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AT&T Broadband - Public Communications Network AT&T Broadband AGREEMENT TO PROVIDE PUBLIC COMMUNICATIONS NETWORK SERVICES FOR CITY OF TIGARD COMMENCING JULY 1, 2000 1. Purpose This Agreement is made this day of .�i°vim�'B �� , 2000, by and between AT&T Broadband (hereinafter Company) and the City of Tigard (hereinafter Public Agency) for the provision of telecommunication services on the Public Communications Network (hereinafter PCN), a service requirement of the Cable Services Franchise Agreement between the Metropolitan Area Communications Commission (hereinafter MACC) and the Company, as hereinafter defined in Appendices B and/or C, in a manner as provided for in Appendix A. Company is the owner and operator of the PCN. 2. Background During the term of this Agreement, Company will be upgrading the PCN from a "hybrid fiber-coaxial" system ("HFC PCN") to an all-fiber PCN system ("New PCN"). During this transition, all Public Agency's PCN connection sites will be converted to the New PCN no later than January 31, 2002. As PCN sites are converted to the New PCN, Company will provide Public Agency with connectivity over an all optical fiber network, including Company-owned interface equipment at each Public Agency premise. During the transition, Company will provide "mirrored" networks, with sections of the HFC PCN and New PCN operating concurrently, so that Public Agency's applications will operate continually over the network. All provisions herein referring to the HFC PCN apply to requirements that will be in place while the Public Agency site is on the HFC PCN, and only until Company replaces such connectivity at that site with connectivity on the New PCN. 3. Term of Agreement The Initial Term of the Agreement shall be at least one full year, beginning on July 1, 2000. Included in this Agreement are optional incentives for multi-year agreements (See "Service Changes and Conversions" in Section 12, and "Services and Rates" in Appendix A). Public Agency shall select contract length by so indicating in Appendix A herein. The Agreement may be renewed by mutual agreement of both Company and Public Agency and execution of a renewal contract or amending document. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 2 of 39 4. Lines of Demarcation While Sites Are Served by the HFC PCN Company shall initially provide coaxial network cabling to a specified line of demarcation ("Demarc") at Public Agency premise. That Demarc shall consist of an RF connection within each premise of Public Agency, at which point Company shall connect the HFC PCN to Public Agency's RF connectivity equipment. All equipment and cabling from the Demarc to any equipment at Public Agency's premise shall be the responsibility of Public Agency. For Sites Served by the New PCN When Company begins serving any or all Public Agency site(s) with the all-fiber, New PCN, Company will provide optical fiber network cabling to Company- owned-and-provided optronics network access equipment at Public Agency Premise. The New PCN Demarc at the premise shall consist of a multimode or copper port(s), providing the services specified herein, on the Public Agency side of the Company-provided optronics device. All equipment and cabling from the Demarc to any equipment at Public Agency's premise shall be the responsibility of Public Agency. See Connection and Operating Standards for New PCN in Appendix C. Company's Headend For any RF-based PCN services on the HFC PCN, specialized network reference, frequency translation, and/or switching equipment shall reside at Company's Headend (central network facility). Company shall provide and be responsible for such equipment at Company's Headend. Headend equipment may be accessed, on an ongoing basis, by Public Agency electronically through the network. Company shall provide Public Agency with a Web-based interface for network transport usage statistics. Upon request by Public Agency, as resources permit, Company shall provide Public Agency with statistics on such criteria as port and frame errors, or other statistics specific to Public Agency's PCN utilization. PCN Service Agreement— City of Tigard Commencing July 1 , 2000 Page 3 of 39 5. Technical Requirements Technical requirements and network availability standards are explained in Appendices "B" and "C" herein. 6. Construction Requirements Company, when installing cable on the property of Public Agency, shall do so in a neat and professional workmanlike manner. Routing and location of optical and/or coaxial cables shall be mutually agreed upon between the parties. 7. Signal Carriage (HFC PCN) On the HFC PCN, Public Agency shall transmit and receive communications only on those frequencies enumerated in Appendix A, as designated by Company. Neither Company nor Public Agency shall permanently alter the assigned frequencies without the written consent of the other party. 8. Networking Equipment at Public Agency Premises Customer-Owned Equipment At Public Agency sites, Public Agency shall be responsible for all equipment on Public Agency side of the Demarcation Point. The Demarcation Point shall be defined as the point of connection between customer-owned premise equipment and Company-owned electronic and/or fiber/coaxial infrastructure. No equipment which will be used to transmit and/or receive signals on the PCN shall be connected to on the Company's side of the Demarcation Point except by Company or its designee. On the HFC PCN, Public Agency may replace equipment on Public Agency side of the Demarcation Point, unless that equipment would generate an RF carrier(s) onto the PCN, in which case prior written approval by Company shall be required. Such approval shall not be unreasonably withheld. The execution of this Agreement shall constitute approval for equipment as indicated in Appendix A. Public Agency shall observe the technical requirements in Appendix B in the installation and operation of equipment and wiring connected to the PCN from the Demarc. PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 4 of 39 HFC PCN Data Customers Only - Company shall consider Public Agency requests to utilize alternative, RF-based equipment, operating up to 40 Mbps on forward frequencies, provided that: (1) Company is convinced that such equipment does not jeopardize the integrity and reliability of the PCN to any customer; (2) Public Agency agrees to purchase and be responsible for the maintenance of any and all premise and Headend equipment associated with the alternative, RF-based strategy; (3) The alternative equipment can be accommodated in the allotted frequencies for the Public Agency's application; (4) If there are other Public Agencies sharing the same pair of RF frequencies, they all agree to adopt the common new hardware, software, and configuration; and (5) Company and Public Agency(ies) sign a written agreement adopting the new RF equipment strategy to replace the "legacy" one in place on the frequencies they occupy. Company-Owned Equipment (New PCN Only) Public Agency shall provide clean source of 110 VAC power for Company- provided network electronics/optronics, as well as a clean, secure, relatively dry and cool location (consistent with environmental requirements for most network connectivity equipment) at each premise for such equipment. 9. Customer Premise Wiring With respect to the HFC PCN, Public Agency shall be responsible for assuring that any internal RF wiring and connectors beyond the Demarc meet or exceed those specified in Appendix B. All customer premise wiring on Public Agency side of the Demarc shall be the responsibility of Public Agency. 