Item E-9 Link — Beverly Hills City Council, July 19, 2022

AGENDA REPORT
Meeting Date:

Item Number:

To:

From:

Subject:

July 19, 2022
Honorable Mayor & City Council

DAVID SCHIRMER, CIO

THREE COST-NEUTRAL UTILITY ACCESS AGREEMENTS WITH
MCIMETRO ACCESS TRANSMISSION SERVICES, CORP. AND ONE

MASTER SERVICES AGREEMENT WITH VERIZON FOR
DEDICATED INTERNET ACCESS SERVICES; AND

ACCEPTANCE OF LICENSE REVENUE IN THE AMOUNT OF
$98,000 PER YEAR; AND

APPROVAL OF AN ONGOING APPROPRIATION TO THE IT
OPERATIONS FUND IN THE AMOUNT OF $98,000; AND

APPROVAL OF AN ANNUAL PURCHASE ORDER IN THE AMOUNT
NOT-TO-EXCEED $90,000 PER YEAR

1. Agreements

RECOMMENDATION
Staff recommends that Council consider approval of the license agreements and the master services agreement with MCImetro Access Transmission Service, Corp., and Verizon respectively, and approve acceptance of the license revenue, approve an ongoing appropriation, and approve a purchase order for dedicated internet access services.

INTRODUCTION
Staff seeks Council approval on three license agreements and one services agreement with MCImetro Access Services, Corp. and Verizon. When considering the four agreements together, they represent a cost neutral proposition for the City. In essence, the City would license network closet space to Verizon in exchange for a 10 gigabit-per-second (Gb/s) internet connection.

E-9
Meeting Date: July 19, 2022

Page 2 of 3 ends

DISCUSSION
Roughly a dozen years ago, the City entered into an agreement with XO Communications (predecessor to Verizon) to provide a point-to-point circuit to One Wilshire, and to provide dedicated internet access. To provide this service at the lowest cost to the City, Verizon extended their network from the right-of-way near 3rd St. Street and Foothill Road into the telecommunications closet in the Public Works facility. Verizon then used existing conduits to extend the network first to the 331 Foothill Office Building, and then to the City’s data center on Civic Center Drive.

On balance, the City was pleased with the service provided by Verizon and remained a customer over the years. As part of normal support and maintenance, Verizon periodically upgraded its network hardware and components to provide best-in-class service to the City. After one such upgrade, the City noticed additional circuits being supported off of the same equipment that was being used to provide service to the City.

This began a conversation with Verizon to better understand the nature of these additional circuits and how best to respond. After much back-and-forth, the City and Verizon mutually developed a program whereby the City would license closet space to Verizon in exchange for a 10 gigabit-per-second circuit to One Wilshire, as well as 10Gb/s dedicated internet access.

This arrangement benefits the City as it would expand the capacity of the existing redundant link to the internet at no additional cost. The cost of the Services Agreement for the 10 Gb/s internet service is in line with current market rates and is similar to what the City is currently paying for the same service from another vendor. Additionally, were the City to keep the current service that has been in place for years, Verizon would still need to occupy all of the same closet space that it currently does. In other words, these agreements allow the City to monetize space and components that are already in place to provide service to the City.

The proposed arrangement is structured such that the City would enter into a three separate license agreements with Verizon in telco closets at each of the following locations: City Hall, the Public Works Building, and the 331 Foothill Office Building. Each of the agreements would have identical terms, summarized below, and the total revenue from each agreement would be equal to the cost of the City’s 10 Gb/s internet Services Agreement with Verizon.

Key Terms of Each License Agreement
 License of telco closet space
 Rent of $2,713 per agreement per month ($8,139 total) with 5% annual escalations
 Additional $20 per month ($60 total) for payment of estimated minimal electricity costs
 Verizon at its sole expense shall remove all equipment at the end of the license term
 An initial term of three years, which thereafter may be terminated by either party upon 30 days’ written notice

FISCAL IMPACT
Should the Council move forward with the proposed agreements, there should be no cost to the City. The three license agreements with Verizon are expected to initially generate approximately $98,000 annually, while the 10 Gb/s circuit is expected to cost Meeting Date: July 19, 2022

Page 3 of 3 ends

approximately $90,000 annually. Additionally, a five percent annual rent increase is built into the three agreements to offset future circuit cost increases.

Revenue generated from the three license agreements would be placed into the Information Technology operations account (41001501), and staff requests Council appropriate this same amount ($98,000) into the IT expenditure account Maintenance and Repair Non-Auto 41001501-730300.

Jeff S. Muir
Director of Finance
David Schirmer
Chief Information Officer
Approved By Approved By
Contract ID: I90442-02 - Ts&Cs+Pricing
Reference ID: 4654
Routing Code: U-U-E
- Page 1 of 5 - Verizon CONFIDENTIAL
U.S. Services Agreement
Master Service Order Form
Valid if signed and submitted to Verizon by 24-Jul-2022.

MASTER TERMS
This U.S. Services Agreement (“Agreement”) is entered into pursuant to and includes the online Master Terms found at www.verizon.com/business/service_guide/reg/g-omt-us-toc-2021MAR01.htm (as modified by the part of this document labeled Master Terms), as well as the Service Attachment(s) and pricing (including promotions) set out in the parts of this document labeled Service Terms and Pricing. Customer agrees that all future Orders will be subject to the terms of the Agreement. This Agreement is binding on the Commencement Date.

