Loading...
2017-129 FLORIDA LAMBDARAIL AFFILIATE CONNECTION AGREEMENT THIS AFFILIATE CONNECTION AGREEMENT(hereinafter referred to as the"Agreement")is made and entered into by and between FLORIDA LAM BDARAIL,LLC a Florida limited liability company(hereinafter referred to as"FLR"),and the CITY OF CLERMONT.FLORIDA,a municipal corporation organized and existing under the laws of the State of Florida(hereinafter referred to as "Affiliate"),effective as of last date signed. RECITALS A. FLR has constructed a high-bandwidth optical network (hereinafter referred to as the "Network") to link Florida's research institutions and provide a network to support large-scale research, education outreach,public/private partnerships and information technology infrastructure. B. Affiliate desires to connect to the Network and obtain the Network Services(as defined hereinbelow)as an Affiliate participant of FLR,and FLR has agreed to furnish such connection and Network Services to Affiliate as an Affiliate participant,on the terms and subject to the conditions hereinafter set forth. NOW,THEREFORE, the parties hereto set forth their mutual understandings and agreement as follows: 1. Approval of Affiliate. By its execution hereof,FLR acknowledges and agrees that Affiliate has been approved by the Board of Directors of FLR as an Affiliate participant of FLR. 2. Term of Agreement. Unless sooner terminated as provided hereinbelow,the term of this Agreement and Affiliate's status as an Affiliate participant of FLR shall be for a period of four(4)years. The terms of this Agreement may be extended for successive extension terms of one(1)year each as long as Affiliate is not in default under this Agreement either at the time of exercise or at the time the extended term commences. Affiliate shall exercise such option by delivering written notification thereof to FLR at least thirty(30)days prior to the expiration of the term,as the same may have been previously extended. During any such extension term either party may give written notice During any such extension term either party may give written notice of termination of this Agreement as provided for in paragraph 15 hereinbelow. 3. Connection to Network; Network Services. FLR agrees to provide Affiliate with a connection to the Network and to provide Affiliate with the following service(herein referred to as the "Network Services"): (a) access to national research networks(e.g.,lnternet2); (b) provisioning of virtual private networks(VPNs)to enable remote access and private data communications over the state-wide infrastructure; (c) peering with other participants in the Network;and (d) access to commercial Internet services. 4. Connection Locations.FLR will provide Affiliate a connection to the network at the FLR Connection Points(as defined hereinbelow)identified in Exhibit"A",attached hereto and made a part hereof. Affiliate shall have one(1)year after the Effective Date to establish the connection provided for hereinabove at the location identified in Exhibit"A". In the event the connection provided for hereinabove has not been established on or before one (1) year after the Effective Date, then this Agreement shall automatically terminate and the parties shall be released from any further liabilities or obligations hereunder. In order to establish any connection after the termination of this Agreement pursuant to the preceding sentence,Affiliate shall be required to enter a new Connection Agreement with FLR. 5. Network Management. Once the connection is established, Affiliate agrees to exercise normal prudent network management and implement normal prudent controls so as to ensure FLR's production services are not disrupted. The failure of Affiliate to exercise normal prudent network management and implement normal prudent controls so as to ensure FLR's production services are not interrupted shall constitute a default on the part of Affiliate under this Agreement. City of Clermont Florida Connection Agreement(1G w/50M) Page I of 13 September 29,2017 6. Affiliate Responsibilities. Affiliate shall be responsible for all financial,contractual and physical arrangements related to establishing and maintaining its connections to the Network, including without limitation furnishing its own router and interface hardware and local loops. Affiliate shall also be responsible for complying in every respect with the responsibilities set forth in the FLR Service Level Understanding(SLU)attached hereto as Exhibit"B"and made a part hereof. 7. Charges for Connection to Network and Network Services. The charges described hereinbelow for connection to the Network and the Network Services shall be based upon the FLR price schedule applicable to Affiliate participants as approved by the Board of Directors of FLR from time to time. Affiliate acknowledges and agrees that such price schedule will be periodically reviewed and adjusted by the Board of Directors of FLR.Notice of changes shall be provided in writing to Affiliate at least sixty (60)days prior to the effective date of the change;provided,however,that(i)such change shall only be effective at the start of the fiscal year of FLR,and(ii)changes shall occur not more than once per year. Affiliate covenants and agrees to pay the following charges and fees for connection to the Network and the Network Services: (a) Non-Recurring Costs. Affiliate shall pay to FLR nonrefundable, nonrecurring Installation and Implementation Fees as