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Agreement for Services BIG Wireless, LLC (200q- Business Information Group Inc. BIG Wireless LLC March 23 2011 Patricia Walker C.P.A. Chief Financial Officer City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33139 RE: Microwave Contracts Dear Trish: Attached are the final and executed copies of the Microwave Radio System Contracts. Please return one set of signed agreements to me. We are looking forward to starting the project and continuing to work with you. Thank you for this opportunity. Sincerely, rj 99 (,b Vicky Youtz Sales Director, BIG Wireless 'Orchestrating Excellence' • 156 North George Street York, PA 17401 • Telephone (717) 854 -9983 Fax (717) 854 -1313 AGREEMENT FOR SERVICES CUSTOMER NO. JOB NO. 5836 CONTRACT NO. THIS AGREEMENT ( "Agreement ") is made as of the 24 day of March, 2011, by and between BIG Wireless, LLC, a Pennsylvania corporation, with an address of 156 North George Street, York Pennsylvania, 17401 ( "BIG "), and the City of Miami Beach, with an address of 1700 Convention Center Drive, Miami Beach, FL 33139 ( "Client "). BIG has a background and experience in computer consulting, service and integration and is willing to provide quality services to Client based on this background and experience. Client desires to have services provided by BIG. Therefore, the parties agree as follows: 1. SERVICES. a. Services. BIG will provide the services (collectively, the "Services ") as set forth on the Services and Fees Addendum, a copy of which is attached hereto and made a part hereof. b. Withdrawal of Service. BIG may cancel all or part of the Services if : (a) the Services become the subject of a claim, either in a formal legal forum, or otherwise, that such Services infringe the rights of any third person or that BIG otherwise does not have the right to permit others to use it; (b) the Services become illegal or contrary to any applicable municipal, state or federal law or regulation; (c) there is a material breach of this agreement by Client or; (d) BIG, for any reason, discontinues the Services (or part thereof) as a product offering. If BIG cancels all or part of the Services, BIG's only obligation to Client will be to notify Client reasonably promptly and to refund, pro rata, any fees paid in advance for affected Services. 2. DUTIES OF CLIENT. a. Assigned Representative. Client agrees to designate in writing a person to act as Client's representative with respect to the Services to be rendered under this Agreement. Such person shall have complete authority to transmit instructions, receive information, interpret and define Client's policies and make decisions with respect to the Services to be provided by BIG, including without limitation the decision to request and /or authorize additional services. Client also agrees to provide all criteria and full information as to Client's requirements for the Services to be performed including but not limited to design objectives and constraints, performance requirements, and any budgetary limitations. Client's representative, emergency phone number and email address is: Contact Name: Radio System Administrator Phone Number: 786 - 295 -8290 Email Address: SSAWICKI @MIAMIBEACHFL.GOV Additional Contact: Contact Name: Telecommunications Manager Phone Number: 305.796.3653 Email Address: ASosa @MiamiBeachFl.gov b. Facility preparation. If BIG arrives at facility to begin Services and is delayed due to Client's failure to properly prepare facility as set forth on the Services and Fees Addendum, Client shall be liable for the costs incurred by BIG due to any delays or remobilization required due to said failure. c. Insurance. Upon request by BIG, Client shall provide BIG with Client's proof of self insurance for all facilities that BIG will need to access or enter in order to complete the Services. d. Waiver of Subrogation. BIG and Client waive all rights against each other, and any of their respective employees, agents, consultants and subcontractors for damages caused by risks covered by insurance (or self- insurance), provided in this Agreement to the extent they are covered by that insurance (or self insurance), except such rights as they may have to the proceeds of such insurance. 3. FEES. Client agrees to pay BIG all fees and charges ( "Fees ") as set forth in the Services and Fees Addendum to this agreement. 4. PAYMENT. a. Late Payments. Payment for BIG's Services and expenses is due upon presentation of an invoice and is past due after thirty (30) days from the date of invoice. Past due payments will be assessed a service charge of one and one -half percent per month (18% per annum) or fraction thereof. b. Taxes. In addition to the Fees set forth above, Client will pay to BIG or to the relevant taxing authority, as appropriate, any sales, use, goods and services, value added or other taxes payable under this Agreement (other than taxes levied or imposed on BIG's net income). c. TERM. The "Term" of this Agreement shall be the length of time its provisions shall bind the parties. The Agreement will take effect upon execution, and unless terminated earlier as permitted hereunder, will t- inate as indicated in the Services and Fees Addendum (the "Initial Term "). n '.10I ,ln Ini _ : i ient `' Initials of BIG PROP ARY AND CONFIDENTIAL Page 1 CUSTOMER NO. 0 5. TERMINATION. a. Termination for Breach. In addition to any other remedy available at law or in equity, either party may terminate this Agreement immediately, without further obligation to the other party, in the event of any breach of this Agreement by the other party that is not remedied within 30 days after written notice of such breach. b. Additional Termination Rights. In addition to the right of termination set forth in section 5.a, either party shall have the right to terminate this Agreement immediately in the event of; (a) the filing of a voluntary or involuntary petition under any applicable bankruptcy or insolvency law, or (b) the appointment of a trustee or receiver or any equivalent thereof for the other party or its property. c. Obligations Upon Termination. Promptly upon termination of this Agreement for any reason, Client will pay to BIG , any fees, pro rata, actually accrued and performed by BIG up to the date of termination. 6. EMPLOYEES. BIG's employees, who perform Services for Client under this Agreement shall also be bound by the provisions of this Agreement. At the request of Client, BIG shall provide adequate evidence that such persons are BIG's employees. Client recognizes that employees of BIG are valuable assets of BIG and agrees not to offer employment to employees of BIG without the prior written consent of an authorized officer of BIG. 7. INTELLECTUAL PROPERTY. BIG's Services and BIG's name and trademarks are the valuable intellectual property of BIG. All rights with respect to BIG's Services and BIG's name and trademarks, whether now existing or which may hereafter come into existence, which are not expressly granted to Client herein are reserved to BIG. Any goodwill generated through Client's use of BIG's name and trademarks shall inure solely to the benefit of BIG. 8. REFERENCES. In the event that Services provided for Client make use of technologies from vendors with whom BIG maintains a partner relationship, BIG reserves the right to use Client as a reference and thereby continue certification under the partner program. BIG also reserves the right to use Client as a referral, for business purposes only, to other companies and organizations. At no time will BIG disclose to a third party information that Client indicates is confidential. 9. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties. 10. AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing and is signed by both parties. 11. CHANGES IN SERVICES. After the execution of this Agreement, changes in Services may be accomplished by Change Order. A Change Order shall be a written order to BIG signed by the Client, and counter - signed by BIG, to change the Services, Agreement sum, or Agreement time. If concealed, unknown, or unsafe conditions are encountered at the facility during the completion of Services, the Agreement sum or Agreement time shall be subject to equitable adjustment thru the change order process. 12. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 13. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement. 14. LIMITATION OF LIABILITY. a. Acts of God. Neither party shall be liable to the other for any failure to perform any obligation hereunder, or from any delay in the performance thereof, due to causes beyond its control, including, but not limited to industrial disputes of whatever nature, acts of God, public enemy, acts of government, failure of telecommunications, fire or other casualty. b. Special Damages. Neither BIG nor Client shall be liable for any indirect, incidental, exemplary, special or consequential damages with respect to the subject matter, hereof, including, but not limited to, lost revenue or profits, economic loss, loss of data, down time or Client liability to third parties, regardless of whether such damages could have been foreseen or prevented. c. Aggregate Liability. Notwithstanding any provision contained herein to the contrary, in no event shall the aggregate liability of BIG (or its affiliates and third party providers) or Client, or any of BIG or Client's respective officers, directors, employees or agents, to (as to BIG) Client or to BIG (as to Client) for damages, direct or otherwise, arising out of or in connection with this Agreement or any breach hereof, exceed the total ees actually paid to BIG for the Services, regardless of the cause or form of action. Initials lient Initials of BIG PROPRIETARY AND CONFIDENTIAL Page 2 F c rmRev05. 9 C CUSTOMER NO. 0 d. Reliance on Others. BIG shall have no liability for error or omission or for loss, harm or damage arising or resulting from: 1) erroneous or incomplete or inaccurate information obtained from Client and /or Client's employees; 2) defects or bugs in software, operating systems, utilities and /or development tools. 15. INDEMNIFICATION. BIG shall defend, indemnify and save Client harmless from and against any and all claims, suits, actions, liabilities and demands of every kind or description (including but not limited to all costs, expenses and reasonable attorneys' fees on account thereof) that may be made: (a) by anyone for personal bodily injuries (including death) or damage (including theft) to or loss of property resulting from (i) the BIG's acts or omissions, (ii) acts or omissions of persons furnished BIG or any of its subcontractors, or (b) by persons furnished by BIG or any of its subcontractors under Worker's Compensation or similar acts. 16. GENERAL. a. Similar Agreements. Nothing in this Agreement will be deemed to limit or restrict BIG from entering into similar agreements with any other persons. b. Assignments. This Agreement will be binding upon and inure to the benefit of the parties, their respective personal representatives, and permitted successors and assigns. Client may not assign or otherwise transfer any of its rights or delegate any of its duties under this Agreement without the prior written consent of BIG, such consent not to be unreasonably withheld. It shall be considered reasonable withholding of consent to assign should Client request permission to assign to any entity which (a) BIG considers a competitor, (b) could harm BIG's reputation or (c) lacks sufficient assets to meet the obligations hereunder. BIG will respond to any written request for consent from Client within 30 days of receipt of such request, failing which consent will be deemed granted BIG shall not assign or otherwise transfer any of its rights and delegate any of its duties here under, in whole or in part, without the prior written consent of Client, which consent shall not be unreasonably withheld, conditioned, or delayed c. Applicable Law. This Agreement shall be governed by the laws of Florida. d. Representations and Warranties. Each party hereto represents and warrants that: (1) it has the full right and power to enter into and fully perform this Agreement in accordance with its terms; (2) it has had the right, opportunity and time to consult with legal counsel of the party's choice; and (3) the execution, delivery and performance of this Agreement will not violate the provisions of any agreement to which it is a party or violate any applicable law or regulation. e. Means and Methods. BIG shall be solely responsible for and have control over means, methods, techniques, sequences, and procedures required to complete all Services under this Agreement. f. Notices. Except as otherwise provided herein, whenever any notice, request, consent, approval or other communication shall be given by one party hereto to the other, such communication shall be in writing and shall be delivered by registered or certified mail, return receipt requested, addressed as follows or by facsimile with receipt confirmation: To BIG: To Client: BIG Wireless, LLC the City of Miami Beach 156 North George Street 1700 Convention Center Drive, York, PA 17401 Miami Beach, FL 33139 Fax: 717- 854 -1313 Fax: 305 - 673 -7795 Attention: CEO Attn: CFO g. Grant Compliance. As this is a State of Florida administered federal grant funded project, BIG shall comply with all grant requirements and reporting as contained in DCA Contract No. 11 DS- 37- 11 -23 -02 -198. - i Initials + V lient Initials of BIG PROPRIETARY AND CONFIDENTIAL Page 3 ormRievv05 <.:.0£: CUSTOMER NO. 0 IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, being duly authorized, have executed this Agreement for Services, as of the day and year first above written. BIG WIRELESS i THE CITY OF MIAMI BE H By: /� / By: A i✓, .. 