Customer understands that the online Master Terms and Service Attachments include service descriptions, requirements, service level agreements (where applicable), payment terms and other terms and conditions, which materially affect the rights, obligations and remedies of all Parties.

Verizon may change the Master Terms and Service Terms from time to time, effective upon 15 days posting or other notice. By continuing to use Service(s) after a change becomes effective, you agree to be bound by the changed terms, which apply to new and previously-ordered Services. It is Customer’s responsibility to check the online Master Terms and Service Terms regularly for changes.

The Parties acknowledge the Agreement includes consent to use CPNI to market new Services. i) Additional Provision(s). 1. Provisions relating to General Terms. Section 17.2 Governing Law and Venue, of the online Master Terms is hereby deleted and replaced with the following: 17.2 Governing Law and Venue. This Agreement will be governed by and construed in accordance with the laws of California, without regard to its choice of law principles, except where the Communications Act of 1934 applies. 20. DEFINITIONS; “Confidential Information” of the online Master Terms is hereby deleted and replaced with the following: ”Confidential Information" means information (in whatever form): (a) designated as confidential; (b) relating to the Agreement including the existence of the Agreement itself; (c) relating to the Party’s business affairs, customers, products, developments, trade secrets, intellectual property rights, knowhow or personnel; (d) received or discovered at any time that the Agreement is in effect, or otherwise in connection with the Agreement, by a Party (including through an Affiliate or other agent), which information should reasonably have been understood as Confidential Information of the Party (or one of its Affiliates or subcontractors), either because of legends or other markings, the circumstances of disclosure or the nature of the information itself; or (e) material that is designated as confidential under the California Public Records Act. Confidential Information does not include information that: (i) is in the possession of the receiving Party free of any obligation of confidentiality at the time of its disclosure, (ii) is or becomes publicly known other than by a breach of this provision, (iii) is received without restriction from a third party free to disclose it, or (iv) is developed independently by the receiving Party without reference to the Confidential Information.

Parties
Customer: BEVERLY HILLS, CITY OF Verizon: Verizon Business Network Services LLC on behalf of affiliates identified in this
Agreement or in the online Service Publication
and Price Guide (individually and collectively
“Verizon Providers of U.S. Services”)
Registered Office Address: Registered Office Address:

DocuSign Envelope ID: 53CA27EF-7F38-413B-9305-B47429272A51 Contract ID: I90442-02 - Ts&Cs+Pricing
Reference ID: 4654
Routing Code: U-U-E
- Page 2 of 5 - Verizon CONFIDENTIAL
455 N REXFORD DR
BEVERLY HILLS, CA 90210-4817
USA
One Verizon Way
Basking Ridge, NJ 07920
USA
Registered No., ABN or CIN (if applicable):

N/A
Registered No. or ABN (if applicable):

Not applicable
VAT/GST/Consumption Tax Number (if
applicable):

N/A
VAT/GST/Consumption Tax Number (if
applicable):

N/A
Additional Legal Entity Information (if
applicable):

Additional Legal Entity Information (if applicable):

Not applicable
Address for Notices:

South Korea
[email protected]
Address for Notices:

Verizon Business Services
10000 Park Meadows Drive
Lone Tree, CO 80124
Attn: Customer Service
Email: [email protected]
With a subject of “OFFICIAL LEGAL NOTICE”

SERVICE TERMS
The "+" following the Service name indicates it is an Optimized Service; it is not a part of the Service name.

The absence of a "+" following the service name indicates it is a non-Optimized Service.

New Services

1. Access (Interstate) / Access +; terms are located at www.verizon.com/business/service_guide/reg/access-plus-toc-2022MAR15.htm.

2. Internet Dedicated / Internet Dedicated +; terms are located at www.verizon.com/business/service_guide/reg/ids-plus-toc-2022APR01.htm.

PRICING
Service Details

NEW SERVICE(S)

1. ACCESS + (OPTIMIZED)

1.1 Service Charges
Charges
Order-based pricing is provided in the Service Order Form.

2. INTERNET DEDICATED + (OPTIMIZED)

2.1 Service Charges
DocuSign Envelope ID: 53CA27EF-7F38-413B-9305-B47429272A51 Contract ID: I90442-02 - Ts&Cs+Pricing
Reference ID: 4654
Routing Code: U-U-E
- Page 3 of 5 - Verizon CONFIDENTIAL
Charges
Order-based pricing is provided in the Service Order Form.

SERVICE ORDER FORM (OPTIMIZED SERVICES)
Quote ID 209205199
Quote Version # 0
Order Section # 1723603
Order Summary by Location:

Location ID Location Address Service Provided by Currency MRC NRC 80098315C
- Migrate
455 N REXFORD DR,
BEVERLY HILLS, CA 90210-
4817, United States
MCI Communications
Services LLC d/b/a
Verizon Business
Services
USD 7,240.00 0.00
Total excluding Taxes (as defined in the Contract) USD 7,240.00 0.00 Service Order Details: All Services provided by MCI Communications Services LLC d/b/a Verizon Business Services unless otherwise specified. The invoice will be based on service configuration at time of invoice reflective of any changes made by the Customer.

