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HomeMy WebLinkAboutAgenda Packet 12/13/2011Utility Advisory Committee Jack Pittis Conference Room Port Angeles, WA 98362 December 13, 2011 4:00 PM AGENDA I. Call To Order (4:00 PM in Jack Pittis Conference Room) II. Roll Call III. Approval Of Minutes For November 8, 2011 IV. Late Items V. Discussion Items: A. BPA Residential Exchange Program Settlement Agreement Amendment No. 1 (verbal report only) B. Draft New Large Single Electrical Loads Introduction C. Electrical Work Permit Fee Corrections VI. Information Only Items: A. Solid Waste Collection and Recycling Survey B. Low Income Weatherization Utility Discounts Ordinance (verbal report only) C. Industrial Transmission Electric Rate Ordinance and Letter Agreement Update (verbal report only) VII. Joint Utility Advisory Committee /City Council Work Session Items (5:00 PM in Council Chambers): A. Wireless Mobile Data System Acquisition and Integration Agreement B. Columbia Telecommunications Corporation Professional Services Agreement Amendment No. 1 C. Wireless Mobile Data System Operation, Management Maintenance Agreement D. Wireless Mobile Data System Retail Service Provider Agreement VIII. Discussion Items Continued: A. Wireless Mobile Data System Acquisition and Integration Agreement B. Wireless Mobile Data System Professional Services Agreement Amendment No. 1 C. Wireless Mobile Data System Operation, Management Maintenance Agreement D. Wireless Mobile Data System Retail Service Provider Agreement E. On -Call Wastewater Utility Engineering Professional Services Agreement Amendment No. 1 F. Local Source Control Program Grant G. Maintenance Contract WW -11 -036; Wastewater Sewer System Cleaning and Video Inspection IX. Next Meeting Date: After agenda item VII the meeting will be continued to December 15, 2011 beginning at 3:00 PM in the Vern Burton Meeting Room X. Adjournment N. \uac \final \121311 UAC Assigned Councilmembers Present: Other Councilmembers Present: Other Councilmembers Absent: Utility Advisory Committee Members Present: Utility Advisory Committee Members Absent: Staff Present: Others Present: IV. Late Items: None. V. Discussion Items: City Council Special Meeting /Utility Advisory Committee Jack Pittis Conference Room Port Angeles, WA 98362 November 8, 2011 3:00 p.m. L Call To Order Chairman Dan Di Guilio called the meeting to order at 3:00 p.m. II. Roll Call Dan Di Guilio, Cherie Kidd, Brooke Nelson Max Mania Don Perry, Brad Collins, Patrick Downie Dean Reed, Paul Elliott (3:02) N/A Kent Myers, Glenn Cutler, Bill Bloor, Larry Dunbar, Yvonne Ziomkowski, Phil Lusk, Sondya Wray, Rick Hostetler, Nathan West, Terry Gallagher, Dan McKeen N/A III. Approval Of Minutes Chairman Dan Di Guilio asked if there were any corrections to the minutes of October 11, 2011. Committee Member Dean Reed moved to approve the minutes. Cherie Kidd seconded the motion, which carried unanimously. A. Telecommunications Utility Establishment Terry Gallagher pulled this item from the meeting agenda, which will be discussed at a future date. B. Broadband Technology Opportunities Program Available Match 1 II. ROLL CALL: )ORTANGELES CITY COUNCIL SPECIAL/REGULAR MEETING W A S H I N G T O N U S A I. CALL TO ORDER SPECIAL MEETING: Members Present: Mayor Di Guilio Deputy Mayor Perry Councilmember Collins Councilmember Downie Councilmember Kidd Councilmember Mania Councilmember Nelson Staff Present: Manager Myers Attorney Bloor Clerk Hurd G. Cutler T. Gallagher D. McKeen N. West Y. Ziomkowski III. PLEDGE OF ALLEGIANCE: Led by: December 13, 2011 G \GROUP \CLERK \FORMS \FORMS AND PUBLICATIONS CREATION GS2010- 013 \Council Roll Call wpd 6:UD w\x,c mow Ak e A Other Staff Present: R. cc'ri,t,/ L l�Lc�lol�r� �•1 te tAc P e) J4J AkArvi r Otivii C IAM vi&ot pcsill e S 061/4-dio.AY cV\A ei/ AlAt.Ld a ■,1),_ vd. (5\9 41. Sid v Go t(6ed c Terry Gallagher, Chief of Police, gave a short summary of the current information regarding the funding arrangement with the Broadband Technology Opportunities program. There was a lengthy discussion. Brooke Nelson moved to recommend City Council support the proposed components and amounts that comprise the City's available match to NoaNet for the BTOP sub grant. Dean Reed seconded the motion, which carried unanimously. C. Clallam County Public Utility District No. 1 Telecommunications Right -Of -Way License Renewal No. 2 Larry Dunbar, Deputy Director of Power Systems discussed the benefits to renewing the Clallam County Public Utility District Telecommunications Right -of -Way License Agreement. A brief discussion followed. Dean Reed moved to recommend City Council authorize City Manager to renew the Telecommunications Right -Of -Way License with the Clallam County Public Utility District for an additional five -year term, and make minor modifications, if n ec essary. Brooke Nelson seconded the motion, which carried unanimously. VI Information Only Items: A. 2012 Low Income Weatherization Project Information only. No action taken. B. Advance Metering Infrastructure System Update (Verbal report only) Information only. No action taken. C. Wireless Mobile Data System Update (Verbal report only) Information only. No action taken. VIII. Next Meeting Dates: December 13, 2011: 4 -5 p.m. regular meeting, 5 -7 p.m. work session December 15, 2011: Continuation 3 -5 p.m. IX Adjournment: 3:44 p.m. Dan Di Guilio, Mayor Janessa Hurd, City Clerk Dan Di Guilio, Chair Utility Advisory Sondya Wray, Administrative Specialist Committee 2 PORTANGELES W A S H I N G T O N U.S.A. Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee From: Phil Lusk, Power Resources Manager Subject: Draft New Large Single Electrical Loads Introduction Summary: The Electric Utility needs to establish a policy for new large single electrical loads to address how marginal power supply costs will be recovered. With the assistance of the Western Public Agencies Group, staff has prepared a draft of a new large single load ordinance for discussion purposes. Recommendation: For information only, no action requested. Background /Analysis: The Pacific Northwest Electric Power Planning and Conservation Act (Act) defines a New Large Single Load (NLSL) for the Bonneville Power Administration (BPA) to be any new load or expansion of an existing load at a single facility whose power requirements increase by 10 average megawatts (aMW) or more in any consecutive 12 month period as compared to its consumption during the immediately preceding 12 -month period For the City's Electric Utility, staff recommends the NLSL be 2 aMW (equivalent to 1,460,000 kWh or about 1,100 average residential customers) under the new BPA wholesale tiered rate methodology (TRM). Under the BPA wholesale TRM that became effective on October 1, 2011, load requirements in excess of our "High Water Mark" (HWM) will be purchased at higher wholesale power prices "Tier 2 The short-term wholesale rate alternative selected by the City is 0.04648 per kWh, which is about 50% higher than the Tier 1 rate and much less of an impact than anticipated. If a 2 aMW NLSL requests retail electric service, Tier 2 power costs using today's retail rate setting practices would be rolled into the total Electric Utility's revenue requirement with the potential to increase retail rates by about 1.5% for all of the City's retail electric customers. In contrast, a 10 aMW NLSL could increase retail rates by about 6.5% There are two key NLSL issues: the aMW level the City establishes for its NLSL, and if the Tier 2 power supply costs associated with serving a NLSL are shared with all retail electric customers. Quite simply, a NLSL could either result in significantly more expensive retail rates for the new customer or a modest retail rate impact for all customers. The issue presents the classic policy trade -off between encouraging economic development by providing competitive rates for NLSL's, 1 Bonneville Power Administration (2001) New Large Single Load Policy N \UAC \Original \New Large Single Load docx New Large Single Load December 13, 2011 Page 2 or making new customers face the marginal power supply costs that they impose on the system. Staff is confident that Tier 2 power purchases should be delayed until at least 2014 as long as we continue to experience historical customer growth, maintain our expanded energy conservation program, and there are no reductions to the federal based system. However, a NLSL policy should be developed in the coming months as a safety net in case a large commercial or industrial customer expands or a new one locates in our service territory. With the assistance of the Western Public Agencies Group, staff has prepared a draft of a new large single load ordinance for discussion purposes, which has not yet been reviewed by the City Attorney. Staff anticipates returning to the Utility Advisory Committee with a final draft NLSL ordinance for its consideration no later than its February 2012 meeting. ORDINANCE NO. AN ORDINANCE of the City of Port Angeles, Washington, relating to Electricity Services and Charges; adding a new section, 13.12.074, to Chapter 13.12 of Title 13 of the Port Angeles Municipal Code WHEREAS, the City Council does hereby find that there is need to establish a rate for electricity services and charges for the purpose of providing the same to large new customer loads and significant expansions of existing customer loads. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PORT ANGELES do hereby ordain as follows: Section 1. Chapter 13.12 of Title 13, Public Utilities, of the Port Angeles Municipal Code is hereby amended by adding a new Section 13.12.074 of PAMC, to read as follows: 13.12.074 New or Expanded Loads A. Applicability. This schedule applies to any General Service Demand or Primary Service account which is either a new load not previously connected to the electrical distribution system, or an expansion to a load previously connected to the electric distribution system, that is either equal to or exceeds 3 MW of new connected load or is equal to or exceeds 2 aMW of load previously connected to the electrical distribution system using calendar year 2011 as the base year. This schedule does not apply to loads designated by the City or the Bonneville Power Administration as New Large Single Loads. B. Character of Service. Sixty- cycle, alternating current at such phase and vbltage as the City may have available will be furnished under this schedule, applied through a single meter and one point of delivery. C. New Loads. Rates for a new load connected to the electrical distribution system after December 31, 2012 shall be charged as follows based on the energy and demand usage for each month as measured by the account meter. 1. Uniform Rate. Loads subject to this schedule will be charged the cost of generation and transmission services incurred by the City for such service from the Bonneville Power Administration under the Priority Firm Public Rate, Tier 2 Charges, including without limitation the charges for Unanticipated Load Service. The type of Tier 2 power so procured shall be determined by the City in its sole discretion. 2. Diurnally Differentiated Rate. If the City can procure power from the Bonneville Power Administration under the Priority Firm Public Rate, Tier 2 Charges, with —1— deliveries differentiated diurnally, the City may in its sole discretion offer loads subject to this schedule service hereunder that is diurnally differentiated. 3. Adjustments to Rate. The City Council, as a part of the annual budget process, may reduce the rate applicable to an account under this schedule if the City determines in its sole discretion on an annual forecast basis, by use of a cost of service analysis or other accepted econometric methods, that the economic impact within the City of the new or expanded load will generate additional revenues for the City that exceed the marginal cost of service. 4. Transmission Charges. The monthly wholesale transmission costs to the City, including energy, demand and any other charges incurred by the City to provide service to an account for a new load under this schedule. 5. Charges and Credits. Any other wholesale generation or transmission charges or credits incurred by the City to provide service to an account under this schedule. 6. Basic Charge. A basic charge shall apply as determined by the Director in accordance with Section 13.12.041, 13.12.043, or 13.12.060. 7. Taxes. An amount calculated to recover the actual tax obligation of the Electric Utility and City for State Public Utilities tax and City Public Utility tax and any other applicable taxes. 8. Distribution Charge. For a new load not previously connected to the electrical distribution system, -a distribution charge determined,by multiplying 0.40 times the sum of Items 1 -6 above shall apply. E. Expanded Loads. Rates for an expansion to a load after December 31, 2012 that is connected to the electrical distribution system prior to January 1, 2013 shall be charged the following based on the energy and demand usage for each month as measured by the account meter. 1. Existing Load Charges. The customer's monthly energy, demand consumption, and basic charge in calendar year 2011 shall continue to be charged as determined by the Director in accordance with Section 13.12.041, 13.12.043, or 13.12.060.1. 2. Uniform Rate. Monthly loads in excess of the same corresponding month in calendar year 2011 will be charged the cost of generation and transmission services incurred by the City for such service from the Bonneville Power Administration under the Priority Firm Public Rate, Tier 2 Charges, including without limitation the charges for Unanticipated Load Service. The type of Tier 2 power so procured shall be determined by the City in its sole discretion. 3. Diurnally Differentiated Rate. If the City can procure power from the Bonneville Power Administration under the Priority Firm Public Rate, Tier 2 Charges, with deliveries differentiated diurnally, the City may in its sole discretion offer loads subject to this schedule service hereunder that is diurnally differentiated. -2- 4. Adjustments to Rate. The City Council, as a part of the annual budget process, may reduce the rate applicable to an account under this schedule if the City determines in its sole discretion on an annual forecast basis, by use of a cost of service analysis or other accepted econometric methods, that the economic impact within the City of the new or expanded load will generate additional revenues for the City that exceed the marginal cost of service. 5. Transmission Charges. The monthly wholesale transmission costs to the City, including energy, demand and any other charges incurred by the City to provide service to an account for an expanded load under this schedule. 6. Charges and Credits. Any other wholesale generation or transmission charges or credits incurred by the City to provide service to an account under this schedule. 7. Taxes. An amount calculated to recover the actual tax obligation of the Electric Utility and City for State Public Utilities tax and City Public Utility tax and any other applicable taxes. Section 2 Severabilitv. If any provisions of this Ordinance or its applications to any person or circumstances is held to be invalid, the remainder of the Ordinance or application of the provisions of the Ordinance to other persons or circumstances is not affected. Section 3 Effective Date. This ordinance, being an exercise of a power specifically delegated to the City legislative body, is not subject to referendum. This ordinance shall take effect five (5) days after passage and publication of an approved summary thereof consisting of the title. Section 4 Corrections. The City Clerk and the codifiers of this ordinance are authorized to make necessary corrections to this ordinance including, but not limited to, the correction of the scrivener's /clerical errors, references, ordinance numbering, section /subsection numbers and any references thereto. PASSED by the City Council of the City of Port Angeles at a regular meeting of said Council held on the day of 2012. Dan Di Guilio, Mayor Janessa Hurd, City Clerk PUBLISHED: 2012 By Summary ATTEST: APPROVED AS TO FORM: -4- William E. Bloor, City Attorney PORTANGELES W A S H I N G T O N U.S.A. City Council and Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee From: Larry Dunbar, Deputy Director of Power Systems Subject: Electrical Work Permit Fee Corrections Summary: The proposed ordinance amendment adds two fees that were requested by electrical contractors that were overlooked by staff. Recommendation: Favorable a favorable recommendation to City Council to proceed with a public hearing on electrical work permit fee adjustments for the Electric Utility. Background /Analysis: On October 18, 2011, City Council adopted adjustments to the electric work permit fees. Staff recently discovered that two items requested by electrical contractors were overlooked by staff and not included in the October 18, 2011 action. Staff now proposes to amend item "0" of section 3.70.100 of the Port Angeles Municipal Code to add the following fees: 1. Residential Electrical Work Permit and Fees. z. Addition of un to 4 circuits 575.00 2. Non Residential Electrical Work Permit and Fees. dd. Addition of un to 4 circuits $86.00 Following a brief presentation, staff will seek the recommendation of the Utility Advisory Committee to City Council to proceed with a public hearing on the electrical work permit fee corrections for the Electric Utility. The proposed City Council public hearing is December 20, 2011 for a brief presentation and to allow public input to the process after the presentation. The public hearing would be continued to January 3, 2012 at which time the public hearing will be closed. The proposed fees would go into effect immediately on Wednesday, January 4, 2012 so that they accompany the other changes. N \UAC \Final \Electrical Work Permit Fee Corrections doe Date: To: From: Subject: ORTANGELES W A S H I N G T O N U.S.A. Utility Advisory Committee Memo December 13, 2011 Utility Advisory Committee Randall Brackett, P.E., Deputy Director of Operations Larry Dunbar, Deputy Director of Power Systems Solid Waste Collection and Recycling Survey Summary: Residential customers will be surveyed in early 2012 to solicit input about possible changes in garbage and recycling collection services beginning in 2013. The results will be presented and discussed at a series of town halls in the spring of 2012 and later with the Utility Advisory Committee as part of a fall 2012 rate study. Recommendation: For information only, no action requested. Background /Analysis: In July 2006, the Solid Waste Collection Division began offering an every- other -week garbage service option to residential customers at a lower cost than weekly collection. At the same time, the City began a mixed cart "single stream" curbside recycling service, the cost of which has been included in the garbage rate. In addition, back in 2006 the City established a separate monthly fee for yard waste service. At this time, 46% of residential customers receive weekly garbage collection, 54% of residential customers receive every- other -week garbage collection, 78% of all residential customers participate in curbside recycling, and 36% of all residential customers receive curbside yard waste collection services. Rates charged for weekly garbage collection (which include the cost of recycling) have decreased by 3.3% since 2006. Rates charged for every- other -week garbage collection (which include the cost of recycling) have decreased by 12.4% since 2006. The Solid Waste Collection Utility has been using reserves to balance its budget for several years and staff has been directed to look for ways to reduce operating costs. Staff intends to conduct a survey to gather customer input on the following: A possible mandatory every- other -week garbage collection service, An optional monthly garbage collection service, and Establishing a separate charge for recycling and garbage collection. The attached draft survey will be sent out in the January 2012 utility bills and available on the City's website. Survey results will be presented and discussed at a series of town hall meetings in the spring of 2012 and later with the Utility Advisory Committee as part of a fall 2012 rate study. N: \UAC \Final \Solid Waste Collection and Recycling Survey docx City of Port Angeles Residential Solid Waste Collection Customer Survey The City is looking for input on how to reduce the operating costs for residential solid waste collection services. The options that may be considered include a mandatory every- other -week garbage collection service, an optional monthly garbage collection service, and creating a separate charge for recycling. There are no changes to commercial garbage collection services being considered at this time. Please complete and return the below survey no later than February 17, 2012. If you have Internet access you can complete the survey online at www.citvofaa.us. Survey results will be presented and discussed at a series of town hall meetings in the spring of 2012. Afterward, survey results and input from town hall meetings will be shared with the Utility Advisory Committee and City Council. 1. How full is your garbage container on collection day? o Full to overflowing o 3/ full o %full o 1/2 full or less 3. Current weekly garbage customers only: Would you object to a mandatory every- other -week garbage collection service? o Yes o No S. Current recycling customers only: How often do you put out your recycling cart? o Every- other -week o Once per month o Only when it's full o No longer using cart 7. Recycling costs are currently included in garbage collection charges. If this was changed so garbage and recycling are charged separately on your bill would you still recycle? o Yes o No 9. Current recycling customers only: If you are recycling less, is it because? o I'm buying less, so I have less to recycle o I'm buying products with less packaging o I put recyclables in the garbage instead o Other 2. How often do you have your garbage picked up? o Weekly garbage collection o Every- other -week garbage collection 4. Current every- other -week garbage customers only: Would you be interested in an optional monthly garbage collection service? o Yes o No 6. Current recycling customers only: How full is your recycling cart when rolled out? o Full to overflowing o full o %:full o 1/2 full or less 8. Current recycling customers only: Compared to a year ago, are you recycling? o About the same amount o More o Less 10. How often do you recycle glass at any of the City's recycling centers including Swain's, Transfer Station, Albertsons, and Port Angeles Plaza East? o Every- other -week o Once per month o I put glass in the garbage instead o Other From: PRTAETES W A S H I N G T O N U.S.A. City Council and Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee Terry Gallagher, Police Chief Dan McKeen, Fire Chief Nathan West, Director of Community and Economic Development Glenn Cutler, Director of Public Works and Utilities Subject: Wireless Mobile Data System Acquisition and Integration Agreement Summary: At the direction of the City Council, staff and Columbia Telecommunications Corporation in cooperation with the Northwest Open Access Network completed the procurement process for the Wireless Mobile Data System Design and Construction. A total of sixteen vendors participated in the process and five vendors submitted proposals. After evaluations, interviews, and reference checks, Capacity Provisioning, Inc. and sub contractors Cascade Networks, Inc., Aruba Networks, Inc. and Olympic Electric Company, Inc. was determined to be the vendor whose proposal is the most advantageous to the City. Recommendation: Forward a favorable recommendation to City Council to approve and authorize the City Manager to sign the Wireless Mobile Data System Acquisition and Integration Agreement with Capacity Provisioning, Inc. in an amount not to exceed $2,577,922.00, and to make minor modifications to the agreement, if necessary. Background /Analysis: On June 19, 2006, City Council incorporated the Wireless Technology Plan as part of the City's annual Capital Facilities Plan for the Police and Fire Departments. On March 17, 2009, following a competitive process, City Council approved a consulting agreement with Columbia Telecommunications Corporation (CTC) to prepare the Wireless Technology Plan. On July 21, 2009, City Council authorized CTC to prepare a system -level design, cost estimate, Business Case Evaluation (BCE), and a grant application for a Wireless Mobile Data System (WMDS). In early 2010, the City submitted a sub -grant application in cooperation with the Northwest Open Access Network (NoaNet) under the Broadband Technology Opportunities Program (BTOP). The City's sub -grant included CTC's system -level design within the City and the Lower Elwha Klallam Tribe (LEKT), comprising a total of 240 wireless access points and 44 interconnections to the fiber optic network under the Metropolitan Area Network Services Agreement. Wireless Mobile Data System Acquisition and Integration Agreement December 13, 2011 Page 2 Communications equipment necessary for vehicles was also included in the sub -grant application for the City (Police, Fire and Public Works and Utilities Departments), Fire Districts 2 and 3, Clallam County Sheriff, and the LEKT. The total estimated capital cost of the proposed project was $3.7 million with a 30% City match of $1.1 million. In August 2010, the NoaNet was awarded a grant under the BTOP, which included the City's sub grant for a WMDS. On November 9, 2010, the Utility Advisory Committee received an update on the CTC BCE based on the assumption of City ownership, Operation, Management, and Maintenance (OM &M). The update included a mobile data radio life expectancy of 12 -20 years, which resulted in an anticipated monthly charge $70 per vehicle (without depreciation or aircard discount). The estimated monthly depreciation was an additional $30 per vehicle, which could be added to the monthly charges or delayed until after the equipment warranty period expires. Based on the charges proposed in the OM &M Services Agreement and the revenues anticipated in the Retail Service Provider Agreement (which will be separately considered at today's meeting) am-. initial monthly charge of $70 per vehicle beginning in 2013 is anticipated to be adequate including depreciation. The initial monthly charge should be reviewed and reconsidered as part of the City's 2014 proposed budget process. It was evident from the BCE that without the BTOP grant, the City's WMDS needs will continue to be unmet indefinitely. Although the BCE assumed City ownership and City OM &M for its own needs, CTC and staff recommend that design, construction, OM &M, and retail services be outsourced. CTC shared that under an outsourcing approach the worst possible outcome should be that the vendor would be able to cover all operating costs and capital replacements, and that the best possible outcome may be that the City has surplus funds to support new telecommunications initiatives. Based on the proposed OM &M