'i N John Dolmetsch Print Name: H/1777 /j/ / W6t Title: President nd CT Title: Mayor Date: 3 Z� / z0( Date: /4/4/11-# a AO /1 By: ea.t, Y• Print Name: _o P 412-e HO- Title: City Clerk Date: MheC # ' S, 0 APPROVED AS TO FORM & LANGUAGE & FnA EXECUTION _ ___ � 4. id A�f" A ' e — Date 0. PROPRIETARY AND CONFIDENTIAL Page 4 • eft) Miami Beach SOW v3 FINAL SCOPE OF WORK SUBMITTED TO: Pamela Leja City of Miami Beach City Hall Procurement Division — 3rd Floor 1700 Convention Center Drive Miami Beach, Florida 33139 PREPARED BY: Vicky Youtz DATE: March 24, 2011 VERSION: 3 PROJECT: MICROWAVE RADIO SYSTEM, Proposals (RFP) No. 37 -07/08 JOB: 5836 OBJECTIVE: A turnkey Microwave Radio System for the City of Miami Beach PROPRIETARY AND CONFIDENTIAL Page 1 Miami Beach SOW v3 FINAL Table of Contents 1.0 PROJECT DOCUMENTS 3 2.0 PROJECT LOCATIONS 3 3.0 PRICING 3 4.0 WORK 4 4.1 Project Management Services 4 4.2 Engineering Design and On -Site Survey 5 4.3 Structural Analysis 7 4.4 Federal Communications Commission ( "FCC ") Licensing 8 4.5 City of Miami Beach Wireless Network Installation 9 4.6 Microwave Network Testing and Tuning 10 4.7 Cutover 11 4.8 System Training 12 4.9 Final Documentation and As -Built Report 12 4.10 System Acceptance 13 5.0 MATERIALS AND EQUIPMENT 13 6.0 ASSUMPTIONS 13 6.1 CLIENT RESPONSIBILITIES 15 6.2 EXCLUSIONS 15 Fceaiteve.19. PROPRIETARY AND CONFIDENTIAL Page 2 Miami Beach SOW v3 FINAL 1.0 PROJECT DOCUMENTS THIS ADDENDUM is referenced in and incorporated in the Agreement for Services between BIGWireless, LLC ( "BIG ") and City of Miami Beach ("Client") dated March 24, 2011. This scope of work was developed based upon the following documents, and information provided in those documents regarding the design and scope of this system are included in this SOW. • City of Miami Beach RFP No. 37 -07/08 MICROWAVE RADIO SYSTEM • BIG Wireless Proposal Response for (RFP) No. 37 -07/08 • Presentation provided by BIG Wireless, January 16, 2009 2.0 PROJECT LOCATIONS Sites: SITE NAME PHYSICAL ADDRESS SITE CONTACT AND ACCESS /SECURITY PHONE NUMBER ISSUES Police Department Prime 1100 Washington Ave, (PDP) Miami Beach Council Towers (CT) 1040 Collins Ave, Miami Beach, Simulcast Site Rebecca Towers (RT) 301 Alton Rd, Miami Beach, Simulcast Receive Only Site New City Hall (NCH) 1700 Convention Center Drive, Miami Beach, Passthrough Repeater Site Tower 41 (T41) 4100 Pine Tree Drive, Miami Beach, Simulcast Site Parkview Point (PVP) 7100 Wayne Ave, Miami Beach, Simulcast Site 3.0 PRICING BIG will complete the project in accordance with this entire Scope of Work for a fixed price sum of Six Hundred Twenty Seven Thousand, Three Hundred Sixty Dollars and Sixty Six Cents ($627,360.66). Project will be invoiced and paid according to the following schedule: y[ rn Y Ton I i,,y) Q , n .' 30% Delivery of System Implementation Documentation 40% Delivery of Equipment 30% 100 % of project complete FormR*NE).;o.D'.- -. PROPRIETARY AND CONFIDENTIAL Page 3 Miami Beach SOW v3 FINAL PAYMENT TERMS: All invoices will include payment terms of NET 30 days. 4.0 WORK BIG will complete the following work: • Microwave Link 1: PDP to NCH • Microwave Link 2: NCH to T41 • Microwave Link 3: T41 to PVP • Microwave Link 4: PVP to CT • Microwave Link 5: CT to RT • Microwave Link 6: RT to PDP • Each microwave link is capable of transporting 8 Tls with an overall capacity of 150Mbps full duplex (split between T1 and Ethernet traffic) 4.1 Project Management Services Description: The objective of this task is to provide an individual ( "BIG Project Manager ") to provide direction and control of BIG project personnel, and to establish a framework for project communications, reporting, procedural and contractual activity. The major sub tasks are: • Maintain project communications through the Miami Beach Project Manager. • Establish documentation and procedural standards for the development of this project. • Prepare and submit Status Reports per Reporting Period which is every two weeks, and weekly during installation times. • Conduct project status meetings. • Review and administer Project Change Control with the Miami Beach Project Manager. • Prepare a project plan at the onset of this project for performance of this Statement of Work. • Prepare a Detailed Training Plan. • Prepare a Detailed System Test Plan and Procedures — At the start of the project a System Operation and Verification and Test (SOVAT) Plan will be created which will address all components of the wireless network. o Test environment description and component list o Test environment physical and logical topology diagram o Test success criteria • Apply for permits. A permitting allowance has been set at $2400.00 along with labor of 24 hours. If more time is required, a change order will be submitted. Completion Criteria: This activity will be complete when the other activities described as BIG Responsibilities have been completed, according to their completion criteria, or BIG has met the criteria defined in the Completion Criteria section of this Statement of Work. Deliverables: ForrnReve 19 .09 PROPRIETARY AND CONFIDENTIAL Page 4 Miami Beach SOW v3 FINAL 1. Detailed Project Implementation Plan Purpose: A detailed plan will be developed upon start of the project. BIG will use Microsoft Project and Microsoft Visio for this Plan. This plan will also be updated and presented at the conclusion of the Site Survey Phase. Delivery: One soft copy will be delivered to the Miami Beach Project Manager. Content: The report will consist of: • A Microsoft Project step by step list of the tasks to be achieved and the timeframe for start and completion of those tasks. • A Detailed Project Plan using Visio diagrams depicting the project flow will also be developed for this project at the start of the project. • A System Operation and Verification and Test (SOVAT) Plan • A Detailed Training Plan 2. Status Reports Purpose: BIG will provide a Status Report during the project to describe the activities which took place during that period. Significant accomplishments, milestones, and problems will be described. Delivery: One soft copy will be delivered to the Miami Beach Project Manager within one working day following the reporting period. Content: The report will consist of the following, as appropriate: • Activities performed during the reporting period • Activities planned for the next reporting period • Project change control activity • Problems, concerns, and recommendations 4.2 Engineering Design and On - Site Survey Description: Perform and document the detailed site survey for the Microwave links. During this detailed site survey, the BIG team will perform a visual inspection and analysis of all physical assets to be used for the microwave links. The purpose of this survey is to verify the information that was provided during the proposal phase and to collect additional information that was not available during that phase. During the survey, the BIG team will inspect the all tower locations for indoor and outdoor mounting locations, power, grounding, and line of sight to the next node. Each location will be inspected for the following information: • Availability of power and grounding • Cable runs • Mounting options • Antenna requirements PROPRIETARY AND CONFIDENTIAL Page 5 Miami Beach SOW v3 FINAL The major subtasks are to: 1. Overall Wireless System Survey Planning • Discuss and finalize a list of acceptance criteria that will be used to determine success at the end of the project • Pre survey design of solution and review with the City of Miami Beach • Coordination of survey project schedule with the City of Miami Beach Project Manager 2. On Site Survey • Onsite Survey of each location for LOS to second location or tower • Digital pictures of all site details • Identification of mounting requirements, and review with City of Miami Beach Facilities or Public Works management • Identification of cable runs for power, grounding, RF and network connections • Site grounding upgrade requirements • Recommendations for structural analysis if needed 2. Engineering Analysis • Run final path profiles • Develop final design • Update final Bill of Materials • Develop SITE IMPLEMENTATION DOCUMENTATION • Document any design changes and pricing modifications required to implement the final design. 