HomeMy WebLinkAboutNetwork Master Agreement - US Signal Company LLC - Renewal of Connectivity ServicesCITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR
PUBLICBOARD OF
November 13, 2018
Paige DeWitte
US Signal Company, L.L.0
201 Ionia Avenue SW
Grand Rapids, MI 49503
RE: Network Master Agreement
Dear Ms. DeWitte:
PHONE 574/235-9251
FAx 574/235-9171
The Board of Public Works, at its meeting held on November 13, 2018, approved the above
referenced agreement for the renewal of connectivity services to provide communications
between remote water production sites and SCADA environment for real-time control and
monitoring of water systems in the amount of $2,520 per month for thirty-six (36) months,
for a total of $30,240.
Enclosed please find a copy of the agreement for your records.
If you have any further questions regarding this matter, please call this office at (574) 235-
9251.
Sincerely,
Linda M. Martin, Clerk
Enclosure
GARY A. GILOT SUZANNA M. FRITZBERG ELIZABETH A. MARADIK JAMES A. MUELLER THERESE J. DORAU
CITY OF SOUTHBEND
PUBLIC WORKS
MEMO
To: Board of Public Works
CC: Al Greek, Dan O'Connor, Clara McDaniels
From: Brent Hussung
Date: October 31, 2018
Subject: US Signal Agreement Renewal
To whom it may concern,
We are submitting for review and approval the renewal of the US Signal Agreement that provides
connectivity between the Utilities SCADA environment and the remote Water Production Plants and
Booster Stations for real-time control and monitoring of systems that produce and pump clean drinking
water to the citizens of South Bend.
Contract term is for 36 months and the total monthly recurring charge is $2,520.00 for a total annual
cost of $30,240.00
Sincerely,
A��
Brent Hu:
EXCELLENCE ACCOUNTABILITY I INNOVATION � INCLUSION I EMPOWERMENT
130ON County -City Building 227 W. Jefferson Blvd. I South Bend, Indiana 466011 p 574.235.9251 f 574.235.9171 www.southbendin.gov
M
US SIGNAL NETWORK MASTER AGREEMENT
Effective Date: 111212018 t#°te'"Effective Date""
Customer (Legal Name)Hof South BendmMm- Waterry orrkk
Contact Information:
Name: Brent Hussun
Title: Director of SCADA Information Systems
Phone Number: 574-277-8515 ext. 5512
Fax Number:
Email Address: bh�ussufl southbendins
Mobile Number: 574-229-3787 ..
Legal Notices:
Dr
Cit ,State, Zip_ South Bend,1N 46fi28
esic l Address; 3113 f iversi
Billing Email Address: bhussun southbendin,gov p
Designated Agent RPA Consultin LLC
The purpose of this Network Master Agreement, Including all Service Schedules and applicable Orders For Services as
defined below, (collectively the "Agreement") is to provide a framework within which Customer may from lime to time
purchase network and related services from US Signal Company. L.L,C, and its subsidiaries ("US Signal"), a Michigan
limited liability company with offices at 201 Ionia Avenue SW, Grand Rapids, MI 49503.
ARTICLE 1
SERVICES, SERVICE SCHEDULES AND ORDERS
Section 1.1 Services.
The network services ("Network Services") are available under this Agreement and the additional terms and conditions set
forth In the Network Service Exhibit found at tf s:llus 1 rat. i a lnetw rk sf fvl lexhitxt (the "Network Service
Exhibit"), LDS Signal may from time to time make changes to the Network Service Exhibit in order to add new or Improved'.
Services, or, upon thirty (38) days written notice, discontinue a Service (collectively "product Updates"). Customer .shall
pufiodically check the links for such Product Updates.
Each service is, referred to In this Agreement and the Network Service Exhibit Individually as a "Service,' and collectively as
the "Services". Customers purchase and use of a Service shall be governed by this Agreement and the terms of the
applicable Order for Service ("OFS")_
Section 1.2 Order of Precedence.
The Network Service Exhibit and OFS shall be Incorporated into the Agreement. In the event of any conflict between this
Agreement and the terms of the Network Service Exhibit and applicable OFS, precedence will be given in the Following
order (1) the OFS but solely with respect td the Services covered by that OFS; (ii) the Network Service Exhibit; but solely
with respect to the Service covered by that that Network Service Exhibit; and (ill) this Agreement.
ARTICLE 2
TERM AND TERMINATION
Section 2.1 Agreement Term.