1. Service Delivered to:

Location ID: 80098315C - Migrate
455 N REXFORD DR, BEVERLY HILLS, CA 90210-4817, United States Service Summary MRC
(USD)
NRC
(USD)
Access + 2,300.00 0.00
Internet Dedicated + 4,940.00 0.00
Total (USD) excluding Taxes (as defined in the Contract) 7,240.00 0.00 Service Detail for Location ID(s): 80098315C -
Migrate
(See Appendix and Contract for any additional
charges)
Activity
Type Quantity MRC(USD)
NRC
(USD)

Access +, Service ID: 1479947167
Activity Type: ADDED
Service Commitment: 36 Months
Local Access - Op/App Performance: Silver / Gold - 10
Gbps - UNI Speed: 10 Gbps (10GigE) 1 ADDED N/A 2,300.00 0.00

Internet Dedicated +, Service ID: 1479947171
Activity Type: ADDED
Service Commitment: 36 Months
Internet Dedicated Port - Tiered - 10 Gbps ADDED N/A 4,940.00 0.00 Total (USD) excluding Taxes (as defined in the Contract) 7,240.00 0.00 Additional Information:
1 Taxes are not included, may vary from month to month and are subject to change.

DocuSign Envelope ID: 53CA27EF-7F38-413B-9305-B47429272A51 Contract ID: I90442-02 - Ts&Cs+Pricing
Reference ID: 4654
Routing Code: U-U-E
- Page 4 of 5 - Verizon CONFIDENTIAL
DocuSign Envelope ID: 53CA27EF-7F38-413B-9305-B47429272A51 Contract ID: I90442-02 - Ts&Cs+Pricing
Reference ID: 4654
Routing Code: U-U-E
- Page 5 of 5 - Verizon CONFIDENTIAL
Signature Page for Agreement between City of Beverly Hills and Verizon:

United States Service Agreement Master Terms

CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________

LILI BOSSE
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)

HUMA AHMED
City Clerk
VERIZON: .
____________________________
Name:

Title:
____________________________
Name:

Title:

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

LAURENCE S. WIENER GEORGE CHAVEZ
City Attorney City Manager

DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: 53CA27EF-7F38-413B-9305-B47429272A51 Anthony Recine SVP
Christy Reyes
Assistant Secretary
Certificate Of Completion
Envelope Id: 53CA27EF7F38413B9305B47429272A51 Status: Sent Subject: Please DocuSign: City of Beverly Hills_Verizon_10G Dedicated Internet_Final_4_26_2022.pdf Source Envelope:

Document Pages: 5 Signatures: 5 Envelope Originator:

Certificate Pages: 3 Initials: 0 Anne Salvatore
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.188.115
Record Tracking
Status: Original
4/26/2022 9:46:06 AM
Holder: Anne Salvatore
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Anthony Recine
[email protected]
SVP
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Signed by link sent to
[email protected]
Using IP Address: 140.108.1.9
Sent: 4/26/2022 9:49:11 AM
Viewed: 4/28/2022 1:45:26 PM
Signed: 4/29/2022 11:07:41 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Christy Reyes
[email protected]
Assistant Secretary
Security Level: Email, Account Authentication
(None) Signature Adoption: Drawn on Device
Signed by link sent to [email protected]
Using IP Address: 198.23.5.7
Sent: 4/26/2022 9:49:11 AM
Viewed: 4/28/2022 5:29:37 AM
Signed: 4/28/2022 5:30:16 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
David Schirmer
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 172.119.4.175
Sent: 4/29/2022 11:07:42 AM
Viewed: 4/29/2022 12:43:25 PM
Signed: 4/29/2022 12:43:38 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Deborah Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 107.77.227.57
Signed using mobile
Sent: 4/29/2022 12:43:40 PM
Viewed: 4/29/2022 1:20:47 PM
Signed: 4/29/2022 1:21:04 PM
Electronic Record and Signature Disclosure:

Signer Events Signature Timestamp
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.166
Sent: 4/29/2022 12:43:40 PM
Viewed: 4/29/2022 2:04:13 PM
Signed: 4/29/2022 2:04:20 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Logan Phillippo
[email protected]
Senior Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/29/2022 2:04:22 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
George Chavez
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Lili Bosse
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Scott Woodruff
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/26/2022 9:49:11 AM
Viewed: 4/26/2022 11:00:33 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/26/2022 9:49:11 AM
Payment Events Status Timestamps
B0785-0001\2591403v1.doc

UTILITY ACCESS AGREEMENT
This Utility Access Agreement (the "Agreement") is made as of this ___ day of _______, 2022, between The City of Beverly Hills (“Licensor”), and MCImetro Access Transmission Services Corp., with an office at Verizon Global Real Estate; Attn: Lease Administration; 7701 E. Telecom Parkway; Mail Code: FLTDSB1W; Temple Terrace, FL 33637 (“Licensee”).

WITNESSETH:

WHEREAS, Licensee desires to provide communications services in the building located at 331 Foothill Road, Beverly Hills, California ("Building") under the conditions described herein.