3. Design Review and Acceptance • Presentation of SITE IMPLEMENTATION DOCUMENTATION • Conduct (1) follow up design review /acceptance meetings • Miami Beach will review and accept SYSTEM IMPLEMENTATION PLAN within 10 business days of receiving the plan. Completion Criteria: This task will be considered complete when the "SITE IMPLEMENTATION DOCUMENTATION" is approved by the City of Miami Beach Project Manager. Deliverables: 1. System Implementation Documentation Purpose: This document will create a baseline to be used for on -site installations Delivery: One hard copy and one soft copy will be delivered to the Miami Beach Project Manager. Content: The report will consist of the following, as appropriate: • Detailed Functional System Design Documents — The entire system shall have documentation which describes the design of the system. This is the logical representation of the communications flow of the system. This plan will include: PROPRIETARY AND CONFIDENTIAL Page 6 Miami Beach SOW v3 FINAL o Network design summary and recommendations o Design maps o Network diagram o Path profiles o Propagation studies • Detailed Site Preparation Plan - Each site will have a detailed Scope of Work (SOW) written which describes the complete build plan. The following plans will be included in this documentation: o All Site specific details (including pictures) o Plans for power o Grounding and lightning protection o Cable runs o Mounting details o Structural details and any recommendations for structural upgrades (see Structural Analysis section below) • Detailed Project Implementation Plan — A detailed plan will be developed upon start of the project. BIG will use Microsoft Project for this Plan. This plan will be updated and presented at the conclusion of the Site Survey Phase. • Detailed Project Plan using Visio diagrams — A detailed plan depicting the project flow will be developed for this project at the start of the project. This plan will be updated and presented at the conclusion of the Site Survey Phase. • Updates to the Detailed System Test Plan and Procedures — Any updates that are required on the System Operation and Verification and Test (SOVAT) Plan that result from the detailed Engineering and Site Survey. 4.3 Structural Analysis NOTE: BIG has included an allowance for structural analysis by a Professional Engineer of every building proposed to mount on. The cost of any structural upgrades repairs to each building is NOT included in this SOW. NOTE: If there are any structural changes to be made to building or any mounting locations, BIG will wait until these changes are completed and approved prior to ordering licenses, equipment or starting any installation. Description: BIG shall hire a structural engineering firm, if necessary, for analysis of backhaul buildings and mounts for the analysis of any structural issues which arise during the site survey phase. The allowance for this task is up to $2860.00 per building or a total of $17,160.00. If costs exceed this amount for the Structural Analysis Engineering work, the City of Miami Beach will be responsible for providing a change order for additional funds. PROPRIETARY AND CONFIDENTIAL Page 7 Miami Beach SOW v3 FINAL The objective of this task is to: Provide stamped PE drawings which confirm the proposed mounting methods will meet building structural specifications. The major sub tasks are: • Provide information the Structural Analysis Engineering Firm to the City of Miami Beach Project Manager for approval of use of the firm. • Hire the Structural Analysis Engineering Firm to do this work • Miami Beach Project Manager will provide all required drawings to the Engineering Firm. • BIG will provide data and information on RF antennas and mounts which will be installed • Engineering Firm will provide Structural Analysis Report including the recommendations of any necessary upgrades for implementation of this project Completion Criteria: This task will be complete when the Structural Analysis Report and any is delivered and presented to the City of Miami Beach Project Manager. Deliverable: 1. Structural Analysis Report Purpose: The Engineering Firm will provide a Structural Analysis Report including the recommendations of any necessary upgrades for implementation of this project Delivery: One hard copy will be delivered to the Miami Beach Project Manager. Content: The report will consist of the following, as appropriate: • PE- sealed results letter, with appendices for photos, calculations and a marked -up existing roof plan showing the proposed mount locations and any required changes. 4.4 Federal Communications Commission ( "FCC ") Licensing Description: BIG will obtain appropriate FCC licenses required to operate the System by the FCC for the City of Miami Beach Wireless Network. The major sub tasks are: • FCC Licensing Acquisition o BIG will obtain 6 Government owned FCC licenses for 18 or 11 GHz radios. o BIG will collect license owner data from customer and necessary information for completion of forms o BIG will complete and send all path engineering forms to FCC Frequency Coordinator o BIG will perform search for Frequency availability PROPRIETARY AND CONFIDENTIAL Page 8 Miami Beach SOW v3 FINAL o BIG will receive City of Miami Beach Approval Notice (CAN) of License from FCC and send to Customer for approval o The City must sign and return CAN for final approval o BIG will forward final licenses to City o BIG will complete FCC database filings after installation o Licenses will name the City of Miami Beach as the licensee Completion Criteria: This task will be considered complete when BIG provides the MIAMI BEACH Project Manager with the required FCC licenses. Deliverable: 1. Required FCC licenses Purpose: Allow the City of Miami Beach to be in compliance with FCC requirements regarding the installed wireless network Delivery: One hard copy set of final licenses delivered to the MIAMI BEACH Project Manager. Content: (6) FCC license documents for 11 or 18 GHz Microwave links 4.5 City of Miami Beach Wireless Network Installation Description: Install and configure (6) Microwave Backbone Links The major sub tasks are: Pre Installation • Order all equipment necessary to install links according to the according to the final network design document and implementation plan that is approved by the City. • Stage Equipment • Confirm that ODU frequencies match FCC licenses Installation The following process will be followed per radio: • Coordinate installations with building facility managers • Install Rack Shelves • Install Indoor Equipment • Install Mounts • Install Dishes • Install Waveguide • Install/connect to Dehydrator • Install lightning protection • Ground all equipment • Weatherproof all outdoor connections. • Power up radio after all connections are completed • Program radio to the proper frequency per the license PROPRIETARY AND CONFIDENTIAL Page 9 Miami Beach SOW v3 FINAL • Align to Far End Antenna/Radio • Program and configure radios • Test Radios: o Verify that all equipment is operating properly and that all electrical and signal levels are set accurately. o Optimize each subsystem. • Verify communication interfaces between devices for proper operation. o Test features and functionality are in accordance with manufacturers' specifications and that they comply with the