Proprietary & Confidential Page 1 of 7 Gity of South Fiend - Water works 110218 - R
This Agreement shall commend on the Effective Cate and continue until the last OFS expires or is terminated, or this
Agreement is sooner terminated in accordance with the terms of Section 2.3 or 2,4 below ('Agreement Term").
Section 2.2 Service Term.
An individual Service, with a term identified in the OFS, shall commence on its first day of availability and continue for the
period of time specified on its OFS, unless sooner terminated In accordance with the terms of Section 2.3 or 2.4 below (a
'Service's Initial Term" or "SIT'). Thereafter, the SIT shall continue in effect on a month -to -month basis at the then current
month -to -month rates (the "Service's Renewal Term") unless Customer or US Signal provides the other party with written
notice of its Intention not to renew the term at least thirty (30) days before expiration of the SIT. Either party may terminate
the Service during the Service's Renewal Term upon thirty (34) days' prior written notice. The SIT and Service's Renewal
Term are sometimes individually and collectively referred to as the "Service Term".
Section 2.3 Early Termination.
If any Service is terminated by either party prior to the expiration of its SiT then Customer agrees to pay US Signal an early
termination charge equal to: (a) one hundred percent (100%) of all monthly recurring charges for each terminated Service for
all unexpired months of service through the remainder of its SIT; (b) any non -recurring fees US Signal incurs from other
suppliers as a result of canceling Customers Service; and (c) any outstanding invoices still owed_ Such payment shall be
due within thirty (30) days of service termination,
Section 2.4 Termination by US Signal
a, US Signal shall have the right to terminate any Service for cause immediately and without notice if: (i) Customer
attempts a denial of service attack against the Services, (il) Oustormer seeks to hack or break any security protool$
within the Services; (W) Customer uses any of the Services in ,any way that disrupts or threatens service to other
custoamers of US Signal,, (iv) Customer use of the Services poses a security risk that may subject US Signal or any third
party to liability, damages or danger; (v) US Signal determines In its solo discretion that fraud Is associated with
Customers use of the Services; or (vi) US Signal determines or is notified that Customer has been using the Services
for any illegal purpose or in a way that violates the law or infringeslviolates!misappropriates the rights of any third party.
b, US Signal shall have the right to terminate this Agreement for any cause not listed in (a) above, upon written notice, if
Customer breaches this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice. In
the case of nonpayment of fees, the cure period shall be as set forth in Section 3.2.
ARTICLE 3
PAYMENT TERMS
Section 3.1 Rates.
Customer shall pay to US Signal all recurring and non -recurring charges for the Services at the rates and charges set forth
on the applicable OFS, All monthly recurring charges and non -recurring charges are on an individual case basis ("ICf3").
Monthly Recurring Charge(s) ("MRCs") shall be invoiced monthly. A pro -rated portion for the first month's service will be
included on the first invoice plus the next month's service in advance. Non -recurring charges ("NRC") will be included on the
invoice for applicable installation or service changes. On -net service monthly recurring rates will remain the same for the
duration of the SIT, Changes or cancellations to ordered Services will result in additional non -recurring charges.
Section 3.2 Payment.
