURE. Neither party will be responsible for performance of its
obligations hereunder where delayed or hindered by war, riots, embargoes, strikes
involving third parties, acts of Local Access Providers or of its vendors, or suppliers,
acts of unrelated third parties, accidents, cable cuts, act(s) of God or any other event
beyond its reasonable control.
(d) GOVERNING LAW. The laws of the State of California shall govern this
Agreement and any action brought relating to this Agreement shall be adjudicated in
a court of competent jurisdiction in the County of Orange, State of California.
Master Agreement Page 2 of 8
(e) NON LIBRARY USES: Library understands that this Agreement covers only library
use of CaIREN and of circuits provided hereunder and Library agrees that no other
uses will be made of the services provided herein.
6. Entire Agreement
This Agreement and any Addenda contemporaneously or subsequently executed by the
parties constitute the entire Agreement between the parties regarding the subject matter of
this Agreement and supersede all prior written or oral agreements with respect to such.
This Agreement may not be modified orally, and no modification shall be binding unless in
writing and signed by authorized representatives of both parties.
7. General Provisions
7.1 Nondiscrimination:
(a) During the performance of this Contract, Califa and its subcontractors shall not
deny the Contract's benefits to any person on the basis of religion, color, ethnic group
identification, sex, age, physical or mental disability, or any other impermissible basis
under the law, nor shall they discriminate unlawfully against any employee or
applicant for employment because of race, religion, color, national origin, ancestry,
physical handicap, mental disability, medical condition, marital status, age (over 40)
or sex. Califa ,shall insure that the evaluation and treatment of employees and
applicants for employment are free of such discrimination.
7.2 It is expressly agreed and understood by the parties hereto that if any provision of this
Agreement is held to be or invalid under any applicable statute or rule of law, it is
deemed to that extent to be omitted. However, the balance of the Agreement shall
remain in full force and effect.
7.3 Rights and Remedies: The rights and remedies 6TL,ibiary ppiov3'ed-h&fl'ii shall not
be exclusive and are in addition to any other rights and remedies provided by law.
8. Indemnification. Library shall indemnify Califa, its, trustees:_ offieers�agents and
employees harmless from and against any and all liability, loss, expenses, or•;elauns for
injury or damages arising out of the performance of this Agreement, but only in proportion
to and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or
damages are caused by or result from the negligent or intentional acts or omissions of
Library its officers, agents, or employees.
Califa shall indemnify Library, its trustees, officers, agents and employees harmless from
and against any and all liability, loss, expenses (including reasonable attorneys' fees), or
claims for injury or damages arising out of the performance of this Agreement, but only in
proportion to and to the extent such liability, loss, expense, attorneys' fees, or claims for
injury or damages are caused by or result from the negligent or intentional acts or
omissions of Califa, its officers, agents, or employees.
Master Agreement
Page 3 of 8
9. No Attorneys' Fees. In the event of any dispute or legal action arising under this
Agreement, the prevailing party shall not be entitled to attorneys' fees.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
their respective duly authorized representatives.
For Library
gnatu e
jl l 1 4 fNf9-7dM
Name
LIPr" rt( 7�
Title
Date
APPROVED AS TO FORM:
CITY ATTOT��
EY' OFFICE
By .' Y'
Aaron C. Harp. City Attomeylo-
For Califa
Signature
Eleanor S. Uhlinger
Name
President of the Board of Directors
Title
// A/1 LGto/ / JI
Date
JL
Signature
Susan H. Hildreth
Name
Secretary of the Board of Directors
Title
Master Agreement
Date
Page 4 of 8
Appendix #1
Provision, Installation and Maintenance
Of Advanced Network (Data) Services:
Reimbursement of Circuit Costs
This Appendix lists the circuits contracted for by CENIC on behalf of Califa and the Library for
connecting CENIC's fiber optic backbone to Library and for library connections that are not
direct connections to CENIC's fiber optic backbone, e.g. direct connections between libraries.
Library understands that CENIC will bill Califa, and Califa will bill Library, for actual costs of
circuits charged by network service providers, including taxes and surcharges and without
markup. Prior to approval of CENIC's library consortium E -rate application by the FCC's E -rate
contractor, not all applicable E -rate and CTF discounts will be reflected on invoices. After the
E -rate application for any given year is approved, the network service provider will coordinate
with CENIC to provide appropriate credits and such credits will be passed from CENIC to Califa
and from Califa to the Library. Such credits are typically issued sometime during the fiscal year
after the year in which the circuits are installed and services are first provided. In subsequent
years, credits continue to be issued in the fiscal year after the year for which services have been
provided. Library further understands that the exact discounted cost of circuits will not be
known until after the E -rate consortium application is approved. The actual start date of the
service, and therefore of circuit costs, will be dependent on coordination among GENIC, the
Library and the network service provider. Any one time (Non recurring or NRC) costs included
below are typically invoiced by carriers prior to circuit installation and will be invoiced to
Library upon receipt of invoice to CENIC from carrier.