10. Rates a. Public Agency shall pay Company rates for services as specified in Appendix A. b. Any rate increases or decreases permissible in the Cable Communications Franchise with MACC, and opted for by Company shall be passed through to Public Agency as they become effective. PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 5 of 39 11. Payments a. Monthly If Public Agency selects billing Option "A" in Appendix A, Company shall mail an invoice for one month's service to Public Agency at the beginning of the first full week of the calendar month in which service is to be provided. Pursuant to this monthly invoice rendered in advance by Company, Public Agency shall pay Company monthly. The monthly charge for fractions of a calendar month shall be computed at the rate of one-thirtieth (1/30) of a stated monthly rate for each day, or fraction of a day. The monthly charge shall be payable upon receipt; however interest charges shall not be assessed unless, after the fifth day of the calendar month after the service is provided, said invoice has not been paid. Payments after the fifth day of the calendar month after the service is provided shall be assessed an interest charge at an annual rate of current prime plus two (2%) percent, but not less than twelve percent (12%) APR for the time the payment is in arrears. Failure of the Public Agency to pay within sixty (60) days of receipt of an invoice shall constitute grounds for Company to terminate the Agreement. b. Annually If Public Agency selects payment Option "B" in Appendix A, thereby agreeing to pay for twelve consecutive months of service in advance, Company will provide a discount of five percent (5%) of the total amount due. Payment must be made not later than thirty (30) days after commencement of Appendix A term. This option is available only for agreements commencing on, or continuing from, the beginning of a fiscal year (July 1st). 12. Service Changes and Conversions The following charges for service changes and conversions are not applicable to changes from services on the HFC PCN to services on the New PCN, but they are relevant to the services intended and identified herein for Public Agency connectivity subsequent to Public Agency sites' transition to the New PCN. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 6 of 39 Upgrades and Downgrades If, during the term of this Agreement, Public Agency opts to upgrade or downgrade service, within the same transport technology (Gigabit Ethernet or ATM) identified herein, Company shall charge Public Agency the following non- recurring upgrade or downgrade charges: For a single upgrade (e.g.: T1 to 10 Mbps) $250.00 per site For a single downgrade (e.g.: 100 Mbps to 10 Mbps) $250.00 per site Transport Conversions If, during the term of this Agreement, Public Agency opts to change the transport technology Company provides (for example, from ATM to Gigabit Ethernet or vice-versa), Company shall charge Public Agency the following non-recurring conversion charge: For a single conversion (e.g.: Gigabit Ethernet to ATM) $1,000.00 per site Transport Conversion Waiver If Public Agency opts herein for an Agreement term of at least five (5) years, Company shall provide Public Agency with one (1) Transport Conversion to each site at no charge during the term of the Agreement, provided such conversion is: • At a site that has been receiving PCN service under this Agreement for at least three (3) years; and • Requested by Public Agency in writing at least ninety (90) days prior to such conversion taking place. 13. Interruptions and Liquidated Damages HFC PCN - Prior to thirty (30) days subsequent to a PCN Site becoming connected to the "New PCN," as defined in the MACC Franchise Agreement, the following availability standards shall be in effect: For purposes of this availability standard, network problems shall not be defined as: infrequent scheduled preventative maintenance as long as PCN customers are notified in advance, according to the provisions of the MACC Franchise and user contracts Network availability is subject to the Section 19 force majeure provisions herein and those conditions which are not within the reasonable control of the Company. These include, but are not limited to: damage resulting from conduct by a third party, natural disasters, civil disturbances, major non-Company owned telephone network outages, or severe and unusual weather conditions. Company PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 7 of 39 will give affected PCN users notice in the event of any of the foregoing occurrences. Company agrees to the following liquidated damages for interruptions. In the event of interruptions of transmission on any circuit during Public Agency business hours not found to be beyond the reasonable control of Company, Public Agency shall be solely entitled to a reduction of $5.00 per hour from the monthly lease fee for every hour of interruption of transmissions over two (2) hours during regular business hours (defined as 8:00 am to 5:00 p.m. Mondays through Fridays, except holidays) and six (6) hours after regular business hours. Said reduction shall appear on the subsequent month's invoice. No reduction shall be provided for interruptions of two (2) hours or less. Total reductions in any single month shall not exceed the total monthly lease charge. The interruptions of transmission are considered different if they are separated by no less than thirty (30) minutes of continuous transmission capability. When Company anticipates transmission interruptions due to preventive maintenance or line extension procedures seven (7) or more days in advance, Company shall notify Public Agency of such predicted interruptions at least seven (7) days in advance. In cases when Company anticipates such interruptions less than seven (7) days in advance, Company shall notify Public Agency as soon as possible, and at least twenty-four (24) hours in advance of the interruptions. Such interruptions shall be kept to a minimum and performed between 9:00 PM and 8:00 AM whenever possible. New PCN — Thirty (30) days after a Site becomes connected and activated on the "New PCN," the following availability standards shall be in effect: PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 8 of 39 Network Availability — New PCN - For each customer on the network, network availability shall be equal to or better than 99.965% (no more than 184 minutes of network downtime per user) as measured on an annual basis. The network shall be defined as `unavailable' for any given Public Agency site when such site: a. Cannot, because of a network problem, measured by SNMP software or other appropriate software and associated hardware, or through a failure of a Company-provided interconnect, transmit video, voice and/or data communications to, from, and/or on the network, for which such Public Agency is paying a fee to Company. Such problems shall be the result of a failure of one or more of the following: 1) The fiber optic cabling, connections and transmission equipment on the network; 2) The optical to RF conversion equipment at Company's headend; 3) The optical to RF conversion equipment at the Public Agency's premise (if such equipment is provided by Company); 4) Network powering systems; 5) The network equipment, connections and cabling, network management, hardware and software, and related equipment provided by Company at Company's headend; and/or 6) Any other Company-provided network component; and/or, b. Experiences, due to a network problem, video, voice, and data transmissions that are below the standards set forth in Attachment 11.2 A of the Franchise; and/or, C. Experiences due to a network problem a data communications packet loss of greater than ten (10) percent. Liquidated Damages - New standards for liquidated damages, as specified in the MACC agreement, will go into effect for each customer Site thirty (30) days after that Site begins operating on the all-fiber "New PCN." PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 9 of 39 The network shall be defined as `unavailable' under the standards in the MACC Franchise Agreement, Attachment 11.2 A, for any given user when such user: A. Cannot, because of a network problem, measured by SNMP software or other appropriate software and associated hardware, or through a failure of a Company- provided interconnect, transmit video, voice and/or data communications to, from, and/or on the network, for which such user is paying a fee to Company. Such problems shall be the result of a failure of one or more of the following: 1) the fiber optic cabling, connections and transmission equipment on the network; 2) the optical to RF conversion equipment