All amounts owed by Customer are due twenty-five (25) days from the invoice date ("Due Date"). Customer shall make
payment in U.S. dollars to US Signal by check or, at Customer's option, by electronic funds transfer to an account
reasonably designated by US Signal no later than the Due bate. US Signal shall forward via electronic mail a copy of the
current Invoice to Customer no later than two (2) days after the invoice date to the email ,address(es) designated on page
one (1) of this Agreement ("Billing Email Address"). Customer must provide US Signal thirty (30) days written notice of
any changes to its Billing Email Address, All changes must be e aaailed to ,Af @ysg1gnal.corn. To the extent Customer
disputes a portion of an invoice„ Customer, may withhold payment on the disputed items, provided that Customer: (a)
provides a written statement of the disputed charges to US Signal at Dis ute us I al.rom ("Dispute Email Address") in
reasonable detail within thirty (30) days of the Invoice date (the "Reviews Date'); (b) pays the undisputed portion of the
Proprietary & Confidential Page 2 or 7 City of South Bend - Water Works 110218 - R
''USSIGNAL
invoice, and (c) negotiates in good falih with US Signal for the purpose. of rosolving such dispute in a timely manner, US
Signal shall riot be obligated to consider any (:''ustomer nollco of any milling discrepancies which are received by US Signal
after the Review Date or to an address other than the Dispute Email Address identified herein_ If payment has not been
received within thirty (30) days from the invoice date, US Signal will notify Customer that if payment is not received within
five (5) days, then US Signal shall have the right to terminate this Agreement for cause and the Services will be
disconnected at a certain time on a certain date. A late charge will be applied to Customer's invoice for all outstanding
amounts owed beyond the true Dale. Late charge will equal the lesser of 1.5% of the outstanding charges or the maximum
amount allowed by law. In the event a payment is received by US Signal and is returned by insufficient funds or bank
charges, Customer will reimburse US Signal for all associated processing charges as well as an applicable late charge. in
the event that non -disputed payments are received late or returned by Insufficient funds more than three (3) times during any
twelve (12) month period„ US Signal may require Customer to establish a deposit or pay with guaranteed funds. In the event
Customer participates In either the, 1) Dural health Care; or 2) Schools and Libraries Program ("E-Rate Program"),
Custorner may be eligible for a monetary reimbursement according to time rules and regulations administered by the
Universal Service Administrative Company ("USAC"). Although the E-Rate Program allows for two (2) reimbursement
moWwdsw 1) Service Provider Invoice ("SPI'% or 2) Billed Entity Applicant Relmbursement ("BEAN"), the partimts acknowledge
and agree to utilize the BEAR process lhroughmit the SI`I% and any renewal terms thereafter.
Section 3.3 Taxes,
US Signal shall charge Customer for any and all applicable fees, taxes or surcharges (however designated) which are levied
as a direct result of Customer's purchase of Services under this Agreement, unless Customer has provided US Signal a valid
tax exemption certificate reasonably acceptable to US Signal. Customer is responsible for all taxes up until the time a valid
tax exemption certificate is provided" If Customer fails to maintain the required tax exemption certificate(s), US Signal shall
back -bill Customer for all applicable taxes.
Section 3A Creditworthiness_
Delivery of the Services is subject to the continuing approval of Customers creditworthiness, if necessary, US Signal may
require a cash deposit, the terms of which will be subject to mutual written agreement.
ARTICLE 4
ADDITIONAL, OBLIGATIONS
Section 4.1 Acceptable Use Policy ("AUP").
Customer agrees to not use, nor shall it permit others to use, the Services for., (a) any unlawful, immoral, Invasive. infringing,
defamatory, fraudulent, or obscene purpose; (b) to send email of any kind that does not adhere to the guidelines set forth
under the CAN-SPAM Act of 2003; (c) to send any virus, worm, Trojan horse or harmful code or attachment; (d) to alter,
steal, corrupt, disable, destroy, trespass or violate any security or encryption of any computer file, database or network so as
to interfere with the use of the US Signal network by other customers or authorized users; and (a) in a manner which may
expose US Signal to any criminal or civil liability„ If Customer, or a third party through Customer, violates any of the
foregoing prohibitions, US Signal may immediately suspend the Services andfor terminate this Agreement for cause and
without further liability or obligation to Customer Customer shall cooperate with US Signal in investigating and correcting arty
,apparent breach of this Acceptable Use Policy, Customer shall be solely responsible for any material that It maintains"
transmits, downloads, views, posts, distributes or otherwise ,accesses or makes available using than Services. If a violation of
this AUP is determined to be caused by an unrelated third party, for Insta, nce a denial -of -service ('DoS") attack or distributed
denial -of -service ("DDW), then US Signal may need to take immediate action to manage its network for the service
availability of all its customers. Such action may include blocking certain traffic, re-rouling of traffic or suspension of a
Service.
Section 4.2 Equipment, Hardware and Software.