final configuration established during the design review and system staging. o Perform RF testing to verify link performance of each individual path, prior to the configuration of channel bank, network • Configure protected T1 Network and Ethernet Network on radios Completion Criteria: This task will be considered complete when the System has been approved by the City of Miami Beach pursuant to the Final Acceptance criteria as defined in the Miami Beach RFP NO. 37- 07/08, MICROWAVE RADIO SYSTEM. Deliverable: 1. BIG Installation Checklists Purpose: Installation checklists which the Field Engineer will complete per radio to insure all details have been inspected and completed. Delivery: One hard copy sent to the Miami Beach Project Manager Content: One checklist for each radio installation 4.6 Microwave Network Testing and Tuning Description: Perform final Network testing, tuning and optimization, according to SOVAT plan. The major sub tasks are: • Overall System Review and Tuning • Perform System testing and document results • Perform final tuning Completion Criteria: This task will be considered complete when BIG completes the implementation of the Wireless Network to the specifications set forth in this Agreement. Deliverable: • 1. System Operation and Verification and Test (SOVAT) Report PROPRIETARY AND CONFIDENTIAL Page 10 Miami Beach SOW v3 FINAL Purpose: The SOVAT Report will provide the final report of all system opertions, funcitions and tests. This report will be totally based on the plan set forth at the start of the project. Delivery: One hard copy sent to the Miami Beach Project Manager Content: The report will consist of the following, as appropriate: • Test environment description and component list • Test environment physical and logical topology diagram • Test success criteria • Integrated test results • Changes to Planned configuration and design resulting from the integrated tests 4.7 Cutover Description: System cutover "significant" out-of-service em cuto a will take place without any si ificant out of P Y p Y � time. NOTE: The new microwave system will be put into operation and tested before any cutover steps take place. The major sub tasks are: • Upon the completion of a detailed examination of the existing microwave system a cutover document will be prepared depicting the proposed system with port assignments and for each circuit with originating and terminating information. This document will outline the order in which the cutover will be performed as well as duration. • Personnel responsible for each task associated with the cutover will be identified with emergency contact information for responsible parties. • Thoroughly document the existing microwave system. Cross connects, port assignments, etc. creating a logical diagram of the physical and functional operation. Existing patch cables etc. will be labeled and left in place. This would be used to fall back to the old system if any troubles are encountered during the system cutover. • With the coordination of Motorola personnel (The City is responsible to insure that the appropriate Motorola personnel will be present), the proposed system's individual DS 1 s will be transferred to the new radio system one at a time; each transferred circuit will be tested for proper operation prior to moving to the next circuit. • Upon completion of the cutover, the system will be performance tested as a whole and enter the reliability period. • Once the designated reliability period is complete, the current system will be removed from service and dismantled. Dismantling of the current system is removal of radios and antennas only, and delivering the radios and antennas to the ground floor to a designated location. Completion Criteria: This task will be considered complete when BIG completes the implementation of the Wireless Network to the specifications set forth in this Agreement. Deliverable: None s r;<; PROPRIETARY AND CONFIDENTIAL Page 11 Miami Beach SOW v3 FINAL 4.8 System Training Description: Once all systems are installed and tested, BIG will proceed with the training phase of the project. All training will be conducted at a City facility, and BIG will provide all documentation for this training, which will include: • Overview of the network architecture • Overview of the installed technologies • Network device configuration settings • Basic troubleshooting and maintenance procedures • Nera Manufacturer Certified training The major sub tasks are: • Set up training at City Facility for up to (8) City employees • The City will identify employees to be trained and will provide a list of employees and contact information to the BIG Project manager. • Develop a plan for the level of training for those personnel • Provide agenda and student requirements • Schedule training at a local City Facility that will be a classroom environment • Perform Training • Provide Manufacturer certified testing • Provide Manufacturer certification documentation. Completion Criteria: This task will be considered complete when BIG completes the training class. Deliverable: Manufactures Certified Training documentation 4.9 Final Documentation and As - Built Report Description: BIG will provide a final design and as -built report with all final design details for the City of Miami Beach Wireless Network. • SOVAT Results — The SOVAT Results will contain documentation of the exact measurements and notations taken at the time the SOVAT was executed by BIG. • Link Analysis Reports — Final Link Analysis Reports showing all performance statistics at the time of installation • As Built Diagrams -These diagrams, which depict the exact equipment and configuration of each installed site, will be included in the final documentation presented to the City. • Installed Equipment Report (BIG Component Sheets) — Every piece of equipment that is installed will be documented in this report. This report will be presented to the City in paper and electronic form. PROPRIETARY AND CONFIDENTIAL Page 12 Miami Beach SOW v3 FINAL • Access to BIG Service Tracker Web Portal - BIG will keep all documented information on line in the BIG Wireless Tracker, and at the start of the maintenance agreements, the City will have access to that information and all of its updates. • Manufacturers Manuals - (8) eight sets and an electronic version on CD of complete manufacturer's operation and maintenance manuals for each type of equipment supplied. Completion Criteria: This task will be considered complete when BIG delivers all the above documentation, and it is accepted by the City. The City will have 5 business days to review final documentation and request any changes. Deliverables: 1. SOVAT Results Report 2. Link Analysis Report 3. As Built Diagrams 4. Installed Equipment Report (BIG Component Sheets) 5. Access Logon to BIG Service Tracker Web Portal 6. Manufacturers Manuals Delivery: One hard copy and one soft copy will be delivered to the MIAMI BEACH Project Manager. The City will have (5) business days to reject or approve the above documentation. Content: Described above. 4.10 System Acceptance Description: System acceptance is a critical component on every project managed by BIG. At the conclusion of the project and delivery of all required documentation as stated above, BIG will present an Installation Acceptance sign off. This will affirm that all installation work in this SOW is complete, final invoicing can occur for this SOW, and the maintenance phase can begin. 