NOW, THEREFORE, in consideration of the mutual covenants herein expressed, Licensee and Licensor hereby covenant and agree as follows:

1. License.
(a) Licensor hereby grants to Licensee a license ("License") to install, operate, maintain, repair and replace fiber optic cable and associated equipment ("Facilities") and use existing conduits for the sole purpose of providing Licensee's communications services, subject to the terms and conditions hereafter set forth. (b) As used herein, the term "Equipment Space" shall mean the space described on Exhibit A. The Equipment Space will be used on a non-exclusive basis by Licensee as the Building service site.
(c) Subject to Sections 5 and 9, Licensor shall give Licensee reasonable access to vertical and horizontal shafts to enable Licensee to provide Licensee's communications services to occupants of the Building.
(d) Subject to Sections 5 and 9, Licensee shall have a right of access to the Equipment Space and the right to construct, where necessary and at its expense, building entrance and conduit facilities associated with providing communications services. (e) The License granted herein is not exclusive as to any part of the Building.

Licensor hereby reserves the right to grant, renew or extend similar licenses to others. (f) Nothing contained herein shall be construed as granting to Licensee any property or ownership rights in the Building or to create a partnership or joint venture between Licensor and Licensee.
(h) Licensor’s approval of plans or specifications under this Agreement is in its proprietary capacity under this Agreement, as Building owner, and does not constitute any governmental approval; Licensee must also obtain all permits and governmental approvals required by applicable law.

2. Use. Licensee shall use the Equipment Space and the Facilities installed within the Building to provide communications services to or for the benefit of occupants of the 1 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc
Building and for customers of Licensee. Notwithstanding anything to the contrary in this Agreement, any Affiliate of Licensee shall have the right to use the Equipment Space and Facilities along with Licensee without the consent of Licensor in accordance with the terms and conditions of this Agreement and such use shall be deemed to be the same as use by Licensee as if such Affiliate is a party to this Agreement.

3. Rent. Licensee shall begin paying Rent on the Term Commencement Date described in Section 10 below (“Rent Commencement Date”). Licensee shall pay to Licensor, at the office designated by Licensor, a fee of thirty-two thousand five hundred and fifty-six dollars ($32,556.00) per annum, payable in monthly installments of two thousand seven hundred and thirteen dollars ($2,713.00) (“Rent”) in advance on the first day of the month during the Term of this Agreement beginning on the Rent Commencement Date, without request/notice, offset or deduction, and the Rent shall increase by five percent (5%) annually, on each anniversary of the Rent Commencement Date. Any partial month at the beginning and/or end of the Term shall be paid on a prorated basis.

4. Electric Utilities. Licensor shall pay twenty dollars ($20.00) per month for costs of utilities, including the electrical and any HVAC costs, attributable to such Facilities, and Licensee shall pay to Licensor all such costs in excess of such monthly sum, as additional rent, within ten (10) days after written demand from Licensor with evidence that such costs were incurred for the Facilities. However, Licensor will not be responsible for any interruption in service, or for maintaining any certain temperatures or levels of ventilation with respect to HVAC, and Licensor will not be obligated to install any equipment or other improvements.

5. Construction. Prior to the commencement of any work, other than work inside existing installed racks, Licensee shall, at its cost and expense, prepare and deliver to Licensor, which may be by email to [email protected], working drawings, plans and specifications (the "Plans"), detailing the location and size of the Facilities and/or the Equipment Space and specifically describing the proposed construction and work.

No work, other than work inside existing installed racks, shall commence until Licensor has approved the Plans in writing, which approval shall be at Licensor’s sole and absolute discretion. Licensee shall:
(a) perform such construction in a safe manner consistent with generally accepted construction standards;
(b) perform such construction and work in such a way as to reasonably minimize interference with the operation of the Building; and
(c) obtain, prior to the commencement of any construction and work, necessary permits, licenses and approvals.

6. Licensee's Covenants. Licensee hereby covenants and agrees:
(a) to keep the Equipment Space and the Facilities in good order, repair and condition throughout the Term (as hereinafter defined) and promptly and adequately repair all damage to the Building caused by Licensee, other than ordinary wear and tear; and (b) to comply with federal, state and municipal laws, orders, rules and regulations applicable to the Facilities.
2 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc

7. Facilities. The Facilities, and any other personal property brought into the Building by or on behalf of Licensee shall belong to Licensee and shall be there at the sole risk of Licensee. Licensor shall not be liable for damage to, or theft, misappropriation or loss of, Licensee’s Facilities, other than any such loss caused by the gross negligence or willful misconduct of Licensor. Within thirty (30) days after termination of this Agreement, Licensee will, at its sole cost and expense and upon notice to Licensor, remove the Facilities and Licensee’s personal property from the Building, and repair all damage caused by such removal. Licensor may retain or dispose of any property not timely removed by Licensee, without obligation or liability to Licensee, and Licensee hereby waives any and all laws to the contrary.

8. Condition of Equipment Space and Building. Licensor makes no warranty or representation, express or implied, that the Equipment Space or the Building is suitable for the use described in Section 2 of this Agreement, it being assumed that Licensee has satisfied itself thereof. Licensee has inspected the Equipment Space and the Building, accepts the same "as is" and agrees that Licensor is under no obligation to perform any work or provide any materials to prepare the Equipment Space or the Building for Licensee.

9. Access. Licensor shall provide Licensee access to the Equipment Space so that Licensee may perform installation, operation, maintenance, replacement and repair functions all in accordance with Licensor's rules and regulations; however, such access shall only be provided during reasonable business hours upon at least two (2) business days’ prior written notice from Licensee, except in emergencies in which case Licensor shall make good faith efforts to coordinate with Licensee to provide access.