Any equipment US Signal installs or utilizes for the provisioning of the Services Is owned by US Signal" For the sole purpose
of enabling Customer to use Services, US Signal grants to Customer a non-exclusive and non -transferable license to use
software that may be provided with or included in the Services. US Signal or its suppliers retain title and property rights to
US Signal -provided software and equipment, whether or not it is embedded in or attached to really. Customer neither owns
nor will it acquire any claim or right of ownership to (a) any US Signal -provided equipment not purchased by Customer; (b)
any software (Including the original media and all subsequent copies of the software,. regardless of the ntedla's form,
including product keys provided by third parties whereby the keys are for Customer's exclusive use and continued use of
Proprietary & Ccmfidential Page 3 of 7 City of South Send - Water Works 110218 - R
such keys beyond termination of any Service order or this Agreement Is prohibited) and associated documentation (including
copies); and (c) any IP addresses assigned to Customer. Customer agrees not to open, alter, misuse, tamper with or
remove the equipment required to operate the service. Customer will not remove any markings or labels or serial numbers
from the equipment. If the equipment is damaged, destroyed, lost or stolen while In Customer's possession then Customer
shall be liable for the cost of repair or replacement of such equipment, US Signal is responsible for maintaining its software
and hardware in accordance with the terms of this Agreement. Customer will safeguard such equipment from loss or
damage of any kind, and will not permit anyone other than an authorized representative of US Signal to perform any work on
the device, US Signal will cable up to twenty (20) feet within the same room from the equipment to Customer's equipment at
no additional charge. Customer shall provide adequate space and AC power within six (6) feet of the demarcation or
extension, thereof. Prior to installation, Customer shall notify US Signal of any special requirements regarding the placement
of the equipment at Customers premise to accommodate all Customer's employees, agents and contractors with a physical
disability who are tasked with monitoring such equipment in order to perform their job functions. Any request, post
installation, to relocate the equipment will result in additional non -recurring charges.
Section 4.3 Confidentiality.
Each party agrees that all information furnished to it by the other party, or to which it has access under this Agreement, shall
be deemed confidential and proprietary information (collectively referred to as "Proprietary Information") of the disclosing
party and shall remain the sole and exclusive property of the disclosing party. Each party shall treat the Proprietary
Information and the contents of this Agreement in a confidential manner and, except to the extent necessary in connection
with the performance of its obligations under this Agreement, neither party shall directly or indirectly disclose the same to
anyone other, than its employees,, and contractors who have a need to know the Proprietary Information. The confidentiality
obligations of this Section do nol apply to any portion of the Proprietary Infommation which;. (a) is or becomes public
knowledge through no fault of the receiving party; (b) is in (be lawful possession of the receiving party prior to disclosure to it
by the disclosing party (as confirmed by the receiving patty's records); (c) is disclosed to the receiving party without
restriction on disclosure by a person who has the lawful right to disclose the information; (d) is required to be disclosed by
law or regulation; or (e) is disclosed pursuant to the lawful requirements or formal request of a governmental agency, If the
receiving party is requested or legally compelled by a governmental agency to disclose any Proprietary Information of the
disclosing party, the receiving party agrees that It will provide the disclosing party with prompt written notice (if lawfully
permitted) of such requests so that the disclosing party has the opportunity to pursue its Legal and equitable remedies
regarding potential disclosure. Each party acknowledges that its breach or threatened breach of this Section may cause the
disclosing party irreparable harm which would not be adequatety compensated by monetary damages, Accordingly, in the
event of any such breach or threatened breach, the receiving party agrees that equitable relief, including a temporary or
permanent injunction, is an available remedy in addition to any legal remedies to which the disclosing party may be entitled.
The obligations of the Parties relating to confidentiality survive termination of this Agreement for a two (2) year period. In the
event Customer and US Signal enter Into a separate Nan -Disclosure Agreement ("NDA"), then such NDA shall be
incorporated into this Agreement by reference herein, and If any terms and conditions of such NDA are in conflict with the
terms and conditions herein, then the NDA shall supersede the oonfrdentiality terms and conditions In this clause, excluding
US Signal's CPNi obligations as defined in this Agreement,
Section 4.4 CPNI.
Customer Proprietary Network Information ('CPNI"), as defined by United States Code 47 U.S.C. § 222(h) (1), shall be
considered to be the confidential Irrfomlation of Customer. Customer authorizes US Signal to disclose CPNI: 1) to any third
party agent designated on page one (1) of this Agreement; 2) to any future designated person(s) via written letter of
authorization; and 3) to a lawful requirement or request from a court or governmental agency. Except as otherwise expressly
permitted herein, US Signal agrees that it will not: (a) use the CPNI for any purpose other than to further the purpose of this
Agreement; and (b) disclose or reveal the CPNI to any person or entity other than its employees, directors, officers, and
consultants who have a need to know to further the purpose of this Agreement and are subject to legally binding obligations
of confidentiality and non-use no less restrictive than those contained in this Agreement.
Section 4.5 Publicity.
Neither party may use the name, logo, trade name, service marks, or printed materials of the other party, in any promotional
or advertising materials, statement, document, press release or broadcast without the prior written consent of the other party;
which consent may be granted or withheld at the other party's sole discretion.