5.0 MATERIALS AND EQUIPMENT No additional installation equipment will be required such as cranes, bucket truck, lift. 6.0 ASSUMPTIONS , _:- PROPRIETARY AND CONFIDENTIAL Page 13 Miami Beach SOW v3 FINAL • The prices in this proposal are offered on the assumption that all information required to arrive at a proposed technical solution and to determine the full extent of the services requested for the City Network was available at the time that this pricing/propsal was prepared. Deviations from the scope or assumptions included in the RFP and subsequent addenda will result in additional cost. • BIG assumes that there has been no new building construction since the original design of this RFP which may obstruct the original path design provided in the BIG Wireless Proposal Response for (RFP) No. 37- 07/08. • If the project schedule is delayed for reasons that are not within BIG's control, or in the control of BIG's suppliers, then additional costs may be incurred by the City. These charges may include, but are not limited to project management, rescheduling, storage, warranty, maintenance, and transportation. • This SOW is based on a preliminary system design performed with the benefit of a "detailed" site survey. The quantity and type, as well as the location of equipment specified in the proposed design may change as a result of the outcome of the "final" detailed site survey and subsequent "final" design. Corresponding adjustments to the price or schedule will be made and are based upon the City's approval of the "final" wireless network design. • The City will use reasonable business efforts to provide sufficient and timely access to all resources associated with this project including document and decision request turnaround. • Proposed system will be installed during normal business hours and not affect the current system. • Proposed System will be installed as individual links tuned and tested for FCC mandated RSL values. • FCC frequencies proposed are available and licenses are able to be obtained from the FCC as designed in the BIG Wireless Proposal Response for (RFP) No. 37- 07/08. • The Detailed Site Survey will generally reflect the characteristics assumed by BIG in preparation of this proposal • A single RF design will be created that is based upon the guidelines established by the City at the time of the Detailed Project Implementation Plan • All sites are assumed to be accessible without the need for specialized equipment. • No site acquisition, architecture, or environmental services will be provided • An allowance has been included for structural analysis of the mounting assets. Any structural analysis beyond this allowance will be the responsibility of the City. • BIG is not responsible for any part of this project that is not able to be completed or is delayed due to any refusal by the City or the building owners to improve the structures per the engineering recommendations, which may delay the project or disallow installation of the proposed design, and affect the performance or delivery of this project. • All installation sites are assumed to be structurally sound and ready for installation per the pricing included in this proposal. • Re- design due to changes in asset availability will require a change order • No trenching or conduit is needed at any installation site PROPRIETARY AND CONFIDENTIAL Page 14 Miami Beach SOW v3 FINAL • Pricing includes the provision and installation of up to 6 links of Nera Evolution Radios, associated 2 ft, 4 ft, and 6 ft antennas, and other equipment listed in this proposal Bill of Materials. • The City operates a standard IP -based network • Work will be performed during regular working hours, not to include work on weekends. • Ground sources are assumed to exist and meet EIA/TIA standards. Connections will be made within fifty (50) feet of the equipment. • AC power is assumed to exist and meet industry standards. • Available 48V DC power and capacity is available on existing DC Plant at each location. • Sites are assumed to exist and that all zoning/permitting has been completed by Customer. • All sites are assumed to have normal road access. • BIG will supply the required ground wire, tie - wraps, electrical tape, power wire, hoist grips and weatherproof kits required for the installation. • As part of this fixed price contract, any materials presented in the BIG Wireless Proposal Response for (RFP) No. 37 -07/08 parts list not used for this installation will not be refunded to the City. • BIG will supply its own tools and test -sets required for the installation. • All wireless equipment shall be installed, aligned and configured as per manufacturer's specifications. • All work not included in Scope of Work will require a change order to be completed. • The contract amount is based on a continuous, uninterrupted work schedule. Unreasonable scheduled delays or non - scheduled delays after mobilization may require a change order. 6.1 CLIENT RESPONSIBILITIES • Customer will provide a contact list to include name, address, phone #, and email. • Customer will provide a list of site location names and addresses. • Customer will provide information regarding prevailing wage, certified payroll, mandatory union workers, and mandatory minority workers per Sales worksheet. • Customer will provide access to all sites during normal business hours at agreed upon installation times. 6.2 EXCLUSIONS • Excludes after hours and overtime work unless otherwise specified. • Excludes prevailing wage rates and union rates unless otherwise specified. • Excludes permitting unless otherwise specified. • Excludes removal of old equipment unless otherwise specified. • BIG is not responsible for possible interference issues surrounding License Free Microwave Equipment. • Excludes Primary and/or Noncontributory Insurance, Builder's Risk Insurance, temporary facilities or utilities, payment or performance bonds. PROPRIETARY AND CONFIDENTIAL Page 15 Miami Beach SOW v3 FINAL By signing below, I affirm that I am authorized to accept this Scope of Work and that I accept the above Scope of Work in its entirety. BIGWIRELESS, CITY OF MIAMI BEACH / By: '. By: ,�,/ Z z / tom ∎ <— Name: John Dolmetsch Print Name: PAM ft• &'Wet Title: President and TO Title: Manor Date: 7/, Z■ // Date: iiinile# -2S -2O// By: ROLd P - Print Name: P-0 OLT PA>zNC -12 Title: City Clerk Date: DA 2s, Zo I/ APPROVED AS TO FORM & LANGUAGE & F'R EXECUTION b _ '. ' 'Jrri/ o FarmRevb.95.0 ?c+ PROPRIETARY AND CONFIDENTIAL Page 16 CUSTOMER NO. JOB NO. 5836 CONTRACT NO. SERVICES AND FEES ADDENDUM WIRELESS LAN / WAN REMOTE MONITORING THIS ADDENDUM is referenced in and incorporated in the Agreement for Services between BIGWireless, LLC ( "BIG ") and City of Miami Beach ( "Client ") dated March 24 2011. All capitalized terms not defined herein shall have the meanings set forth in the Agreement for Services. SERVICES BIG will monitor all devices, as listed below, for potential problems. This is a 24/7 service which is handled from the BIG Datacenter located in York, PA. BIG's Remote Monitoring software will electronically notify the responsible service technician and /or Client of a potential problem. BIG Remote Monitoring Service will monitor the following: ♦ Device