10. Term. Commencing on the first business day after the date of this Agreement (the “Term Commencement Date”), this Agreement shall have a term of three (3) years ("Term"). This Agreement shall thereafter continue on a month to month basis after expiration of the Term, until terminated by either party with a thirty (30) days’ prior written notice to the other party.

11. Option to Renew: [INTENTIONALLY OMITTED]

12. Indemnification; Disclaimer. Licensee shall defend, indemnify, exonerate and hold Licensor, its principals, officers, directors, agents, employees and servants harmless from and against any and all claims, liabilities, losses, costs, damages and expenses of whatever kind arising from the construction, operation, maintenance and repair of Licensee's Facilities or from Licensee's breach of this Agreement or use of the Equipment Space, including, but not limited to, reasonable attorneys' fees and court costs.

LICENSOR SHALL NOT BE LIABLE TO TENANT OR TO ANY THIRD PARTIES FOR ANY

INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY

DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, OR OTHERWISE

RELATING TO THE PERFORMANCE BY LICENSOR OR LICENSEE OF ITS OBLIGATIONS

HEREUNDER, INCLUDING, WITHOUT LIMITATION, DAMAGES BASED ON LOSS OF

REVENUES, PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF GOODWILL AND/OR

LOSS OF DATA, WHETHER OR NOT LICENSOR HAD OR SHOULD HAVE HAD ANY

KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT SUCH DAMAGES MIGHT BE INCURRED.
3 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc
The provisions of this Section 12 shall survive the expiration or earlier termination of this Agreement.

13. Insurance.
(a) Licensee shall maintain the following insurance to protect from claims by employees of Licensee under the workers' compensation act or employers' liability laws and from damage to property or for injury to a third party, (including death) that may arise from operations in connection with the performance of the services in the Building by Licensee:
(i) Commercial General Liability Insurance in the amount of $2,000,000 per occurrence for bodily injury and property damage and $2,000,000 general aggregate. (ii) Workers’ Compensation in compliance with the statutory requirements of the state(s) of operation and Employer’s Liability with a minimum limit of $1,000,000 each accident/disease/policy limit.
(b) The insurance described in this Section 13 shall be maintained by Licensee throughout the Term of this Agreement.
(c) Licensee shall provide Licensor with certificates of insurance evidencing the required coverage before Licensee begins any construction work in the Building. Licensor will be included as an additional insured as its interest may appear under this Agreement on the general liability policy. Licensee’s insurance shall include waiver of subrogation for property damage.

14. Liens. Licensee shall be responsible for the satisfaction or payment of any liens for any provider of work, labor, material or services claiming by, through or under Licensee.

Licensee shall also indemnify, hold harmless and defend Licensor against any such liens, including the reasonable fees of Licensor's attorneys. Such liens shall be discharged by Licensee within thirty (30) days after notice of filing thereof by bonding, payment or otherwise, provided that Licensee may contest, in good faith and by appropriate proceedings, any such liens.

15. Performance of Work. Provided Licensee gives the names and addresses of the applicable persons/entities to Licensor in writing prior to their performing any work, Licensee may contract or subcontract any portion of work within the Building contemplated by this Agreement to any person or entity competent to perform such work; however, Licensor shall have the right to require Licensee’s employees and/or contractors to undergo and pass a criminal background check performed by Licensor’s Police Department prior to gaining entry to perform work, and in no event shall such subcontract relieve Licensee of any of its obligations under this Agreement.

16. Events of Default. Each of the following occurrences shall constitute a default under this Agreement:
(a) Breach by Licensee of any provision of this Agreement that is not cured within the cure period described below.
(b) Breach by Licensor of any material provision of this Agreement that is not 4 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc
cured within the cure period described below.

17. Termination; Remedies. Upon occurrence of a default, the non-defaulting party may give written notice to the defaulting party, setting forth the nature of the default. The defaulting party shall have thirty (30) days from the date after delivery of such notice to cure such default; however, in the event any such default cannot reasonably be cured within such thirty (30) day period, the time for curing such default shall be extended for whatever period of time is required to complete such curing so long as the defaulting party promptly commences the cure and diligently prosecutes the cure to completion. If the defaulting party shall have failed to cure the default within the applicable cure period, the non-defaulting party may pursue any remedies available in equity or at law and/or elect to terminate this Agreement, whereupon Licensee shall remove its Facilities from the Equipment Space and elsewhere in the Building within thirty (30) days after such election pursuant to Section 7 of this Agreement.