Services Agreement and the Retail Service Provider Agreement (which will be separately considered at today's meeting because they do not qualify for grant funding) an outsourcing approach appears to be successful. An assumption going forward is that traditional costs allocated to utilities (e.g., administrative charges, emergency management allocation, information technology charges, etc.) will not apply to the future telecommunications utility, however, this approach should be reviewed and reconsidered as part of the City's 2014 proposed budget process. For further financial proforma please refer to the attached WMDS Funding Sources and Uses Statement and the Forecasted Income Statement. On March 15, 2011, City Council approved the Participation Agreement with NoaNet to proceed with the City -owned WMDS. On April 19, 2011, City Council, by resolution, established a restricted cash account for the City's match to comply with the sub grant. At the same meeting City Council adopted the Federal Communications Commission Policy Statement FCC 05 -151 regarding an open access policy for retail service providers. On May 17, 2011, following a second competitive process, City Council selected and authorized CTC to assist the City to prepare the WMDS Design and Construction Request for Proposal (RFP). The RFP included requirements for design and construction services, including a technical proposal and a charge proposal. The technical proposal included a system level design, geographic coverage areas, and the proposed equipment and technologies. The charge proposal divided the cost of the project into three phases including 1) detailed design, 2) construction of the WMDS throughout the majority of the City, and 3) construction of the WMDS within the remainder of the City. N \UAC \Final \WMDS Design Construction Agreement doc Wireless Mobile Data System Acquisition and Integration Agreement December 13, 2011 Page 3 The RFP was released on July 22, 2011, with advertisements placed in the Seattle Daily Journal of Commerce, Builders Exchange, Peninsula Daily News, the Northwest Public Power Association, and was also placed on the City's website. Staff also notified all local telecommunications service providers about the RFP including Wave Broadband, Century Link, Capacity Provisioning, Inc., Olypen, Inc., Olympus Net, and Olympic WiFi. A total of 40 vendors expressed interest, 18 of which registered with the City to participate in the RFP procurement process, resulting in 5 vendors submitting proposals (Capacity Provisioning, Inc., Lockheed Martin, Federal Signal, ID Consulting Solutions, and INX, Inc.). The proposals from all vendors were determined to be responsive to the RFP and all vendors were invited to participate in an interview. A staff project team, and Rich Nall, Coordinated Services Manager, representing. NoaNet,.and:Greg• Helwick, Network Analyst, representing Clallam County, were assembled to work with CTC during the procurement process. CTC and team members participated in the evaluation of proposals and charges, interviews, reference checks, and vendor selection. It is important to note that Capacity Provisioning, Inc. and sub contractors Cascade Networks, Inc., Aruba Networks, Inc. and Olympic Electric Company, Inc. was the only vendor that submitted a proposal that was within the City's budget. As a result of the evaluations, interviews and reference checks, Capacity Provisioning, Inc. in and sub contractors Cascade Networks, Inc., Aruba Networks, Inc., and Olympic Electric Company, Inc. was determined to be the most qualified vendor whose proposal is the most advantageous to the City with price and other factors considered. Staff previously indicated that there may be a need to consider a change order for the Street Lighting Upgrades Project No. CL05 -2009 for replacement bracket arms to accommodate the Wireless Access Points. This is no longer necessary. A summary of the WMDS Design and Construction RFP procurement schedule is provided below. Milestone RFP advertisement Pre proposal conference Proposal deadline Vendor interviews Proposal review and evaluation Vendor negotiations City Council Utility Advisory Committee work session Utility Advisory Committee consideration City Council contract award N \UAC Final \WMDS Design Construction Agreement doc Completion Date July 22, 2011 August 5, 2011 September 30, 2011 October 21, 2011 October 24, 2011 November 18, 2011 December 13, 2011 December 15, 2011 December 20, 2011 Status Complete Complete Complete Complete Complete Complete Wireless Mobile Data System Acquisition and Integration Agreement December 13, 2011 Page 4 At today's meeting, staff will provide a presentation on the Acquisition and Integration Agreement negotiated with Capacity Provisioning, Inc. and sub contractors Cascade Networks, Inc., Aruba Networks, Inc., and Olympic Electric Company, Inc. The latest draft Acquisition and Integration Agreement is attached and is being reviewed by the City Attorney. All vendor proposals are available for review at City Hall in the Public Works and Utilities engineering office, confidential computer network security- related information has been removed from all documents. Time is of the essence and the City has to spend 67% of the sub -grant funds before November 2012 and the remaining 33% of the sub -grant funds must be spent before August 2013. If City Council approves the proposed WMDS Acquisition and Integration Agreement, staff will return to the Utility Advisory Committee early next year to consider the establishment of a Telecommunications Utility'and Telecommunication Fund ordinances. Attachments: WMDS Funding Sources and Uses Statement WMDS Forecasted Income Statement Latest draft WMDS Acquisition and Integration Agreement Definition of Acronyms N \UAC\Final \WMDS Design Construction Agreement doc Wireless Mobile Data System Funding Sources Broadband Technology Opportunities Program (BTOP) Sub -Grant 2012 Wastewater Utility budget new fiber network sites (collocated sites) 2011 Electric Utility budget new fiber network sites (collocated site) General Fund (Criminal justice) Total Funding Source Wireless Mobile Data System Funding Uses Acquisition and Integration Agreement Schedule A Design Schedule B Contruction (Majority of City) Schedule C Construction (Remainder of City) Schedule D _Integration Schedule D Underground Work Schedule D Airport Coverage Option Schedule D Ediz Hook Coverage Option Schedule D USCG Coverage Option Schedule D Uninteruptible Power Supply Option Schedule D VOIP Option Schedule D In Car Camera System Option Acquisition and Integration Agreement Funding Uses Sub -Total Including Taxes 2,577,922 BTOP/NoaNet environment assessment BTOP/NoaNet required signage (estimate) Outside consultant (engineering) Outside consultant (onsite inspector) Electric Utility power connections (estimate) Electric Utility streetlight standard re- conductoring (estimate) Travel and training (estimate) 2012 operating expenses NoaNet directed services contingency WMDS Acquisition and Integration Agreement contingency (4.3 Other Funding Uses Sub -Total Including Taxes 2,559,036 100,000 18,027 300,000 s 2,977,063 113,909 1,383,623 381,298 r ,551,9.28 35,396 20,349 45,288 13,428 32,705 14,217 2,500 134,500 30,000 30,000 12,000 5,000 28,014 15,783 127,127 399,141 Total Funding Uses 2,977,063 Construction As of the years ended, 2012 Net Sales Public Safety and Public Works Utilities Total Cost ofgoods sold Depreciation Network Maintenance Total Gross revenue (loss) Other operating income Retail Service Providers Total Gross revenue and other operating income Operating expenses Network Operation and Management Electrical Charges Pole Attachment Charges Network Service Charges Public Safety Network Service Charges Public Access Personnel (Contract Administration) Hardware /Software Fees Insurance Administrative Charges Information Technology Charges Equipment Services Charges Transfers to Other Funds Emergency Management Allocation PW Administration Charges Total Operating income (loss) Nonoperating income (expense) Interest expense Total Income before taxes add Depreciation less Principal Payments Total Cash flow before taxes N \UAC \Final \WMDS Design Construction Agreement doc Wireless Mobile Data System Forecasted Income Statement 53,760 53,760 53,760 53,760 53,760 53,760 53,760 53,760 (52,636) (52,636) (52,636) (52,636) (4,560) (4,560) (4,560) (52,636) (57,196) (57,196) (57,196) 1,124 (3,436) (3,436) (3,436) 72,000 74,160 76,385 78,676 72,000 74,160 76,385 78,676 73,124 70,724 72,949 75,241 (28,383) (28,383) (28,383) (28,383) (2,711) (4,130) (4,253) (4,381) (4,512) (277) (476) (476) (476) (476) (15,575) (26,700) (26,700) (26,700) (26,700) (9,450) (16,200) (16,200) (16,200) (16,200) (1,200) (1,236) (1,273) (1,311) Year Year Year Year 2013 2014 2015 2016 (28,014) (77,088) (77,248) (77,413) (77,583) (77,757) (28,014) (3,964) (6,524) (4,464) (2,342) (156) (28,014) (3,964) (6,524) (4,464) (2,342) (156) 52,636 52,636 52,636 52,636 52,636 52,636 52,636 52,636 (28,014) 48,672 46,112 48,172 Wireless Mobile Data System Statement of Owner's Equity Owner's equity, beginning 418,027 2,949,050 2,945.086 2,938,562 add BTOP/NoaNet sub -grant 2,559,036 Income before taxes (28,014) (3,964) (6.524) (4,464) less Distribution to owners Owner's equity, ending 2,949,050 2,945,086 2,938,562 2,934,098 NOTE: These projections have been prepared to correspond with operating cycles consistent with the project the WMDS Acquisition Integration, OM &M, and Retail Service Provider Agreeements. Significant assume forecasted statements. 52,636 52,636 50,294 52,479 2,934,098 2,931,756 2,931,756 2,931,600 facilities completion, and bons are integral to these Year 2017 53,760 53,760 (52,636) (4,560) (57,196) (3,436) 81,037 81,037 77,601 (28,383) (4,648) (476) (26,700) (16,200) (1,351) (2,342) (156) N \UAC \Final \WMDS Design Construction Agreement doc Definition of Acronyms BCE means Business Case Evaluation. BTOP means Broadband Technology Opportunities Program. CTC means Columbia Telecommunications Corporation. FCC means Federal Communications Commission. GHz means gigahertz and is used to describe the frequency of electromagnetic waves and computer clock speeds. Hot spot generally refers to small areas of intense or important WiFi Internet access activity embedded in a larger area of relative calm. Internet access service means a variety of technologies (e.g., WiFi, dial -up, cable modem, DSL) and service plans (e.g., Tier 1, 2, 3) to allow customers to connect to the Internet. LEKT means L' over Elwha Klallam Tribe. Mbps means megabits per second, where a megabit is 1 million bits. It's the transmission speed of a data transfer. Download Mbps refers to the speed of data transfer from the Internet to a customer. Residential customers typically select the Service Tier based on their download needs. Upload Mbps refers to speed of data transfer from a customer to the Internet. Commercial customers typically select the Service Tier based on their upload needs. Network service means a point -to -point connection to allow communications directly from one computer to another. Network service does not have the same meaning as Internet access service. NoaNet means Northwest Open Access network. OM &M means Operation, Management Maintenance of the WMDS. RFP means Request for Proposal. Service Tier 1, 2 or 3 refers to the service level in Mbps and monthly charge. As you increase the Tier the Mbps and monthly charge typically increase. Value -Added means adding the wireless mobile service to a customer within the City of Port Angeles that maintains their current cable modem or digital subscriber line (DSL) service. Walled Garden refers to a closed or exclusive set of Internet access services provided for customers, which is in contrast to giving customers unrestricted access to the Internet. An example of a walled garden is a hot spot at an airport that provides free Internet access to restaurants and gift shops at the airport, and unrestricted access to the Internet at a charge. WiFi stands for Wireless Fidelity and is a mechanism for wirelessly connecting electronic devices. WiFi is the standard method to connect a high -speed local area network via wireless transmitter /receiver. WiFi is convenient for mobile Internet users and can bring service to areas where wiring would be costly. WiFi service range is short, and penetration through building walls is limited. WMDS means the Wireless Mobile Data System. Date: To: From: Subject: Summary: construction, PORTANGELES W A S H I N G T O N U.S.A. City Council and Utility Advisory Committee Memo December 13, 2011 Utility Advisory Committee Terry Gallagher, Police Chief Dan McKeen, Fire Chief Nathan West, Director of Community and Economic Development Glenn Cutler, Director of Public Works and Utilities Wireless Mobile Data System Professional Services Agreement Amendment No. 1 The proposed amendment includes additional professional services during design, and acceptance of the Wireless Mobile Data System. Recommendation: Subject to a favorable recommendation to approve the Wireless Mobile Data System Acquisition and Integration Agreement, forward a favorable recommendation to City Council to authorize the City Manager to sign Amendment No. 1 to the professional services agreement with Columbia Telecommunications Corporation in an amount not to exceed $164,500.00, which increases the maximum compensation under the agreement from $65,400.00 to $229,900.00, and to make minor modifications to the agreement, if necessary. Background /Analysis: At the direction of the Northwest Open Access Network (NoaNet), earlier this year staff completed a Request for Qualifications (RFQ) process to select a consultant for professional services in support of the City's Broadband Telecommunications Opportunities Program (BTOP) grant. A total of 4 consultants submitted their qualifications in response to the RFQ and Columbia Telecommunications Corporation (CTC) was selected to provide professional services to the City under the Northwest Open Access Network sub -grant for the Wireless Mobile Data System (WMDS). On May 17, 2011, City Council approved a professional services agreement with CTC that included a scope of work to prepare the RFP, provide support to the City prior to the proposal due date, evaluating proposals, and support during contract negotiation. The proposed amendment includes additional professional services during the design, construction, and acceptance of the WMDS. A fee not to exceed $164,500.00 was negotiated for the additional services. The prior and future services provided by CTC qualify for the City's match under the BTOP grant. Attachment: Professional Services Agreement Amendment No. 1 CTC Professional Services Proposal N \UAC \Final \CTC Professional Services Agreement Amendment 1 doc W A S H I N G T O N U.S.A. City Council and Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee From: Terry Gallagher, Police Chief Dan McKeen, Fire Chief Nathan'West, Director of Community and Economic Development Glenn Cutler, Director of Public Works and Utilities Subject: Wireless Mobile Data System Operation, Management Maintenance Services Agreement Summary: At the direction of the City Council, staff and Columbia Telecommunications Corporation completed the procurement process for the Wireless Mobile Data System Operation, Management Maintenance Services. A total of 18 vendors participated in the process and 2 vendors submitted proposals. After evaluations, interviews, and reference checks, Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. was determined to be the most responsive vendor that provides the best value to the City. Recommendation: Subject to a favorable recommendation to approve the Wireless Mobile Data System Acquisition and Integration Agreement, forward a favorable recommendation to City Council to approve and authorize the City Manager to sign the Wireless Mobile Data System Operation, Management Maintenance Services Agreement with Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. in an annual amount of $28,383.00 f beginning in year 2013 for operation and management services and an estimated annual amount of $4,560.00 for maintenance services, and to make minor modifications to the agreement, if necessary. Background /Analysis: On May 17, 2011, following a competitive process the City Council authorized Columbia Telecommunications Corporation (CTC) to assist the City to prepare the Wireless Mobile Data System (WMDS) Operation, Management Maintenance (OM &M) Services Request for Proposals (RFP). The RFP included requirements for OM &M services, including a technical proposal and a charge proposal. The technical proposals included a description of the network operation center, schedule for recommended OM &M services, and a service level agreement for the City. The charge proposals separated the proposed charges for OM &M. Wireless Mobile Data System Operation, Management Maintenance Services Agreement December 13, 2011 Page 2 A staff project team was assembled to work with CTC during the procurement process. CTC and the staff team participated in the development of the RFP, evaluation of proposals and charges, interviews, reference checks, and vendor selection. A total of 40 vendors expressed interest, 18 of which registered with the City to participate in the RFP procurement process, resulting in 2 vendors submitting proposals (Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. and INX, Inc.). The proposals from Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. and INX, Inc. were determined to be responsive to the RFP and they were invited to participate in an interview. Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. proposed three service level options for the City's consideration (see the WMDS OM &M Services Summary attachment for more information). The proposed term of the OM &M Services-Agreement-is six years, with the option to terminate the agreement at the end of 2013. Other unique aspects of their proposal include their local presence as well as their existing Network Operating Center for the citywide fiber optic network. Staff recommends option "C" which provides the lowest annual cost and allows certain maintenance items to be completed only as necessary and appropriate. As a result of the evaluations, interviews and reference checks, Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. was determined to be the most responsive vendor that provides the best value to the City. The WMDS OM &M Services RFP procurement schedule was held concurrent with the WMDS Design and Construction RFP process. A concurrent process was held to ensure OM &M services would be available after each phase of the WMDS is complete, and to determine the ongoing cost of OM &M prior to proceeding with the design and construction project. The WMDS OM &M Services Agreement does not qualify for funding under the Northwest Open Access Network (NoaNet) sub -grant from the Broadband Technology Opportunities Program (BTOP). At today's meeting, staff will provide a presentation on the Operation, Management Maintenance Services Agreement negotiated with Capacity Provisioning, Inc. in partnership with Cascade Networks, Inc. The latest draft Operation, Management Maintenance Services Agreement is attached and is being reviewed by the City Attorney. All vendor proposals are available for review at City Hall in the Public Works and Utilities engineering office, confidential computer network security- related information has been removed from all documents. Attachments: WMDS OM &M Services Summary Latest draft WMDS Operation, Management Maintenance Services Agreement Wireless Mobile Data System Operation and Management Services Summary Description Operation and Management Annual Fee Hardware Hosting Network Operation Center Electronic Device Monitoring Operating System Updates Software Update Management Server Software/Hardware Backups Monthly Report Wireless Mobile Data System Maintenance Services Summary Description Maintenance Hourly Charge Replacement Parts Markup Maintenance Annual Charge (Estimate) Emergency Repairs Non Emergency Repairs Maintenance Hours N \UAC \Final \WMDS OM &M Services Agreement doe Option A $50,533.91 Included Included 24X7X365 Included Included Included Included Option B $34,002.91 Included Included 24X7X365 Option C $28,383.46 Included Included 9X5X52 Monday Through Friday 8AM -5PM Completed Only As Necessary And Appropriate Below Maintenance Charges Would Apply Option A Option B Option C $95.00 $95.00 $95.00 12% 12% 12% $4,560.00 Authorized By City Advance Request Not Required Requested In Advance And Approved By City 9X5X52 Monday Through Friday 8AM -5PM Date: To: From: P OIT A NLES W A S H I N G T O N U.S.A. City Council and Utility Advisory Committee Memo December 13, 2011 Utility Advisory Committee Terry Gallagher, Police Chief Dan McKeen, Fire Chief Nathan West, Director of Community and Economic Development Glenn Cutler, Director of Public Works and Utilities Subject: Wireless Mobile Data System Retail Service Provider Agreement Summary: At the direction of the City Council, staff and Columbia Telecommunications Corporation completed the procurement process for the Wireless Mobile Data System Retail Service Provider. A total of 4 vendors expressed interest, and 1 vendor submitted a proposal. After an evaluation, interview, and reference checks, Olypen, Inc. was determined to be a highly responsive vendor that can provide valuable services to the City. Recommendation: Subject to a favorable recommendation to approve the Wireless Mobile Data System Acquisition and Integration Agreement and the Operation, Management Maintenance Services Agreement, forward a favorable recommendation to City Council to approve and authorize the City Manager to sign the non exclusive Wireless Mobile Data System Retail Service Provider Agreement with Olypen, Inc., and to make minor modifications to the agreement, if necessary. Background /Analysis: On May 17, 2011, following a competitive process the City Council authorized Columbia Telecommunications Corporation (CTC) to assist the City to prepare the Wireless Mobile Data System (WMDS) Retail Service Provider Request for Proposals (RFP). The RFP included requirements for retail services, including a technical proposal and a charge proposal. The technical proposal included the proposed network interconnection for wholesale Internet access, service tiers for retail Internet access and network services, and an outline of the marketing strategy. The charge proposal included the retail charges for Internet access and network services, and the revenues the vendor would pay to the City for use of the WMDS. As part of the proposed non exclusive agreement, excess capacity (if available) can be made available to additional retail service providers for substantially similar services if authorized by City Council. Wireless Mobile Data System Retail Service Provider Agreement December 13, 2011 Page 2 A staff project team was assembled to work with CTC during the procurement process. CTC and the staff team participated in the development of the RFP, evaluation of the proposal, evaluation of retail charges and City revenues, the interview, reference checks, and vendor selection. A total of 4 vendors expressed interest in the RFP (Olympic WiFi, OlympusNet, Wave Broadband, and Olypen, Inc.), and 1 vendor (Olypen, Inc.) submitted a proposal. The proposal from Olypen, Inc. was determined to be highly responsive to the RFP and they were invited to participate in an interview. Olypen, Inc. proposed to provide retail Internet access and network services and to make the entire City a free hot spot for one hour per day. Olypen, Inc. also proposed to make the entire City a hot spot on twelve twenty -four hour City- designated wireless holidays each year. In addition, Olypen, Inc. proposed a value -added service for existing customers that want to retain their Internet access service and add mobility. Furthermore; Olypen, Inc. proposed a Walled Garden service that is anticipated to provide a modern local economic development benefit to local businesses. Discounts ranging from 5% to $30% will also be available for Internet access services identical to what's available to low income senior and low income disabled utility customers. The proposed term of the Retail Services Agreement is six years, with the option to terminate the agreement at the end of 2013. It is worthy of noting that the City and Olypen, Inc. are allies (versus competitors) in that the City will own the WMDS telecommunications facilities and not provide services and Olypen, Inc. provides services and does not own telecommunications facilities. As a result of the interview and reference checks, Olypen, Inc. was determined to be a highly responsive vendor that can provide valuable services to the City. For a summary of the proposed retail services please refer to the WMDS Retail Services Summary attachment. The WMDS Retail Service Provider RFP procurement schedule was held concurrent with the WMDS Design and Construction RFP process. A concurrent process was held to ensure retail use of the WMDS at the earliest possible time, and to estimate the ongoing City share of the revenues of retail Internet access services and network services prior to proceeding with the design and construction project. The WMDS Retail Service Provider Agreement does not qualify for funding under the Northwest Open Access Network (NoaNet) sub -grant from the Broadband Technology Opportunities Program (BTOP). For a summary of the financial proforma please refer to the WMDS Revenue Projection attachment. At today's meeting, staff will provide a presentation on the Retail Service Provider Agreement negotiated with Olypen, Inc. The latest draft Retail Service Provider Agreement is attached and is being reviewed by the City Attorney. The vendor proposal is available for review at City Hall in the Public Works and Utilities engineering office, confidential computer network security related information has been removed from all documents. Attachment: WMDS Retail Services Summary WMDS Revenue Projection Latest draft WMDS Retail Service Provider Agreement Description Wireless Mobile Data System Retail Services Summary Download Upload Mbps Introductory After Mbps Period Introductory Internet Access Services Tier 1 Monthly 1.500 0.896 No Charge 17.95 Tier 2 Monthly 3.000 1.000 No Charge 27.95 Tier 3 Monthly 6.000 1.200 No Charge 37.95 Value -Add Hot Spot Monthly 6.000 1.200 NO Charge 4.95 Utility Discount Program Agreed To Provide From 5% To 30% Discounts Citywide Internet Access Hot Spot Services 1 Contiguous Hour Daily 6.000 1.200 No Charge No Charge 1 Day 6.000 1.200 5.95 5.95 1 Week 6.000 1.200 15.95 15.95 1 Month 6.000 1.200 34.95 34.95 Wireless Holidays (12 Days Per Year) 6.000 1.200 No Charge No Charge Walled Garden Advertising N/A N/A Determined by Olypen, Inc. Network Services Tier 1 Monthly 1.500 1.500 29.00 49.00 Tier 2 Monthly 3.000 3.000 49.00 69.00 Tier 3 Monthly 6.000 6.000 69.00 89.00 N \UAC\Final \WMDS Retail Service Provider Agreement doc Public Safety and Public Works Utilities Annual Revenue Projection Description 64 Vehicles $70 Per Month Description Tier 1 Revenue Share 3,000 10,800 Tier 2 Revenue Share 6,000 21,600 Tier 3 Revenue Share 8,400 28,800 Citywide Hot Spot (1 Day, 1 Not Estimated Week, and 1 Month Services) Walled Garden Advertising Not Estimated Network Services Tier 1 Revenue Share 600 3,600 Tier 2 Revenue Share 600 3,600 Tier 3 Revenue Share 600 3,600 Sub -Total TOTAL REVENUES Wireless Mobile Data System Revenue Projection Introductory Period After Introductory Period 53,760 53,760 Public Access Subscriber Annual Revenue Projection Introductory Period After Introductory Period Internet Access 19,200 72,000 72,960 125,760 PORTANGELES W A S H I N G T O N U.S.A. Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee From: Kathryn Neal, P.E., Civil Engineering Manager Subject: On -Call Wastewater Utility Engineering Professional Services Agreement Amendment No. 1 Summary: Brown and Caldwell, Inc., was selected to provide on -call professional engineering services in support of the Wastewater Utility's Capital Facilities Program and infrastructure and environmental requirements. The original contract was awarded by Council on October 18, 2011 and included two initial tasks. This amendment adds scope and budget for four additional projects each provided as separate tasks in the contract. The projects are: Task 3 design of the Septage Receiving Station, Task 4 design of the WWTP Programmable Logic Controller/ Human Machine Interface Replacement Project, Task 5 NPDES Permit CSC) Reduction Plan Amendment, and Task 6 Wastewater System Hydraulic Model Upgrade. Recommendation: Forward a favorable recommendation to City Council to approve and authorize the City Manager to sign Amendment No. 1 to the Professional Services Agreement with Brown and Caldwell, Inc., in an amount not to exceed $400,000, which increases the maximum compensation under the agreement from $142,109 to $542,109, and to make minor modifications to the agreement, if necessary. Background /Analysis: In October, 2011 Brown and Caldwell, Inc was awarded the On -Call Wastewater Utility Engineering Services contract. The terms of the on -call agreement included provisions that plan for and allow inclusion of additional projects or work for two years from the effective date of the agreement. Four projects are included for execution that were approved in the 2012 budget. The projects are: Task 3 design of the Septage Receiving Station, Task 4 design of the WWTP Programmable Logic Controller/ Human Machine Interface (PLC /HMI) Replacement Project, Task 5 National Pollutant Discharge Elimination Systems (NPDES) Permit Combined Sewer Overflow (CSO) Reduction Plan Amendment, and Task 6 Wastewater System Hydraulic Model Upgrade. In addition to executing these projects that are planned for in the recently approved 2012 budget, Tasks 3 and 4 are also part of the planned expenditure of remaining funds on the 2010 Utility Bond. These bond funds must be expended by August 17, 2012 to avoid arbitrage. N. \UAC \Final \On Call WW Engr Agreement Amendment No 1.docx On -Call Wastewater Utility Engineering Professional Services Agreement Amendment No. 1 December 13, 2011 Page 2 The following describes each proposed task: Task 3 Septage Receiving Station. This task develops the full construction contract design documents for a Septage Receiving Station to accept trucked sewerage from the commercial haulers. The importance of this construction project is that the City will be able to accept the highly concentrated septage loads and transfer the contents to the wastewater treatment plant systems in a controlled fashion consistent with the proper operating parameters of the biological processes of the plant. Ecology is requiring that the City implement the Septage Receiving Station as quickly as possible in order to alleviate known problems at the plant from these concentrated loads. T� correct this, the project will include precast tanks for receiving septage and to separate heavy solids and floatables. Pumps will discharge to the plant headworks, (with allowance for future diversion to the plant digesters) in a controlled manner to produce a more uniform flow that avoids shock-loading to the treatment plant. This project will also benefit the commercial haulers that currently use the plant by facilitating their offloading operations and allow going to 24 hour receiving. The primary sites under consideration for the septage receiving station are immediately adjacent to the WWTP on the sales parcel recently acquired from Rayonier or at the eastern end of the plant near the current front gate. The construction of this project is entirely supported through past septic waste fees that the commercial haulers paid that was dedicated to this project. So far the City has accumulated $920,515 specifically for this project through the septic waste fees. Task 4 PLC/HMI Replacement Project This task develops the non -CSO design to replace and expand the wastewater Supervisory Control and Data Acquisition (SCADA) system. This City's SCADA system last had a comprehensive upgrade during the construction project that added secondary treatment back in 1993. Many of the system components are now obsolete. The central control cabinet (2200) has all of the input/output signal wire and original Texas Instrument Programmable Logic Controller (PLC) in it with parts no longer available. In addition, many of the processes are not implemented to provide sufficient control of the system. A total of 11 out of 14 pump stations do not have a Remote Telemetry Units (RTU) that talks to the SCADA control. This project will transition the existing centralized system to a distributed control technology, upgrading the system to current SCADA technology. The advantage of the distributed control technology is that each process step will be individually controlled at the site and also connected to the main panel. The work involves electrical design, power distribution to new control panels, cable and fiber optic routes inside the plant, as well as the new PLCs and integrating the instrumentation and devices to be controlled. Programming will be specified for inclusion with the construction project. The design takes on additional complexity due to having to maintain the existing wastewater treatment plant alarms, monitoring, and controls for processes while,the new system is sited and commissioned. Because of this and the sensitivity of these wastewater N \UAC \Final \On Call WW Engr Agreement Amendment No 1 docx On -Call Wastewater Utility Engineering Professional Services Agreement Amendment No. 1 December 13, 2011 Page 3 treatment plant processes, both the new and old system will have to coexist within the confines of the existing space requirements. The transition plan will be critical to the project's success. Consequently, this upgrade will have more design considerations and complexities than if this were merely a new construction project. This task only covers the non -CS() related portions of the SCADA system upgrade. The CSO Phase II design implements the primary conversion for the SCADA system. The work in this task will be integrated into it. The award of the design contract for CSO Phase II is contemplated for award in the Spring of 2012. The work in this task is proceeding now in order to make use of the 2010 Utility Bond funds to avoid arbitrage. Ultimately, the construction of the full integrated design is planned to occur as part of the CSO Phase II construction contract in order to reduce cost for the entire upgrade. Task 5 NPDES Permit CSO Reduction Plan Amendment This task develops the required CSO Reduction Plan Amendment required by the NPDES Permit No. WA0023973 for the City of Port Angeles Wastewater Treatment Plant. The specific language in the operating permit is as follows: "In conjunction with the application for renewal of this permit, the Permittee must submit an amendment of its CSO Reduction Plan by July 31, 2012, to the Department (DOE) for review and approval. The amendment must comply with the requirements of WAC 173_ 245- 090(2). The amendment must include a detailed implementation schedule, based on the City of Port Angeles Combined Sewer Overflow (CSO) Reduction Plan (June 2006) and cover the period until 2015 and achievement of the one CSO per outfall per year goal." Staff has been in conversation with the Washington State Department of Ecology (DOE) to refine the specific requirements for this task. Included in this will be an assessment of the effectiveness of the existing CSO reduction plan and a reevaluation of the CSO sites and defined priorities through 2015. In addition, we will include a section of the report for long- term phase compliance of the overarching CSO strategy with long term infiltration inflow reduction, pollutant reduction to receiving waters, full secondary treatment of CSOs, with effective stormwater improvements that relate to the CSO system in Port Angeles. Task 6 Wastewater System Hydraulic Model Upgrade. This task is to do a comprehensive update of the wastewater conveyance system hydraulic model. This model is used as the basis for accurate system evaluation and decisions related to wastewater conveyance throughout the City's 130 miles of gravity and pressure mains and the WWTP. An accurate model of our aging sewer system and the WWTP will determine the biggest bottlenecks or shortcomings in the system. It will also facilitate decision- makers' ability to identify the improvements that will have the greatest effect on increasing the system's capacity or to meet environmental requirements. This task is being done in conjunction with and to support the CSO Reduction Plan Amendment. N: \UAC \Final \On Call WW Engr Agreement Amendment No. 1.docx On -Call Wastewater Utility Engineering Professional Services Agreement Amendment No. 1 December 13, 2011 Page 4 The budgets for the proposed four additional tasks are provided below: Description 2012 Negotiated Budget Amount 1 Task 3 1 Septage Receiving Station 1 120,000 1 120,000 1 Task 4 Plant PLC /HMI Replacement 1 125,000 1 125,000 1 Task 5 Amendment to the CSO Reduction Plan 1 55,000 1 40,000 Task 6 Wastewater Conveyance Hydraulic 100,000 115,000 Modeling N \UAC \Final \On Call WW Engr Agreement Amendment No. 1.docx TOTAL 1 $400,000 1 $400,000 Funding has recently been approved in the City's 2012 budget and also supports the expenditure of the existing 2010 Utility Bond. It is requested that the Utility Advisory Committee forward a favorable recommendation to City Council to authorize the City Manager to sign Amendment No. 1 to the Professional Services Agreement with Brown and Caldwell, in an amount not to exceed $400,000, which increases the maximum compensation under the agreement from $142,109 to $542,109, and to make minor modifications to the agreement, if necessary. PORTANGELES W A S H I N G T O N U.S.A. Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee From: Randall Brackett, P.E., Deputy Director of Operations Subject: Local Source Control Program Grant .Summary: Grant funding is being offered to the.City to support temporary fulltime, 1.8 -month term employment position dedicated to small'business education and technical assistance for applying best management practices in handling runoff and wastes. Recommendation: Forward a favorable recommendation to City Council to approve and authorize the City Manager to accept a grant in the amount of $154,700 with the Washington State Department of Ecology and create a temporary full -time, 18 -month term employment position of Local Source Control Specialist, and to make minor modifications to the contract, if necessary. Background /Analysis: The Department of Ecology (DOE) has been supporting a Local Source Control Program since 2008 as further detailed in the attachment. The Local Source Control Program's two primary goals are to provide small business assistance in handling wastes, and protect highly valued water bodies affected by urban discharges. The Governor and State Legislature agreed this year to actually increase State funding of this program. Federal funds are also being used to supplement State funding. Staff collaborated on a grant submittal designed to reach small businesses in conjunction with existing City Stormwater, Wastewater and Solid Waste programs. It is intended to provide education and support concerning wastes and potential pollutants affecting surface runoff, discharges through the storm drain or wastewater system, and hazardous solid waste that requires special handling. The City's application was scored highly and is being awarded $154,700. The funds will be used primarily to fund a temporary 18 -month term employment, full time position and support that position with DOE training as well as city staff training and assistance. The City's goal is to complete at least 200 small business contacts composed of initial visits and associated follow -ups during the 18 -month grant award period. Staff is prepared to advertise, hire the temporary position, and begin training and support upon City Council approval. This program will dramatically advance City efforts to assist small businesses in successfully implementing best management practices to help protect Puget Sound waters. N \UAC \Final \Local Source Control Program Grant docx Local Source Control Program Update October 10, 2011 Department of Ecology Hazardous Waste 8i Toxics Reduction Program The partnership between Ecology and jurisdictions surrounding Puget Sound and the Spokane area began in April 2008, with Local Source Control Specialists dispatched to small businesses to provide on-site technic& assistance visits. These 'small quantity generators' (SC2Gs) are considered potential generators of hazardous wastes, and typically have limited access to hazardous waste handling and disposal expertise. The specialists look closely at business practices and offer solutions and alternatives to the hazardous materials that are used, stored, and disposed of by each business. The site vsits are voluntary and there is no charge to the business. The Local SoufcetontroJ Partnership is one aspect of the comprehensive Urban Water lnitiative to restore the significant urban waters ir Washington State, It is unique in its approach by cultivating collaboration with local jurisdictions, resulting in local pollution problems beiag solved locally. This is also resulting in an lacrease in networking and coordination between and amongst programs, jurisdictjons, and other state agencies including Ecology. This one-to-one ffort add usea of pollution at the source of use, and provides direct waste mnagement guidance and education on specific best management practices. This approach is expected to positively affect our state's urban water quality and the business bottom line through savings realized from pollution prevention, avoidance of clean-up costs, and efficiencies gained by these businesses. Local Source Control Specialists confer with busrness owners and managers over hazardous and dangerous wastes storrn*ater, solid waste undopiUpn:vention mnkingevyyoOforttoass/stthnse businesses that are not properly managing their waste. They identify options for reduction, reuse, proper disposal, and in some cases elimination of the contaminant from the business process. The Specialists are key in detecting sectnr-spedfiowaste management challenges and potential environmental impacts that would otherwise go undiscovered. It is widely recognized that the economic viability of the state's estimated 65,000 small businesses is critical to the overall economy, and is directly tied to healthy and diverse ecosystems that have their basis in clean water Individual businesses have the opportunity to contribute to cleaner urban water through improved waste management practices, spill preparedness, and awareness of potential impacts to stormwater. The premise of the Local Source Control Program, on-site education leading to business behavior change, is proving effective. Ecology provides direct support program coordination for the specialists through agency staff at headquarters and fou regional offices. Through monthly meetings training sessions there is timely information exchange of current issues for an array of industry sectors and waste management issues. A centralized database tracks business visits and waste issues impacting Puget Sound and the Spokane River Watershed, and their resolution. This makes it possible to analyze waste management trends and to anticipate small business education and assistance needs. PORTANGELES W A S H I N G T O N U.S.A. Utility Advisory Committee Memo Date: December 13, 2011 To: Utility Advisory Committee From: Michael Puntenney, P.E., Deputy Director of Engineering /City Engineer Subject: Maintenance ContractWW -11 -036; Wastewater Sewer System Cleaning and Video Inspection Summary: This work uses the "Limited Public Works Process" contracting format for the jetting, root and debris removal, and cleaning of selected sewer lines in the City, followed by video inspection. The videoing is investigatory work that will be used for various repair and infiltration projects later in 2012 and 2013. Recommendation:. Forward a favorable recommendation to the City Council to authorize the City Manager to sign the Limited Public Works Process Contract WW -11 -036, Wastewater Sewer System Cleaning and Video Inspection with the low responsible bidder for the contracted not -to- exceed maximum value of $35,000 including sales tax, and to make minor modifications to the agreement, if necessary. Background /Analysis: This contract work is for the jetting, root and debris removal, and cleaning of selected sewer lines in the City, followed by video inspection. The videoing is investigatory work that will be used for various repair and infiltration projects later in 2012 and 2013. The contract uses the simplified contracting methodology approved by the State for low value contracts called the "Limited Public Works Process." The contract is being let as a unit price contract for the various diameter sizes of pipe that we have in our sewer system. Work will be ordered over the six month term of the contract for various pipes in the system. There is a not -to- exceed maximum price of $35,000 for all work ordered under this maintenance contract. Competitive quotes were requested from the small works roster on December 2, 2011 with quotes being received on December 12, 2011. The results of the bidding will be updated in a revised memorandum presented at the Utility Advisory Committee. Funds were budgeted in the 2011 budget for this work. Staff recommends that the Utility Advisory Committee forward a favorable recommendation to City Council to authorize the City Manager to sign the Limited Public Works Process Contract WW -11 -036, Wastewater Sewer System Cleaning and Video Inspection with the low responsible bidder for the contracted not -to- exceed maximum value of $35,000 including sales tax, and to make minor modifications to the agreement, if necessary. N \UAC \Final \Maintenance Contract WW- 11- 036.doc, Wastewater Sewer System Cleaning and Video Inspection.doc AMENDMENT No. 1 TO THE AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PORT ANGELES AND COLUMBIA TELECOMMUNICATIONS CORPORATION RELATING TO: Professional services during design and construction of the Wireless Mobile Data System (WMDS). THIS AGREEMENT is made and entered into this day of 2011, by and between THE CITY OF PORT ANGELES, a non charter code city of the State of Washington, (hereinafter called the "CITY and Columbia Telecommunications Corporation; a Maryland Corporation authorized to do business in the state of Washington (hereinafter called the "CONSULTANT WHEREAS, the CITY- desires professional- services related to a professional services during design, construction, and acceptance of the WMDS for its electric utility; and WHEREAS, the CITY desires to engage the professional services and assistance of a qualified consulting firm to perform the scope of work as detailed in Exhibit A, and WHEREAS, the CONSULTANT represents that it is in full compliance with the statutes of the State of Washington for professional registration and /or other applicable requirements, and WHEREAS, the CONSULTANT represents that it has the background, experience, and ability to perform the required work in accordance with the standards of the profession, and WHEREAS, the CONSULTANT represents that it will provide qualified personnel and appropriate facilities necessary to accomplish the work; NOW, THEREFORE, in consideration of the above representations and the terms, conditions, covenants, and agreements set forth below, the parties hereto agree as follows: I REVISED SCOPE OF WORK The scope of professional services to be performed and the results to be achieved by the CONSULTANT shall be as detailed in the attached Exhibit A and shall include all services and material necessary to accomplish the work. The CITY may review the CONSULTANT'S work product, and if it is not satisfactory, the CONSULTANT shall make such changes as may be required by the CITY. Such changes shall not constitute "Extra Work" as related in Section XII of this Agreement. The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with the standards of the profession and in compliance with applicable federal, state and local laws. The Scope of Work may be amended upon written approval of both parties. Page 1 of 2 II MAXIMUM COMPENSATION The additional work authorized by the Amendment is in the total of $164,500.00, including all items contained on Pages 3 -4 of Exhibit A. III TIME OF PERFORMANCE The work for each task shall be completed according to the schedule in the attached Scope of Work, and must be completed on or before December 31, 2013. IV SIGNATURES Except as modified herein, the original AGREEMENT as amended shall remain in effect. In WITNESS WHEREOF, the parties hereto have executed Amendment No. 1 to the Agreement as of the date and year first written above. CITY OF PORT ANGELES APPROVED AS TO FORM: KENT MYERS, CITY MANAGER WILLIAM E. BLOOR, CITY ATTORNEY TITLE: Page 2 of 2 CONSULTANT ATTEST: JANESSA HURD, CITY CLERK Via Electronic Mail Mr. Larry Dunbar Deputy Director Public Works and Utilities Department 321 East Fifth Street Port Angeles, WA 98362 -0217 Re WMDS Project Oversight Proposal Dear Mr. Dunbar: !I!CTC s Cn7,it,rt;N[-I C.A an °J:ER NL Ar.AL-rsfs F(,R THt i t_!t- i IN i L'_ Columbia Telecommunications Corporation 10613 Concord Street Kensington, MD 20895 301.933.1488 fax: 301.933.3340 www.CTCnet.us November 18, 2011 Columbia Telecommunications Corporation (CTC) is proud of its long -term relationship with the City, and of our work throughout the development of the Wireless Mobile Data System (WMDS) project —from creating the initial network design to supporting the City's Broadband Technology Opportunities Program (BTOP) grant application to assisting the City with the integration of its plans as a sub grantee to NoaNet. Most recently, we offered our guidance on the City's RFP for identifying a system integrator to design and construct the WMDS. This letter is a follow -up to our discussions concerning the City's need for oversight of the WMDS design and construction. The attached statement of work defines specific tasks that we propose to undertake to help ensure that the WMDS project continues on its successful trajectory and is designed and built as planned. We appreciate the opportunity to work with the City and to provide continuing technical support on this project. Please do not hesitate to call me with any questions about this proposal. Very truly yours, Lee Afflerbach, PE California Illinois Maryland Minnesota North Carolina Tennessee Valley Washington, D.C. Wisconsin Mr. Larry Dunbar November 18, 2011 Page 2 of 4 Proposed Statement of Work Based on our detailed knowledge of both the City's WMDS project and the National Telecommunications and Information Administration's (NTIA) requirements for BTOP funded projects —as well as our experience with all aspects of project oversight and quality assurance- CTC proposes to provide general support as needed to support the City throughout the design and construction phases of the project. We anticipate that our specific activities will include, but not be limited to, the following: Oversight of all contractor technical design and planning documents. CTC will evaluate both the vendor's initial -system-level design and its detailed design to ensure that the proposed designs will meet the City's objectives and BTOP requirements. We will review the design for "big picture" issues such as the overall ability of the network design to meet the City's goals and objectives. We will also note such critical details as the proper, mounting and spacing of WMDS access devices located throughout the City (including those mounted on utility poles and streetlights), and the proper placement of fiber optic backhaul cables in rights -of -way. Review and analysis of the coverage areas provided by wireless access devices. Based on our extensive experience with wireless network design and implementation, we will review the contractor's wireless access point (WAP) design to confirm that it meets the specific requirements as detailed in the City's RFP and related project guidance. Specifically, we will check the contractor's models to verify that the design will deliver the targeted fixed and mobile coverage levels. Review of technical documentation associated with critical components. We will provide oversight on the contractor's technical documentation for wireless access points, interface equipment to the fiber -optic network, mobile and fixed client access devices, and other critical elements of the network design. Using the project's stated design and performance requirements as a guide, we will ensure that the contractor's proposed components not only meet the City's minimum requirements, but that they will in fact be adequate to meet the network's performance targets. Oversight of system acceptance. We anticipate spending at least one week on site in Port Angeles to oversee the system acceptance testing and verify the contractor's compliance with coverage requirements and functionality for the WMDS fixed and mobile client devices. We will either sign off on the system acceptance, or create a report detailing specific deficiencies and required remedies for the contractor to address. Review and monitoring of all technical documentation associated with system construction and maintenance. As the WMDS project moves into its later phases, we will provide oversight throughout the construction process to ensure that the contractor builds the network to its specifications, and that the build quality meets the City's standards. Once infrastructure is in place, we will also provide oversight of the contractor's WMDS maintenance plans and practices. Mr. Larry Dunbar November 18, 2011 Page 3 of 4 Project support and coordination. In addition to the specific technical oversight and analysis tasks identified above, we will support the City in identifying, coordinating, and resolving technical issues among the City, the contractor, NoaNet, and relevant federal agencies (including NTIA, FCC, and Homeland Security). Given our