at Company's headend; 3) the optical to RF conversion equipment at the customer's premise (if such equipment is provided by Company); 4) network powering systems; 5) the network equipment, connections and cabling, network management, hardware and software, and related equipment provided by Company at Company's headend; and/or 6) any other Company-provided network component; and/or, B. Experiences, due to a network problem, video, voice, and data transmissions that are below the standards set forth in Franchise Attachment 11.2 A (also attached to this Agreement); and/or, C. Experiences due to a network problem a data communications packet loss of greater than ten (10) percent. For purposes of this availability standard, network problems shall not be defined as: infrequent scheduled preventative maintenance as long as PCN customers are notified well in advance, according to the provisions of the Franchise and user contracts. Except as otherwise provided for herein, network availability is subject to the force majeure provisions of the Franchise and those conditions which are not within the control of the Company. These include, but are not limited to: damage resulting from conduct by a third party, natural disasters, civil disturbances, major non-Company owned telephone network outages, or severe and unusual weather conditions. Company shall comply with the requirements of "Demand Maintenance/Service and Repair" to restore service following any of these occurrences. Company will give MACC and affected PCN users notice in the event of any of the foregoing occurrences. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 10 of 39 Signal Level Variation - The worst-case signal level variation (peak to valley) shall be better than or equal to N / 10 + 2 (where "N" equals the number of RF amplifiers in cascade from the node). RF Signal Level at the Institution - The RF signal level on any channel delivered to the designated demarcation point at each PCN user location shall meet or be better than 10 dBmV and shall, in all cases, enable operation within the manufacturer's minimum specifications of all PCN network transmission and reception equipment located within a facility connected to the PCN. 14. Trouble Calls and Maintenance Demand Maintenance/Service and Repair - Response to network problems shall occur at all hours (24 x 365) and as outlined under Attachment 11 .2 A of the Franchise. If Company is to provide maintenance/service or repair on network facilities located within Public Agency premises, Company must have reasonable access to such facilities on a 24/365 basis. This shall include response to all situations creating problems on the network, regardless of whether they originate within the network or within equipment or software at the user site. Appropriate Company technical support shall respond and actively begin working on network problems within 30 minutes of either 1) Company identifying such problem or 2) Company receiving a call from Public Agency reporting a network problem. Company shall place a phone call to Public Agency's designated service contact to inform Public Agency that the situation is being addressed. Company shall work continuously until the problem is resolved. If it is determined by Company that the network problem is caused by user equipment or software, then Public Agency shall correct the problem such that other PCN users are no longer affected. If Public Agency does not correct the problem, then Company may disconnect the affected Public Agency site from the PCN until such time that the user equipment or software is repaired. If Public Agency desires assistance from Company in correcting the equipment or software problem, then Company shall provide such assistance, but Company shall also have the right to invoice Public Agency, at Company's prevailing hourly rate for the time spent correcting Public Agency equipment or software problems. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 11 of 39 15. Confidentiality All Public Agency data, voice, or video transmission using Company PCN network facilities shall be treated as confidential information. Company agrees that this information shall not be made available, in any form, to any party other than Company or its agents or contractors as may be necessary to conduct maintenance or repair activity, without written permission, in every instance, of Public Agency. 16. Content Control and Privacy Public Agency shall have full and complete control of, and responsibility and liability for, the content of any and all communications transmissions sent or received using the leased facilities. In addition, Public Agency shall not intentionally utilize PCN frequencies other than those assigned to Public Agency (see Appendix A), in order to receive, record, or re-transmit information that is present on the PCN, without prior written consent from the party that is transmitting such information, and from Company to utilize those frequencies. 17. Access to Public Agency Premises Public Agency shall, in accordance with its visitor control procedure, provide Company, their agents, representatives, or employees, ingress and egress to Public Agency's premises for purposes of system performance tests, maintenance, repairs and equipment replacement or change-outs. 18. Assignment Either party may assign this Agreement upon prior written consent of the other party. Such consent shall not be unreasonably withheld. Upon the Transfer of Ownership or Control of the Franchise Agreement (as defined in Franchise § 17.2) Public Agency shall give sixty (60) days written notice to Company terminate this Agreement without incurring a financial penalty. Public Agency, upon termination, shall pay Company the pro-rata amount due for services through the date of termination. PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 12 of 39 19. Damage Company shall be responsible for, restoring, or otherwise repairing to its prior condition any portion of the Public Agency's premises or facilities which are damaged by Company or its agents. Public Agency shall be responsible for, restoring, or otherwise repairing to its prior condition any portion of the Company's connectivity equipment or other facilities, located at Public Agency premises, which are damaged by Company or its agents 20. Force Majeure Neither party hereto shall be deemed to be in default of any provision of the Agreement, for any failure in performance resulting from acts or events beyond the reasonable control of such party. For purposes of this Agreement, such acts shall include, but not be limited to, acts of nature, civil or military authority, civil disturbance, war, strikes, fires, other catastrophes or other force majeure events beyond the parties' reasonable control, provided however that the provisions of this paragraph and article shall not preclude Public Agency from canceling or terminating this Agreement as otherwise permitted hereunder, regardless of any force majeure event occurring to Company. 21. Liability Each party shall be liable for any negligent acts or omissions committed by its agents or employees in performing this Agreement. 22. Insurance - Aggregate Insurance for PCN Company shall maintain, throughout the term of this Agreement, liability insurance insuring the Company, its officers, agents and employees, with regard to all claims, damages and penalties mentioned in Section 12 for the Public Communications Network, in the minimum amounts of: $1,000,000 for personal injury or death to any one person; $3,000,000 for personal injury or death resulting from any one accident; $ 500,000 for property damage resulting from any one accident; and $1,000,000 for all other types of liability. PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 13 of 39 23. Successors Upon a permitted assignment or transfer under Section 17 of the Franchise, and the other relevant provisions of this service agreement, all rights and obligations of Company under this Agreement shall pass in total without modification to any successor regardless of the manner in which the succession may occur. 