18. Assignment; Subletting. Licensee shall not assign or transfer this Agreement or sublet any portion of the Building without the written consent of the Licensor, which consent may be withheld or denied in Licensor’s sole and absolute discretion; except that Licensee may, upon prior written notice to Licensor describing how the assignment/assignee qualifies for assignment and with reasonable evidence thereof, but without obtaining Licensor's prior consent, make such assignment to: (a) any firm or corporation which Licensee controls, is controlled by or is under common control with; (b) any partnership in which Licensee has a controlling interest; or (c) to any entity which succeeds to all or substantially all of Licensee's assets whether by merger, sale or otherwise.,

19. Notices. Notwithstanding any provision contained in this Agreement to the contrary, until further notice is sent in accordance with the terms of this Agreement, all statements, notices or communications to be given under the terms of this Agreement shall be in writing and delivered by certified mail, postage prepaid and return receipt requested, or by nationally recognized overnight delivery service, and addressed as follows:

If to Licensor:

City of Beverly Hills
c/o David Schirmer
Chief Information Officer
455 N. Rexford Drive
Beverly Hills, California 90210
With a copy to:

City of Beverly Hills
c/o Real Estate Management
455 North Rexford Drive
Beverly Hills, California 90210
If to Licensee:

Verizon Global Real Estate
Attn: Lease Administration
5 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc
7701 E. Telecom Parkway
Mail Code: FLTDSB1W
Temple Terrace, FL 33637
GLC#
With a copy (except for invoices) to:

Verizon Business Network Services Inc.
1320 North Courthouse Road, 9th Floor
Arlington, Virginia 22201
Attention: Vice President & Deputy General Counsel
or at such other address as from time to time designated by written notice pursuant hereto by the party sending the notice. The date of service of such notices shall be the date such notices are received or refused, as the case may be, as evidenced by the return receipt, or in the case of delivery by messenger, one business day after giving to the messenger for overnight delivery.

20. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California.

21. Time of Essence. Time is of the essence of every provision hereof in which time is a factor.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written,
LICENSOR: City of Beverly Hills
By:

Lili Bosse, Mayor
ATTEST:

Huma Ahmed, City Clerk
APPROVED AS TO FORM:

Laurence S. Wiener, City Attorney
APPROVED AS TO CONTENT:
_____________________________________
George Chavez, City Manager
_____________________________________
David Schirmer, Chief Information Officer
_____________________________________
Sharon L’Heureux Dressel, Risk Manager
6 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc
LICENSEE: MCImetro Access Transmission Services Corp.

By:

Daniel Joseph Higgins II
Director Program and Project Management
7 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 B0785-0001\2591403v1.doc

EXHIBIT A

DESCRIPTION OF EQUIPMENT SPACE AND EQUIPMENT
First Floor Telecommunications and Data Room, 331 Foothill Road, Beverly Hills, CA 90210

EQUIPMENT
Airespring Inc HQ.

LA/L1XX/262412/TQW/ELK
200MB Ethernet Endlink
SF/LUXX/927043/TQW
1 GIG-E Point-Point
Google INC
LA/LUXX/967223/TQW
1 GIG-E Point-Point
48 fiber lateral-Fiber Panel
Customer Owned Rack
8 DocuSign Envelope ID: BFEFB970-89A1-45D8-9D8C-901C87A39438 Certificate Of Completion
Envelope Id: BFEFB97089A145D89D8C901C87A39438 Status: Sent Subject: Please DocuSign: VZ Util Access Agt_331 Foothill (4-14-22).pdf Source Envelope:

Document Pages: 8 Signatures: 4 Envelope Originator:

Certificate Pages: 2 Initials: 0 Anne Salvatore
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
4/14/2022 1:41:22 PM
Holder: Anne Salvatore
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Daniel Higgins
[email protected]
AVP - Carrier Management
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 192.76.82.102
Sent: 4/14/2022 1:42:49 PM
Resent: 4/18/2022 8:24:55 AM
Viewed: 4/18/2022 8:53:00 AM
Signed: 4/18/2022 9:54:33 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
David Schirmer
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.164
Sent: 4/18/2022 9:54:35 AM
Viewed: 4/19/2022 9:37:19 AM
Signed: 4/19/2022 9:37:30 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Bruce Galloway
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 208.87.234.201
Sent: 4/19/2022 9:37:32 AM
Viewed: 4/19/2022 9:45:36 AM
Signed: 4/19/2022 9:45:42 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.166
Sent: 4/19/2022 9:37:32 AM
Viewed: 4/20/2022 12:23:07 PM
Signed: 4/20/2022 12:23:37 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Signer Events Signature Timestamp
Logan Phillippo
[email protected]
Senior Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/20/2022 12:23:39 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
George Chavez
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Lili Bosse
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Scott Woodruff
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/14/2022 1:42:49 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/14/2022 1:42:49 PM
Payment Events Status Timestamps
B0785-0001\2591408v1.doc

WITNESSETH:

WHEREAS, Licensee desires to provide communications services in the building located at 345 Foothill Road, Beverly Hills, California ("Building") under the conditions described herein.

NOW, THEREFORE, in consideration of the mutual covenants herein expressed, Licensee and Licensor hereby covenant and agree as follows:

2. Use. Licensee shall use the Equipment Space and the Facilities installed within the Building to provide communications services to or for the benefit of occupants of the 1 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc
Building and for customers of Licensee. Notwithstanding anything to the contrary in this Agreement, any Affiliate of Licensee shall have the right to use the Equipment Space and Facilities along with Licensee without the consent of Licensor in accordance with the terms and conditions of this Agreement and such use shall be deemed to be the same as use by Licensee as if such Affiliate is a party to this Agreement.