experience working with each of the federal agencies, and our understanding of technical and other requirements related to BTOP- funded project, we expect to play a key role in facilitating open communications and productive problem- solving among the many partners that are coming together to facilitate the WMDS implementation. Mr. Larry Dunbar November 18, 2011 Page 4 of 4 Project Cost CTC proposes a not -to- exceed cost of $155,000 for the tasks listed above. This is based on the hourly breakdown of staff provide in Table 1. Our cost estimate also includes an optional reserve of $30,000 to pay a local contractor, working under our direction, for on -site support during the construction phase. Alternatively, the reserve could fund the deployment of CTC staff in Port Angeles during that phase. We anticipate that this project will require one week of on -site CTC staffing during acceptance testing and two to three additional days on site per quarter during the first 12 months of the project. We estimate that total travel costs for our quarterly site visits over the length of the project will be approximately $9,500. To keep our travel costs as low as is feasible, we will attempt to combine travel for this project with travel for other projects we have with the City. Our .cost estimate is based on our- .past experience working with the. City. on, the,_WMDS project, as well as on the level of involvement we expect to be provided by NoaNet. As an initial estimate, we would expect our monthly time commitment to vary over the duration of the project, with the heaviest concentration of hours devoted at the beginning of the project and during acceptance testing. Our proposed project timeline, in terms of hours per month, is illustrated in the following table: fable 1: Naticipatett Primary Stalling Requirement~ Moors) et C. v o c.0 at f� d 4 to O Z Principal Engineer 60 60 50 35 35 30 25 25 25 25 25 25 25 25 25 25 25 25 570 Senior Engineer 10 4 2 2 2 0 40 3 3 3 0 3 3 3 3 3 3 3 90 CTC work will be billed at the following hourly rates: Director of Engineering $160 Principal Engineer /Analyst $150 Senior Project Engineer /Analyst $140 Senior Engineer /Analyst $130 Staff Engineer /Analyst $120 Engineer Aide I1 65 Services to clients are billed on an hourly basis. CTC's billing rates are inclusive of all routine expenses including administrative, accounting, and computer support, telephone calls, and photocopying. Non routine expenses and long- distance travel are recovered at direct cost with no mark -up. Payment is due within thirty (30) days of invoice. CITY OF PORT ANGELES WIRELESS MOBILE DATA SYSTEM ACQUISITION AND INTEGRATION AGREEMENT Between CITY OF PORT ANGELES, WA And Capacity Provisioning, Inc. Dated December 20, 2011 Page 1 WIRELESS MOBILE DATA SYSTEM ACQUISITION AND INTEGRATION AGREEMENT THIS WIRELESS MOBILE DATA SYSTEM ACQUISTION AND INTEGRATION AGREEMENT (the "Agreement between the City of Port Angeles, a Washington municipal corporation, hereinafter the "City and Capacity Provisioning, Inc., existing under the laws of Washington, registered to do business in Washington State, hereinafter the "Vendor is for the purposes set forth the terms and conditions for acquisition and integration by Vendor of a Wireless Mobile Data System, hereinafter the "WMDS "_on or before required construction completion dates. The City and Vendor are referred to collectively as the "Parties and individually as "Party". Said WMDS shall consist of the design and construction of the WMDS with funding provided to the City.in August _of,2010,through,the Northwest Open Access Network_(NoaNet),. which was awarded a grant under the U.S. Department of Commerce's National Telecommunications Information Administration (NTIA) under the second cycle of the Broadband Technology Opportunities Program (BTOP), for the City's public safety functions and utilities and the general public, and for the integration of a WMDS with the fiber optic network and the City's existing information systems for use by the City in accordance with the terms, conditions and specifications set forth in this Agreement. 1. DEFINITIONS Except when a word or phrase is given a specific meaning by the express terms of this Agreement, words and terms shall be given their ordinary and usual meanings. The meanings shall be applicable to the singular, plural, masculine, feminine and neuter of the words and terms. 2. AGREEMENT TERM This Agreement shall commence as of the date it is fully executed by both Parties, and this Agreement shall continue in effect until it is terminated as provided below or until the Vendor has fully performed all of its duties and responsibilities in accordance with the terms of this Agreement. 3. AGREEMENT 3.1 Performance by the Vendor This Agreement requires the Vendor to perform the following: 1. Develop a Project Management Plan. The Vendor shall develop a Project Management Plan in accordance with Section 4.7 below. The City, in its discretion, may accept or reject the Project Management Plan. If the City rejects the Project Management Plan, the City may elect to terminate this Agreement. In that event, this Agreement shall be treated Page 2 as void ab initio; and neither party shall have any rights or obligations under this Agreement. 2. If the City approves the Project Management Plan, the Vendor shall proceed to perform the obligations required to complete Phase II of the Project Management Plan. Phase II requires the Vendor to install and implement a fully functioning WMDS in the geographic area specified in the Vendor's Technical Proposal and Charge Proposal. This work shall include, but not be limited to the following: a. WMDS equipment installation. b. Supply and installation of everything necessary and appropriate for a fully functional and operational WMDS, project management, warehousing, and City staff training. c. The WMDS shall be fully complete and operational and subject to System Acceptance Tests prior to City acceptance. d. A System Acceptance Test. 3. At the conclusion of the Vendor's work for Phase II, the City shall determine if the WMDS was completed prior to the construction deadline and otherwise satisfies the Phase II System Acceptance Test. In the event the City rejects the Phase II WMDS, the City may elect to terminate this Agreement. In that event, the Vendor shall remove all equipment, facilities, software, and other materials installed during Phase II and shall refund to the City in full all amounts paid by the City to the Vendor under this Agreement. Thereafter, this Agreement shall be treated as void ab initio; and neither party shall have any rights or obligations under this Agreement. 4. If the City approves the Phase II System Acceptance Test, the Vendor shall proceed to perform the obligations required to complete Phase III of the Project Management Plan. Phase III requires the Vendor to install and implement a fully functioning WMDS to all of the remaining geographic areas of the City and overcome any unanticipated coverage deficiencies in the Phase II geographic area. This work shall include, but not be limited to the following: a. WMDS equipment installation. b. Supply and installation of everything necessary and appropriate for a fully functional and operational WMDS, project management, warehousing, and City staff training. c. The WMDS shall be fully complete and operational and subject to a System Acceptance Test prior to City acceptance. d. A System Acceptance Test. 5. Time is of the essence. The Vendor's work shall be completed and accepted in accordance with the WMDS Schedule (Exhibit 1). The Vendor's failure to meet the Phase II or Phase III construction deadlines shall result in termination of this Agreement. 3.2 Performance by the City This Agreement requires the City to perform the following prior to the Phase II and Phase III System Acceptance Tests: Page 3 1. Purchase and install any underground fiber optic network connections included in the Vendor's Charge Proposal and the detailed design of the WMDS. 2. Install the Electric Utility electrical power connections to the Wireless Access Points that are included in the Vendor's detailed design of the WMDS. 3. Re- conductor streetlighting circuits included in the Vendor's Charge Proposal Schedule "B" and "C" and the detailed design of the WMDS. 4. Complete the streetlighting upgrades project No. CL05 -2009 including replacement of bracket arms where required for WAPs. 3.3 Detailed Requirements The following sections of this Agreement describe in more detail, but are not intended to limit, the performances required by Sections 3.1 and 3.2 above. 4. SCOPE AND RESPONSIBILITIES 4.1 Scope of Vendor's Obligations The Vendor shall install a fully functioning WMDS for the City no later than June 28, 2013. The Vendor shall perform all work, acquire and install all equipment, and complete all other necessary work to accomplish this task, even if such work, acquisitions, or other performances are not specifically mentioned in.this Agreement. Vendor shall take all necessary steps, including detailed design, construction, and management and provide all necessary system components, software, management, supervision, training, materials, tools, supplies, facilities and resources, necessary to install and implement the WMDS. Vendor shall provide or procure all necessary system components, management, supervision, resources and materials required to begin work in accordance with the terms and intention of this Agreement, all so that at the time Vendor completes the work and Phase II and III System Acceptance Tests set forth in this Agreement, the WMDS is ready for use when delivered to the City and so that the City may begin operations immediately. 4.2 Changes to Scope of Work At any time either Party may request modifications to Exhibits 2 and 3 of the Agreement in the following areas: (i) changes, alterations, or additions to the quantity of scope of work to be performed; (ii) modifications to the Charge Proposal to compensate the Parties for unanticipated changes in the rates of taxes, permits, or fees that a Party is obligated to pay pursuant to the Agreement that substantially changes the cost of Vendor's performance of the project or the City's performance of its obligations hereunder; and changes to the estimated quantities in Exhibit 3 Schedules "A `B "B 1" '`C "C 1" and "D" based on the actual quantity of installed units which may cause adjustments to the charges to be applied. In the event either Party desires a modification to Exhibit 2 or 3, it shall submit a written request to the other. The Party requesting the change shall provide with any proposal it makes and in response to any request made by the other a time schedule for such modification and a Page 4 signed cost substantiation, stating the amount of that adjustment and the reason why that adjustment is properly chargeable or credited to the City, and stating and documenting, if applicable, that the adjustment is an arm's length and a competitive charge for the modified scope of work. Providing the modification does not propose a time schedule that would not comply with the Phase II or Phase III construction completion deadlines, the Parties shall negotiate in good faith. Any cost substantiation that results in a reduction to the Charge Proposal shall be equally shared between the Parties. Neither Party shall be entitled to an adjustment to the Charge Proposal or other modification pursuant to a request under this Section 4.2 unless the other Party consents thereto in writing, which consent shall not be unreasonably withheld. Changes to this Agreement may be made only by the mutual written agreement of the City and Vendor. 4.3 Access to City Facilities The City shall provide, on the premises of the City to Vendor's personnel and third party vendors, safe and reasonable access to working space and facilities, including heat, light, ventilation, electric current and outlets, and local telephone extensions. Vendor's personnel shall comply with all applicable rules, regulations and requirements relating to visitors on the premises of the City. The City further agrees to assist Vendor's personnel and third party vendors to gain access to facilities and properties that are not controlled by the City that are subject to the work and services contained in this Agreement. 4.4 System Acceptance Test The Vendor shall develop a System Acceptance Test Plan adequate for the Vendor to test the process, equipment, software and all other applicable equipment and supplies to demonstrate and determine whether or not the WMDS satisfies all of the terms and conditions of this Agreement. If the System Acceptance Test Plan for Phase II demonstrates the WMDS satisfies all of the terms and conditions of this Agreement, the City will approve the System Acceptance Test and pay the remaining charges specified in Section 5.3(a) for Phases I and II and provide the Vendor written notice to proceed with Phase III. At the completion of Phases I and II, a complete and fully functioning WMDS shall be available to the City for commercial operation within the coverage areas served. The Vendor shall, at the completion of Phase III, deliver to the City a complete and fully functioning WMDS that complies with the provisions of this Agreement. When the Vendor has completed Phase III, the Vendor shall conduct an additional System Acceptance Test to test the entire WMDS for compliance with the terms and conditions of this Agreement. If at the end of the System Acceptance Test for Phase III the WMDS does not meet the expected performance, the Vendor, without additional compensation, shall make all changes, do all works, and take all other actions necessary to make the entire WMDS meet the System Acceptance Test. Once the System Acceptance Test for Phase III demonstrates the WMDS satisfies all of the terms and Page 5 conditions of this Agreement, the City will pay the remaining charges specified in Section 5. At the completion of Phases III, a complete and fully functioning WMDS shall be available to the City within for commercial operation for all coverage areas served. 4.5 City's Right to Inspect The City at all times during or after installation of materials shall have the right, but not the obligation, to inspect, examine, and test all materials and workmanship. The City shall have the right to reject defective material and workmanship and /or require its correction without cost or expense to the City. In the event the Vendor fails or refuses to correct any defect, as set forth herein, the City may, at its option, in addition to all other remedies, deduct an equitable amount from any payment owing or to be owed to the Vendor or take such other steps as it deems appropriate. Notwithstanding the right granted to the City in this Section 4.5, the Vendor alone has the obligation to provide workmanship, equipment, materials, and other components ofthe WMDS" of a quality that satisfies the requirements of this Agreement. No inspection, examination, or testing by the City, the Northwest Open Access Network, and the National Telecommunications and Information Administration, or the failure of the City, the Northwest Open Access Network, and the National Telecommunications and Information Administration, to inspect, examine, or test, shall relieve the Vendor of its obligation to fully satisfy every element and requirement of this Agreement. 4.6 As Built Drawings. Vendor shall deliver as- builts of the WMDS including a network diagram and a schematic for all wireless access point sites, and construction photographs at the conclusion of the Phase III System Acceptance Test. An electronic copy of the as- builts shall be provided by the Vendor in a mutually agreed upon format. 4.7 Project Management Plan Not later than January 13, 2012, the Vendor shall prepare a detailed Project Management Plan in compliance with this Agreement. The Vendor shall submit the Project Management Plan to the City for approval that shall include an overview, project organization, managerial process plans, and technical process plans. The Vendor's Project Management Plan shall also include but not be limited to: 1) A detailed design describing how it will install and implement the WMDS in compliance with this Agreement, including but not limited to the WAP Construction Schedule, WAP Fiber Optic Site -Drop Construction Schedule, Streetlight Standard and /or Utility Pole Attachment Plans and Specification, Right of Way Construction and Electrical Work Permit Applications, and System Acceptance Testing Plan. 2) The Vendor shall have the responsibility for detailed design (site selection and coverage mapping using design tools). The City will review and approve the Vendor's detailed design Page 6 as part of the Project Management Plan to confirm that the coverage plots can be achieved with the Vendor's equipment. 3) The Vendor and the City shall meet as expeditiously, after the execution of this Agreement, as possible to discuss the Project Management Plan and related matters "kickoff meeting 4) The Vendor shall be responsible for monitoring and communicating the progress of the development of the Project Management Plan with the City to support the timely approval of the Project Management Plan in accordance with the WMDS Schedule (Exhibit 1). 5) The Vendor shall provide the City a list of any changes to the names, addresses, and dates of birth for Vendor personnel that will be permitted to have access to the City's facilities. Such Vendor personnel shall be subject to a background check in accordance with Section 6.10. 6) The Vendor may submit a change order in accordance with Section 6.15 to its Charge Proposal no later than the completion date of the Phase II System Acceptance Test to overcome unanticipated coverage problems that were not a result of the Vendor's errors or ommissions. 7) A System Acceptance Test Plan for Phases II and III as described in Section 4.4. The City, in its sole discretion, shall have the right to accept or reject the Project Management Plan submitted by the Vendor. The City shall give written notice to the Vendor of the City's acceptance or rejection of the Project Management Plan. 4.8 Purchase of Materials Vendor will purchase all materials and system components (other than City furnished materials specified in Section 3.2) outright and not subject to any conditional sales agreements, bailment, lease or other agreement reserving unto the seller any right, title or interest therein. All such materials and system components shall be new and become the property of the City upon the delivery of the goods and after City acceptance of the Phase III System Acceptance Test. 4.9 Delays If Vendor, without its fault or negligence, is delayed in the commencement or completion of the work and /or services by causes beyond its control, such as acts of God, war, civil disturbances, fire, flood, labor disputes, unusual delays in deliveries, abnormal adverse weather conditions, acts of terrorism, failure by the City to perform its obligations under this Agreement, failure of supplier(s), or other similar causes beyond the control of Vendor, then the time within which Vendor shall be required to perform any act under this Agreement shall be extended by a period of time equal to the number of days performance is delayed due to such circumstances, providing the proposed delay would comply with the Phase II or Phase III construction completion deadlines. Vendor shall provide prompt written notice to the City of the existence, extent of, and reason for such delays. 4.10 Cleanup While performing work the Vendor shall keep all work and surrounding areas free from accumulation of waste materials or rubbish caused by the work. Upon completion of the work, Page 7 Vendor shall remove all waste materials, rubbish, tools, construction equipment, machinery, and surplus materials. 4.11 Safety Vendor shall be responsible for initiating, providing, maintaining, and supervising all safety precautions, safety equipment, and programs in connection with the performance of the work or services. Vendor shall comply with all applicable Federal, state and local laws, ordinances, rules, regulations, permits, and lawful orders of public authorities related to safety of workers, persons, and property. 4.12 Prevailing Wage Requirements The Vendor shall comply with applicable prevailing wage requirements of the Washington State Department of Labor Ind_ustries, as set forth in Chapter 39.12 RCW and Chapters 296 -127 and 296 -45 WAC as'applicable. The Vendor shall document compliance with said requirements and shall file with the City appropriate affidavits, certificates, and /or statements of compliance with the State prevailing wage requirements. The Washington State Prevailing Wage Rates For Public Works Contracts, Clallam County, are incorporated in this Contract and have been established by the Department of Labor Industries as Exhibit 5. The Vendor shall also ensure that any subcontractors or agents of the Vendor shall comply with the prevailing wage and documentation requirements as set forth herein. All laborers and mechanics employed by the Vendor and subcontractors are to be paid wages at rates not less than those prevailing of a character similar in the locality as determined by the Secretary of Labor. Standard Davis -Bacon contract clauses found in 29 CFR 5.5(a) are to be incorporated in any covered contracts in excess of $2,000. 4.13 Use of American Iron, Steel and Manufactured Goods All of the iron, steel, and manufactured goods used in the project must be produced in the United States, except as allowed by 31410 Federal Register /Vol. 74, No. 125 (July 1, 2009). 4.14 Signage Signage shall be provided by the City and be temporarily displayed by the Vendor on each vehicle and at each construction site during construction. Signage shall be displayed in a prominent location on the construction site. Signage shall feature the American Recovery and Reinvestment Act primary emblem, the NoaNet logo, and the City of Port Angeles logo. Page 8 4.15 Warranties Vendor warrants that the materials, equipment, and software furnished by Vendor will be of good quality and new; shall be free from defects; shall conform to the requirements of this Agreement, and that the services and workmanship be performed in a professional, competent and timely manner by appropriately qualified and trained personnel. Vendor warrants that the WMDS materials, equipment, software, and workmanship will be fully functional and free from defects in material and workmanship, excluding that arising from normal usage for a period of one year from the date the City accepted the Vendor's Phase III System Acceptance Test. Vendor warrants that it shall furnish to the City a complete and fully functional WMDS in accordance with the provisions of this Agreement. The Vendor shall correct any errors or omissions as necessary, to make the WMDS complete and operable at no additional charge, to The City. The Vendor warrants that the WMDS includes all necessary components. No payment shall be made to the Vendor for materials or labor involved in correcting errors or omissions. These warranties do not extend to any work or services that have been abused, altered, misused, or repaired by the City or third parties without the supervision of and prior written approval of Vendor. The City must promptly report any failure of the equipment or software to the Vendor in writing. 5. CHARGES AND PAYMENT 5.1 Total Compensation The City shall compensate the Vendor in the amount of $1,878,830.00, which includes all applicable taxes in accordance with Exhibit 3 Schedules "A `B and "D" if the Vendor successfully completes Phase II, and the Phase II System Acceptance Test is accepted by the City by November 2, 2012. If the Phase II System Acceptance Test is accepted by the City by November 2, 2012 the Vendor shall not be required to remove all equipment, facilities, software and other materials installed during Phase II and shall not be required to refund to the City in full all compensation paid by the City to the Vendor under this Agreement in accordance with Section 3.1.3. City payment of compensation shall be in the manner and at the times provided in Section 5.3 below. No other compensation or consideration shall be due to the Vendor for the successful completion of Phases I and II. In the event the Vendor successfully completes Phase III, and after the Phase III System Acceptance Test is accepted by the City, and the City approves the Vendor's as- builts, the City shall compensate the Vendor the amount of $699,092.00 for Phase III, which includes all applicable taxes in accordance with Exhibit 3 Schedule "C" and Proposed Exceptions "1 "2 "3 "4 and "5" included in Exhibit 3 Schedule "D Payment of compensation for Phase III shall be in the manner and at the times provided in Section 5.3 below. Page 9 The charges for Wireless Access Point equipment included in Exhibit 3 Schedules `B" and "C" shall remain valid subject to City acceptance based on the Vendor's actual cost plus a 12% markup for a minimum of three years following City approval of the final System Acceptance Test. The charges for Vehicle Access Mobile Wireless Units shall remain valid subject to Clallam County, Fire District No. 2, Fire District No. 3, and Lower Elwha Klallam Tribe acceptance based on the Vendor's actual cost plus a 12% markup for a minimum of three years following City approval of the final System Acceptance Test. 5.2 Taxes, Permits and Fees Vendor shall be responsible for obtaining all permits associated with the work and services. City shall be responsible for paying all sales, consumer, use, and all other taxes and shall secure and pay for the right of way construction permit, electrical work permit, and other permits and governmental fees, licenses, and inspection necessary for proper execution. 5.3 Invoicing and Payment Vendor charges will be invoiced to the City monthly for completed work (12 invoice periods per year). City payment is due, less amounts retained as provided below, within 30 days of receipt of invoice. Vendor shall pay each material supplier or each subcontractor, if any, after receipt of any payment from the City, the amount thereof allowed the Vendor for and on account of materials furnished or work performed by each material supplier or each subcontractor. a. Phase I The Vendor will invoice the City no more than 90% of the charge specified in Section 5.1 for Phases I in accordance with Exhibit 3 Schedule "A" for time and materials received by the City. The remaining 10% of the charges specified in Section 5.1 for Phase I will be retained by the City until after successful completion and City approval of the Phase III System Acceptance Test. b. Phase II The Vendor will invoice the City no more than 80% of the charge specified in Section 5.1 in accordance with Exhibit 3 Schedules `B "B1", and "D" for Phase II for time and materials received by the City. Upon successful completion and City approval of the Phase II System Acceptance Test the Vendor will invoice the City no more than an additional 10% of the charge specified in Section 5.1 for Phases I and II. The remaining 10% of the charges specified in Section 5.1 for Phase II will be retained by the City until after successful completion and City approval of the Phase III System Acceptance Test. c. Phase III The Vendor will invoice the City no more than 90% of the charge specified in Section 5.1 in accordance with Exhibit 3 Schedules "C" and "C1 and Proposed Exceptions "1 "2 "3 "4 and "5" included in Exhibit 3 Schedule "D" prior to the System Acceptance Test for Phase III for time and materials received by the City and completed installations. Page 10 The remaining 10% of the charges specified in Section 5.1 in accordance with Exhibit 3 Schedules "A B BI", C "C1", and "D" for Phases I, II and III will be invoiced to the City no earlier than successful completion and City approval of the Phase III System Acceptance Test and as- builts. 