ARTICLE 5
WARRANTIES, INDEMNIFICATION AND LIMITATIONS OF LIABILITY
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Section 5.1 Customer Representations and Warranties.
Customer represents, warrants and covenants, as of the signature dates and continuing throughout the Agreement Term,
that Customer: (a) is not engaged In any resale or rebilling of the Services under this Agreement and that the use of the
Services are for its own exclusive use; and (b) will strictly adhere to Customers responsibilities as defined in the Network
Service Schedule.
Section 5.2 Disclaimer of Warranties.
Customer assumes total responsibility for use of the Services and applicable equipment. Any Services performed under this
Agreement are on an as is basis without warranty, US Signal has no responsibility for the security, loss, intrusion or
unauthorized access of stored data or any loss or damage caused by any action, omission or failure to comply with the terns
of this Agreement by Customer, US SIGNAL MAKES NO WARRANTY TO CUSTOMER OR ANY OTHER PERSON OR
ENTITY, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
WARRANTIES OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AS TO
ANY SERVICE OR EQUIPMENT PROVIDED HEREUNDER OR DESCRIBED HEREIN, OR AS TO ANY OTHER MATTER,
ALL OF WHICH WARRANTIES BY US SIGNAL ARE HEREBY EXCLUDED AND DISCLAIMED.
Section 5.3 Indemnification.
Each party shall indemnify and hold harmless the other party including its officers, directors, agents and employees, from
and against any and all claims, demands, causes of action, losses, damages, costs and expenses, including attorney fees
(collectively, hereinafter "Claims") arising out of or in any manner relating to; (a) breach of this Agreement; (b) violation of
any law; (c) any Claim for withholding or other takes that might arise or be imposed due to this Agreement or the
performance hereof; (d) damage to property or personal injury (including death) arising out of the gross negligence or willful
acts or omissions of a party; or (a) Claims by a third party arising out of or related to the provision, use or misuse of any
Service,
Section SA Limitation of Liability.
NEITHER US SIGNAL NOR ITS AFFILIATES, SUBSIDIARIES, EMPLOYEES, CONTRACTORS, OR SUPPLIERS SHALL
BE LIABLE TO CUSTOMER FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES,
(INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOST REVENUES, AND LOSS OF BUSINESS OPPORTUNITY)
ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES, HOWEVER CAUSED AND UNDER
WHATEVER THEORY OF LIABILITY (INCLUDING WITHOUT LIMITATION, STRICT LIABILITY AND NEGLIGENCE),
EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, US Signal's liability for all
claims of any kind arising out of or related to this Agreement, whether based on contract, tort, including, without limitation,
strict liability and negligence, warranty or on other legal or equitable principles shall be limited to strict money damages and
shall not exceed the amount of fees paid by Customer for the Services under the applicable OFS during the 12-month period
immediately preceding the event giving rise to the claim for damages,
ARTICLE 6
OPERATIONS REQUIREMENTS
Section 6.1 Outage.
Outage means the measure of time that Customer's Services do not meet the applicable service metrics for a Service as
defined in the Network Service Exhibit ("Outage"),
Section 6.2 Planned Maintenance or Repair.
Planned Maintenance or Repair Includes, but is not limited to software upgrades and repairs, equipment upgrades and
repairs, power upgrades and repairs, Customer acknowledges that US Signal may need to perform Planned Maintenance or
Repair and such maintenance or repair is not considered an Outage.
ARTICLE 7
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GENERAL PROVISIONS
Section 7.1 Counterparts; Electronic Communications.
This Agreement may be executed in two or more counterparts (including by means of faxed or emailed signature pages),
each of which will be deemed an original, and all of which together will constitute one and the same instrument.
Photocopies, facsimile transmissions and other reproductions of this executed original (with reproduced signatures) will be
deemed original counterparts of this Agreement. The parties consent and agree the Agreement and any OFS may be
entered into electronically by way of electronic signatures (for example, by electronically clicking a box confirming agreement
or utilizing third party software such as UocuSign), and any such electronic signatures shall be binding and treated as
original signatures. In the event US Signal requires a correction or clarification to an executed OFS prior to the Service's
first day of availability, an email communication from Customer may be utilized as an acceptable method of approval for any
such correction or clarification and shall be incorporated as part of the OFS.