on, off, up, down, transmitting, etc. ♦ RSSI signal levels or signal strength values based on a set threshold The Locations and Devices covered by this Agreement are as follows: SITE NAME SITE ADDRESS EQUIPMENT Police Department Prime (PDP) 1100 Washington Ave, Miami Beach Council Towers (CT) 1040 Collins Ave, Miami Beach, Simulcast Site Rebecca Towers (RT) 301 Alton Rd, Miami Beach, Simulcast Receive Only Site New City Hall (NCH) 1700 Convention Center Drive, Miami Beach, Passthrough Repeater Site Tower 41 (T41) 4100 Pine Tree Drive, Miami Beach, Simulcast Site Parkview Point (PVP) 7100 Wayne Ave, Miami Beach, Simulcast Site Client Contacts Client agrees to designate in writing (2) persons to act as Client's contact person with respect to the services to be rendered under this Addendum.. Such persons shall have complete authority to transmit instructions, receive information, interpret and define Client's policies and make decisions with respect to the services to be provided by BIG. Client representative will be contacted in the event of an outage. Client's representatives and contact information are as follows: PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum — Remote Monitoring: Page 1 Formitev64.18 08 CUSTOMER NO. !Undefined Bookmark, CUSTOMERN Primary Contact Secondary Contact Name: Radio System Administrator Telecommunications Manager Email: SSAWICKI @MIAMIBEACHFL.GOV ASosa @miamibeachfl.gov Main number: 786- 295 -8290 305.796.3653 Alternate number: Hours to be 24x7 24x7 contacted: Connectivity Dial -up connectivity for the purpose of monitoring is not acceptable. Configuration and preservation of reliable, high -speed connectivity is the responsibility of the Client. The Client will provide DSL connectivity, with static IP address, configured at the Police Department. BIG can assist with obtaining, configuring and maintaining the connectivity, but those services are not included under this Addendum. BIG can assist with obtaining, configuring and maintaining the connectivity, but those services are not included under this Addendum. Resolution of monitoring issues related to Client connectivity will be charged to Client, unless Client has contracted with BIG for additional services that include such coverage. Any chargeable item must be submitted in writing to the Client and be authorized in writing by the Client according to the Client's procurement processes. Planned Access Interruption BIG reserves the right to schedule planned access interruption for the purpose of maintenance. The Client will be provided with the information required for the Client for the Client to follow their change control process. The Client will be provided with a minimum 7 day notice prior to any planned interruption of services. BIG will use best business practices to minimize the length of interruption, accommodate the schedule of the Client and schedule interruptions outside of normal business operating hours. ADDITIONAL SERVICES Any service or equipment not listed above will be a chargeable item at the current rates charged by BIG unless otherwise specified. Any chargeable item must be submitted in writing to the Client and be authorized in writing by the Client according to the Client's procurement policies and processes. Term This Addendum shall be in effect from [starting date] through [ending date], EARS the "Initial Term." Payment Terms BIG will invoice, in full, all annual Monitoring Fees in advance. Client will submit the ANNUAL payment as listed in the table below within 30 days of date of said invoice. If the Client fails to remit, in full, a valid payment to BIG within 30 days of date of invoice, BIG at its sole discretion, may terminate this Addendum or withhold services until account has been completely settled. If BIG chooses to withhold Services rather than terminate this Addendum as described, the Initial term of this Addendum remains unchanged. Year 1 $ 7,200 Year 2 $ 7,560 Year 3 $ 7,938 PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum — Remote Monitoring: Page 2 Fon: IP ■ ? CUSTOMER NO. !Undefined Bookmark, CUSTOMERN Year 4 $ 8,335 Year 5 $ 8,752 Year 6 $ 9,189 Year 7 $ 9,649 Year 8 $ 10,131 Year 9 $ 10,638 Year 10 $ 11,170 IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, being duly authorized, have executed this Addendum to the Agreement for Services, as of the day and year first above written. BIGWireless, LLC / CITY OF MIAMI BEACH / By: i By: ' AO! _,- !• / 011-77/ I( Bo w8; Nam- �` John Dolmetsch Print Name: Title: President and CTO Title: Mayor Date: i/jAy / Date: ►1'1ffM# - ID /1 By: ( Name: - o P ei2-T P /3- 20 ti CaL Title: City Clerk Date: 1 F zS, 201 I APPROVED AS TO FORM & LANGUAGE & F'N EXECUTION , - z5 - ' ) 111 1, ate PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum — Remote Monitoring: Page 3 CUSTOMER NO. JOB NO. 5836 CONTRACT NO. SERVICES AND FEES ADDENDUM WIRELESS LAN / WAN LEVEL 2: PREVENTIVE MAINTENANCE AND ON -SITE EMERGENCY THIS ADDENDUM is referenced in and incorporated in the Agreement for Services between BIGWireless LLC ("BIG") and City of Miami " 24 lami Beach Client dated March 24 2011. All capitalized terms not defined herein shall have the meanings set forth in the Agreement for Services. SERVICES Preventive Maintenance BIG will provide Preventive Maintenance to Client. Preventive Maintenance is a semi- annual checkup of all wireless equipment, cable, and connectors. These services are performed on point -to -point links between buildings and on towers where point -to -point and multi -point base stations are installed. This will involve a visit to each Location and an inspection of the wireless installation at that site. BIG engineers will perform the following during an inspection: ♦ Document current RSSI signal levels compared to installation baseline ♦ Inspect and replace any damaged weather sealing ♦ Inspect and replace any loose cable termination points ♦ Align the antennae for optimum performance and tighten any mount points On -Site Emergency Service BIG will provide 8:00 AM to 5:00 PM EST Telephone Support and On -Site Emergency Maintenance Support with qualified technicians as described below: BIG will provide 2 -4 hour Telephone Response. In the case of a down radio, BIG will provide 4 -6 hour on -site response, weather and daylight permitting, unless otherwise postponed by Client. BIG will diagnose the source of the problem and repair or replace any non -radio and /or non - antenna parts, as necessary. If, upon inspection by BIG, a radio or antenna is deemed to be damaged, BIG will contact Client with a price for the repair or replacement of said unit. If radio or antenna parts are required to correct maintenance issue, said parts must be replaced by customer -owned spare parts or via parts purchased through BIG or a Manufacturer's Contract. On -Site Emergency Maintenance does not include coverage for incidences considered "Acts of God," "Acts of Vandalism," "Acts of Terrorism," or accidents; either covered or not covered by Client's insurance (or, in this case, self insurance). If Maintenance issue is determined by BIG to be caused by any of these acts, BIG will charge Client, and Client shall pay, for BIG's time and materials, including travel charges. If the failure is due to Client configuration error, BIG will charge Client, and Client shall pay, for BIG's time and materials, including