24. Non-Appropriation Notwithstanding any other provisions of this Agreement, the parties hereby agree and understand that any obligation of Public Agency to obtain services as provided herein is subject to fund availability and appropriation by Public Agency for such services through its adoption of an annual budget. Should funds not be appropriated or be available from Public Agency during the term of this Agreement, the Agreement shall terminate and Public Agency shall pay Company any remaining pro-rata fees for services due to the date of such termination. When and if such funding is restored to Public Agency in order to procure the services indicated herein, or similar communications services, Public Agency shall provide Company at least an equal opportunity to provide the services indicated herein that Public Agency might provide another provider(s) of the same or similar services at the same time. 25. Non-Discrimination Company shall not deny service, deny access, or otherwise discriminate against Public Agency on the basis of race, color, religion, national origin, sex or age. Company shall strictly adhere to the equal employment opportunity requirements of the federal government, as expressed in Section 76.13 (a) (8) and 76.311 of Chapter 1 of Title 47 of the Code of Federal Regulations, as now or hereafter constituted. Company shall comply at all times with all other applicable federal, state, or city laws, rules or regulations relating to non-discrimination. 26. Termination This Agreement shall terminate 30 days following written notice by either party. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 14 of 39 a. In the event Public Agency terminates this Agreement based upon Company's default or failure to perform as described in this Agreement, Company shall reimburse to Public Agency the pro rata amounts paid on the unexpired rate year of this Agreement. b. If Public Agency terminates this Agreement for any reason other than that based on non-appropriation or on Company's default or failure to perform, Company shall be entitled to a penalty of 5% of the pro rata amount of the unexpired rate year of this Agreement. 27. Amendment Any amendments to this Agreement shall be in writing and shall be signed by all parties. 28. Default Each of the following events shall constitute a default: 1. Failure to perform or comply with any material obligation or condition of this Agreement by any party. 2. Failure to pay any sums due under this Agreement. 3. Any defaulting party shall have thirty (30) days in which to cure following written notice of default by the non-defaulting party. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 15 of 39 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. AT&T Broadband By: _ Title: 02 V�b t?Y2;�-3 00\ ' Date: 1I Public Agency By: Title: (f( Date: 6 da•A Lee a(�o d PCN Service Agreement — City of Tigard Commencing July 1 , 2000 Page 16 of 39 APPENDIX A CITY OF TIGARD SERVICES AND RATES The following rates shall be applicable during the term of this Agreement, commencing July 1, 2000. Services Provided While Customer Sites Are on HFC PCN HFC PCN Data Services Public Agency shall operate LANCity Broadband Interface devices between 41.75 MHz and 47.75 MHz on the reverse side and between 234.0 MHz and 240.0 MHz on the forward side (Channel "T-13" to "M"). It is recognized by Public Agency that Company may assign additional use of these frequencies by other agencies, provided both Company and Public Agency agree that the additional equipment and applications would not be deleterious to communications by Public Agency and its clients. Public Agency Sites Operating LANcity Devices on HFC PCN Beginning July 1, 2000: Tigard City Hall 13125 SW Hall Blvd. HFC PCN Monthly Rates The monthly charge for each LANCity device on the HFC PCN is dependent upon the total number of such devices simultaneously being used by Public Agency and other public agencies on the same frequencies, in accordance with the following schedule: TOTAL NUMBER OF PRICE PER DEVICE LANCITY DEVICES PER MONTH 1 TO 5 $ 319.49 6 TO 10 $ 287.23 11 TO 15 $ 258.24 16 TO 20 $ 232.17 21 TO 24 $ 203.05 25 OR MORE $ 176.20 PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 17 of 39 APPENDIX A, continued Upon commencement of this Agreement, on July 1, 2000, the following number of LANcity devices are expected to be on HFC PCN Channel 713" to W". These numbers are estimates only. Company will begin billing Public Agency in accordance with the actual number of devices in place on July 1, 2000. Channel 713" to "M" — Commencing on July 1, 2000, Public Agency will have a total of One (1) LANcity bridge on these frequencies. The initial rate for Public Agency's one (1) initial device shall be $176.20 per month. The following initial charges are based on the assumptions above for use of PCN High Speed Data Services on the HFC PCN: TOTAL MONTHLY RATE FOR HIGH SPEED DATA $ 176.20 SERVICES ON HFC PCN UTILIZING LANCITY DEVICES UPON COMMENCEMENT OF AGREEMENT Services Provided Once Customer Sites Are on New PCN The following rates are all based upon services provided over an optical fiber institutional network (the "New PCN"). Once the New PCN becomes available at a site served by the HFC PCN, Company shall provide a connection to the New PCN. Once a Public Agency site becomes connected to the New PCN, the New PCN rates shall go into effect seven (7) days subsequent to the date of New PCN service activation, with the exception that prior to January 1, 2001, Public Agency shall be charged per site according to their previous rate under the HFC PCN rate provisions, above, regardless of whether this site(s) has been transitioned to connectivity on the New PCN. Such rates, effective between July 1, 2000 and December 31, 2000 shall be applicable to the following transitions: HFC PCN New PCN 10 Mbps HFC Data to: 10 Mbps New PCN Data; or 100 Mbps New PCN Data; or Ti New PCN Data; or Gigabit Ethernet New PCN Data PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 18 of 39 APPENDIX A, continued HFC Video Origination to: New PCN Video Origination HFC Video Receive to: New PCN Video Receive Additionally, until sites are connected to the New PCN, and while they remain on the HFC PCN, between January 1, 2001 and January 31, 2002, Public Agency will be charged for those sites in accordance with the rates for the "Old PCN" in their service contracts that will commence on July 1, 2000. During transition of any Public Agency sites to the New PCN, Company shall provide to each Public Agency network site, as a backup, the HFC PCN service Public Agency was using prior to the transition for a period of thirty (30) days subsequent to activation of the New PCN service. This backup service shall be provided by Company at no additional charge. NEW PCN DATA SERVICES Service Monthly Rate Per Site Data Communications (Using ATM Backbone) T1 (1.544 Mbps) Service (using Ethernet or circuit emulation) $ 300.00 10 Mbps Service $ 498.73 100 Mbps Service $ 598.73 10 Mbps and T1 Services (T1 through circuit emulation) $ 638.00 100 Mbps and T1 Services (T1 through circuit emulation) $ 738.00 Data Communications (Using Gigabit Ethernet Backbone) T1 (1.544 Mbps) Service (using Ethernet) $ 300.00 10 Mbps Service $ 498.73 100 Mbps Service $ 598.73 Gigabit Ethernet Service $ 849.00 PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 19 of 39 APPENDIX A, continued Public Agency and Company agree that, during the term of this Agreement, once the New PCN is available to the sites indicated below, the services indicated will be provided Public Agency by Company, for which Public Agency shall compensate Company in accordance with provisions herein, with the exception that such New PCN rates shall not go into effect until January 1, 2001. In addition, Company shall notify Public Agency at least thirty (30) days prior to the change-over at each site from HFC PCN to New PCN service; shall for a period of seven (7) days charge Public Agency for the New PCN service at the old HFC PCN rate Public Agency had paid previously; and shall continue to provide a back-up HFC PCN service to Public Agency location for a period of thirty (30) days subsequent to the site being converted to the New PCN