5.4 Method of City Payment (1) All payments by the City to the Vendor under this Agreement shall be made by electronic funds transfer (EFT), except as provided in paragraph (2) of this clause. As used in this clause, the term "EFT" refers to the funds transfer and may also include the payment information transfer. (2) In the event the City is unable to release one or more payments by EFT, the Vendor agrees to either: (i) Accept'payment by check other mutually agreeable method df payment; or`. (ii) Request the City to extend the payment due date until such time as the City can make payment by EFT. (3) Vendor's EFT information. Within two weeks following award of this Agreement, Vendor shall arrange for EFT transfer through the City's Finance Department following Finance Department policy. In the event that the EFT information changes, the Vendor shall be responsible for promptly providing the updated information to the City's Finance Department. (4) Suspension of payment. If the Vendor's EFT information on file with the Finance Department is incorrect, then the City need not make payment to the Vendor under this Agreement until the correct EFT information is provided and processed; and any invoice shall be deemed not to be a proper invoice for the purpose of late payment under this Agreement. (5) Liability for uncompleted or erroneous transfers. (a) If an uncompleted or erroneous transfer occurs because the City used the Vendor's EFT information incorrectly, the City remains responsible for: (i) Making a correct payment; (ii) Paying any late payment penalty due after 30 days of City receipt of a proper invoice; and (iii) Recovering any erroneously directed funds. (5) Liability for uncompleted or erroneous transfers. (b) If an uncompleted or erroneous transfer occurs because the Vendor's EFT information was incorrect, or was revised within 30 days of City release of the EFT payment transaction, and: (i) If the funds are no longer under the control of the City's Finance Department, the City is deemed to have made payment and the Vendor is responsible for recovery of any erroneously directed funds; or (ii) If the funds remain under the control of the City's Finance Department, the City shall not make payment, and the provisions of paragraph (4) of this clause shall apply. (6) EFT and late payment interest. A payment shall be deemed to have been made in a timely manner in accordance with the payment terms of this Agreement if, in the released EFT Page 11 payment transaction, the date specified for settlement of the payment is on or before the late payment due date. (7) Liability for change of EFT information by financial agent. The City is not liable for errors resulting from changes to EFT information made by the Vendor's financial agent. (8) Payment information. The Finance Department shall forward to the Vendor available payment information that is suitable for transmission as of the date of release of the EFT, using the format and delivery method most convenient to the City. If the City makes payment by check in accordance with paragraph (a) of this clause, the City shall mail the payment information to the remittance address contained on file. 6. MISCELLANEOUS PROVISIONS 6.1 Notices All notices`required to be in writing hereundershall be deemed given when'persorially" delivered, or if mailed by certified or registered mail, three (3) days following deposit in the United States mail, postage prepaid, or if via telecopy or facsimile, when received, or if sent by courier service providing evidence of delivery, when actually delivered by such service. All notices from Vendor to the City pursuant to this Agreement shall be directed to the City Manager at City Hall, 321 East Fifth Street, P.O. Box 1150, Port Angeles, WA 98362 -0217, or to such officer as designated by the City Manager. All notices from the City to Vendor pursuant to this Agreement shall be directed to the Vendor at 116 -1/2 West 8 Street, Port Angeles, WA 98362, or to such officer as designated by the Vendor. 6.2 Non Disclosure Agreement The City will maintain confidentiality of any information provided or made available by Vendor to the City to the extent permitted by law for which Vendor has notified the City that such information is of a confidential nature. Vendor shall maintain confidentiality of all information about the City's computer network and security systems and data under this Agreement. Vendor will maintain confidentiality of any additional information provided or made available by the City to Vendor to the extent permitted by law for which the City has notified Vendor that such additional information is of a confidential nature. Vendor shall accept and comply with Exhibit 4 the Non Disclosure Agreement under this Agreement. The Vendor shall also accept and comply with any reasonable Non Disclosure Agreements if required by the City's information system vendors. 6.3 Reports Vendor shall promptly report to the City such information relating to Vendor's performance under this Agreement as the City may reasonably require to demonstrate Vendor's compliance with the terms and conditions of this Agreement and shall comply with the City's Page 12 reasonable determination of the forms for such reports, the time for such reports, the frequency with which any such reports are to be made, and whether or not such reports are to be certified. The City reserves the right to inspect and/or audit Vendor's records relating to this Agreement during normal business hours to determine compliance with the terms of this Agreement. The Vendor and each sub contractor is subject to 31 USC 1352, as implemented at 15 CFR Part 28, "New Restrictions on Lobbying a copy of which is available on the City's FTP website. The Vendor and each sub contractor must submit a completed "disclosure of lobbying activities" (Form SF -LLL) regarding the use of non federal funds for lobbying. The Form SF- LLL shall be submitted within 15 days following the end of the calendar quarter in which there occurs any event that requires disclosure or that materially affects the accuracy of the information contained in any disclosure form previously filed. The Form SF -LLL shall be submitted from tier to tier until received by the City, who will then submit the disclosure form to NoaNet within 30 days following the end of the calendar quarter. 6.4 Indemnification/Hold Harmless Vendor shall defend, indemnify and hold harmless the City, its officers, officials, employees, and volunteers from any and all claims, injuries, damages, losses or suits, including attorney fees, arising or issuing out of or in connection with Vendor's acts, errors and omissions under this Agreement, except as may be caused by the sole negligence or willful misconduct on the part of the City. 6.5 Subcontracts /Assignment Vendor shall not subcontract, assign or transfer any right, title or interest under the terms of this Agreement without the prior written approval of the City. Such approval shall not be unreasonably withheld or delayed, provided it is demonstrated to the City's satisfaction that the assignee has the background, experience, certifications, ability, and the technical, financial and legal resources to perform the requirements of this Agreement, and will maintain the security of the City's confidential information and compliance with the Non Disclosure Agreement. 6.6 Survival The provisions covering charges and payment, indemnification /hold harmless, and non- disclosure of confidential information shall survive expiration of this Agreement. Page 13 6.7 Hiring City Employees During the term of this Agreement and for a period of twenty-four (24) months after the termination of this Agreement, the Vendor may not offer to hire or in any way employ or compensate any City employees or persons who have been employed by the City within the immediate past twenty -four (24) months without prior consent of the City. 6.8 Insurance Prior to City approval of the Vendor's Project Management Plan in accordance with Section 4.7, -the Vendor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Vendor, their agents, representatives, employees or subcontractors. Failure by the Vendor to_maintain the insurance as required shall constitute a material breach of contract upon which the City may, after giying five working days notice to the Vendor to correct'the breach, immediately terminate the Agreement or at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, off set against funds due the Vendor from the City. a. Minimum Scope of Insurance The Vendor shall obtain insurance of the types described below: i. Automobile Liability insurance covering all owned, non owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. ii. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop gap liability, independent contractors, products completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Vendor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured Endorsement CG 20 10 10 01 and Additional Insured Completed Operations Endorsement CG 20 37 10 01 or substitute endorsements providing equivalent coverage. iii. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. b. Minimum Amounts of Insurance The Vendor shall maintain the following insurance limits: Page 14 i. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. ii. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $1,000,000 products completed operations aggregate limit. c. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance. i. The Vendor's insurance coverage shall be primary insurance with respect to the City. Any insurance, self insurance, or insurance pool coverage maintained by the City shall be in excess of the Vendor's insurance and shall not contribute with it. ii. The Vendor's insurance shall not be cancelled or reduced as to coverage by either Party, except after forty -five (45) days prior written notice by certified mail, return receipt requested, has been given to the City. 6.9 Open Access Policy As part of the City's sub grant, the Vendor acknowledges the City adopted a policy in support of the Federal Communications Commission Policy Statement (FCC 05 -151) that relates to public access to the WMDS. The policy, to which the City Manager from time to time make minor modifications, is to ensure that broadband networks are widely deployed, open, affordable, and accessible to all consumers, and to encourage broadband deployment and preserve and promote the open and interconnected nature of the public Internet. The policy ensures consumers are entitled to: Access the lawful Internet content of their choice. Run applications and use services of their choice, subject to the needs of law enforcement. Connect their choice of legal devices that do not harm the network. Competition among network providers, application and service providers, and content providers. 6.10 Background Checks Vendor personnel and any of Vendor's subcontractor personnel that are permitted to have access to the City's facilities during the term of this Agreement are subject to a background check, which shall be completed and approved by the City in its sole discretion and which shall be considered confidential in accordance with Section 6.2. Page 15 Vendor personnel and any of Vendor's subcontractor personnel without background checks approved by the City shall not have access to City facilities during the term of this Agreement. All Vendor and subcontractor personnel background checks approved by the City that have access to City facilities during the term of this Agreement shall prominently display a City provided identification badge. 6.10 Performance and Payment Bonds and Financial Guarantee Prior to City approval of the Vendor's Implementation Pla i n accordance with Section 4.7, the Vendor shall provide the City with a performance and payment bond, which shall be maintained during the construction period and one year following the City approval of the Phase III System Acceptance Test. The performance and payment bond from a Surety shall be in the principal amount equal the total of the Phase II and III charges specified in Section 5, in favor of the City and in compliance with applicable law with a surety company reasonably authorized to conduct business in the State of Washington, to secure the Vendor's performance of its obligations and faithful adherence to all requirements of the Agreement during the acquisition, construction, installation and startup of the WMDS. The City may draw upon the performance and payment bond in accordance with this Section. The performance and payment bond shall provide that notwithstanding the termination of the construction period, at any time within one (1) year after City approval of the Phase III System Acceptance Test, the City may make a claim against the performance and payment bond for the Vendor's failure to perform its obligations under the Agreement. Vendor shall be liable for all defects in the WMDS regardless of the termination of the performance and payment bond. The performance and payment bond shall contain the following endorsement: "It is hereby understood and agreed that this bond may not be canceled by the surety nor any intention not to renew be exercised by the surety until after thirty (30) days written notice to the City Attorney of such intention to cancel or not to renew." For purposes of this subsection, the word "bond" shall mean any bond, letter of credit, or other financial guarantee referred to in this Section and provided to guarantee or provide the funds to guarantee the performance of the Vendor's obligations under the Agreement. All bonds given under this Section that are signed by the Surety's agent must be accompanied by a certified copy of that agent's authority to act for the Surety at the time the bond is signed. The City Attorney must approve the form and substance of all bonds. The Contractor may satisfy the bond obligations under this Section by providing bonds in a form acceptable to the City Attorney in his or her sole discretion from one or more bonding companies meeting the qualifications set forth in this Section. The rights reserved to the City with respect to the performance and payment bonds are in addition to all other rights of the City., whether reserved by the Agreement or authorized by law, Page 16 and no action, proceeding or exercise of a right with respect to such bonds shall affect the City's rights to demand full and faithful performance under the Agreement or limit Vendor's liability for damages. The Vendor shall deliver to the City Attorney a copy of the bond required by Exhibit 4 of this Agreement. A certified copy of the bond will be provided to the City Attorney upon request. 6.12 Termination Each Party reserves the right to terminate this Agreement at any time upon breach by the other Party of a material term or condition of this Agreement; provided that the non breaching Party has first given 60 days written notice specifying in reasonable detail the alleged breach or failure of compliance and demanding the cure of the alleged breach or failure to comply. If said breach or failure to comply cannot reasonably be cured in 60 days and the breaching Party has promptly attempted to cure the same, then the time for curing such failure to comply shall be extended for such period of time may be reasonably necessary to 'complete such cure,as determined by the non breaching Party. The Vendor's failure to meet the Phase II or III construction completion deadlines will result in the City's forfeiture of its sub grant, and in such event the City will terminate this Agreement. In the event of termination of this Agreement, a Vendor refund specified in Section 3 shall be required, and City payments to the Vendor specified in Section 5 shall no longer be required. The City reserves the right to terminate this Agreement if Vendor breaches the Non Disclosure Agreement attached hereto as Exhibit 3. Such termination shall take effect immediately upon the delivery of written notice to Vendor by the City of such termination. 6.13 Entire Agreement This Agreement and its Exhibit(s) represent the entire agreement between the Parties with respect to the subject matter hereof and supersede all prior oral negotiations and agreements. 6.14 Law, Jurisdiction, Venue and Attorney's Fees The law of the State of Washington shall apply. Venue shall be in Clallam County Superior Court. If any suit or other action is instituted in connection with any controversy arising under this Agreement, the prevailing Party shall be entitled to recover all of its costs and expenses including such sum as the Court may judge reasonable for attorney fees, including fees upon appeal of any judgment or ruling. 6.15 Amendments This Agreement may not be changed, modified, amended or waived except by an amendment signed by both Parties. To be valid and binding, any such amendment must be approved by the City Council and signed by the City Council's designated signatory and by a duly Page 17 authorized officer of the Vendor. Any changes to the detailed system design approved as part of the Project Management Plan during construction shall require a review by NoaNet and compliance to the NTIA Environmental Assessment and section 106 Historical Preservation regulations. 6.16 Liquidated Damages Time is of the essence of this Agreement. Vendor acknowledges that the City's interests require the WMDS to be complete and functioning within the design and construction deadlines allocated in this Agreement but that would be difficult to accurately calculate the actual damages for termination. Recognizing that, the Parties agree that liquated damages is an appropriate means for imposing damages for termination. Therefore, for non delivery of the WMDS the City may, at its option, require that the Vendor pay the City $100,000.00, as fixed and agreed liquidated damages. Imposition of liquidated damages for termination shall not limit or restrict any other remedies 'that might be available at or in equity or due and payable from the Surety Bond. AGREED TO BETWEEN THE PARTIES on the last date written below. VENDOR. By: Date CITY OF PORT ANGELES By: Date ATTEST: APPROVED AS TO FORM: City Clerk City Attorney EXHIBITS 1 Wireless Mobile Data System Schedule 2 Vendor Technical Proposal Page 18 3 Vendor Charge Proposal 4 Non Disclosure Agreement 5 Washington State Prevailing Wage Rates For Public Works Contracts, Clallam County Page 19 EXHIBIT 1 Time is of the essence. The dates specified herein are required completion deadlines unless otherwise approved by the City Manager. WIRELESS MOBILE DATA SYSTEM SCHEDULE PHASE I Items Deadlines Project Management Plan including detailed design submitted for City approval 1/13/2012 and perniitting,.certificate of insuratice, and surety bond (if applicable) City revisions or approval 1/19/2012 If revisions required, date due 1/23/2012 Revisions approved by City 1/23/2012 PHASE II CONSTRUCTION City Authorized Phase II to Proceed 1/23/2012 WMDS Installation 9/28/2012 Fiber optic network connections 9/28/2012 Electrical power supply connections 9/28/2012 WMDS Construction Complete and Operational 9/28/2012 System Acceptance Test 10/19/2012 City Approval of System Acceptance Test 11/2/2012 Commercial Operations 11/9/2012 Vendor Proposed Change Order No. 1 (if applicable) 11/9/ 2012 BTOP Compliance Review by NoaNet for Change Order No. 1 (if applicable) 11/30/2012 City Approval of Phase I and II and Change Order No. 1(if applicable) 12/14/2012 Page 20 PHASE III CONSTRUCTION City Authorizes Phase III To Proceed 12/14/2012 WMDS Installation 3/1/2013 Fiber optic network connections 3/1/2013 Electrical power supply connections 3/1/2013 WMDS Construction Fully Complete and Operational 3/22/2013 System Acceptance Test 3/29/2013 City Approval of System Acceptance Test 4/19/2013 Commercial Operations 4/26/2013 Vendor As- Builts 6/28/2013 City Approval of Vendor As- Builts 7/12/2013 Any changes during Phase II or III construction to the detailed system design approved as part of the Project Management Plan shall require a review by NoaNet and compliance to the NTIA Environmental Assessment and Section 106 Historical Preservation regulations. Page 21 EXHIBIT 2 VENDOR TECHNICAL PROPOSAL INTEIVTIONALL Y LEFT BLANK Page 22 EXHIBIT 3 VENDOR CHARGE PROPOSAL INTENTIONALLY LEFT BLANK Page 23 EXHIBIT 4 NON DISCLOSURE AGREEMENT THIS AGREEMENT (Agreement) made and entered into this day of 20 by and between the City of Port Angeles, a municipal corporation (City) and Capacity Provisioning, Inc. (Vendor) (collectively Parties). WITNESSETH NOW, THEREFORE, in consideration' of terms and covenants' contained herein, the Parties agree as follows: 1. The Vendor has submitted a Technical Proposal and Charge Proposal to the City in response to the City's request for proposals for the Wireless Mobile Data System whereby Vendor will perform services for the City, including, but not limited to certain assessments and examination of the City's information and telecommunications systems. 2. As a condition of such request for proposal, Vendor is required to enter into this Non Disclosure Agreement with the City. 3. The Vendor may have access to and become familiar with various confidential information (Information) regularly used in the operation of the City, Clallam County, Clallam County Fire District No. 2, Clallam County Fire District No. 3, and Lower Elwha Klallam Tribe business prior to and after the Technical Proposal and Charge Proposal due date. The Information may include, but is not limited to, utility discount customer mailing lists, reports, devices; processes; applications; compilations of information; records; computer system and network security systems; specifications; and financial, accounting, statistical, security and personnel information. 4. Vendor shall not, during or after the request for proposal process or expiration of the WMDS Acquisition and Integration Agreement disclose any such Information to any person, directly or indirectly, nor use it in any way, except as required or authorized in writing. 5. Prior to the Vendor and /or the Vendor's subcontractors performing any site visits, Page 24 arrangements must be made with the City's Project Manager. 6. Information is not to be stored on any local workstation, laptop, or media such as CD/DVD, USB drives, external hard drives or other similar portable devices unless Vendor can ensure security for Information so stored. 7. This Agreement not to disclose Information and third party software and related documentation as set forth in this Agreement shall apply during the term of the WMDS Acquisition and Integration Agreement and at any time thereafter unless disclosure is specifically authorized in writing. 7. All files, records, documents, drawings, specifications, equipment, software, and similar items relating to the City, Clallam County, Clallam County Fire District No. 2, Clallam County Fire District No. 3, and Lower Elwha Klallam Tribe business, whether or not prepared by Vendor, shall remain their exclusive property and shall not be removed under any circumstances from the premises where the work is being carried on without prior written approval. Vendor shall make no copies of any Information obtained. All such property shall be returned to the City at the end of the term of the WMDS Acquisition and Integration Agreement. Any information given to the Vendor related to City utility customers must comply with the Federal Trade Commission Red Flags Rules as part of the Fair and Accurate Credit Transactions Act of 2003. 8. Attachment 1 of this Agreement shall be signed by each employee of Vendor and each employee of the Vendor's subcontractors prior to his or her access to confidential Information. 9. If Vendor breaches this Agreement, the City may immediately terminate this Agreement and the WMDS Acquisition and Integration Agreement and withdraw Vendor's right to access Information. 10. Vendor acknowledges that the City may, based upon the representations made in this Agreement, disclose security information that is critical to the continued success of the City's business. Accordingly, Vendor agrees that the City does not have an adequate remedy at law for breach of this Agreement and therefore, the City shall be entitled, as a non exclusive remedy, and in addition to an action for damages, to seek and obtain an injunction or decree of specific performance or any other remedy, from a court of competent jurisdiction to enjoin or remedy any violation of this Agreement. 11. No act of omission or commission of either the City or Vendor, including without Page 25 limitation, any failure to exercise any right, remedy, or recourse, shall be deemed to be a waiver, release, or modification of the same. Such a waiver, release, or modification is to be effected only through a written modification to this Agreement. 