This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
Licensed Fibers
AMENDMENT No. 1 and STATEMENT OF WORK No. 1
508 F
iber Licensed Segments for the City of Stockton
This Amendment No. 1 and Statement of Work No. 1 (“ SOW Amendment”) is entered into between AT&T (as identified below) and City of Stockton , California (“City of Stockton” or “Customer”), as of the date of the last signature below (the “SOW Amendment Effective Date”) and incorporates the terms and provisions set forth in the Master Dark Fiber License Agreement between AT&T Services, Inc. and City of Stockton dated June 28, 2018, (the “Agreement”) and the terms and conditions set forth in Statement of Work No. 1 dated July 1, 2025 ("SOW No.1”). This SOW Amendment contains revisions to removal of Segment s and renewal of Segments provided under Schedule 1 of SOW No. 1 as set forth below. In the event of any conflict or inconsistency between the terms of the Agreement, or those set forth in SOW No. 1, and this SOW Amendment, the terms of this SOW Amendment shall prevail only insofar as concerns the subject matter of this SOW Amendment. Capitalized terms used but not defined herein shall have the meaning set forth in the Agreement . The following i s an Amendment to the Agreement dated Ju ly 1, 2025, and last signed June 6, 2018. Unless stated below, all other terms, conditions, and pricing are unchanged.
R
ecitals
W
HEREAS, AT&T and The City of Stockton into SOW No. 1 and AT&T and USCC desire to amend SOW No. 1, as set forth herein.
NOW THEREFORE , in consideration of the foregoing and the mutual promises and covenants herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. Seg ments in Table 1 of Attachment No.1 of Schedule 1 to SOW No. 1 are deleted in its entirety and an amended and restated Site, as set forth in Attachment 1 Table 2(attached hereto).
2. Except as set forth in this Amendment No. 1, SOW NO. 1 and the Agreement remain in full force and e
ffect. Capitalized terms not defined in this Amendment No. 1 shall have the meaning ascribed to them i n S
OW NO. 1 or the Agreement, as applicable. In the event of a conflict between this Amendment No. 1, SOW NO. 1, and/or the Agreement, this Amendment No. 1 shall control insofar as pertains to the subject
3. M
onthly License Charges for Each Dark Fiber Segment. As compensation for licensing each Dark Fiber Segment for the Authorized Use, Licensee agrees to pay a monthly license charge (“Monthly Recurri ng C
harge” or “MRC”) set forth in Table A each month for each of the Dark Fiber Segments listed in Exhibit
1. T
he MRC begins to apply to each Dark Fiber Segment on the Billing Commencement Date.
4. A
rticle 2.3 of the Master Agreement titled “Extension After End of Agreement Term” is hereby amended to include the following language:
At the end of the Second Extension Period, Licensee elects to a sixty (60) month term (“Third Extensi on P
eriod”). At the end of this 60-month Third Extension Period, Licensee may again extend the term of this Agreement by 12 months upon 60-days written notice, at the same prices, terms, and conditions contained herein (“Fourth Extension Period”). At the end of this 12-month Fourth Extension Period, Licensee may a
gain extend the term of this Agreement by 12 months upon 60-days written notice, at the same prices, terms, and conditions contained herein. (“Fifth Extension Period”).
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
5. Exhibit A added to update Performance Agreement from the Master Agreement
6. Exhibit B added to update Other Performance Failures from the Master Agreement
7. Exhibit C added to update Termination Fees, Interruption Reporting and Fiber Restoration/Repair
8. AT&T shall cooperate in the review of billings to the City for fiber service that may not be accurate with service or activated segments. The review shall be scheduled at a mutually agreed- upon time by both parties. Reimbursements or credits to the City shall be processed upon a proper accounting, investigation, and verification
IN WITNESS WHEREOF, the Parties hereto have executed this SOW Amendment on the day and year below written, but effective as of the SOW Amendment Effective Date.
The City of Stockton, California
(by its authorized representative)
Pacific Bell Telephone Co., Inc. (“AT&T”)
(by its authorized representative)
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
Exhibit 1
Table A
Billing Commencement Date July 1, 2025
Monthly Recurring Charges per
Dark Fiber Segment
$75.00
Total Number of Dark Fiber
Segments
508
Total Monthly Recurring Charges $38,100
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
Attachment 1
Amended and Segment Site List of SCHEDULE 1 to SOW No. 1
Table 1: Disconnected Dark Fiber Segment List
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
Table 2: Dark Fiber Site Location Details by Segment
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
Exhibit A
PERFORMANCE AGREEMENT
This Exhibit A applies to all Licensed Fiber or Licensed Pairs present in an SOW.
1. INTERRUPTION CREDITS AND OTHER REMEDIES
Subject to the exclusions set forth in this Section 2, if a Licensed Pair has an Interruption (defined in Section 2.9 of the Agreement and further described in this Exhibit A), AT&T shall provide Customer with Service Level Credit(s) as set forth in this Exhibit A.
An Interruption (as defined in Section 2.9 of the Agreement) occurs when a Licensed Pair becomes unusable to Licensee because of a failure of a facility component of such Licensed Pair, and such lack of usability is not attributable to an exclusion set forth in this Section 2 of this Exhibit A. To be an Interruption, Licensee must experience a complete loss of use of both of the fibers in a Licensed Pair. An Interruption period starts when an inoperative Licensed Pair is reported to AT&T and ends when the Licensed Pair is returned to Licensee’s use.