service. Company shall begin charging the New PCN service rate on the eighth day Public Agency has received the New PCN service at a site, unless it is mutually determined that the New PCN service is unacceptable in accordance with the standards herein. The following are the sites, services, and rates agreed to by Company and Public Agency to which Public Agency may be transitioned on the New PCN during the term of the Agreement. It is understood by both parties that service to all of these sites, subsequent to December 31, 2000, if and when they have been transitioned to the New PCN, shall be provided for the rates below, subject to any discounts or annual increases otherwise applicable in accordance with terms herein, for the remaining term of the Agreement. It is further understood that, during the term of the Agreement, Public Agency may add services to locations, or to change services and/or locations, but that such changes are subject to the Upgrade, Downgrade, and Transport Conversion charges detailed herein. Monthly Site Address Service Rate Tigard City Hall 13125 SW Hall Blvd. 10 Mbps over Gigabit Ethernet $ 498.73 Rate Assurance - All PCN rates specified herein shall not exceed the market rates charged for substantially equivalent services provided by other service providers. Rate Increases/Decreases Annual Increase - PCN rates established herein will be adjusted annually by 3.5% or the Consumer Price Index for the Portland Standard Metropolitan Statistical Area, whichever is greater, beginning on January 1, 2002. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 20 of 39 APPENDIX A, continued Such annual increase shall NOT be exercised by Company for the full term of multi-year agreements. Therefore, the rate increase that would otherwise be applicable to the service being received at the beginning of each year in which a new contract would be necessary, would NOT be implemented in the case where Public Agency opts for a multi-year agreement. In addition: • For any Public Agency site that is activated with a New PCN service subsequent to January 1 , 2001, the annual rate increase* that would otherwise be applicable under a single-year agreement shall be waived for that site until July 1, 2002. • For any Public Agency site that is activated with a New PCN service prior to January 1, 2001, the annual rate increase* that would otherwise be applicable under a single-year agreement shall go into effect on January 1 , 2002. * These rate increases do not refer to a site's transition from HFC PCN service to New PCN service. Increases or Decreases Due to Economies of Scale — In accordance with the franchise agreement, Company maintains the authority to increase its rates if the number of PCN customer locations falls below 140 aggregate customer sites. Such discretionary increase by Company would only be adjusted to reschedule Company's maintenance of network costs and amortization. Company would implement such an increase no sooner than the subsequent July 1 st, or in 90 days, whichever is the later date. On the other hand, Company would lower its rates if the total aggregate number of PCN customer sites exceeds 240. Such decrease would be an adjustment that would reflect a rescheduling of Company's maintenance of network costs and amortization. Company would implement such an increase no sooner than the subsequent July 1 s , or in 90 days, whichever is the later date. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 21 of 39 APPENDIX A, continued Annual Payment Option Public Agency may opt below for a single annual payment for services enumerated herein, whereupon Company shall extend a five percent (5%) discount on the service for that year. If this option is selected by Public Agency, Company shall invoice Public Agency at the beginning of each year of the Agreement for each full year's service, minus five percent (5%). If Public Agency subsequently opts for a service change(s) or transport conversion(s), and/or if Public Agency sites are converted from the HFC PCN to the New PCN and are then subject to the rates indicated herein for New PCN services in effect subsequent to December 31, 2000, Company shall apply the full amount paid against the total annual amount(s) due to Company. The five percent (5%) discount shall apply to the new services, as well as to the ones in place at the commencement of the Agreement. Public Agency shall indicate below whether or not this option is selected. The total amounts indicated below are predicated on the services and quantities indicated herein as the initial ones in place at the commencement of the Agreement. OPTION "A" (PUBLIC AGENCY IS BILLED MONTHLY): Monthly Payments, commencing July 1, 2000: $ 176.20 Monthly Payments, when Site is converted to New PCN*, after 12/31/00: $ 498.73 Currently projected to occur during calendar year 2001 OPTION "B" * (PUBLIC AGENCY IS BILLED ONCE DURING THE FIRST MONTH OF THE AGREEMENT FOR COMPLETE TWELVE MONTHS: 5% DISCOUNT APPLIED; THE ADDITION OF FURTHER SITES, IF ANY, SHALL BE BILLED ON A PRO-RATED BASIS AS SUPPLEMENTS TO THE ANNUAL BILLING) ANNUAL RATE: $ 2,008.68 * IF ANY PUBLIC AGENCY SITE(S) ARE TRANSITIONED TO THE NEW PCN, AND THE NEW PCN RATES ARE IN EFFECT FOR THAT SITE(S) DURING THE PERIOD OF JANUARY 1, 2001 THROUGH JUNE 30, 2001, COMPANY SHALL SUBMIT AN PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 22 of 39 APPENDIX A, continued INVOICE TO PUBLIC AGENCY, AND THE BALANCE SHALL BE PAYABLE WITHIN THIRTY (30) DAYS. A FIVE PERCENT (5%) DISCOUNT WILL ALSO BE APPLICABLE TO THESE SITES, SINCE PUBLIC AGENCY WILL PAY FOR THEM FOR THE REMAINDER OF THE ANNUAL TERM (THROUGH JUNE 30, 2001). REPRESENTATIVE OF PUBLIC AGENCY PLEASE CHECK AND SIGN PAYMENT OPTION SELECTED: _ OPTION "A" (Monthly Billings) AUTHORIZING SIGNATURE DATE /OPTION "B" (Annual, Advance Billing, with 5% Discount) AUTHORIZING SIGNATUREG' DATE 1 ? oc, PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 23 of 39 Appendix A, continued Term Option Public Agency must select below the length of the term of this Agreement. To summarize, contractual terms greater than one (1) year afford Public Agency the following benefits: • At least two (2) years: No rate increase at the commencement of each year of the term; and • At least five (5) years: Ability to convert transport technology one (1) time after three (3) years, with no Transport Conversion charge. REPRESENTATIVE OF PUBLIC AGENCY PLEASE CHECK AND SIGN PAYMENT OPTION SELECTED: OPTION "1" (One Year) AUTHORIZING SIGNATURE DATE OPTION "2" (Two Years) AUTHORIZING SIGNATURE DATE OPTION "3" (Three Years) AUTHORIZING SIGNATURE DATE OPTION "4" (Four Years) AUTHORIZING SIGNATURE � %-' DATE OPTION "5" (Five Years) AUTHORIZING SIGNATURE DATE OPTION "6" (Six Years) AUTHORIZING SIGNATURE DATE PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 24 of 39 Appendix A, continued PCN INSTALLATION (NEW PCN) For sites not currently connected to the PCN (HFC PCN or New PCN), an installation charge may be required before service is provided. The cost for such installation is in accordance with the installation rate schedule below. The PCN is installed to a line of demarcation on or at the facility to receive service. Internal wiring to communications and terminal equipment is generally the responsibility of the customer. PCN installations to public and nonprofit facilities using the PCN are at the following rates: Structure is less than 450 feet from NO CHARGE existing PCN plant capable of serving it. Structure is between 450 and 900 feet 50/50 COST SHARE of existing PCN plant capable ON FOOTAGE of serving it. OVER 450 FEET Structure is over 900 feet from existing CUSTOMER PAYS PCN plant capable of serving it. 100% OF FOOTAGE OVER 900 FEET PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 25 of 39 APPENDIX B CONNECTION AND OPERATING STANDARDS FOR SUBSCRIBERS TO THE PUBLIC COMMUNICATIONS NETWORK (PCN) "HFC PCN" Introduction The following standards are intended to ensure optimum network performance for all public and nonprofit subscribers to the existing HFC Public Communications Network (HFC PCN), which was in place on June 1, 1999. These standards will be observed by subscribers and their