12. This Agreement is to be construed in accordance with the laws of the State of Washington. Venue and jurisdiction for any cause of action or claim asserted by either Party shall be in the Superior Court of Clallam County, Washington. Page 26 IN WITNESS WHEREOF the Parties have executed this Agreement on the date first above written. VENDOR: BY: Title: APPROVED AS TO FORM: William E. Bloor, City Attorney CITY OF PORT ANGELES: 321 E. 5 Street Port Angeles, WA 98362 BY: ATTEST: Janessa Hurd, City Clerk Page 27 NON DISCLOSURE AGREEMENT ATTACHMENT 1 As a condition precedent to being made aware of confidential information, each Vendor and subcontractor employee has read the foregoing Agreement and agree to be bound by its terms. Employee Name /Company Employee Signature WASHINGTON SHORT-FORM INDIVIDUAL ACKNOWLEDGMENT (RCW 42 44 100) •CCS%C A2C 1 State of Washington County of I certify that I know or have satisfactory evidence that Description of Attached Document Title or Type of Document: Document Date: Number of Pages: 1- SS. My appointment expires OPTIONAL Although the Information in this section is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document Name of Signer is the person who appeared before me, and said person acknowledged that he/she signed this instrument and acknowledged it to be his/her free and voluntary act for the uses: and purposes mentioned in the instrument. Dated: Month/Day/Year Signature of Notarizing Officer Title (Such as 'Notary Public") Place Notary Seal Above Month/Day/Year of Appointment Expiration Right Thumbprint Of.Signer- Top of thumb here Signer(s) Other Than Named Above: 1999 National Notary Association 9350 De Soto Ave P.O Box 2402 Chatsworth, CA 91313-2402 www nationalnotary.org Item No 5906 Reorder. Call Toll-Free 1-800-876-6827 EXHIBIT 5 WASHINGTON STATE PREVAILING WAGE RATES FOR PUBLIC WORKS CONTRACTS, CLALLAM COUNTY INTENTIONALLY LEFT BLANK CITY OF PORT ANGELES WIRELESS MOBILE DATA SYSTEM OPERATION, MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT Between CITY OF PORT ANGELES, WA And Capacity Provisioning, Inc. Dated December 20, 2011 Page 1 WIRELESS MOBILE DATA SYSTEM OPERATION, MANAGEMENT AND MAINTENANCE AGREEMENT THIS WIRELESS MOBILE DATA SYSTEM OPERATION, MANAGEMENT AND MAINTENANCE AGREEMENT (the "Agreement between the City of Port Angeles, a Washington municipal corporation, hereinafter the "City and Capacity Provisioning, Inc., existing under the laws of Washington, registered to do business in Washington State, hereinafter the "Vendor sets forth the terms and conditions for provision by Vendor of Operating, Managing, and Maintaining, hereinafter "OM &M the Wireless Mobile Data System, hereinafter the "WMDS Said OM &M shall consist of services in support of the City's public safety network and Retail Service Provider Agreements in support of commercial services to the general public using the WMDS. The City and Vendor are referred to collectively as the "Parties" and individually as "Party 1. AGREEMENT TERM This Agreement shall commence as of the date it is fully executed by both Parties, and this Agreement shall continue in effect for a period of six years, unless earlier terminated pursuant to Sections 3.4 or 4.13 hereof. However, the City at its own discretion may, on or before 60 days prior to the expiration or termination of the Agreement, grant month -to -month extensions to expand the total term up to a maximum of seven years. 2. AGREEMENT 2.1 Performance by the Vendor This Agreement requires the Vendor to perform the following in accordance with the Exhibits 1, 2, 3, 4, and 5: 1. Operation and Management Services. The Vendor shall monitor through electronic means all equipment and systems impacting WMDS service to the City, including network components, electrical power, cooling systems, and node/hub physical security. Network monitoring systems shall collect capacity utilization statistics on all network links providing services, including both average and peak measurements. The Vendor shall provide reports upon City request detailing link usage and outage statistics, and any other relevant errors or security breaches. 2. Maintenance Services. The Vendor must promptly notify the City of all network problems affecting WMDS service to the City. The Vendor shall provide demand maintenance on all network interface equipment in accordance with Exhibits 1 and 2. The Vendor shall provide emergency maintenance on the WMDS, such as a natural emergency resulting from a windstorm, in the course of conducting emergency repair work on its own system. All emergency and non emergency demand maintenance shall be authorized by the City in Page 2 advance and be performed in a workmanlike manner to industry standards, and shall comply with applicable governmental codes, laws, ordinances, regulations and the National Electric Safety Code. The City shall be responsible for the cost of all demand maintenance service charges (e.g., failed equipment replacement, repairs due to vehicle /utility pole accidents, etc.). 2.2 Performance by the City This Agreement requires the City to perform the following: 1. Electrical Service. The City shall pay for all recurring charges for electric service to each Wireless Access Point (WAP). 2. Fiber Optic. The City shall pay for all recurring charges, if any, for fiber optic service to WAPs. 3 Pole Attachments. The City shall pay for all recurring charges, if any, for attachments to utility poles. 4. Utility Taxes. The City shall pay for all State and City public utility taxes, if applicable. 5. Access Charges. The City shall collect charges from authorized users of the 4.9 GHz and 2.4 GHz wireless operations supported by the WMDS. 6. Interlocal Agreement for Public Safety Services. The City shall require other public safety agencies to enter into the WMDS Interlocal Agreement for Public Safety Services in accordance with Exhibit 5 prior to receiving public safety services under this Agreement. 2.3 Service Level Agreement A service level agreement for use of the WMDS by the City and public safety agencies using the 4.9 GHz wireless operations that are licensed by the Federal Communications Commission, and for use by parties that enter into the WMDS Retail Service Provider Agreement with the City using the 2.4 GHz wireless operations is provided as Exhibit 4, including but not limited to system availability, reliability, security, latency, packet loss, network operating center, problem reporting and prioritization. 3. SCOPE AND RESPONSIBILITIES 3.1 Scope of Vendor's Obligations The Parties intend that the Vendor shall provide OM &M for the WMDS for the City for public safety. If sufficient excess capacity exists, the Vendor shall allow access to the WMDS to other parties that have executed the WMDS Retail Service Provider Agreement with the City. This also includes provision by Vendor of OM &M of the WMDS for retail Internet Service Providers and retail network service providers that have entered into the WMDS Retail Service Provider Agreement with the City. Page 3 The Vendor shall complete all necessary work to accomplish this Agreement, even if such work, acquisitions, or other performances are not specifically mentioned in this Agreement. The Vendor shall coordinate network interconnections with parties that have entered into the City's WMDS Retail Service Provider Agreement. Vendor shall provide or procure all necessary system components, management, supervision, resources and materials required in accordance with the terms and intent of this Agreement, all so that at the time the WMDS is ready for use that the City, public safety agencies, and retail service providers may begin commercial operations immediately. The WMDS shall be available to the City for non public safety and non- commercial purposes if approved in writing by the Vendor and the City Manager. 3.2 Access to City Facilities The City shall provide on the premises of the City to Vendor's personnel and third party vendors safe and reasonable access to working space and facilities, including heat, light, Nentilation current and outlets, and local telephone extensions. Vendor's.,peysonnel comply with all applicable rules, regulations and requirements relating to visitors on the premises of the City. The City further agrees to assist Vendor's personnel and third party vendors to gain access to facilities and properties that are not controlled by the City which are subject to the work and services contained in this Agreement. 3.3 Safety Vendor shall be responsible for initiating, providing, maintaining, and supervising all safety precautions, safety equipment, and programs in connection with the performance of the work or services. Vendor shall comply with all applicable laws, ordinances, rules, regulations, permits, and lawful orders of public authorities related to safety of workers, persons, and property. 3.4 Insurance The Vendor shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Vendor, their agents, representatives, employees or subcontractors. Failure by the Vendor to maintain the insurance as required shall constitute a material breach of contract upon which the City may, after giving five working days notice to the Vendor to correct the breach, immediately terminate the Agreement or at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, off set against funds due the Vendor from the City. a. Minimum Scope of Insurance The Vendor shall obtain insurance of the types described below: i. Automobile Liability insurance covering all owned, non owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a Page 4 substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. ii. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop gap liability, independent contractors, products- completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Vendor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured Endorsement CG 20 10 10 01 and Additional Insured Completed Operations Endorsement CG 20 37 10 01 or substitute endorsements providing equivalent coverage. iii. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. b. Minimum Amounts of Insurance The Vendor shall maintain the following insurance limits: i. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. ii,. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $1,000,000 products completed operations aggregate limit. c. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance. i. The Vendor's insurance coverage shall be primary insurance with respect to the City. Any insurance, self insurance, or insurance pool coverage maintained by the City shall be in excess of the Vendor's insurance and shall not contribute with it. ii. The Vendor's insurance shall not be cancelled or reduced as to coverage, except after forty -five (45) days prior written notice by certified mail, return receipt requested, has been given to the City. 4. CHARGES AND PAYMENT 4.1 Total Compensation The Vendor agrees to provide operation, management, and maintenance services for the WMDS at no charge to the City through December 31, 2012. The City agrees to pay a charge in Page 5 the amount of $2,365.29 per month beginning January 1, 2013, which includes all applicable taxes in accordance with Exhibit 2 Schedule "F" Option "C" for operation and management of the WMDS. At the option of the City, upon sixty (60) days written notice to the Vendor, the City may select Exhibit 2 Schedule "F" Option "A" or `B" for operation and management of the WMDS. The City agrees to pay a charge for demand maintenance services beginning January 1, 2013 based on the actual cost of time and materials in accordance with Exhibit 2 Schedule "F The charges for Exhibit 2 Schedule "F" Options "A "B and "C" shall remain valid throughout the term of this Agreement. 4.2 Taxes, Permits and Fees Vendor shall be responsible for obtaining all permits and related permit fees associated with the work and services. Vendor shall pay sales, consumer, use, and all other taxes and shall secure pay for the building permit and other permits and governmental fees, licenses, and inspection necessary for proper execution. 4.3 Invoicing and Payment Vendor charges will be invoiced to the City monthly for completed work (12 invoice periods per year). City payment is due, less amounts retained as provided below, within 30 days of receipt of invoice. Thereafter, interest of 1.0% per month will be charged on any unpaid balance due. 4.4 Method of City Payment (1) All payments by the City to the Vendor under this Agreement shall be made by electronic funds transfer (EFT), except as provided in paragraph (2) of this Section. As used in this clause, the term "EFT" refers to the funds transfer and may also include the payment information transfer. (2) In the event the City is unable to release one or more payments by EFT, the Vendor agrees to either: (i) Accept payment by check or some other mutually agreeable method of payment; or (ii) Request the City to extend the payment due date until such time as the City can make payment by EFT. (3) Vendor's EFT information. Within two weeks following award of this Agreement, Vendor shall arrange for EFT transfer through the City's Finance Department following Finance Department policy. In the event that the EFT information changes, the Vendor shall be responsible for promptly providing the updated information to the City's Finance Department. (4) Suspension of payment. If the Vendor's EFT information on file with the Finance Department is incorrect, then the City need not make payment to the Vendor under this Agreement until the correct EFT information is provided and processed; and any invoice shall be deemed not to be a proper invoice for the purpose of late payment under this Agreement. Page 6 (5) Liability for uncompleted or erroneous transfers. (a) If an uncompleted or erroneous transfer occurs because the City used the Vendor's EFT information incorrectly, the City remains responsible for: (i) Making a correct payment; (ii) Paying any late payment penalty due after 30 days of City receipt of a proper invoice; and (iii) Recovering any erroneously directed funds. (b) Liability for uncompleted or erroneous transfers. If an uncompleted or erroneous transfer occurs because the Vendor's EFT information was incorrect, or was revised within 30 days of City release of the EFT payment transaction, and: (i) If the funds are no longer under the control of the City's Finance Department, the City is deemed to have made payment and the Vendor is responsible for recovery of any erroneously directed funds; or (ii) If the funds remain under the control of the City's Finance Department, the City shall not make payment, and the provisions of paragraph (4) of this clause shall apply. (6) EFT and late payment interest. A payment shall be deemed to have been made in a timely manner in accordance with the payment terms of this Agreement if, in the released EFT payment transaction, the date specified for settlement of the payment is on or before the late payment due date. (7) Liability for change of EFT information by financial agent. The City is not liable for errors resulting from changes to EFT information made by the Vendor's financial agent. (8) Payment information. The Finance Department shall forward to the Vendor available payment information that is suitable for transmission as of the date of release of the EFT, using the format and delivery method most convenient to the City. If the City makes payment by check in accordance with paragraph (a) of this clause, the City shall mail the payment information to the remittance address contained on file. 4.5 Notices All notices required to be in writing hereunder shall be deemed given when personally delivered, or if mailed by certified or registered mail, three (3) days following deposit in the United States mail, postage prepaid, or if via telecopy or facsimile, when received, or if sent by courier service providing evidence of delivery, when actually delivered by such service. All notices from Vendor to the City pursuant to this Agreement shall be directed to the City Manager at City Hall, 321 East Fifth Street, P.O. Box 1150, Port Angeles, WA 98362 -0217, or to such officer as designated by the City Manager. All notices from the City to Vendor pursuant to this Agreement shall be directed to the Vendor at 116 -1/2 West 8 Street, Port Angeles, WA 98362, or to such officer as designated by the Vendor. Page 7 4.6 Non Disclosure Agreement The City will maintain confidentiality of any information provided or made available by Vendor to the City to the extent permitted by law for which the Vendor has notified the City that such information is of a confidential nature. Vendor shall maintain confidentiality of all information about the City's computer network and security systems and data under this Agreement. Vendor will maintain confidentiality of any additional information provided or made available by the City to the extent permitted by law for which the City has notified Vendor that such additional information of the confidential nature. Vendor shall accept and comply with Exhibit 3 the Non Disclosure Agreement under this Agreement. The Vendor shall also accept and comply with any reasonable Non Disclosure Agreement required by the City's information system vendors. 4.7 .Reports Vendor shall promptly report to the City such information relating to this Agreement as the City may reasonably require to demonstrate Vendor's compliance with the terms and conditions of this Agreement and shall comply with the City's reasonable determination of the forms for such reports, the time for such reports, the frequency with which any reports are to be made, and whether or not such reports are to be certified. 4.8 Indemnification/Hold Harmless Vendor shall defend, indemnify and hold harmless the City, its officers, officials, employees, and volunteers from any and all claims, injuries, damages, losses or suits, including attorney fees, arising or issuing out of or in connection with this Agreement, except as may be caused by the sole negligence or willful misconduct on the part of the City. The City reserves the right to inspect and /or audit Vendor's records relating to this Agreement during normal business hours to determine compliance with the terms of this Agreement. 4.9 Subcontracts /Assignment Vendor shall not subcontract, assign or transfer any right, title or interest under the terms of this Agreement without the prior written approval of the City. Such approval shall not be unreasonably withheld or delayed, provided it is demonstrated to the City's satisfaction that the assignee has the background, experience, certifications, ability, and the technical, financial and legal resources to perform the requirements of this Agreement and will maintain the security of the City's confidential information and comply with the Non Disclosure Agreement. 4.10 Survival The provisions covering charges and payment, indemnification/hold harmless, and non- disclosure of confidential information shall survive expiration of this Agreement. Page 8 4.11 Open Access Policy At all times the Vendor shall comply with the following City policy in support of the Federal Communications Commission Policy Statement (FCC 05 -151) that relates to public access to the WMDS. The policy, to which the City Manager form time to time may make minor modifications, is to ensure that broadband networks are widely deployed, open, affordable, and accessible to all consumers, and to encourage broadband deployment and preserve and promote the open and interconnected nature of the public Internet. The policy entitles consumers to: Access the lawful Internet content of their choice. Run applications and use services of their choice, subject to the needs of law enforcement. Connect their choice of legal devices that do not harm the network. Competition among network providers yapplication service providers; and content providers. 4.12 Background Checks Vendor personnel and any of Vendor's subcontractor personnel that are permitted to have access to the City's facilities during the term of this Agreement are subject to a background check, which shall be completed and approved by the City in its sole discretion and which shall be considered confidential. Vendor personnel and any of Vendor's subcontractor personnel without background checks approved by the City shall not have access to City facilities during the term of this Agreement. All Vendor and subcontractor personnel background checks approved by the City that have access to City facilities during the term of this Agreement shall prominently display a City provided identification badge. 4.13 Termination Each Party reserves the right to terminate this Agreement without cause upon 60 days written notice to the other Party provided such written notice is given on or before December 31, 2013. Each Party also reserves the right to terminate this Agreement at any time upon breach or failure of compliance by the other Party of a material term or condition of this Agreement; provided that the non breaching Party has first given 60 days written notice to the breaching Party specifying in reasonable detail the alleged breach or failure of compliance and demanding the cure of the alleged breach or failure of compliance. If said breach or failure to comply cannot reasonably be cured in 60 days and the breaching Party has promptly attempted to cure the same but has been unable to do so, then the time for curing such breach or failure to comply shall be extended for such period of time as may be reasonably necessary to complete such cure, as determined by the non breaching Party. Page 9 The City reserves the right to terminate this Agreement if Vendor breaches the Non Disclosure Agreement, attached hereto as Exhibit 3. Such termination shall take effect immediately upon the delivery of written notice to Vendor by the City of such termination. 4.14 Entire Agreement This Agreement and its Exhibit(s) represent the entire agreement between the Parties with respect to the subject matter hereof and supersede all prior oral negotiations and agreements. It is the intent of the Parties that each Party enjoy all rights and be subject to all obligations of this Agreement for the entire term of this Agreement. However, both Parties recognize that the technology of telecommunications services is in a state of flux. The Parties may amend this Agreement to reflect any proposed or actual use of the WMDS that is not expressly provided for in this Agreement that may or may not invalidate or substantially negate or expand the effect of any material provision of tlii's`Agreement. 4.15 Law, Venue and Attorney's Fees The law of the State of Washington shall apply to any arbitration proceeding, suit, cause of action or other legal action arising under or as a result of this Agreement. Venue shall be in Clallam County Superior Court. If any arbitration, suit or other action is instituted in connection with any controversy arising under this Agreement, the prevailing Party shall be entitled to recover all of its costs and expenses including such sum as the Court may judge reasonable for attorney fees, including fees upon appeal of any judgment or ruling. 4.16 Arbitration Any dispute relating to the interpretation or performance of this Agreement, other than a decision by a Party to terminate this Agreement pursuant to Section 4.12, shall be resolved through binding arbitration if such arbitration is requested by either Party. Arbitration shall be conducted in Clallam County, Washington State in accordance with the then existing rules of the American Arbitration Association for commercial disputes. Notwithstanding any provision of the rules of the American Arbitration Association to the contrary, in such arbitration proceeding the Parties shall be afforded discovery in accordance with the Federal Rules of Civil Procedure. 4.17 Amendments This Agreement may not be changed, modified, amended or waived except by an amendment signed by both Parties. To be valid and binding, any such amendment must be approved by the City Council and signed by the City Council's designated signatory and by a duly authorized officer of the Vendor. 4.17 Waiver. Page 10 Neither Party's failure to insist upon strict performance of any provision of this Agreement will be construed as a waiver of any of its rights hereunder. AGREED TO BETWEEN THE PARTIES on the last date written below. VENDOR. By: Date CITY OF PORT ANGELES By: Date ATTEST: APPROVED AS TO FORM: City Clerk City Attorney EXHIBITS 1 Vendor Technical Proposal 2 Vendor Charge Proposal 3 Non Disclosure Agreement 4 Service Level Agreement 5 WMDS Interlocal Agreement for Public Safety Page 11 EXHIBIT 1 VENDOR TECHNICAL PROPOSAL INTENTIONALLY LEFT BLANK Page 12 EXHIBIT 2 VENDOR CHARGE PROPOSAL INTENTIONALLY LEFT BLANK Page 13 EXHIBIT 3 WITNESSETH NON DISCLOSURE AGREEMENT THIS AGREEMENT (Agreement) made and entered into this day of 20 by and between the City of Port Angeles, a municipal corporation (City) and Capacity Provisioning, Inc. (Vendor) (collectively Parties). NOW, THEREFORE, in consideration of terms and covenants contained herein, the Parties agree as follows: 1. The Vendor has submitted a Technical Proposal and Charge Proposal to the City in response to the City's request for proposals for the Wireless Mobile Data System Operation, Management and Maintenance Services whereby Vendor will perform services for the City, including, but not limited to certain assessments and examination of the City's information systems. 2. As a condition of such request for proposal, Vendor is required to enter into this Non Disclosure Agreement with the City. 3. The Vendor may have access to and become familiar with various confidential information (City Information) regularly used in the operation of the City's business prior to and after the Technical Proposal and Charge Proposal due date. City Information includes, but is not limited to, utility discount customer mailing lists, reports, devices; processes; applications; compilations of information; records; computer system and network security systems; specifications; and financial, accounting, statistical, security and personnel information. Vendor shall not, during or after the request for proposal process disclose any such City Information to any person, directly or indirectly, nor use it in any way, except as required or authorized by the City. 4. City Information is not to be stored on any local workstation, laptop, or media such as CD/DVD, USB drives, external hard drives or other similar portable devices unless Vendor can ensure security for City Information so stored. 5. This Agreement not to disclose City Information and City and third party software and related documentation as set forth in Sections 1 through 4 above shall apply Page 14 during the term of the WMDS Operation, Management and Maintenance Services Agreement and at any time thereafter unless disclosure specifically authorized by the City in writing. 7. All files, records, documents, drawings, specifications, equipment, software, and similar items relating to the City's business, whether or not prepared by Vendor, shall remain the exclusive property of the City and shall not be removed under any circumstances from the premises where the City's work is being carried on without the prior approval of the City. Vendor shall make no copies of any City Information obtained. All such property shall be returned to the City at the end of the term of the WMDS Operation, Management and Maintenance Services Agreement. Any information given to the Vendor related to City customers must comply with the Federal Trade Commission Red Flags Rules as part of the Fair and Accurate Credit Transactions Act of 2003. 8. Attachment 1 of this Agreement shall be signed by each employee of Vendor prior to his or her access to confidential City Information. 9. If Vendor breaches this Agreement, the City may immediately terminate this Agreement and withdraw Vendor's right to access City Information. 10. Vendor acknowledges that the City will, based upon the representations made in this Agreement, disclose security information that is critical to the continued success of the City's business. Accordingly, Vendor agrees that the City does not have an adequate remedy at law for breach of this Agreement and therefore, the City shall be entitled, as a non exclusive remedy, and in addition to an action for damages, to seek and obtain an injunction or decree of specific performance or any other remedy, from a court of competent jurisdiction to enjoin or remedy any violation of this Agreement. 11. No act of omission or commission of either the City or Vendor, including without limitation, any failure to exercise any right, remedy, or recourse, shall be deemed to be a waiver, release, or modification of the same. Such a waiver, release, or modification is to be effected only through a written modification to this Agreement. 