6. Licensee's Covenants. Licensee hereby covenants and agrees:
(a) to keep the Equipment Space and the Facilities in good order, repair and condition throughout the Term (as hereinafter defined) and promptly and adequately repair all damage to the Building caused by Licensee, other than ordinary wear and tear; and (b) to comply with federal, state and municipal laws, orders, rules and regulations applicable to the Facilities.
2 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc

11. Option to Renew: [INTENTIONALLY OMITTED]

LICENSOR SHALL NOT BE LIABLE TO TENANT OR TO ANY THIRD PARTIES FOR ANY

INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY

DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, OR OTHERWISE

RELATING TO THE PERFORMANCE BY LICENSOR OR LICENSEE OF ITS OBLIGATIONS

HEREUNDER, INCLUDING, WITHOUT LIMITATION, DAMAGES BASED ON LOSS OF

REVENUES, PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF GOODWILL AND/OR

LOSS OF DATA, WHETHER OR NOT LICENSOR HAD OR SHOULD HAVE HAD ANY

KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT SUCH DAMAGES MIGHT BE INCURRED.
3 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc
The provisions of this Section 12 shall survive the expiration or earlier termination of this Agreement.

14. Liens. Licensee shall be responsible for the satisfaction or payment of any liens for any provider of work, labor, material or services claiming by, through or under Licensee.

16. Events of Default. Each of the following occurrences shall constitute a default under this Agreement:
(a) Breach by Licensee of any provision of this Agreement that is not cured within the cure period described below.
(b) Breach by Licensor of any material provision of this Agreement that is not 4 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc
cured within the cure period described below.

If to Licensor:

City of Beverly Hills
c/o David Schirmer
Chief Information Officer
455 N. Rexford Drive
Beverly Hills, California 90210
With a copy to:

City of Beverly Hills
c/o Real Estate Management
455 North Rexford Drive
Beverly Hills, California 90210
If to Licensee:

Verizon Global Real Estate
Attn: Lease Administration
5 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc
7701 E. Telecom Parkway
Mail Code: FLTDSB1W
Temple Terrace, FL 33637
GLC#
With a copy (except for invoices) to:

20. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California.

21. Time of Essence. Time is of the essence of every provision hereof in which time is a factor.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written,
LICENSOR: City of Beverly Hills
By:

Lili Bosse, Mayor
ATTEST:

Huma Ahmed, City Clerk
APPROVED AS TO FORM:

Laurence S. Wiener, City Attorney
APPROVED AS TO CONTENT:
_____________________________________
George Chavez, City Manager
_____________________________________
David Schirmer, Chief Information Officer
_____________________________________
Sharon L’Heureux Dressel, Risk Manager
6 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc
LICENSEE: MCImetro Access Transmission Services Corp.

By:

Daniel Joseph Higgins II
Director Program and Project Management
7 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 B0785-0001\2591408v1.doc

EXHIBIT A

DESCRIPTION OF EQUIPMENT SPACE AND EQUIPMENT
First Floor, Suite 118 Telecommunications Room, 345 Foothill Road, Beverly Hills, CA 90210

EQUIPMENT
Airespring Inc HQ.

LA/LUX/313001/TQW
200MB Dedicated Ethernet
48f FDP Wall Mounted Panels
8 DocuSign Envelope ID: F3ADBD52-6C19-4FDE-8D6B-FBF213374AD4 Certificate Of Completion
Envelope Id: F3ADBD526C194FDE8D6BFBF213374AD4 Status: Sent Subject: Please DocuSign: VZ Util Access Agt_345 Fthill (4-11-22).pdf Source Envelope:

Document Pages: 8 Signatures: 4 Envelope Originator:

Certificate Pages: 2 Initials: 0 Anne Salvatore
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
4/14/2022 1:37:57 PM
Holder: Anne Salvatore
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Daniel Higgins
[email protected]
AVP - Carrier Management
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 192.76.82.102
Sent: 4/14/2022 1:43:19 PM
Resent: 4/18/2022 8:24:51 AM
Viewed: 4/18/2022 9:53:37 AM
Signed: 4/18/2022 9:53:44 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
David Schirmer
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.164
Sent: 4/18/2022 9:53:45 AM
Viewed: 4/19/2022 9:37:59 AM
Signed: 4/19/2022 9:38:06 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Bruce Galloway for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 208.87.234.201
Sent: 4/19/2022 9:38:08 AM
Viewed: 4/19/2022 9:46:07 AM
Signed: 4/19/2022 9:46:15 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.166
Sent: 4/19/2022 9:38:08 AM
Viewed: 4/20/2022 12:19:29 PM
Signed: 4/20/2022 12:19:43 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Signer Events Signature Timestamp
Logan Phillippo
[email protected]
Senior Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/20/2022 12:19:45 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
George Chavez
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Lili Bosse
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Scott Woodruff
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/14/2022 1:43:19 PM
Viewed: 4/15/2022 7:06:54 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/14/2022 1:43:19 PM
Payment Events Status Timestamps
B0785-0001\2591407v1.doc

WITNESSETH:

WHEREAS, Licensee desires to provide communications services in the building located at 455 North Rexford Drive, Beverly Hills, California ("Building") under the conditions described herein.

NOW, THEREFORE, in consideration of the mutual covenants herein expressed, Licensee and Licensor hereby covenant and agree as follows:

2. Use. Licensee shall use the Equipment Space and the Facilities installed within the Building to provide communications services to or for the benefit of occupants of the 1 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc
Building and for customers of Licensee. Notwithstanding anything to the contrary in this Agreement, any Affiliate of Licensee shall have the right to use the Equipment Space and Facilities along with Licensee without the consent of Licensor in accordance with the terms and conditions of this Agreement and such use shall be deemed to be the same as use by Licensee as if such Affiliate is a party to this Agreement.

