AGREEMENT BETWEEN CITY OF RICHMOND PUBLIC LIBRARY
AND CALITA FOR THE PROVISION, INSTALLATION AND MAINTENANCE
OF ADVANCED NETWORK (DATA) SERVICES
This Agreement, hereinafter referred to as "Agreement", is entered into as of March 23, 2020 ›y and between Califa Group, a California public benefit corporation, hereinafter referred to as "Califa" and City of Richmond, for Richmond Public Library, hereinafter referred to as "Library". Califa anc Library are sometimes referred to in this Agreement individually as "Party" and collectively as "Parties". All written communications between the parties shall be addressed as follows unless and until amended in writing by the respective party.
City of Richmond / Richmond Publie Library Califa Group Atta: Katy Curl Paula MacKinnon
Director of Library & Cultural Services Executive Director 325 Civic Center Plaza 330 Townsend St. Suite 133
Richmond, CA, 94804 San Francisco, CA 94107
WITNESS THAT
WHEREAS, Califa, on behalf of the California State Library, has contracted with CENIC to provide high speed networking to libraries in California; and WHEREAS, Library desires to contract with Califa to obtain one or more data circuits to connect Library to the CENIC high speed broadband fiber network, CaREN, and, if specified in appendix #1, attached, to connect Library to other library sites as identified in said appendix fo he purpose of connecting to CalEN
NOW THEREFORE, Library and Califa enter into this Agreement:
1. Relationship between the Parties
It is the purpose of this Agreement to set forth the terms and conditions applicable to the provision of communications and related network services to Library.
2. Services to be Provided
The primary communications infrastructure provided by CENIC is the California Research and Education Network ("CaREN"). Among the services that CENIC will provide to Libraries are use of CalREN and contracting for and provision of data circuits supplied by network service providers.
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Califa, on behalf of Library, will contract with CENIC for such data circuits. Specific circuits and their costs are included in the appendix attached. Califa will assure that CENIC notifies the Library of installation requirements and necessary maintenance instructions. Neither CENIC nor Califa shall be responsible for operating or maintaining software, equipment or cabling that connects equipment not provided by CENIC for the services unless specifically agreed to in writing by Term and Termination of this Agreement
(a) TERM OF THIS AGREEMENT. This Agreement shall be in effect from March 23, 2020 until the termination of all circuits ordered under this Agreement, or unless otherwise terminated by a Party pursuant to the terms of this Agreement. (b) TERMINATION. Termination prior to the end date stated above shall result in Library having to pay any circuit telecommunications carrier termination charges resulting from early termination of the Service. Notwithstanding the above, upon a 60 day written notice prior to the second and each following June 30 after a circuit is installed, Library may cancel a circuit without penalty if funding to pay for that circuit is not available and Library does not for at least 12 months after said notice order or otherwise obtain a replacement circuit in place of the cancelled circuit.
(c) Library may terminate this agreement if non-recurring, one-time costs for all circuits included in appendix 1 are increased by the telecommunications carrier from the amount shown in appendix 1. See footnote for non-recurring charges in appendix 1 for more information.
4. Payment
Payment for services shall be due within thirty (30) days of receipt of a Califa invoice reflecting provision of the services for which the invoice is sent; or as otherwise agreed to by Library and Califa. Except for non-recurring costs, if any, costs in Appendix I shall only begin upon installation of circuits). Library will put forth reasonable efforts to make payments within thirty (30) days after receipt of invoice.
5. Miscellaneous
CONDITIONS OF USE. Library agrees to conform to the CENIC Appropriate Use Policy located at http http://www.cenic.org/p=2081/ and to any specific conditions of use imposed by subcontractors providing communications services to CENIC as may be in force at the time such services are made available per an Addendum to this Agreement. If such conditions of use are modified library will be notified and if Library believes it can no longer conform to their requirements, Library shall have one hundred eighty (180) days to terminate the affected service without penalty. If Library does not elect to terminate the service, Library must conform to the revised conditions of use or be subject to termination of the service by CENIC.
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(b) CONFLICTING CLAUSES. If any clause in this Master Agreement is in conflict with a clause in an Addendum to this Agreement, the language in the Addendum shall take precedence but only for the service defined in that Addendum. (C) FORCE MAJEURE. Neither party will be responsible for performance of its obligations hereunder where delayed or hindered by war, riots, embargoes, strikes involving third parties, acts of Local Access Providers or of its vendors, or suppliers, acts of unrelated third parties, accidents, cable cuts, acts) of God or any other event beyond its reasonable control. (d) GOVERNING LAW. The laws of the State of California shall govern this Agreement. (e) NON LIBRARY USES: Library understands that this agreement covers only library use of CaIREN and of circuits provided hereunder and Library agrees that no other uses will be made of the services provided herein.
6. Entire Agreement
This Agreement and any Addenda contemporaneously or subsequently executed by the parties constitute the entire Agreement between the parties regarding the subject matter of this Agreement and supersede all prior written or oral agreements with respect to such. This Agreement may not be modified orally, and no modification shall be binding unless in writing and signed by authorized representatives of both parties.