The circuit being provided by the network service provider is a switched "cloud" circuit, with
two billed elements, or links.
Master Agreement Page 5 of 8
Newport Beach Public Library
AT&T (5 year term)
1G to CaIREN, 100M, SOOM & 1G circuits to
branches''
Pre Discount Costs (not
Estimated Net Costs,
Summary Totals
including Taxes&
after discounts
Surcharges)
applied (not including
Taxes & Surcharges)
NRC*
Monthly
NRC*
Monthly
$ -
$ 4,165.88
$ -
$ 833.18
Note: Design is for a 1Gbps circuit from
Newport Beach Public Library to a CaIREN Hub
site. Circuits from the Branch Libraries to
Newport Beach Public Library can be either
100M or 1G each
16 Circuit to CaIREN
Estimated Net Costs,
Connection to HUB
Disc %
Pre Discount Costs
after discounts
applied
E -rate Discount for Newport Beach Public**:
0.6
CTF Discount****:
0.5
Connection to CaIREN Hub at Newport Beach
Public
NRC*
Monthly
NRC*
Monthly
Link 1: 1G to CaIREN Hub
$ -
$ 1,232.50
$ -
$ 246.50
Taxes & Surcharges on links
Varies
Newport Beach Public is responsible to
provide a routerwith a 1 Gbps interface and
Library Equipment
at least one LAN interface. This router should
support BGP and NAT. An upgraded Firewall
appliance may also be needed to support 1
Gbps data streams.
SOOM, SOOM & 1G circuits to branches
Master Agreement Page 6 of 8
Note 1: These numbers do not include early
termination fees that might be required from
current provider(s), nor equipment the library
may need to purchase to support these circuits,
nor Taxes & Surcharges on the circuits.
Note 2: E -rate and CTF discounts are dependent
upon the continued funding of these programs.
CENIC/Califa cannot guarantee the E -rate and
CTF discounts, and these discounts are subject
to change.
Definitions
*NRC - Non -Recurring Charges. These costs
could be subject to change should a
telecommunications provider determine during
circuit engineering priorto circuit installation
that additional costs are required. Should this
occur, the library may cancel the circuit with
NRC, or if all circuits are to be charged
additional costs as compared to those in this
agreement library may cancel this entire
agreement or ask whether another circuit(s)
with lower NRC but potentially higher on going
monthly costs is (are) available.
Master Agreement Page 7 of 8
Estimated Net Costs,
Itemized - Main to Branches
Pre Discount Costs
after discounts
applied
Circuits to Newport Beach Public Library
NRC*
Monthly
NRC*
Monthly
Link 2: Mariners to Newport Beach Public
$
(AT&T)
1G
$ -
$ 1,232.50
$ 246.50
Link 3: Balboa to Newport Beach Public (AT&T)
500M
$ -
$ 1,003.00
$ -
$ 200.60
Link 4: Corona Del Marto Newport Beach Public
$
(NSS)
100M
$ -
$ 697.88
$ 139.58
Taxes & Surcharges on links
Varies
Main library will need a router or switch with
'Option 2' 1G and at least one LAN interface.
This router should support BGP and NAT. An
Library Equipment
upgraded Firewall appliance may be
necessary. Each branch will need a router or
switch with at least one 1G interface and a
LAN interface.
Note 1: These numbers do not include early
termination fees that might be required from
current provider(s), nor equipment the library
may need to purchase to support these circuits,
nor Taxes & Surcharges on the circuits.
Note 2: E -rate and CTF discounts are dependent
upon the continued funding of these programs.
CENIC/Califa cannot guarantee the E -rate and
CTF discounts, and these discounts are subject
to change.
Definitions
*NRC - Non -Recurring Charges. These costs
could be subject to change should a
telecommunications provider determine during
circuit engineering priorto circuit installation
that additional costs are required. Should this
occur, the library may cancel the circuit with
NRC, or if all circuits are to be charged
additional costs as compared to those in this
agreement library may cancel this entire
agreement or ask whether another circuit(s)
with lower NRC but potentially higher on going
monthly costs is (are) available.
Master Agreement Page 7 of 8
**E rate discounts vary among jurisdictions,
From 20% to 90%. E-rate and CTF discounts are
dependent upon the continued funding of these
programs. These discounts are subject to
change in future years.
***Collector Circuit - a multi-site aggregation
or trunk circuit between the main site and the
CaIREN backbone
****CTF discount - percent discount of amount
after E rate discount is applied.
Master Agreement Page 8 of 8