Section 7.2 Notices,
Except as described in Section 1.1 of this Agreement, all notices, including but not limited to, demands, requests and other
communications required or permitted hereunder (not including invoices) shall be In writing and shall be deerned to be
delivered when actually received, whether upon personal delivery or If sent by facsimile, mail or overnight delivery. All
Customer notices shall be addressed as designated on page one (1) of this Agreement and US Signal notices shall be
addressed as follows: US Signal Company, L.L-C,, Attn: Contracts. 201 Ionia Avenue SW, Grand Rapids, Nil 49503
(collectively 'Legal Notices"). Either party must provide the other party written notice of any changes to its Legal Notices.
Section 7.3 Assignment.
This Agreement shall not be assigned by Customer without the prior written consent of US Signal.
Section 7.4 Successors and Assigns.
Ali of the terms and provisions of this Agreement shall be binding upon, shall inure to the benefit of, and be enforceable by
the successors and assigns of the parties to this Agreement -
Section 7.5 Severability.
The unenforeeability of any provision of this Agreement shall not affect the enforceability of the remaining provisions of this
Agreement,
Section 7.6 Force Majeure.
Neither party shall be liable for any failure of performance hereunder due to causes beyond its reasonable control, including
but not limited to, acts of God, fire, explosion, vandalism, cable cuts, storms or other similar catastrophes; any law, order,
regulation, direction, action or request of the United Stales government, or of any other government, including state and local
governments having jurisdiction over either of the parties, or of any department, agency, commission, court, bureau,
corporation or other instrumentality of any one or more of said governments, or of any civil or military authority; national
emergencies; insurrections, riots, wars, or strikes, lockouts, work stoppages or other labor disputes or difficulties ("Force
Majeure Event')- Notwithstanding anything to the contrary set forth herein, Customer agrees that payment obligations
hereunder shall be absolute and not subject to delay due to any Force Majeure Event -
Section 7.7 Regulatory Requirements.
If the Federal Communications Commission, a state Public Utilities or Service Commission or a court of competent
jurisdiction, issues a rule, regulation, law or order which has the effect of changing or superseding any material term or
provision of this Agreement, including rates, surcharges or taxes, then this Agreement shall be deemed modified in such a
way as is consistent with the form. Intent or purpose of the ruling,
Section 7.8 Tariffs.
Subject to the terms set forth in this Agreement, US Signal hereby Incorporates by reference those provisions of its tariffs
that govern the provision of any of the services or facilities provided hereunder. It any provision of this Agreement and an
applicable tariff cannot be reasonably construed or interpreted to avoid conflict„ the provision contained In this Agreement
Proprietary & Confidential page 6 of 7 City of South Bend —Water Works 110218 - R
shall prevail. If any provision contained in this main body of the Agreement and any Exhibits, Attachments or Appendix
hereto cannot be reasonably construed or interpreted to avoid conflict, the provision contained in this main body of the
Agreement shall prevail. The fac# that a condition, right, obligation, or other term appears in this Agreement but not In any
such tariff shall not be interpreted as, or be deemed grounds for finding, a conflict for purposes of this section_
Section 7.9 Governing Law.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Indiana, without regard to
conflict of law principles,
Section 7.10 Export Matters.
Customer represent and warrant that Customer is not on the United States Department of Treasury, Office of Foreign Asset
Controls list of Specially Designated National and Blocked Persons to whom US Signal is legally prohibited to provide the
Services. Customer may not use the Services for the development, design, manufacture, production, stockpiling, or use of
nuclear, chemical or biological weapons, weapons of mass destruction, or missiles, in a country listed in Country Groups D;
4 and D: 3, as set forth in Supplement No. f to the Part 740 of the United States Export Administration Regulations, nor may
Customer provide administrative access to the Services to any person (including any natural person or government or
private entity) that is located in or is a national of any countrythat is embargoed or highly restricted under United States
export regulations.
Section 7.11 Entire Agreement.
This Agreement and the Network Service Exhibit, together with all OFSes, embodies the entire agreement and
understanding between US Signal and Customer with respect to the subjecl matter of this Agreement and supersedes all
prior oral or written agreements and understandings relating to the subject matter of this Agreement. No statement,
representation, warranty„ covenant or agreement of any kind not expressly set forth in this Agreement will affect„ or be used
to Interpret, change or restrict, the express terms and provisions of this Agreement_ Except as otherwise expressly permitted
in this Agreement, this Agreement may not be supplemented, modified or amended except by a written instrument which is
signed by both parties.