contractors in installing all new internal network interfaces, in modifying existing installs, and in operating equipment on the HFC PCN. These standards have been agreed upon by Company and the Metropolitan Area Communications Commission (MACC), which administers the cable communications franchises under which Company operates in the communities served by the HFC PCN. The Public Agency hereunder may connect to the HFC PCN for telecommunication services pursuant to such franchise. Current HFC PCN subscribers and new users with "pre-builds" are encouraged to bring their internal networks up to these standards. Company has indicated that they will provide consultations at no cost to any public or nonprofit agency on how to facilitate the construction of such internal networks, or how to achieve the standards in existing installations. Questions may also be directed to the MACC office, 1815 N.W. 169th Place, Suite 6020, Beaverton, OR 97006; phone: 503-645-7365, ext. 203. Network Description — HFC PCN The Hybrid Fiber-Coaxial Public Communications Network (HFC PCN) is a discrete, private line, broadband telecommunications system, comprised of over 500 miles of state-of-the-art, interactive hybrid fiber-coaxial cable plant, capable of 330 MHz of signal carriage. It is an "equal split" frequency configuration, meaning that there is as much "upstream" capacity as there is "downstream." The HFC PCN is operated and managed by Company, the cable television franchisee for most of Washington County and parts of Clackamas County. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 26 of 39 Appendix B, continued The HFC PCN serves public and nonprofit agencies with a reliable, cost-effective means to communicate data, video, voice, and telemetry within an area spanning about forty miles. The HFC PCN's current uses include computer networking for records management, electronic mail, circulation of materials, computer-aided dispatch, training and briefing of staff and students through interactive video programming; telemetry for monitoring pump stations; and voice networking. During the term of the accompanying Agreement, Company will be in the process of upgrading the HFC PCN to an all-fiber optic network ("New PCN"). Between July 1, 2000 and January 31, 2002, as the PCN is upgraded from HFC to all-fiber, Company will provide PCN customers incrementally with the means to upgrade to the all-fiber New PCN, with optical-to-electrical or optical-to-optical conversion occurring at each customer premise. Standards and Procedures — HFC PCN In its operation of the network, Company will meet or exceed established technical standards contained in the Franchise Agreement it holds with the Metropolitan Area Communications Commission (MACC). The following standards and procedures, intended for network users, which have been agreed to by Company and MACC, comply with these. These guidelines may only be amended by mutual consent of MACC and Company. A. Signal Requirements — HFC PCN 1. Reverse Signals The reverse channels must be capable of providing return signals from any subscriber tap on the HFC PCN to any other tap on the HFC PCN without noticeable signal degradation or interference. PCN Service Agreement — City of Tigard Commencing July 1 , 2000 Page 27 of 39 Appendix B, continued a. Capability — HFC PCN must be capable of carrying audio, color and black-and-white video, and low and high-speed data (analog or digital), according to the above criterion. b. Maximum Customer Output Level Requirement - No more than 54 dBmV at video RF reference output level is required out of any customer communications device. 2. Level Standards and Pilot Carrier Provision of a +15dbmv (+or- 2dbmv) video reference on pilot carrier 301 .2625 at the line of demarcation at each HFC PCN user site. The signal levels at user locations will be checked frequently by both Company and MACC. The following are the level standards that will be followed for all public and nonprofit facilities on the Residential Subscriber Network (RSN) or on the HFC PCN. These levels establish the requisite level that Company will provide for downstream signal and the requisite level that a public facility must provide when transmitting upstream. The standards should be referenced to video carrier levels. a. DOWNSTREAM LEVELS Levels provided at the drop or first outlet in the downstream direction: (1) RSN Downstream Level (50-450 MHz) Channel 2 through Channel WW, +15.0 dBmV referenced to video. Data carrier levels may vary, depend- ing on user-specific hardware. (2) PCN Downstream Level (210.00-330.25 MHz) Channel 12 through Channel EE, +15.0 dBmV referenced to video. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 28 of 39 Appendix B, continued b. UPSTREAM LEVELS Levels provided at the first active service, e.g. trunk amplifier on the PCN: (1) PCN Upstream level (5.75-132.00 MHz) Channel T-7 through 132.00 MHz, +20.0 dBmV referenced to video. B. Maintenance and Repair Requirements — HFC PCN 1. Repair Force — HFC PCN Company provides a repair force of technicians capable of responding properly to all requests for service by PCN users. 2. Repair Response Times — HFC PCN Response to network problems shall occur at all hours (24 x 365). This shall include response to all situations creating problems on the network, regardless of whether they originate within the network or within equipment or software at the user site. Appropriate Company technical support shall respond and actively begin working on network problems within 30 minutes of either 1) Company identifying such problem or 2) Company receiving a call from Public Agency reporting a network problem. Company shall place a phone call to Public Agency's designated service contact to inform Public Agency that the situation is being addressed. Company shall work continuously until the problem is resolved. If it is determined that the network problem is caused by user equipment or software, then Public Agency shall correct the problem such that other HFC PCN users are no longer affected. If Public Agency does not correct the problem, then Company may disconnect the affected Public Agency site from the HFC PCN until such time that the user equipment or software is repaired. If Public Agency desires assistance from Company in correcting the equipment or software problem, then Company may provide such assistance, but Company shall also have the right to invoice Public Agency, at Company's prevailing hourly rate for the time spent correcting Public Agency equipment or software problems PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 29 of 39 Appendix B, continued 3. Service Calls — HFC PCN All service calls should be made directly to Company, when possible, by the user agency's key service contact person. 4. Network Availability — HFC PCN For purposes of this availability standard, network problems shall not be defined as: infrequent scheduled preventative maintenance as long as PCN customers are notified in advance, according to the provisions of the MACC Franchise and user contracts. Network availability is subject to the Section 19 force majeure provisions herein and those conditions which are not within the reasonable control of the Company. These include, but are not limited to: damage resulting from conduct by a third party, natural disasters, civil disturbances, major non-Company owned telephone network outages, or severe and unusual weather conditions. Company will give affected PCN users notice in the event of any of the foregoing occurrences. 