6. Licensee's Covenants. Licensee hereby covenants and agrees:
(a) to keep the Equipment Space and the Facilities in good order, repair and condition throughout the Term (as hereinafter defined) and promptly and adequately repair all damage to the Building caused by Licensee, other than ordinary wear and tear; and (b) to comply with federal, state and municipal laws, orders, rules and regulations applicable to the Facilities.
2 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc

11. Option to Renew: [INTENTIONALLY OMITTED]

LICENSOR SHALL NOT BE LIABLE TO TENANT OR TO ANY THIRD PARTIES FOR ANY

INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY

DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, OR OTHERWISE

RELATING TO THE PERFORMANCE BY LICENSOR OR LICENSEE OF ITS OBLIGATIONS

HEREUNDER, INCLUDING, WITHOUT LIMITATION, DAMAGES BASED ON LOSS OF

REVENUES, PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF GOODWILL AND/OR

LOSS OF DATA, WHETHER OR NOT LICENSOR HAD OR SHOULD HAVE HAD ANY

KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT SUCH DAMAGES MIGHT BE INCURRED.
3 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc
The provisions of this Section 12 shall survive the expiration or earlier termination of this Agreement.

14. Liens. Licensee shall be responsible for the satisfaction or payment of any liens for any provider of work, labor, material or services claiming by, through or under Licensee.

16. Events of Default. Each of the following occurrences shall constitute a default under this Agreement:
(a) Breach by Licensee of any provision of this Agreement that is not cured within the cure period described below.
(b) Breach by Licensor of any material provision of this Agreement that is not 4 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc
cured within the cure period described below.

If to Licensor:

City of Beverly Hills
c/o David Schirmer
Chief Information Officer
455 N. Rexford Drive
Beverly Hills, California 90210
With a copy to:

City of Beverly Hills
c/o Real Estate Management
455 North Rexford Drive
Beverly Hills, California 90210
If to Licensee:

Verizon Global Real Estate
Attn: Lease Administration
5 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc
7701 E. Telecom Parkway
Mail Code: FLTDSB1W
Temple Terrace, FL 33637
GLC#
With a copy (except for invoices) to:

20. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California.

21. Time of Essence. Time is of the essence of every provision hereof in which time is a factor.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written,
LICENSOR: City of Beverly Hills
By:

Lili Bosse, Mayor
ATTEST:

Huma Ahmed, City Clerk
APPROVED AS TO FORM:

Laurence S. Wiener, City Attorney
APPROVED AS TO CONTENT:
_____________________________________
George Chavez, City Manager
_____________________________________
David Schirmer, Chief Information Officer
_____________________________________
Sharon L’Heureux Dressel, Risk Manager
6 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc
LICENSEE: MCImetro Access Transmission Services Corp.

By:

Daniel Joseph Higgins II
Director Program and Project Management
7 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA B0785-0001\2591407v1.doc

EXHIBIT A

DESCRIPTION OF EQUIPMENT SPACE AND EQUIPMENT
City Hall – Level B Data and Server Room, 455 North Rexford Drive, Beverly Hills, CA 90210

EQUIPMENT
Airespring Inc HQ.

LA/LUX/967223/TQW
Space/Power/XO/VzB Rack
8 DocuSign Envelope ID: FB67EDFD-10F2-40A1-B104-4D2B9755CFBA Certificate Of Completion
Envelope Id: FB67EDFD10F240A1B1044D2B9755CFBA Status: Sent Subject: Please DocuSign: VZ Util Access Agt_455 N. Rexford (4-14-22).pdf Source Envelope:

Document Pages: 8 Signatures: 4 Envelope Originator:

Certificate Pages: 2 Initials: 0 Anne Salvatore
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
4/14/2022 1:39:45 PM
Holder: Anne Salvatore
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Daniel Higgins
[email protected]
AVP - Carrier Management
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 192.76.82.102
Sent: 4/14/2022 1:43:05 PM
Resent: 4/18/2022 8:24:53 AM
Viewed: 4/18/2022 9:55:01 AM
Signed: 4/18/2022 9:55:07 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
David Schirmer
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.164
Sent: 4/18/2022 9:55:08 AM
Viewed: 4/19/2022 9:37:01 AM
Signed: 4/19/2022 9:37:09 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Bruce Galloway for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 208.87.234.201
Sent: 4/19/2022 9:37:11 AM
Viewed: 4/19/2022 9:44:55 AM
Signed: 4/19/2022 9:45:06 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Signed by link sent to [email protected]
Using IP Address: 198.245.189.166
Sent: 4/19/2022 9:37:11 AM
Viewed: 4/20/2022 12:23:52 PM
Signed: 4/20/2022 12:24:09 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Signer Events Signature Timestamp
Logan Phillippo
[email protected]
Senior Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/20/2022 12:24:11 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
George Chavez
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Lili Bosse
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Scott Woodruff
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 4/14/2022 1:43:06 PM
Electronic Record and Signature Disclosure:

Beverly Hills City CouncilJuly 19, 2022

Beverly Hills City Council
July 19, 2022