Interruptions will be measured according to the creation and closing of a relevant ReportingTrouble. A trouble ticket shall commence at the time Customer calls or emails supplier and end at the time both parties confirm the Interruption is resolved.
The credit allowance for an Interruption or for a series of Interruptions shall be calculated based on the applicable MRCs for the Licensed Pairs which were Interrupted.
Licensee shall be credited for an Interruption of 8 hours or greater are as set forth in the Table below:
Interruption Trouble Ticket Credits due to Customer
Less than 8 hours $0
At least 8 hours but less than 24 hours 25% of the Licensed Pair MRC At least 24 hours but less than 48 hours 50% of the Licensed Pair MRC At least 48 hours but less than 72 hours 75% of the Licensed Pair MRC 72 hours or greater 100% of the Licensed Pair MRC
All Interruption Credits shall be capped, for any billing period, at 100% of the applicable monthly MRCs for the affected Licensed Pair.
All Interruption Credits shall be applied to the billing subaccount(s) of the impacted Licensed Fiber. All requests for credit must be submitted to AT&T by Licensee within ninety (90) days after the end time date for the trouble ticket that was created for the Interruption. Such credits due to Customer as set forth in this Exhibit shall be credited to Customer within two (2) billing cycles.
All Interruption Credits shall be deemed Licensee’s sole remedy for Interruptions, and not a penalty. All Interruption Credi ts shall be credited to Customer in Accordance with this Exhibit A.
The Interruption provisions, measurements, and eligibility for Interruptions Credits shall exclude conditions wherein performance was adversely affected by any of the following conditions:
(1) Force Majeure;
(2) Failures of any structures, facilities, services, or equipment provided by Licensee or its Affiliates, or any employee, contractor, or third party acting on their behalf;
(3) Interruptions caused by acts or omissions of Licensee, its Affiliates, or any employee, contractor, or any third party acting on their behalf. (4) Interruptions of a service during any period in which Licensee elects not to release a Licensed Pair for testing and/or repair or AT&T is not afforded Access to the A Location or the Z Location where the affected Licensed Pair is terminated. (5) Periods negotiated by AT&T and Licensee for the release of a Fiber Pair for (1) maintenance purposes, (2) to make rearrangements, or (3) to implement an order for a change in the Fiber Pair.
(6) Failures of any structures, facilities, services, or equipment on Licensee’s side of either demarcation point.
ATTACHMENT B
This contract is VOID if AT&T has not received a signed original from CUSTOMER by 7/01/2025 unless it is accepted after that date by AT&T, as reflected by its execution after CUSTOMER has executed. This document is not binding until executed by both AT&T and CUSTOMER.
AT&T and Customer Confidential Information
02/13/2025 12:00 PM DOC ID:
Exhibit B
OTHER PERFORMANCE FAILURES
Chronic Failure of Licensed Pair.
In the event that a Licensed Pair experiences four (4) or more Interruptions – with each Interruption lasting longer than two (2) hours with the same root cause - in any consecutive three (3) month period (“Chronic Failure”), Licensee may terminate the license for the affected Licensed Pair without any charge or liability whatsoever arising from such termination. Any termination of a Licensed Pair by Licensee due to Chronic Failure must be exercised by written notice to AT& T provided within sixty (60) days after the occurr ence of the last Interruption of the Chronic Failure. Such written notice must specify an effective date of termination for the affected license, which date is not more than 120 days after such written notice. If no other Licensed Pair remains under the associated SOW, the SOW for the affected Licensed Pair shall also terminate simultaneously with the termination of the license for the affected Licensed Pair.
Exhibit C
1. Termination Fees. If Licensee elects to terminate additional licenses for Dark Fiber Segments identified in Exhibit A for any reason prior to the expiration of the Agreement or the then-current First or Second Extension Periods, other than as a remedy to an uncured material breach by AT&T, Licensee shall notify AT&T’s representative in writing of segment termination. AT&T shall confirm in writing that the segment has been terminated.
There will be no early termination fees and no recurring charges following segment termination.
2. Interruption Reporting. Licensee will report all Interruptions to the Maintenance Supervisor [insert contact information]. When reporting Interruptions, Licensee AT&T will perform testing to isolate any fault/continuity loss to the AT&T side of the demarcation point prior to notifying AT&T and / or requesting a dispatch of technical support personnel to the applicable site location.
3. Fiber Restoration / Repair . Upon notification by Licensee to AT&T of an Interruption, AT&T and Licensee shall cooperate to Investigate such Interruption, and AT&T shall use commercially reasonable efforts to correct or repair the Interruption. AT&T shall provide expedited responses to critical connections to City facilities including the Fire Department, Municipal Utilities Department, and City Yard.
Performance Obligations
AT&T shall perform routine and preventative maintenance of the Licensed Fibers, including the following:
i. AT&T and Licensee will utilize the contact information as set forth below [insert contact information] for any coordination needed when performing maintenance of the Licensed Fibers;
ii. AT&T shall establish membership in the local Call Before Your Dig (“CBYD”) program and perform all cable and conduit locate activities required to protect the Licensed Fibers;
iii. AT&T shall be responsible for timely fiber restoration for fiber cuts of Licensed Fibers; iv. If a scheduled maintenance activity is canceled or delayed, the scheduling Party shall inform the other Party so that the maintenance activity may be rescheduled.
ATTACHMENT B