12. This Agreement is to be construed in accordance with the laws of the State of Washington. Venue and jurisdiction for any cause of action or claim asserted by either party hereto shall be in the Superior Court of Clallam County, Washington. Page 15 IN WITNESS WHEREOF the Parties have executed this Agreement on the date first above written. VENDOR: BY: Title: APPROVED AS TO FORM: William E. Bloor, City Attorney CITY OF PORT ANGELES: 321 E. 5th Street Port Angeles, WA 98362 BY: ATTEST: Janessa Hurd, City Clerk Page 16 NON DISCLOSURE AGREEMENT ATTACHMENT 1 As a condition precedent to being made aware of confidential information, I have read the foregoing Agreement and agree to be bound by its terms. Employee Name /Company Employee Signature WASHINGTON SHORT.FORM INDIVIDUAL ACKNOWLEDGMENT (RCW 42 44 100) rOreCP;<— 4 State of Washington County of I certify that I know or have satisfactory evidence that My appointment expires OPTIONAL Although the information in this section is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Place Notary Seal Above Description of Attached Document Title or Type of Document: Document Date. Number of Pages: SS, Name of Signer is the person who appeared before me, and said person acknowledged that he/she signed this instrument and acknowledged it to be his/her free and voluntary act for the uses and purposes mentioned in the instrument. Dated: Month/Day/Year Signature of Notarizing Officer Title (Such as "Notary Public") Month/Day/Year of Appointment Expiration Right urn nnt of Si tier Top of thumb here Signer(s) Other Than Named Above: 1999 National Notary Association 9350 De Sato Ave.. P.O Bcx 2402 Chatsworth. CA 91313-2402 www.nationalnotary org Item No. 5906 Reorder. Cat Toll-Free 1-800-876-6827 EXHIBIT 4 VENDOR SERVICE LEVEL AGREEMENT INTENTIONALLY LEFT BLANK EXHIBIT 5 WMDS INTERLOCAL AGREEMENT FOR PUBLIC SAFETY SERVICES Pursuant to Chapter 39.34 of the Revised Code of Washington and other provisions of the law, hereinafter called OTHER PARTY, and the CITY OF PORT ANGELES, a non charter code City of the State of Washington, hereinafter called CITY, hereby agree to cooperatively obtain services according to the following terms and conditions: 1. The City has negotiated a Wireless Mobile Data System (WMDS) Operation, Management and Maintenance (OM &M) Services Agreement with Capacity Provisioning, Inc. (VENDOR) for the provision of telecommunications services using the 4.9 GHz wireless operations that are licensed by the Federal Communications Commission, which is attached hereto as Exhibit A, and agrees to extend the privileges of said negotiation to the OTHER PARTY to the extent permitted by law and agreed upon by the CITY, the OTHER PARTY,' and 'the 'VENDOR:" 2. This Agreement is limited to services under the City's WMDS OM &M Services Agreement with the VENDOR, including the provision of one (1) vehicle access mobile wireless unit at no charge to the OTHER PARTY. Provided, however, that the OTHER PARTY agrees to pay a monthly recurring charge to the CITY, which shall be the same monthly recurring charge incurred by the City's Police and Fire Departments. 3. At the option of the OTHER PARTY, additional vehicle access mobile wireless units specified by the CITY may be purchased by the OTHER PARTY. In addition, the OTHER PARTY agrees to pay a monthly recurring charge to the CITY for each additional vehicle access mobile wireless unit, which shall be the same monthly recurring charge incurred by the City's Police and Fire Departments. 4. The OTHER PARTY accepts responsibility for compliance with all laws and any additional or varying laws and regulations governing its acquisition of services. Acquisition of services by the OTHER PARTY shall be effected by a purchase order directed to the City. 5. The City shall assume no responsibility, express or implied, for the reliability of usefulness of the WMDS on behalf of the OTHER PARTY. 6. This Agreement shall remain in force until canceled by the CITY or the OTHER PARTY, which cancellation may be effected with notice to each other. CITY OF PORT ANGELES, WA Authorized Name Authorized Name City Manager Title Date Date ,WA CITY OF PORT ANGELES WIRELESS MOBILE DATA SYSTEM RETAIL SERVICE PROVIDER AGREEMENT Between CITY OF PORT ANGELES, WA And Olypen, Inc. Dated December 20, 2011 Page 1 WIRELESS MOBILE DATA SYSTEM RETAIL SERVICE PROVIDER AGREEMENT THIS WIRELESS MOBILE DATA SYSTEM RETAIL SERVICE PROVIDER AGREEMENT (the "Agreement between the City of Port Angeles, a Washington municipal corporation, hereinafter the "City and Olypen, Inc., existing under the laws of Washington, registered to do business in Washington State, hereinafter the "Vendor sets forth the terms and conditions for provision by Vendor of providing retail Internet Service Provider services, hereinafter "ISP services and retail network services to the general public using the City's Wireless Mobile Data System, hereinafter the "WMDS The City and Vendor are referred to collectively as the "Parties and individually as "Party 1. AGREEMENT TERM This Agreement is subject to the availability of excess cap in the WMDS being available, is non exclusive, shall commence as of the date it is fully executed by both Parties, and shall continue in effect for a period of six years unless earlier terminated pursuant to Section 2.8 or 2.14 hereof. 2. AGREEMENT 2.1 Performance by the Vendor This Agreement requires the Vendor to perform the following in accordance with the Exhibits 1, 2, 3, 4 and 5: 1. ISP Services. The Vendor must secure a network interconnection for wholesale Internet access and will be responsible for all retail ISP service functions (e.g., site surveys to determine adequate signal strength and lack of interference, advertisements and free trial periods, customer service, billing, collection, technical support, customer premise equipment, service activation) for use of the WMDS to provide ISP services to the general public. The Vendor shall provide hot spot and walled garden services to 'the general public in accordance with Exhibit 2. The Vendor shall provide quarterly reports to the City detailing the monthly number of subscribers at each Tier. 2. Network Services. The Vendor will be responsible for all retail network services (e.g., point -to -point VLAN service) and service functions (e.g., customer service, billing, collection, technical support, customer premise equipment, service activation) for use of the WMDS to provide network services to the general public. The Vendor shall provide retail network services to the general public in accordance with Exhibit 2. The Vendor shall provide quarterly reports detailing the number of monthly subscribers at each Tier. 2.2 Service Level Agreement A service level agreement for the Vendor's interconnection to the WMDS to provide retail 1SP services and retail network services to the general public using the 2.4 GHz wireless Page 2 operations that are not licensed by the Federal Communications Commission is provided as Exhibit 4, which services include but are not limited to system availability, reliability, security, latency, packet loss, network operating center, problem reporting and priorization. The service level agreement for Vendor's use of the WMDS shall be in accordance with the WMDS Operation, Management. and Maintenance Services Agreement. 2.3 Scope of Vendor's Obligations The intent of the City and the Vendor is that the Vendor shall provide retail ISP services, hot spot services, walled garden services, a network interconnection for wholesale Internet access with a minimum capacity of 100 Mbps, and retail network services to the general public using the WMDS for the City. The Vendor shall pay all recurring charges for wholesale Internet access. The Vendor shall complete and pay for all other necessary work to accomplish the intent of this Agreement, even if such work, acquisitions, payments, or other performances are not specifically mentioned in this Agreement. The Vendor shall maintain its monthly recurring subscriber charges for the number of months specified in Exhibit 2. The Vendor may adjust its monthly recurring subscriber charges after the number of months specified in Exhibit 2 have elapsed, and shall notify the City thirty (30) days in advance of any adjustment in accordance with Section 2.6. The City shall provide or procure all necessary WMDS components, management, supervision, resources and materials required in accordance with the terms and intention of the WMDS Acquisition and Integration Agreement and the WMDS OM &M Services Agreement, all so that at the time the WMDS is ready for use the Vendor may begin commercial operations. The City shall pay for all recurring charges for electric service to each Wireless Access Point and all recurring charges, if any, for fiber optic service to Wireless Access Points. The Vendor may not unreasonably deny service to any residence or business in the City, however the Vendor may deny service to any residence or business that it deems, in its sole discretion, to be unserviceable either due to low signal quality at the residence or business location, inability to reasonably mount the Customer Premise Equipment at the residence or business, or other such reason Vendor deems the residence or business to be unserviceable. Additionally, Vendor may, in its sole discretion, deny service to any person who fails to meet or is unable to meet financial obligations for the service and /or any person it deems to have violated the Vendor's Terms of Service Agreement provided in Exhibit 5. 2.4 Total Compensation The Vendor agrees to pay the City a charge in the amount of $5.00 per month per retail ISP Tier 1 subscriber to the WMDS. The Vendor agrees to pay the City a charge in the amount of $10.00 per month per retail Tier 1 network service subscriber to the WMDS. The Vendor's payment to the City per month per retail subscriber for a higher than Tier 1 service shall be determined dividing the higher Tier service Mbps by the Tier 1 Mbps, which shall then be multiplied by the share that Tier 1 City revenues constitutes of total City revenues for each month under this Agreement. In the event the Vendor increases its retail ISP or network service monthly Page 3 recurring subscriber charges, the Vendor's payment to the City per month shall be determined by dividing the new monthly recurring subscriber charge by the monthly recurring subscriber charge in Exhibit 2, which shall then be multiplied by the fixed monthly revenue share amount per subscriber in accordance with the retail ISP amount included in Exhibit 2, Schedule `B items "I" and "J" or the retail network service amount included in Exhibit 2, Schedule "C items "G" and "H as appropriate. The Vendor agrees to pay the City a charge in the amount of 25% of the Vendor's total monthly revenues related to hot spot services, value add hot spot services, and walled garden services using the WMDS in accordance with Exhibit 2. The charges for Exhibit 2 Schedules "F" and "G" shall remain valid throughout the term of this Agreement. 2.5 Taxes, Permits and Fees The Vendor shall pay sales, consumer, use, City public utility tax, and all other local, state and federal taxes necessary for proper execution. 2.6 Vendor Payment Vendor payment to the City shall be quarterly (4 payments per year). Vendor payment is due within 30 days of the end of each quarter. Thereafter, interest of 1.0% per month will be charged on the payment or partial payment due. 2.7 Notices All notices required to be in writing hereunder shall be deemed given when personally delivered, or if mailed by certified or registered mail, three (3) days following deposit in the United States mail, postage prepaid, or if via telecopy or facsimile, when received, or if sent by courier service providing evidence of delivery, when actually delivered by such service. All notices from Vendor to the City pursuant to this Agreement shall be directed to the City Manager at City Hall, 321 East Fifth Street, P.O. Box 1150, Port Angeles, WA 98362 -0217, or to such officer as designated by the City Manager. All notices from the City to Vendor pursuant to this Agreement shall be directed to the Vendor at 315 East Washington Street, Sequim, WA 98382, or to such officer as designated by the Vendor. 2.8 Non Disclosure Agreement The City will maintain confidentiality of any information provided or made available by Vendor to the City to the extent permitted by law for which the Vendor has notified the City that such information is of a confidential nature. Vendor shall maintain confidentiality of all information about the City's computer network and security systems and data under this Agreement. Vendor will maintain confidentiality of any additional information provided or made available by the City to the Page 4 Vendor to the extent permitted by law for which the City has notified Vendor that such additional information is of the confidential nature. Vendor shall accept and comply with Exhibit 3 the Non Disclosure Agreement under this Agreement. The Vendor shall also accept and comply with any reasonable Non Disclosure Agreement required by the City's information system vendors. 2.9 Insurance The Vendor shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Vendor, their agents, representatives, employees or subcontractors. Failure by the Vendor to maintain the insurance as required shall constitute a material breach of contract upon which the City may, after giving five working days notice to the Vendor to correct the breach, immediately terminate the Agreement or at its discretion, procure or renew such insurance and-pay any and all premiums_in connection: therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, off set against funds due the Vendor from the City. a. Minimum Scope of Insurance The Vendor shall obtain insurance of the types described below: i. Automobile Liability insurance covering all owned, non- owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. ii. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop gap liability, independent contractors, products completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Vendor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured Endorsement CG 20 10 10 01 and Additional Insured Completed Operations Endorsement CG 20 37 10 01 or substitute endorsements providing equivalent coverage. iii. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. b. Minimum Amounts of Insurance The Vendor shall maintain the following insurance limits: i. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. Page 5 ii. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $1,000,000 products completed operations aggregate limit. c. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance. i. The Vendor's insurance coverage shall be primary insurance with respect to the City. Any insurance, self insurance, or insurance pool coverage maintained by the City shall be in excess of the Vendor's insurance and shall not contribute with it. ii. The Vendor's insurance shall not be cancelled or reduced as to coverage, except after forty-five (45) days prior written notice by certified mail, return receipt requested, has been given to the City. 2.10 Reports The Vendor shall promptly report to the City such information relating to this Agreement as the City may reasonably require to demonstrate Vendor's compliance with the terms and conditions of this Agreement and shall comply with the City's reasonable determination of the forms for such reports, the time for such reports, the frequency with which any reports are to be made, and whether or not such reports are to be certified. The Vendor's quarterly payments shall be accompanied by a statement that lists the service Tiers and monthly number of subscribers receiving retail services during the prior quarter. This statement shall be in a reasonable form agreed to by the City and Vendor. Any transaction or arrangement which has the intent of circumventing payment of required charges and /or evasion of payment of charges by non- collection, non reporting, bartering, or any other means which evade the actual reporting of subscribers by Vendor delivered over the WMDS is prohibited. The City reserves the right to conduct subscriber audits, at the Vendor's offices during normal business hours and upon thirty days written notice to inspect and audit the Vendor's records showing the subscribers from which its charges are computed. Any such inspection or audit of Vendor's records shall take place within thirty -six months following the respective calendar year in which the Vendor rendered the service to be audited or inspected. The Vendor shall reimburse the City for any charges due under this Agreement that were underpaid. In the event an audit results in a determination that Vendor has underpaid any charges arising under this Agreement by five percent or more, the Vendor shall in addition reimburse the City for the reasonable cost of the audit. The City shall pay the Vendor any amounts which any audit indicates are overpaid. Page 6 2.11 Indemnification/Hold Harmless Vendor shall defend, indemnify and hold harmless the City, its officers, officials, employees, and volunteers from any and all claims, injuries, damages, losses or suits, including attorney fees, arising or issuing out of or in connection with this Agreement, except as may be caused by the sole negligence or willful misconduct on the part of the City. 2.12 Subcontracts /Assignment Vendor shall not subcontract, assign or transfer any right, title or interest under the terms of this Agreement without the prior written approval of the City. Such approval shall not be unreasonably withheld or delayed, provided it is demonstrated to the City's satisfaction that the assignee has the background, experience, certifications, ability, and the technical, financial and legal resources to perform the requirements of this Agreement, and will maintain the security of the City's confidential information and comply with the Non Disclosure Agreement. 2.13 Survival The provisions covering charges and payment, indemnification/hold harmless, and non- disclosure of confidential information shall survive expiration of this Agreement. 2.14 Open Access Policy At all times the Vendor shall comply with the following City policy in support of the Federal Communications Commission Policy Statement (FCC 05 -151) that relates to public access to the WMDS. The policy, to which the City Manager may from time to time make minor modifications, is to ensure that broadband networks are widely deployed, open, affordable, and accessible to all consumers, and to encourage broadband deployment and preserve and promote the open and interconnected nature of the public Internet. Nothing in this Section shall prohibit the Vendor from enforcing its Terms of Service Agreement provided in Exhibit 5. The policy entitles consumers to: Access the lawful Internet content of their choice. Run applications and use services of their choice, subject to the needs of law enforcement. Connect their choice of legal devices that do not harm the network. Competition among network providers, application and service providers, and content providers. 2.15 Termination Each Party reserves the right to terminate this Agreement without cause upon 60 days written notice to the other Party, provided such written notice is given on or before December 31, 2013. Page 7 Each Party also reserves the right to terminate this Agreement at any time upon breach or failure of compliance by the other Party of a material term or condition of this Agreement; provided that the non breaching Party has first given 60 days written notice to the breaching Party specifying in reasonable detail the alleged breach or failure of compliance and demanding the cure of the alleged breach or failure of compliance. If said breach or failure to comply cannot reasonably be cured in 60 days and the breaching Party has promptly attempted to cure the same but has been unable to do so, then the time for curing such breach or failure to comply shall be extended for such period of time as may be reasonably necessary to complete such cure, as determined by the non breaching Party. The City reserves the right to terminate this Agreement if Vendor breaches the Non Disclosure Agreement, attached hereto as Exhibit 3. Such termination shall take effect immediately upon the delivery of written notice to Vendor by the City of such information. 2.16 Entire Agreement This Agreement and its Exhibit(s) represent the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior oral negotiations and agreements. It is the intent of the Parties hereto that each Party enjoy all rights and be subject to all obligations of this Agreement for the entire term of this Agreement. However, both Parties recognize that the technology of telecommunications services is in a state of flux. The Parties may amend this Agreement to reflect any proposed or actual use of the WMDS that is not expressly provided for in this Agreement that may or may not invalidate or substantially negate or expand the effect of any material provision of this Agreement. 2.17 Applicable Law, Venue and Attorney's Fees The law of the State of Washington shall apply to any arbitration proceeding, suit, cause of action or other legal action arising under or as a result of this Agreement. Venue shall be in Clallam County Superior Court. If any arbitration, suit or other action is instituted in connection with any controversy arising under this Agreement, the prevailing Party shall be entitled to recover all of its costs and expenses including such sum as the Court may judge reasonable for attorney fees, including fees upon appeal of any judgment or ruling. 2.18 Arbitration Any dispute relating to the interpretation or performance of this Agreement, other than a decision by a Party to terminate this Agreement pursuant to Section 2.7 or 2.12, shall be resolved through binding arbitration if such arbitration is requested by either Party. Arbitration shall be conducted in Clallam County, Washington State in accordance with the then existing rules of the American Arbitration Association for commercial disputes. Notwithstanding any provision of the rules of the American Arbitration Association to the contrary, in such arbitration proceeding the Parties shall be afforded discovery in accordance with the Federal Rules of Civil Procedure. Page 8 2.19 Amendments This Agreement may not be changed, modified, amended or waived except by an amendment signed by both the Parties hereto. To be valid and binding, any such amendment must be approved by the City Council and signed by the City Council's designated signatory and by a duly authorized officer of the Vendor. 2.20 Subsequent Retail Service Provider Agreements In the event the City enters into another agreement of any kind with any other person or entity other than the Vendor for the purpose of providing retail ISP services or retail network services within the City, the material provisions thereof shall be no more favorable or less burdensome to those contained herein, in order that one vendor not be granted an unfair competitive advantage over another. 2.21 Waiver. Neither Party's failure to insist upon strict performance of any provision of this Agreement will be construed as a waiver of any of its rights hereunder. AGREED TO BETWEEN THE PARTIES on the last date written below. VENDOR. By: Date CITY OF PORT ANGELES By: ATTEST: City Clerk Page 9 Date APPROVED AS TO FORM: City Attorney EXHIBITS 1 Vendor Technical Proposal 2 Vendor Charge Proposal 3 Non Disclosure Agreement 4 Service Level Agreement 5 Terms of Service Agreement Page 10 EXHIBIT 1 VENDOR TECHNICAL PROPOSAL INTENTIONALLY LEFT BLANK Page 11 EXHIBIT 2 VENDOR CHARGE PROPOSAL INTENTIONALLY LEFT BLANK Page 12 THIS AGREEMENT (Agreement) made and entered into this day of 20 by and between the City of Port Angeles, a municipal corporation (City) and Olypen, Inc. (Vendor) (collectively Parties). WITNESSETH EXHIBIT 3 NON DISCLOSURE AGREEMENT NOW, THEREFORE, in consideration of terms and covenants contained herein, the Parties agree as follows: 1. The Vendor has submitted a Technical Proposal and Charge Proposal to the City in response to the City's request for proposals for Wireless Mobile Data System Retail Service Providers whereby Vendor will perform services for the City, including, but not limited to certain assessments and examination of the City's information systems. 2. As a condition of such request for proposal, Vendor is required to enter into this Non Disclosure Agreement with the City. 3. The Vendor may have access to and become familiar with various confidential information (City Information) regularly used in the operation of the City's business prior to and after the Technical Proposal and Charge Proposal due date. City Information includes, but is not limited to, utility discount customer mailing lists, reports, devices; processes; applications; compilations of information; records; computer system and network security systems; specifications; and financial, accounting, statistical, security and personnel information. Vendor shall not, during or after the request for proposal process disclose any such City Information to any person, directly or indirectly, nor use it in any way, except as required or authorized by the City. 4. City Information is not to be stored on any local workstation, laptop, or media such as CD /DVD, USB drives, external hard drives or other similar portable devices unless Vendor can ensure security for City Information so stored. 5. This Agreement not to disclose City Information and City and third party software and related documentation as set forth in Sections 1 through 4 above shall apply Page 13 during the term of the WMDS Retail Service Provider Agreement and at any time thereafter unless disclosure is specifically authorized by the City in writing. 7. All files, records, documents, drawings, specifications, equipment, software, and similar items relating to the City's business, whether or not prepared by Vendor, shall remain the exclusive property of the City and shall not be removed under any circumstances from the premises where the City's work is being carried on without the prior approval of the City. Vendor shall make no copies of any City Information obtained. All such property shall be returned to the City at the end of the term of the WMDS Retail Service Provider Agreement. Any information given to the Vendor related to City customers must comply with the Federal Trade Commission Red Flags Rules as part of the Fair and Accurate Credit Transactions Act of 2003. 8. Attachment 1 of this Agreement shall be signed by each employee of Vendor prior to his or her access to confidential City Information. 9. If Vendor breaches this Agreement, the City may immediately terminate this Agreement and withdraw Vendor's right to access City Information. 