5. Penalties and Procedures — HFC PCN Company agrees to the following liquidated damages for interruptions. In the event of interruptions of transmission on any circuit during Public Agency business hours not found to be beyond the reasonable control of Company, Public Agency shall be solely entitled to a reduction of $5.00 per hour from the monthly lease fee for every hour of interruption of transmissions over two (2) hours during regular business hours (defined as 8:00 am to 5:00 p.m. Mondays through Fridays, except holidays) and six (6) hours after regular business hours. Said reduction shall appear on the subsequent month's invoice. No reduction shall be provided for interruptions of two (2) hours or less. Total reductions in any single month shall not exceed the total monthly lease charge. The interruptions of transmission are considered different if they are separated by no less than thirty (30) minutes of continuous transmission capability. PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 30 of 39 Appendix B, continued When Company anticipates transmission interruptions due to preventive maintenance or line extension procedures seven (7) or more days in advance, Company shall notify Public Agency of such predicted interruptions at least seven (7) days in advance. In cases when Company anticipates such interruptions less than seven (7) days in advance, Company shall notify Public Agency as soon as possible, and at least twenty-four (24) hours in advance of the interruptions. Such interruptions shall be kept to a minimum and performed between 9:00 PM and 8:00 AM whenever possible. C. User Connection Requirements — HFC PCN 1. Materials and Local Network Configuration Prior to constructing an internal coaxial, RF "local area network" within a PCN user site that will interface with any RF-based portions of the HFC PCN, the user or contractor will contact Company and provide them with a copy/drawings of their plans and specifications of the devices and materials used in distributing HFC PCN signals through the facility. This will allow Company to advise the network user on materials and equipment that will most suitably interface with the cable system, while meeting the user's needs. The following are agreed to be acceptable materials for use in broadband coaxial local area networks that interface with the HFC PCN. In order to maintain compatibility, Public Agency will consult with Company when considering interfacing equipment other than those components listed in the examples below. MACC and Company can refer network users to other agencies which can recommend the work of reputable broadband local area network companies. a. Broadband Coaxial Cable: Minimum 0.500" CATV Coaxial Cable "Hardline"; Drop Cable: RG-6 Quad Shield; Nat'l. Electrical Code rated "CATV" or better. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 31 of 39 Appendix B, continued All cable is to have a minimum 30 dB structural return loss from 5 to 350 MHz. b. Amplifiers. Pads, and Equalizers: Need to meet minimum bandwidth requirements of the PCN (5 to 132 MHz and 186 to 350 MHz). Not more than 2 dB peak to valley response. Rf-gasketed or sealed, and should emit not more than 20 uV/M radiation levels of any rf signals at 3 meters. Examples of Acceptable Equipment: C-COR LAN 101 Distribution Amplifiers, ac powered (compatible with amplifiers on the HFC PCN itself). C-COR Pads and Equalizers. C. Taps/Drops: Each Unused Port Terminated in 75 Ohm Resistor. End-of-Line Terminators at 75 Ohms. 5 to 350 MHz bandpass. Must have integral gasketing or sealing; shall not emit more than 20 uV/M radiation levels of any rf signals at 3 meters. d. FCC Specifications: Upon internal network construction and activation, network shall not radiate levels greater than 20 uV/M at 3 meters, as per FCC Rules, Part 76. e. Connectors: "Hardline Section" - On internal "trunk" (hardline) coaxial cable, use only PIN-type, integral sleeve, aluminum connectors. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 32 of 39 Appendix B, continued Network Service Drops - F-connector should be a one-piece, integral sleeve, with crimp-sleeve specification matched to the cable's diameter. f. Other Considerations: Company and MACC recommend that the user should procure at least a 1-year warranty on parts and labor on LAN equipment, and complete documentation on cable routing, footages, tap locations and values, and drop locations (referenced to "as-built" drawings). D. Equipment Additions/Deletions/Changes in Location or Frequency— HFC PCN Prior to adding, deleting, or moving communications devices on the HFC PCN, or to changing frequencies, the network user will notify Company with a Service Action Request form. Any change in equipment or location is subject to the approval of Company. PCN Service Agreement— City of Tigard Commencing July 1, 2000 Page 33 of 39 APPENDIX C CONNECTION AND OPERATING STANDARDS FOR SUBSCRIBERS TO THE PUBLIC COMMUNICATIONS NETWORK (PCN) "NEW PCN" Introduction The following standards are intended to ensure optimum network performance for all Sites on the New Public Communications Network (New PCN), and to which some customers will be transitioned during the term of the Agreement. These standards will be observed by subscribers and their contractors in installing all new internal network interfaces, in modifying existing installs, and in operating equipment on the New PCN. These standards have been agreed upon by Company and the Metropolitan Area Communications Commission (MACC), which administers the cable communications services franchises under which Company operates in the communities served by the PCN (See Franchise § 11.2 and Attachment 11.2.A). The Public Agency hereunder may connect to the PCN for telecommunication services pursuant to such franchise. SIGNAL QUALITY — NEW PCN The network shall achieve the performance standards listed below under worst-case conditions for communications occurring between each New PCN institution and Company's headend, since all communications will be regenerated at the headend. Data Communications - For any data communications link on the network, the bit error ratio (BER) shall be equal to or better than 1 x 10 to the minus 9, provided customer premise PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 34 of 39 Appendix C, continued equipment meets or exceeds, and is operating to these specifications. Network Availability— New PCN - For each user on the network, network availability shall be equal to or better than 99.965% (no more than 184 minutes of network downtime per user) as measured on an annual basis. The network shall be defined as `unavailable' for any given user when such user: A. Cannot, because of a network problem, measured by SNMP software or other appropriate software and associated hardware, or through a failure of a Company- provided interconnect, transmit video, voice and/or data communications to, from, and/or on the network, for which such user is paying a fee to Company. Such problems shall be the result of a failure of one or more of the following: 1) the fiber optic cabling, connections and transmission equipment on the network; 2) the optical switching or routing equipment at Company's headend; 3) the optical- to-electrical or optical-to-optical conversion equipment at the customer's premise (where such equipment is provided by Company); 4) any necessary network powering systems with the exception of Company-provided customer premise equipment, which shall be powered by Public Agency; and/or 5) any other Company-provided network component; and/or, B. Experiences due to a network problem a data communications packet loss of greater than ten (10) percent. For purposes of this availability standard, network problems shall not be defined as: infrequent scheduled preventative maintenance as long as New PCN customers are notified well in advance, according to the provisions of the Franchise and user contracts. Except as otherwise provided for herein, network availability is subject to the force majeure provisions of the Franchise and those conditions which are not within the control of the Company. These include, but are not limited to: damage resulting from conduct by a third party, natural disasters, civil disturbances, major non-Company owned telephone network outages, or severe and unusual weather conditions. Company shall comply with the requirements of "Demand PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 35 of 39 Appendix C, continued Maintenance/Service and Repair" to restore service following any of these occurrences. Company will give MACC and affected New PCN users notice in the event of any of the foregoing occurrences. Service Response — New PCN Network Maintenance — New PCN - Company shall be responsible for the ongoing maintenance and performance