travel charges. This Agreement does not include coverage for failure due to radio frequency interference. PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum —Level 2 Preventive Maintenance & On -site Emergency: Page 1 For:nite�iu 1 . CUSTOMER NO. 0 For support, please call a Service Coordinator directly at (717) 849 -1010 or (877) 508- 9983, Option 3. Non - emergency support is available via email at service aa4service.net. Locations and Prices The Locations and Prices covered by this Agreement are as follows: MICROWAVE RADIO SYSTEM LOCATION SITE NAME SITE ADDRESS EQUIPMENT Police Department Prime (PDP) 1100 Washington Ave, Miami Beach Council Towers (CT) 1040 Collins Ave, Miami Beach, Simulcast Site Rebecca Towers (RT) 301 Alton Rd, Miami Beach, Simulcast Receive Only Site New City Hall (NCH) 1700 Convention Center Drive, Miami Beach, eP Passthrough Repeater g Site Tower 41 (T41) 4100 Pine Tree Drive, Miami Beach, Simulcast Site Parkview Point (PVP) 7100 Wayne Ave, Miami Beach, Simulcast Site Year 1 $ 31,864 Year 2 $ 33,457 Year 3 $ 35,130 Year 4 $ 36,887 Year 5 $ 38,731 Year 6 $ 40,667 Year 7 $ 42,701 Year 8 $ 44,836 Year 9 $ 47,078 Year 10 $ 49,432 Client Contacts Client agrees to designate in writing (2) persons to act as Client's contact person with respect to the services to be rendered under this Agreement. Such persons shall have complete authority to transmit instructions, receive information, interpret and define Client's policies and make decisions with respect to the Services to be provided by BIG. Client representative will be contacted to schedule maintenance and to provide site /building access when service is required. Client's representatives and contact information are as follows: PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum —Level 2 Preventive Maintenance & On -site Emergency: Page 2 CUSTOMER NO. 0 Primary Contact Secondary Contact Name: Radio System Administrator Telecommunications Manager Email: SSAWICKI @MIAMIBEACHFL.GOV ASosa @miamibeachfl.gov Main number: 786- 295 -8290 305- 796 -3653 Alternate number: Hours to be 24x7 24x7 contacted: Planned Access Interruption BIG reserves the right to schedule planned access interruption for the purpose of maintenance. The Client will be provided with a minimum 24 -hour notice prior to any planned interruption of Services. BIG will use best business practices to minimize the length of interruption, accommodate the schedule of the Client and schedule interruptions outside of normal business operating hours. Third Party Vendors Occasionally it may be necessary for a vendor to connect to Client's network for the purpose of troubleshooting hardware problems. BIG will notify the Client to obtain approval if such connection is needed. BIG will not be liable for any damages caused by another vendor. ADDITIONAL SERVICES Any service or equipment not listed above will be a chargeable item at the current rates charged by BIG unless otherwise specified. Term This Addendum shall be in effect from [starting date] through [ending date], 'SEAS the "Initial Term." Maintenance Fees for any Renewal Term will be at the Price quoted at time of renewal. Payment Terms BIG shall invoice all annual Maintenance Fees in advance in accordance with the above Prices. The Client agrees to pay, in full, all Maintenance Fees specified above. If the Client fails to remit, in full, a valid payment to BIG within 30 days of date of invoice, BIG at its sole discretion, may terminate this Addendum or withhold services until the account has been completely settled. If BIG chooses to withhold services until rather than terminate this Addendum as described, the Initial Term of this Addendum remains unchanged. Additional Remedies Client acknowledges that BIG may expend substantial sums of money to purchase equipment and licenses in order to provide the services under this Addendum and that BIG may suffer damages if Client breaches this Addendum, or fails to pay the sums due under this Agreement. Therefore, Client agrees that if this Addendum is breached by Client prior to expiration of the Term, it shall be responsible for payment of any Fees, prorata, accrued and performed by BIG up to the date of termination. PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum —Level 2 Preventive Maintenance & On -site Emergency: Page 3 9 cr:nRe,t.) O }' CUSTOMER NO. 0 IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, being duly authorized, have executed this Addendum to the Agreement for Services, as of the day and year first above written. BIGWIRELESS, LL / CITY OF MIAMI BEACH By: By: /V/ Ar_ A . d- Name: John Dolmetsch Print Name: 114/f-TT! # 66 GUL_ Title: President and TO Title: Mayor Date: 7 q L trC/ Date: i lk A e H 4s >0 d By: 20 1A-A-4 A 1 LQi- Print Name: RA /4 TI /-1 F oWe2 Title: City Clerk Date: kA-1204 2_4-1 /J APPROVED AS TO ' FORM & LANGUAGE & MR EXECUTION dif r sty ` I ate PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum —Level 2 Preventive Maintenance & On -site Emergency: Page 4 FenmRsvfi ` 22.07 CUSTOMER NO. JOB NO. 5836 CONTRACT NO. SERVICES AND FEES ADDENDUM SPARES THIS ADDENDUM is referenced in and incorporated in the Agreement for Services between BIGWireless, LLC ( "BIG ") and City of Miami Beach ( "Client ") dated March 24th, 2011 All capitalized terms not defined herein shall have the meanings set forth in the Agreement for Services. SPARES Required Spares 2 ea ODU 17.7 -19.7 GHz. $ 3,746.25 $ 7,492.50 Universal IFU assembly. Supports both XPAND 1 ea and METRO modes (up to 7 +1). $ 1,034.10 $ 1,034.10 Supervisory unit Evolution Series. Ethernet Mapper for XPAND and METRO Wayside 1 ea supported, requires licence. $ 483.30 $ 483.30 Radio Interface Unit C. Supports rates from 6 1 ea Mb /s to 311 Mb /s. $ 576.45 $ 576.45 1 ea Shelf for two IFUs $ 152.55 $ 152.55 1 ea DXC Frame, including DXC $ 2,212.65 $ 2,212.65 Power and Sync Unit for DXC frame. Dual Power 1 ea feed $ 360.45 $ 360.45 1 ea 16xT1 Interface unit $ 363.15 $ 363.15 4FE/1GBE (TX) + 1GBE (SFP) interface unit. QoS 1 ea at higer rates supported $ 1,877.85 $ 1,877.85 1 ea DXC Unit $ 1,248.75 $ 1,248.75 Alarm and Control Unit, 8 alarm inputs, 4 relay 1 ea outputs, 7 analogue inputs. $ 274.05 $ 274.05 2 ea Transceiver 10.7 -11.7 GHz, High Power. $ 7,231.95 $ 14,463.90 1 ea APC1500 RM -UPS $ 750.21 $ 750.21 2 ea Power Supply $ 250.09 $ 500.18 Spares Total $ 31,790.09 Term This Agreement shall be in effect from March 24 2011 plus 120 days. Pricing for listed parts above will not be in effect after the term of this Addendum. Payment Terms BIG will invoice, in full, amounts listed above within 30 days of date of received equipment. Payment of invoice is NET 30. PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum — Spares: Page 1 For Rev04.tF CUSTOMER NO. 0 IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, being duly authorized, have executed this Addendum to the Agreement for Services, as of the day and year first above written. BIGWIREL LLC CITY OF MIAMI BE • / By: By; in • • f■ Name: John Dolmetsch Print Name: Ng . Ti lie rr -t f a' Bo we r Title: President a d CTO Title: Mayor Date: y 2I A -77 Date: 3/a 51// By: To 6,,,, Pic_ Print Name: e-0 Bea r ma ih Title: ity CI f rk Date: 3;0 57 // APPROVED AS TO FORM & LANGUAGE a FOR EXECUTION i ,if ,i I F' ttome i D e 1 PROPRIETARY AND CONFIDENTIAL Services and Fees Addendum — Spares: Page 2