General Provisions
7.1 Nondiscrimination:
(a) During the performance of this Contract, Califa and its subcontractors shall not deny the Contract's benefits to any person on the basis of religion, color, ethnic group identification, sex, age, physical or mental disability, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religion, color, national origin, ancestry, physical handicap, mental disability, medical condition, marital status, age (over 40) or sex. Califa shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination.
7.2 It is expressly agreed and understood by the parties hereto that if any provision of this Agreement is held to be or invalid under any applicable statute or rule of law, it is deemed to that extent to be omitted. However, the balance of the Agreement shall remain in full force and effect.
7.3 Rights and Remedies: The rights and remedies of Library provided herein shall not be exclusive and are in addition to any other rights and remedies provided by law.
8. Indemnification. Library shall indemnify Califa, its trustees, officers, agents and employees harmless from and against any and all liability, loss, expenses (including reasonable attorneys' fees), or claims for injury or damages arising out of the performance of this Agreement, but only in proportion to and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or 3 of 7
damages are caused by or result from the negligent or intentional acts or omissions of Library its officers, agents, or employees.
Califa shall indemnify Library, its trustees, officers, agents and employees harmless from and against any and all liability, loss, expenses (including reasonable attorneys' fees), or claims for injury or damages arising out of the performance of this Agreement, but only in proportion to and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of Califa, its officers, agents, or employees.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives.
For Library
"Part Men
Laura Snideman Paula MacKinnon
Name Name
city manager Executive Director
Title Title
ANgust 20,2030 3/23/20
Date Date
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Appendix #1
Provision, Installation and Maintenance
Of Advanced Network (Data) Services:
Reimbursement of Circuit Costs
This Appendix lists the circuits contracted for by CENIC on behalf of Califa and the Library for connecting CENIC's fiber optic backbone to Library and for library connections that are not direct connections to CENIC's fiber optic backbone, e.g. direct connections between libraries.
Library understands that CENIC will bill Califa, and Califa will bill Library, for actual costs of circuits charged by network service providers, including taxes and surcharges and without markup. Prior to approval of CENIC's Library consortium E-rate application by the FCC's E- rate contractor, not all applicable E-rate and CTF discounts will be reflected on invoices. After the E-rate application for any given year is approved, the network service provider will coordinate with CENIC to provide appropriate credits and such credits will be passed from CENIC to Califa and from Califa to the Library. Such credits are typically issued sometime during the fiscal year after the year in which the circuits are installed and services are first provided. In subsequent years, credits continue to be issued in the fiscal year after the year for which services have been provided. Library further understands that the exact discounted cost of circuits will not be known until after the E-rate consortium application is approved. The actual start date of the service, and therefore of circuit costs, will be dependent on coordination among CENIC, the Library and the network service provider, Any one-time (Non-recurring or NRC) costs included below are typically invoiced by carriers prior to circuit installation and will be invoiced to Library upon receipt of invoice to CENIC from carrier. 6 of 7
Quate For Richmond
CENIC
Customer: Richmond Public Library
Budget Summary Description: 1 Gbps to CENIC Hubsite
NRC MRC ARC
Line Item Annual Recurring
Non-Recurring Cost Monthly Recurring Cost
Cost
1 Equipment $0.00 $0.00
50.00 2 Maintenance $0.00 $0.00 $0.00
3 Installation S0.00. $0.00 $0.00
4 Circuit $0.00 $731.70 -
Total $0.00 $731.70 $0.00
Annual Cost $8,780.40
E-rated Annual Costr $878.04
Total for Year 1 $8,780.40
E-rated Total for Year 1+ $878.04
"Pricing does not include applicable laxes, surcharges. and fees. These costs may vary and will be included in invoices at CENIC's actual cost.
If an Out of Band line is required, customer must provide a phone line for OB or allow CENIC to order one and be reimbursed for both the one-time installation and ongoing monthly recurrina costs.
NRC items are one-lime costs billed upon execution of contract. "MRC items are billed quarteriy.
¡E-rate discount: percent discount indicated is an estimate based on data available at the time the cuote was generated. Actual discount percentage will be identified by the E-rate authorities at a later point tE-rate and CTF reimbursements are dependent upon the continued funding of these programs. CENIC/Califa cannot guarantee the E-rate and CTF discounts, and these discounts are subject to change.
TE-rate Costs may take up to 18 months to activate due to USAC processing time Version: 1.0
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Richmond Carrier Costs
•Pricing does not include applicable taxes, surcharges
CENIC and fees. These costs may vary and will bo includad in invoices at CENIC's actual cost. authorities at a later point LOC A** Erate Discount
Carrier Info Total Discounted MRC Total Discounted NRC
Site Name Site Name Service Requested Est Contract End Non Recurring MCfor 5 year Provider Bandwidth Date Discounted NRC Discounted MRC $73.17 $0.00 Cost term
Richmond Public brary CENIC Hubete AT&T 711/2025 $0.00 $731.70 $0.00 $73.17
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