of the New PCN from the demarcation point within a facility through the network, including the New PCN headend. The demarcation point shall be that point, designated by a New PCN site agreement, where the New PCN connects to internal wiring and/or equipment within the facility unless such wiring or equipment has been supplied or is maintained by Company, in which case the Company shall be responsible for New PCN performance to the point of connection to facility owner supplied wiring or equipment. Routine and preventive maintenance shall be performed continually on the network to ensure that it meets all performance criteria detailed herein. New PCN users shall have at least ten (10) business days advance notice of routine and preventative maintenance activities that may affect operation of their New PCN circuits. Demand Maintenance/Service and Repair— New PCN - Response to network problems shall occur at all hours (24 x 365). This shall include response to all situations creating problems on the network, regardless of whether they originate within the network or within equipment or software at the user site. Appropriate Company technical support shall respond and actively begin working on network problems within 30 minutes of either 1) Company identifying such problem or 2) Company receiving a call from a New PCN user reporting a network problem. Company shall work continuously until the problem is resolved. If it is determined that the network problem is caused by user equipment or software, then the user shall correct the problem such that other New PCN users are no longer affected. If Public Agency does not correct the problem, then Company may disconnect the affected user site from the New PCN until such time that the user equipment or software is repaired. If the user desires assistance from Company in correcting the equipment or software problem, then Company shall provide such assistance, but Company shall also have the right to invoice the user, at Company's prevailing hourly rate for the time spent correcting user equipment or software problems. PCN Service Agreement– City of Tigard Commencing July 1, 2000 Page 36 of 39 Appendix C, continued Network Support – New PCN - Company shall provide an appropriate complement of administrative, headend and field personnel at all times to meet the performance criteria detailed herein. At a minimum, this includes a complement of three engineering and technical personnel (at least one of which shall be a data professional) devoted solely to the operation of the New PCN. This staffing requirement may be reviewed periodically and modified upon mutual agreement by the Company and MACC. Service Call Processing and Tracking- New PCN - Company will establish mechanisms and procedures for all New PCN users to quickly and easily report system problems. All trouble or service calls will be documented, processed and completed in an expedient manner. Company will consider employing an automated trouble notification system accessible to New PCN users. Documentation will include monthly new PCN service call reports, distributed to both affected users and MACC, which will include a breakdown of reasons and resolutions as well as call handling efficiency (including all activities from the time a network trouble call is received to the time Company and user agree that network trouble is resolved). Notwithstanding the staffing, testing and equipment and response requirements set forth herein, the Company will provide: in-house and/or contractor staff; spare and back-up headend, distribution, and other applicable equipment; test and maintenance equipment; and additional steps necessary to ensure that the network performs reliably in accordance with all standards detailed herein. New PCN User Location Performance Testing - All network performance specifications shall be met at each New PCN user location, and the network shall at all times enable New PCN user video, voice and data communications to be successfully transmitted in accordance with the reliability and availability standards incorporated herein. Company shall schedule with each user such testing as required to ensure successful network performance at each New PCN customer location. Physical Network Characteristics – New PCN - The physical, optical and electrical configuration of the New PCN will comply with all applicable Federal, State and local requirements. Inspections of all cable runs and components will be made by Company during the upgrade process to ensure the integrity of the network and Company shall keep records thereof. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 37 of 39 Appendix C, continued New PCN Service Penalties And Procedures These following penalties will apply beginning thirty, (30) days after the date any user begins service on the New PCN. Until that time, HFC PCN penalties and procedures, above, shall be in effect. PCN Network Outages - PCN network outages are defined in the MACC Franchise Agreement, PCN Service & Performance Standards, Attachment 11.2 A , Network Availability. Each minute of each network outage shall be counted against the 184 minutes per site, per contract year, allowed under the above Standards. Claims for a network outage credit will be subject to the following schedule_ There will be no credits for outages for the first 184 cumulative minutes for each New PCN site in a single contract year. Credits will apply for each month of the contract year, beginning with the month in which the total of 184 outage minutes is reached. For each outage minute, or fraction thereof, during a single month, the network outage credit shall be two percent (2%) of the monthly rate, and shall increase by two percent (2%) for each additional minute, or fraction thereof. The maximum monthly outage credit for each New PCN site shall not exceed 100% of the monthly rate. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 38 of 39 Appendix C, continued OUTAGES FOR EACH NEW PCN SITE EXCEEDING 184 CUMULATIVE MINUTES DURING A SINGLE CONTRACT YEAR: Cumulative Duration of Network Outages Credit Towards Monthly Rate During a Single Month (measured in minutes) 0.1 — 1.0 2% 1 .1 — 2.0 4% 2.1 - 3.0 6% 49.1 and above 100% Written claims for outage credit. New PCN users must provide Company and MACC with a written claim for outage credit within seven (7) business days of the event that caused the outage. The following information must be filed by the PCN user's designated contract representative and include the following information: 1) Organization's name and contact information 2) Name of user contract representative 3) Date and beginning/end time of claimed outage 4) Site address(es) where outage(s) occurred 5) Description of outage event. Claim Process: New PCN users must submit the required information by USPO mail to: AT&T Broadband 3500 SW Bond Ave. Portland, Oregon 97201 Company will acknowledge all claims within two business days of receipt of claim and will review all claims within ten (10) business days of receipt. Company shall inform New PCN user and MACC in writing whether the appropriate service credit claim will be granted or rejected. If rejected, the notification will specify the basis for the rejection. If Company fails to respond to properly made claim within fifteen (15) days of receipt of claim, claim is deemed to be accepted by Company and appropriate service credits will be due. New PCN user or Company may request MACC to mediate disputed claims. PCN Service Agreement — City of Tigard Commencing July 1, 2000 Page 39 of 39 Appendix C, continued Credit Process: Company will issue service credits in the form of deductions applied towards the New PCN user's next applicable contract period service rate. MEMORANDUM CITY OF TIGARD, OREGON TO: Paul deBruyn FROM: Bill Monahan qA" DATE: November 15, 2000 SUBJECT: AT&T Broadband Agreement On November 13, 2000, we received the enclosed executed copy of the AT&T Broadband Agreement. Would you please make sure you have a copy of the agreement and that the original is forwarded to Dee Wise to be maintained in the City Records. Thank you for your assistance. encl 11ADM\BILL\MEMOSWTBT BROADBAND AGREEMENT.DOC