Section 7.12 Survivability.
Customer's obligations under Indemnification, Limitation of Liability and Customer Representations of Warranties shall
survive the expiration or termination of this Agreement.
Customer: City of South Bend -Water Works
By:
Printed Name:
Title: _
Date:
US Signal Company, L.L.C.
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Printed Name: R(LIJ '
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Proprietary & Confidential Page 7 of 7 City of South Bend —Water Works 110218 - R
General Order Information
Customer Name City, of South Bend - Water Works
Account ID 000012109261
Customer Type Retail
Order Type RENEW
Sales Rep Sangalli, Tony
Retention Rep Sangalli, Tony
Agent Company RPA Consulting, LLC
Agent Name
Total MRC $2,520.00
Total NRC $0.00
Order Requested ASAP
Multipoint Order Components
4900 Cleveland Rd, South
Bend, IN 46628, USA
3773 S Ironwood Dr, South
Bend, IN 46614, USA
Product
Term Length
Identifier
Access MRC / NRC
CIR MRC / NRC
Total MRC / NRC
Location Address
Access Type
Handoff Type
Bandwidth
CPE
Product
Term Length
Identifier
Access MRC / NRC
CIR MRC / NRC
Total MRC / NRC
Location Address
Access Type
Handoff Type
Bandwidth
Order For Service
#27921
This space reserved for USS Document Barcode
VES Multisite
36 month(s)
Q-20180716-00007-R-1
$100/$0
$40 / $0
$140/$0
4900 Cleveland Road, South Bend, IN
EoDSI
Fast Ethernet
1.5 Mbps
Adtran 818
VES Multisite
36 month(s)
Q-20180716-00007-R-2
$100 / $0
$40 / $0
$140/$0
3773 South Ironwood Drive, South Bend, IN
EoDSI
Fast Ethernet
1.5 Mbps
Generated by Sangalli, Tony on 17-JUL-2018 10:10:06-EDT 1 / 7
Multipoint Order Components
CPE Adtran 818
1939 Greenock St, South
Bend, IN 46614, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-3
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
1939 Greenock Street, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
830 N Michigan St, South
Bend, IN 46601, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-6
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
830 North Michigan Street, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
7124 Vorden Pkwy, South
Bend, IN 46628, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-4
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
7124 Vorden Parkway, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
235 W Chippewa Ave, South
Bend, IN 46614, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-5
Access MRC / NRC
$100 / $0
Generated by Sangalli, Tony on 17-JLTL-2018 10:10:06-EDT
2 / 7
Multipoint Order Components
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
235 West Chippewa Avenue, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
915 S Olive St, South Bend,
IN 46619, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-7
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
915 South Olive Street, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
17155 State Rd 23 Granger,
IN 46635
2801 Riverside Dr, South
Bend, IN 46616, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-8
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
17155 State Rd 23, Granger, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00007-R-9
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
2801 Riverside Drive, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Generated by Sangalli, Tony on 17-JUL-2018 10:10:06-EDT 3 / 7
Multipoint Order Components
2708 Rockne Dr, South
Bend, IN 46615, USA
4116 Fellows St, South Bend,
IN 46614, USA
18438 Cleveland Rd, South
Bend, IN 46637, USA
2611 Locust Rd, South Bend,
IN 46614, USA
Product
Term Length
Identifier
Access MRC / NRC
CIR MRC / NRC
Total MRC / NRC
Location Address
Access Type
Handoff Type
Bandwidth
CPE
Product
Term Length
Identifier
Access MRC / NRC
CIR MRC / NRC
Total MRC / NRC
Location Address
Access Type
Handoff Type
Bandwidth
CPE
Product
Term Length
Identifier
Access MRC / NRC
CIR MRC / NRC
Total MRC / NRC
Location Address
Access Type
Handoff Type
Bandwidth
CPE
Product
Term Length
Identifier
Access MRC / NRC
CIR MRC / NRC
VES Multisite
36 month(s)
Q-20180716-00007-R-10
$100 / $0
$40 / $0
$140/$0
2708 Rockne Drive, South Bend, IN
EoDSI
Fast Ethernet
1.5 Mbps
Adtran 818
VES Multisite
36 month(s)
Q-20180716-00011-R-1