10. Vendor acknowledges that the City will, based upon the representations made in this Agreement, disclose security information that is critical to the continued success of the City's business. Accordingly, Vendor agrees that the City does not have an adequate remedy at law for breach of this Agreement and therefore, the City shall be entitled, as a non exclusive remedy, and in addition to an action for damages, to seek and obtain an injunction or decree of specific performance or any other remedy, from a court of competent jurisdiction to enjoin or remedy any violation of this Agreement. 11. No act of omission or commission of either the City or Vendor, including without limitation, any failure to exercise any right, remedy, or recourse, shall be deemed to be a waiver, release, or modification of the same. Such a waiver, release, or modification is to be effected only through a written modification to this Agreement. 12. This Agreement is to be construed in accordance with the laws of the State of Washington. Venue and jurisdiction for any cause of action or claim asserted by either Party shall be in the Superior Court of Clallam County, Washington. Page 14 IN WITNESS WHEREOF the Parties have executed this Agreement on the date first above written. VENDOR: BY: Title: APPROVED AS TO FORM: William E. Bloor, City Attorney CITY OF PORT ANGELES: 321 E. 5 Street Port Angeles, WA 98362 BY: ATTEST: Janessa Hurd, City Clerk Page 15 NON DISCLOSURE AGREEMENT ATTACHMENT 1 As a condition precedent to being made aware of confidential information, I have read the foregoing Agreement and agree to be bound by its terms. Employee Name /Company Employee Signature WASHINGTON SHORT -FORM INDIVIDUAL ACKNOWLEDGMENT (RCW42.14.100) a� if :6 .5ta �3 i4� �^Y nC E c ^C t c St fra f.w C St,4 Y C1 1 State of Washington County of I certify that I know or have satisfactory evidence that OPTIONAL Although the information in this section is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Number of Pages: SS. Name of Signer is the person who appeared before me, and said person acknowledged that he /she signed this instrument and acknowledged it to be his /her free and voluntary act for the uses and purposes mentioned in the instrument. Dated: My appointment expires Month /Day/Year Signature of Notarizing Off icer Title (Such as "Notary Public') Place Notary Seal Above Month/Day/Year of Appointment Expiration ig t Thumbprint. of Signer Top of thumb here 1999 National Notary Association 9350 De Soto Ave., P.O Box 2402 Chatsworth. CA 91313-2402 www nationalnotary org Item No. 5906 Reorder. Call Toll -Free 1 -800- 876 -6827 �c- �r yv�,�l.ti.ti�- .S„�= �c;,�: v ..^'vim '%4�ti; -�v ;v„�� EXHIBIT 4 VENDOR SERVICE LEVEL AGREEMENT INTENTIONALLY LEFT BLANK EXHIBIT 5 TERMS OF SERVICE AGREEMENT INTENTIONALLY LEFT BLANK December 13, 2011 City Council and Utility Advisory Committee Broadband Technologies Opportunity Program (BTOP) Wireless Mobile Data System (WMDS) Earthquake Communications Preparedness Forum May 3, 2011 FCC Chairman Julius Genachowski On the reliability of wireless mesh networks "The continued ability to use wireless devices to access the Internet was in large part due to the redundancy of Japan's wireless mesh network, which can automatically reroute signals over alternate paths if one route is destroyed. The reliability of mesh networking is another lesson we can draw from Japan." 12/13/2011 1 X Short History of WMDS X CTC Professional Services Agreement (RFP and Overseer) X WMDS Acquisition Integration Agreement X WMDS OM &M Agreement X WMDS Retail Service Provider Agreement X Community Support X City Consultant Recommendations X What's Next? A Short History J June 19, 2006 City Council incorporates Wireless Tech Plan for Police /Fire into CFP. X March 17, 2009 Council approves consulting agreement with CTC directs CTC to prepare a Wireless Tech Plan. N July 21, 2009 Council directs CTC to design a system, conduct a Business Case Evaluation, and prepare a grant application. 12/13/2011 2 CTC Columbia Telecommunications Corporation vJ NoaNet directed a second RFQto select a consultant. 4 submittals; CTC selected. X May 17, 2011 Council approved a professional services agreement with CTC. Amendment #1 continues that agreement through design and construction. X August 2010: NoaNet awarded a BTOP grant; we are included as a sub grantee. X The Business Case Evaluation made it clear that, absent the grant, the City's WMDS needs would continue to be unmet indefinitely. 7J Negotiations have confirmed CTC's recommendation Outsourcing has been successful. 12/13/2011 3 WMDS Acquisition Integration Agreement (Design Construction RFP) X Authorized CTC to proceed May 17, 2011 X Project Team includes City staff, NoaNet Coordinated Services Manager, Clallam County IT. X 24 initial vendors 5 submitted proposals. Acquisition Integration Agreement (Design Construction RFP) cont... X All 5 were responsive interviewed. 9 Only the CPI /Cascade Network proposal was within the City's budget. X Consensus from the RFP evaluation team agreement that CPI /Cascade proposal was superior to the others and most advantageous to the City. 74 Confirmed by senior management oversight. 12/13/2011 4 Operation, Management, Maintenance Services Agreement CPI /Cascade was the selected vendor. 6 year fixed -cost agreement. Three service options presented A, B, and C. Staff recommends OM &M Option C. Option C is the least cost and provides the necessary services. Today we will show you our plan to: Technology Aruba Networks M Design and Construction CPI /Cascade City Oversight CTC OM &M CPI /Cascade Retail Services OlyPen 12/13/2011 5 X No action is requested today. X UAC reconvenes December 15, 2011 for their recommendation. X City Council meets December 20, 2011 for their decision. Please hold questions until the end of today's presentation. CPI Vice President CNI President CNI Sr. Project Engineer Aruba Vice President OlyPen, General Manager Olympic Medical Center Pen College Tech Director Center for Rural Development EES Consulting Columbia Telecommunications Corp Western Public Agencies Group City of PA Craig Johnson Brian Magnuson Chris Schueller Greg Murphy Chuck Beaudette Dr Mark Fischer Steve Baxter Richard Bull Anne Falcon Lee Afflerbach Terry Mundorf Nathan West 12/13/2011 6 Capacity Provisioning Inc. Highlights Business started in 2001 with minimal capital and has now grown to gross an average of almost one million dollars per year. Steady growth in core fiber optic and ISP business with increasing monthly recurring revenue. Celebrated 10 Years in Business Sept. 2011 Division CPI Ventures Scope Capabilities Pt iorateUmbre nd unded'2001,7hp Fibe r,O"ptic�Transpoit' provwder and ISP,wdk seSeral h'undred'Iiuiines's,, customers"ln �4LCoiMileSY; Community Technology�;��. Owns CPI Tech Center and rents space to many local businesses offering them extremely low cost high speed Internet 12/13/2011 7 C Management ement and key technical staff 9 Y Over 60 years combined experience in the telecommunication professions Craig Johnson, Managing Partner: Twenty one years in the telecommunications profession. Novell, Microsoft and CompTia certified in the disciplines of system and network administration. Bob Jensen, Partner /Senior Design Engineer. Seventeen years in the telecommunications profession Certified in voice, data, and fiber optic design engineering. Kurtis Lorentzen, Senior Network Engineer: Eleven years in the telecommunications profession Cisco, Microsoft and CompTia certified in the disciplines of system and network administration Nine years' experience in the design and construction of fiber optic metropolitan area networks. Jeremy Johnson, Project Manager: Twelve years' experience in the telecommunications profession. Network security certified professional. 6 years as a lead applications developer. j/ TCO CASCADE NETWORKS (.76r1 OLYPEN Data Voice Video r' 1112AMK networks DESIGN CONSTRUCTION 12/13/2011 8 Economical Upgradeable Reliable Metro -Net Proposal Goals Financially Sustainable Expandable Brian Magnuson Chris Schueller Craig Johnson Bob Jensen Kurt Lorentzen Jeremy Johnson Greg Murphy Sergio Gutierrez 12/13/2011 9 Division CASCADE NETWORKS Data vo ce Video IMO CASCADE IMO MOBILE M,ssion Critical Systems CASCADE CONNECT iP Systems integration CASCADE NETWORKS Data Voice Video (Scope Capabilities Corporate Umbrella Founded 2000 Hybrid Wireless and Fiber Optic ISP with several thousand residential and business customers in 5 Counties Two -Way Radio VAR Vehicle Upfitting and Integration Specialists Serving 5 Counties and 9 Cities for Police Fire Departments Systems Integration arm Focused on large site projects Wireless and Fiber Optic Network Build -Outs plus Edge Applications, i e Video Surveillance, Access Control, Asset Tracking Award Winning VAR Distributor Diverse Product Lines— Aruba, Motorola, Cisco, SAE, Axis, Sony Network Design, Procurement and Configuration Specialists Financial Highlights Steady Growth in Core ISP Business with Increasing Monthly Recurring Revenue Teaming with local PUD'sto lower the capital required to grow the CNI network Shifting VAR business to more diverse, higher margin product lines Adding on higher margin businesses Vehicle Integration and Large Site Integration Projects Won ARRA BIP Gant Loan to accelerate build -out of CNI network in rural Lower Columbia Region 12/13/2011 10 Nearly 90 years combined relevant experience Brian Magnuson, President: Twenty nine years relevant experience. Nine years with CNI building and deploying wireless infrastructure equipment and networks. Frank McShane, COO: Twenty two years relevant experience. Corporate management, operations and supply chain management, and strategic planning. Tamala Wilson, Senior Network Engineer: Eighteen years relevant experience. Cisco certifications in network design and construction. Cody Anderson, Senior Outside Plant Foreman: Six years relevant experience. Aaron Wheeler, Installer: Six years relevant experience. Will Bartell, Field Installation Manager: Seven years relevant experience. Project IL Hartsfield- Jackson Atlanta International Airport Overview Currently on 4th consecutive Port Technology Project Wireless Fiber Optic Mesh Network for Port Police Digital Radio Design and Installation for inter operability with region Public Safety Agencies Security Upgrade Coordination Project prioritizing and managing $11 million Grant Spending 24/7 network monitoring and post installation support Now installing Enterprise Technology Infrastructure Platform Largest/ busiest airport in the world Designed and Installed Wireless network Backbone covering entire airport grounds Installed ground equipment tracking system integrated with network Designed installed wireless and fiber optic network backbone Configured and installed fixed and PTZ video surveillance system for improved port security and operations control 24/7 system monitoring and post installation support 12/13/2011 11 Cascade Networks: Providing Integrated Solutions For Fleet Services Critical First Responders CASCADE, MOBILE Mission Cr h cal Sys tems *ENGINEERING INTEGRATED SO UTIONS Complete Vehicle Design Mission Critical Lighting Solutions Two Way Communications Mobile Video Surveillance Ruggedized Mobile Networks Ruggedized Laptops CPU's Biometric Weapons Retention Fleet Management Signage and Lettering A Communications Equipment Video Surveillance Lighting Packages Wireless Microwave Technology Plate Recognition (ALPR) 12/13/2011 12 CASCAD hial MOBILE CONFIDENTIAL CONFIDENTIAL INMOTION onboard Mobile Gateway T E C H N O L O G Y Purpose -built for mobile environment no adaptation Vibration Shock Resistant meets SAE J1455 Standards Future -Proof Supports all IP devices in the vehicle Secure data transmission to and from vehicle without the need for VPN client software on every device Single Platform Reduces operating and capital costs for infrastructure 12/13/2011 13 Secure Installation CASCAD MOBILE Mission Cnticat S stems Highest Quality Installation Components Dual Shield Antenna Cable High Quality TXL Electrical Wire 3M Seamless Electrical Connectors Heat Shrink Fittings on AU Exterior Connections A rpm MED AM Air-7N y networks 12/13/2011 14 Cluck Facts $cto Sam $3m $1 W $250 $2m $150 $lm $50 $o NASDAQ ARUN FY'11 Revenue $396 5M Q4 Revenue of$1138M up 47 %YOY and8% QoQ Q4 Revenue Profitable No debt, $234M+ cash Morethan 1,100 Employees, 15,500 Customers MN FY OR Mm M10 Cumulative Aruba Customers Aruba added a record 1,500 customers in Q4'11, bringing us to more than 15,500 total customer organizations 12/13/2011 15 Premium List of Worldwide Customers High Tech PiliaoSaft Q COREL NCR Education IanmFir \Nlm p Yale 4ers.+uil040 seniee OLIN SRI) McGill [=Hospitality n ino n I EWEN Oil and Gas MIllkiiiiiIIIM Goode yAxoo ammaazon,com A rt E LLtAro otl 9 d DEM DENTAL' Pu blic Transit 111111=i1=r Visionary Leadership challengers Source. Gartner (March 2011) Cosa I1 CN11.SIM SONY D -link Systems Juniper Networks HP Networking Xirrus Enteras charlessciiwAa P zer Finance Public Venues gBYalbao/ t8° WPORT O leaders uA.4 mpleteness of visi0T11 Media Ent. lQ)Asr uiwcp Retail SAFEWAY" T.csu\1 /1 NORDSTROM CFNrusS Services Wad EMI IMO a .rm I=1 14 7 Telecom to Cps [aeu \Yonage Motorola Cisco u a Networks Meru Networks Ruckus Wireless Aeroh hie Networks Bluesocket Meraki s /Siemens Enterprise Communications i As of March 2011 12/13/2 16 City PA Port Security Protecting cornrro-r-unes and I r infrastructure with wireless video /I surveillance and access control :Equi city workers and first-respoairs with mobile network access for in-fieid reporting, IP, and other applications Transporta -;C1I-1;el-eTsslii connect light-raCbuses and municipal vehicles sm Grid t u„,,,Jfor traffic *;;J,,,, 'Wireless telemetry WItretsomr avo, w,d, other 1114 .1.. control, distriklution a, monitoring sYstems 12/13/ ikworld-class wireless network for POrt Angeles.. but with proven technology n•tWOrk.S. Single Solution for Public Safety and Public Access City of Brescia, Italy Enabling Mobility Seattle, Washington 12/13/2011 18 Aesthetically Pleasing Conway, Georgia Post- Tsunami Emergency Housing, Japan 12/13/2011 19 Operational in the Most Extreme Environments Oilfield, China Supporting the Most Important Applications Undisclosed Location, Afghanistan Upstate New York 12/13/2011 20 Capacity Provisioning Inc. CONFIDENTIAL P1 12/13/2011 21 Radio signals disperse in all directions when hitting objects 12/13/2011 22 I i T lie p 1� f` r i t y f O 1 44 Fiber Connected WAP s to system e1e ss ma ste Ra NET Nhr ..�ET 226 Total Wireless Access P Dints 1 2/13/2 011 i r' i 4oMb Coverage: Lower Elw ha Klallam Tribe Metro -Net will: Make Port Angeles a safer place to live and visit by providing a cutting edge public safety communications tool. Be a showcase in the United States for a Wireless "802.11 N" project X Insure work for up to 15 local people for the duration of the project. (CPI, Excel Utilities, Olympic Electric and Angeles Communications) A Deliver competitive Internet for small businesses and residents. X Be an enhancement to our tourist -based economy by providing visitors with limited free mobile Internet. 12/13/2011 24 RUBA MOV CASCADE NETWORKS Data Voice Video AirMesh Operation Management Maintenance 12/13/2011 25 Operations Management Maintenance A C Network Operating Center (NOC) Cob 5 Servers Server Updates Os Software Updates MFG Server Backups Backup Solt /Hardware Monthly Semen to Gm Cole 5 Served laa]aS65 Colo 5Servers MT Sam to Spm Monitoring Operational CCA') OLYPEN Estimated Labor oats for one person and trained backup Estimated labor costs for one person Demand Maintenance Labor Parts.l'% Bucket Truck Costs M-F -Sam to Sam Y LJ t/ li Yr a, Server Updates OS Software Updates MFG Server Bacl ups Backup Soft/Hmrdware Monthly Seam° to Gtv Everything Internet... Yearly Total 50,533 91 28,383.46 Y/1 'GW 6) RETAIL SERVICES 12/1 26 OLYPEN Everything Internet_ Rapid growth to #1 Peninsula Dialup ISP 1999. The Only Multi -Homed ISP on the Peninsula S OIYPenVUW 100Mbps III NoaNet Internet (200Mbps) I I *nee Verizon Internet (100Mbps) 1 Founded as Dialup Provider in Sequim 1996. Now serving thousands of DSL, Cable and Fiber customers throughout Clallam Jefferson. Olypen is the only Multi -Homed Internet Service Provider on the Peninsula which makes us the most reliable Internet Service Provider. 12/13/2011 27 OlyPen Customer Service Philosophy Internet Service Provider Putting Service back in Internet Service. Our customers are more than just a name, number or email address; they are our neighbors, people Just like us. Wit Ready to Serve less 12/1 28 Marketing An Exciting New Alternative e troMet sio Widely used, highly popular unlicensed wireless service band. 12/13/2011 29 Understanding the 2.4Ghz Spectrum Medium Fiber Cable DSL Wireless 2.4 Ghz Advantages of 2.4tGhz Wireless MOBILITY V( MOBILITY L_J MOBILITY Typical Max Bandwidth 10,000 -1000 Mbps 50 Mbps 25 Mbps 10 Mbps AFFORDABILITY 12/13/2011 30 /Low to Moderate Internet Users Primary use Email Internet Surfing /Low Income Utility Discount Customers, Fixed income elderly, etc /Students Limited income, mobility /Small Business Limited Internet use (e g email, CC processing). /Professionals, Tourists and Other Mobile Users. /Value Add Mobile Customers Gimmick Free Affordability Starting At $17.95 Free no obligation 30 Day Trial No Bundles Required b s/896 0 _Cable 3.0Mbps /512Kbps $5, No Gimmicks No Fine Print 12/13/2011 31 Produc Metro-Net 83'C Metro-Net Advanced Metro-Net Premium Downlo rvibps 1.50 3.00 6 000 METRO-Ne-r" Wireless mobiie data system 17? 1,17-e) upload Metro-Net totips 0.896 517-95 1.000 $27 95 1 200 $34 95 2 ■11 11,.. Zer, tO Pally S5.95 Weekly S15.95 Monthly S34.95 Cable $39. $54 95 $28. 538. 12/131 I 051. Custortva: 'Value Aid $4.95 per mouth G enera l Economic Development "METRO-NET" Wireless mobile data system jr_eleSi 11111 SP 0 dem. LO Links and Attractions: I Restaurants I Meteurns brat Attractant I total Arts. end Artisans Partnered ...ems 1 i I I 1 1-Hour Free Per-Day OLYPEN 0 11 7: rything Internet— a. Ft4tspotifo1idys -0,- T 1 1" op ORTANGELES WARN! Metro-Net Please log In t accept the OlyPen Tents of Seneca 0 tr=t teat t 7 ahem se (CNeent acr.:::tio; intVIZ:r=?" I cortart cucmva etc...tete use. stetted g A et tea tree ',et 12/13/2011 33 3." 81 9 6 Chestnut Cottage Restaurant 9299 Front Street, Port Angeles, WA 98362 Phone (360)452-8344 2030 Front Street Port Arogelts 794 98362 Phone (360) 457 6040 11713 East First Street Port Angeles, WA 98362 Phone (360) 417-6029 9205 Hr. Street, Port Angeles, WA 93362 990r. (360) 452-3322 Ipt1 orypen Int pa pp. Dr. Mark Fischer Olympic Medical Center 96098.40790(3 99(1) Michaels Fine Dining Tendy's Garden OLYN/PIC MEDICAL CENTER 12/13/2011 34 OLYMPIC MEDICAL C'ENT'ER Thank You First Responders LYMIPIC MEDICM. CENTER o Medical Staff Membership Active 144 o Olympic Medical Physicians 53 providers (GE Centricity) o Jamestown Clinic (Sequim) Nine physicians (Practice Partners) o Family Medicine of Port Angeles Nine physicians (Practice Partners) 12/13/2011 35 Peninsula Children's Clinic Six physicians o Radia Five radiologists onsite o Solo Practices in Port Angeles and Sequirn Internal Medicine, Orthopaedics, ENT, Family Medicine Pt OLYMPIC MEDICAL CENTER Public Safety 12/13/2011 36 9 Patient Safety OLYMPIC MEDICAL CEN 6 Continuity of Care o Communication o Trauma Care o Medication Lists o Drug Allergies o Telemedicine PENINSULA COLLEGE I Lj Of 4 12/13/2011 37 PENINSULA C LLEGE 1 Student Access 3536 Students (Fall Qtr. 2011) 1075 Online Students (Fall Qtr. 2011) Online Math Support Online Tutoring and Advising Student Email Student and Family Access 3500 Students 53% on Free or Reduced Meals Skyward Family Access PASD Online Classrooms Online Credit Recovery Classes 12/13/2011 38 NLETC The Center for Rural Development Small, Rural, Tribal and Border Regional Center. The excerpts are from a letter to Chief Gallagher dated December 11, 2011 Richard Bull Chief of Police Retired, Ripon, CA Outreach Specialist NLECTC The Center for Rural Development A your agency has a great model for demonstrating the use of a wireless network as a public safety tool." A "Your project demonstrates the next logical, collaborative step in creating a viable citywide solution for effective and cost effective public safety communications A "Your project parallels several other successful programs from other cities, but your solutions for obtaining outside funding instead of funding from within make it a model to share with others" 12/13/2011 39 EES Cionsulting Financial Recommendation 71 Anne Falcon Managing Partner Review Examined Business Plan Reviewed Agreements WMDS Acquisition and Integration Agreement WMDS Operation, Management and Maintenance Agreement WMDS Retail Service Provider Agreement Reviewed Financial Planning Model Overall Staff has developed a comprehensive plan for the project 12/13/2011 40 EES Consulting Financial Model Assumes BTOP grant No debt Assumes revenues from Public Safety Subscribers and Retail Service Providers Public Safety Customers $70 per vehicle Retail Service Providers Open Access EES Consulting Financial Model Expense projection: No debt payments Analyzed several scenarios related to depreciation expense O &M agreement sets fixed pricing Internal (City) O &M costs are minimal 12/13/2011 41 Financial Review Risks Retail Revenue lower than projected Expenses higher than expected Mitigation of Risks Fixed 0 &M costs via contract Secure revenues from Public Safety Subscribers BTOP grant and "gift" of a mesh network result in no debt Opportunity to terminate agreements if revenues do not materialize EES Consulting i Recommendation Staff performed a fair and comprehensive analysis of the likely financial performance of the project Proposed plan minimizes the downside risk and allow for the City to terminate if necessary Financial analysis provided form a sound basis to proceed 12/13/2011 42 C TC Engineering Recommendation Lee Afflerbach Columbia Telecommunications Corporation (Engineering) Engineering Analysis X Citywide deployment of Broadband Wireless Network 71 Independent Public Safety network 71 Public access network X Leverages existing fiber optic network, access equipment and mounts access hardware on existing structures (poles, buildings) X Modern hardware using open industry standards X Complements existing broadband services offered by wireless, cable TV and telephone providers 71 Designed to address unique public safety requirements 75 High speed mobility service within PA (home, office on the go) 71 Low cost basic service option 12/13/2011 43 T Fully expandable to address future needs and requirements 71 Expanding to areas outside PA by adding access points 71 Additional bandwidth capacity add access sites, radio spectrum) 71 Future integration of voice services 71 System exceeds all performance requirements defined in the city's NTIA grant application and RFP at a cost capital lower than estimated in city plan 71 Operation costs are moderate should be offset by user fees 71 Commercial fees to public users are reasonable and will include a low cost basic service through high capacity services. 71 In summary A project that can serve as a model deployment on a nation basis 1 Presentation Presented by: A LOOK AT THE PROPOSED WIRELESS MOBILE DATA SYSTEM FROM A LEGAL PERSPECTIVE Terry Mundorf, Partner Marsh Mundorf Pratt Sullivan McKenzie December 13, 2011 12/13/2011 44 Participation in the WMDS Development I have been involved in WMDS development process from the legal perspective This has included: Review of Requests for Proposals Reviewed draft agreements WMDS agreements, including Acquisition and Integration, Operation, Management and Maintenance, and Retail Service Provider Agreements Reviewed negotiated final WMDS agreements Drafting telecommunications utility and funding ordinance This has provided a reasonable understanding of the WMDS proposal 1 Legal Aspects of Proposal City has followed appropriate procurement process Conducted open RFP process Had multiple qualified bidders Made selection on sound basis WMDS Agreements ensure that City will provide continue to act in fair and non discriminatory manner, as shown by Charging for pole space for attachments and electric service Charging for contract administration mic 12/13/2011 45 II Unique Aspects of WMDS Contracts City employed creative approaches to streamline and economize Included draft WMDS in RFP package Let bidders know what they were getting into Cut down time and expense of contract negotiation stage Contracting out management and maintenance of system Keeps City out of direct retail competition with other providers Reduces costs to City of operation the system City will continue to provide open access Standards for additional future service providers are reasonable Ensures that future service providers can gain access Risks and Benefits All new ventures entail risk Risk is that Operations, Management and Maintenance costs may exceed revenues This risk addressed by termination provision that can be exercised end of 2013 Gives the City adequate time to determine if this revenues will be sufficient Potential benefits outweigh possible risks Since there are always risks, question is are they reasonable compared to potential benefits Here the major risk has been reasonably addressed Other communities has experienced substantial benefits Increased competition, better private sector service and lower costs Attraction of new business and increase employment Better place for people to work and live, connected to the 21St Centu 91 12/13/2011 46 Conclusions Proposed WMDS Agreements are Product of appropriate procurement process Legally sufficient for purposes intended Ready for execution and implementation should the City decide to do so 93 Economic Development BTOP Wireless Mesh Network Nathan West City of Port Angeles 12/13/2011 47 Establishes PA as a Business friendly community X Ensures PA stands out above others X Creates an entrepreneurial spirit X Enables local business development Functional Economy X Can do business anywhere mentality Memorable destination X Asset for the service industry 12/13/2011 48 Quality of Life 7a Essential to new business is the community experience for the employee N Mitigates sense of separation N Enables balance between work and immersion in our natural environment We have shown you our proposal for: X Technology Aruba Networks N Design and Construction CPI /Cascade X City Oversight CTC N OM &M CPI /Cascade N Retail Services Olypen 12/13/2011 49 We have demonstrated support from: X Dr. Fisher X Steve Baxter 71 Richard Bull N Nathan West Olympic Medical Center Peninsula College PASD National Law Enforcement Technology Center Community Economic Development WADS Summary We have received favorable recommendations from the City's consultants: 70 Anne Falcon EES Consulting (financial) N Lee Afflerbach Columbia Telecommunications Corporation (engineering) N Terry Mundorf Western Public Agencies Group (legal) 12/13/2011 50 Staff Recommendations What's Next S Staff recommends the Utility Advisory Committee provides a favorable recommendation to City Council on 12/15/2011 X Staff plans to seek City Council approval of the following agreements on 12/20/2011: 71 WMDS Acquisition Integration 71 WMDS Professional Services Agreement Amendment No. 1 71 WMDS Operation, Management Maintenance 71 WMDS Retail Service Provider 12/13/2011 51