$100/$0
$40 / $0
$140 / $0
4116 Fellows Street, South Bend, IN
EoDS I
Fast Ethernet
1.5 Mbps
Adtran 818
VES Multisite
36 month(s)
Q-20180716-00011-R-2
$100 / $0
$40 / $0
$140 / $0
18438 Cleveland Road, South Bend, IN
EoDSI
Fast Ethernet
1.5 Mbps
Adtran 818
VES Multisite
36 month(s)
Q-20180716-00011-R-3
$100/$0
$40 / $0
Generated by Sangalli, Tony on 17-JUL-2018 10:10:06-EDT 4 / 7
Multipoint Order Components
3411 Fellows St, South Bend,
IN 46614, USA
2952 N Bendix Dr, South
Bend, IN 46628, USA
52290 Shenandoah Dr, South
Bend, IN 46635, USA
Total MRC / NRC
$140 / $0
Location Address
2611 Locust Road, South Bend, IN
Access Type
EoDS1
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00011-R-4
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
3411 Fellows Street, South Bend, IN
Access Type
EoDS 1
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00011-R-5
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
2952 North Bendix Drive, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00011-R-6
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
52290 Shenandoah Drive, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Generated by Sangalli, Tony on 17-JUL-2018 10:10:06-EDT 5 / 7
Wkipoim Order Compoxients
24395 Edison Rd, South
Bend, IN 46628, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00011-R-7
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
24395 Edison Road, South Bend, IN
Access Type
EoDSI
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
4949 Cleveland Rd, South
Bend, IN 46628, USA
Product
VES Multisite
Term Length
36 month(s)
Identifier
Q-20180716-00011-R-8
Access MRC / NRC
$100 / $0
CIR MRC / NRC
$40 / $0
Total MRC / NRC
$140 / $0
Location Address
4949 Cleveland Road, South Bend, IN
Access Type
EoDS 1
Handoff Type
Fast Ethernet
Bandwidth
1.5 Mbps
CPE
Adtran 818
Circuit Description
The Service Locations identified in this OFS were previously governed under a separate agreement(s), under which the
service's term, as defined therein, was not yet expired ("Existing Services"). Upon commencement of the SIT, as defined
herein, such Existing Services shall be governed by the terms and conditions of this Agreement, and any applicable terms
by the previous agreement shall expire.
Generated by Sangalli, Tony on 17-JUL-2018 10:10:06-EDT 6 / 7
SigMILLINS
Customer approves and accepts this Order for Service subject to the terms and conditions of the governing service
agreement between the companies. Any changes to this order may result in additional non -recurring charges once a due date
has been assigned and communicated.
Customer Printed Name;
Customer Signed Name:
Date:
Generated by Sangalli, Tony on 17-JUL-2018 10:10:06-EDT 7 / 7
BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date 10-31-2018
Name Brent Hussung Department Utilities
BPW Date 11-13-2018
Phone Extension 5512
mw Wma MIMPMPmIuuWIM
----------
Required Prior to Submittal to Board
. _.._ _.. _. ..._ .........- � _.......... w_.M
Legal Attorney Name
Controller review is required for all Contracts $5,000.00 or more
Controller and greater than one year in length per the City Purchasing
Policy
Purchasing Fj
Check..the
...p
N Agreement
Professional Services
❑, Bid Opening
❑ Quote Opening
❑ Chg Order No.
El Ease./Encroach.
Other:
Company or Vendor Name
New Vendor
MBE/WBE Contractor
Project Name
Project Number
Funding Source
Account No.
Amount
Terms of Contract
Purpose/Description
)ropriate Item Type
El Contract
❑ Amendment
El Bid Award
El Quote Award
ElC/O &PCANo,
R Traffic Control
ui
USm,§ignal
Yes
No
❑ MBE
❑ WBE
for All Submissions
Proposal
.....�....._......�.�,.,Addendum
Req. to Advertise ❑ Title Sheet
PCA
❑ Resolution
F-1 Claim
rmation
If Yes, Approved by Purchasing
Completed E-Verify Form Attached ❑ Yes
❑ No
O&M
620.064 04
$2,520.00 monthlyrecurring $30, . 00 annua ly
36 months _
Renewal mofinexistina connectivitv services to provide
communications between remote water production sites and the
SCADA environment for real-time control and monitoring of water
For..�e Orders Onl
Amount of ❑ Increase
Decrease
Previous Amount $ _........
Current Percent of Change: _........
New Amount $
Total Percent of Change:
Time Extension:
Dispersal After Approval
Copy
Original
❑
❑
El
El
n
❑