set forth in Exhibit"C". These fees shall be due immediately upon the Affiliate's connection to the network. (b) Recurring Costs. Affiliate shall pay to FLR an annual recurring services fee (hereinafter referred to as the"Services Fee")for FLR services,which are integrated,into a single package as set forth in Exhibit "C". These services include use of the FLR Ethernet-based IP transport facility, access to the commercial Internet, and network connectivity and support functions required to maintain the Affiliate's connection to the FLR infrastructure for each connection location identified in Exhibit"A". This Services Fee is effective the date the Affiliate initiates use of the FLR services and shall be due and payable in advance on a quarterly basis. Advanced annual payments are also acceptable. Additional or decreased services may be requested at any time utilizing the FLR "S- Ticket" as set forth in the FLR Service Level Understanding (SLU) attached hereto as Exhibit"B",and shall be based upon current prices.For any decrease in service,Affiliate must give not less than thirty(30)days prior written notice for a stated time period;and (ii)Affiliate is not in default under this Agreement at the time the requested time period commences. Access to the commercial Internet is based upon an initial bandwidth commitment. Excess usage over the bandwidth commitment,if not corrected within 90 days following written notification thereof,shall incur cost for any use in excess of 110%of the bandwidth commitment and shall be based on the FLR current standard rate per megabit. Excessive usage shall be calculated on a 95th percentile confidence interval(CI) based on 5-minute averages(monthly usage divided into 5-minute intervals). The top 5%of these intervals shall be discarded and the next highest interval, inbound or outbound shall be used as the Affiliate's total bandwidth usage for the month. Billing for the excess bandwidth usage shall be included in the quarterly invoice of recurring costs. Based upon the current price schedule applicable to Affiliate participants of FLR, the amounts due hereunder for the above-described charges and fees,subject to adjustment by the Board of Directors of FLR from time to time as provided for hereinabove,shall be as set forth in Exhibit"C",attached hereto and made a part hereof. 8. Status as Affiliate. Affiliate acknowledges and agrees that Affiliate's status as an Affiliate participant of FLR(a)does not create any equity interest in FLR,(b)does not bestow any voting rights upon Affiliate,and(c)does not permit Affiliate to resell FLR Network Services without the written consent of the Board of Directors of FLR,which consent may be withheld in FLR's sole and complete discretion. The Affiliate shall solely be entitled to connect to the Network pursuant to the terms and conditions of this Agreement. City of Clermont Florida Connection Agreement(1G w/50M) Page 2 of 13 September 29,2017 9. Resale of FLR Services. Affiliate shall not resell FLR Network services in any manner not approved of in this Agreement or without the written consent of the Board of Directors of FLR,which consent may be withheld in FLR's sole and complete discretion. 10. General.Capacity on the Network(hereinafter referred to as"Capacity")shall be provided and maintained through FLR in accordance with FLR's then-current technical specifications. In order to protect the technical integrity of the network,FLR has the right to limit the manner by which any portion of the Network is used. FLR reserves the right to reject for any reason any request for Capacity. Capacity is offered subject to the availability of facilities and the submission of accurate information by Affiliate. FLR shall have priority over all other users with respect to use of the Capacity. The Network shall at all times remain the property of FLR. Affiliate shall not take any action or inaction that imposes any encumbrance on the Network or use the Capacity in an unlawful manner or in a way that interferes with FLR's or a third party's use of Capacity or the Network,including any transmission or the content thereof that violates any copyright or export control laws or that are libelous,slanderous or an invasion of privacy. Unless otherwise expressly agreed to in writing by the parties,all connections to the Network for the Capacity shall be made to designated equipment racks at points of presence identified by FLR for the connection locations designated in paragraph 4 herein above and all of the costs of accessing and interconnecting with the FLR connection points shall be borne by the Affiliate. Affiliate understands,acknowledges and agrees that the Capacity is unprotected and is therefore subject to defects,failures and interruptions. Nothing in this Agreement shall prevent FLR from taking such actions as are necessary to repair and maintain the Network upon reasonable notice thereof and without any liability therefor. THE CAPACITY PROVIDED HEREUNDER IS PROVIDED "AS IS" WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND,EITHER EXPRESS,IMPLIED,STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, ANY WARRANTY WITH RESPECT TO MERCHANTABILITY, NON-INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE. 11. Force Majeure. Neither party shall be in default if any failure to perform is caused by anything beyond the control of such party. 12. Liability. FLR shall use commercially reasonable efforts to deliver the Capacity by the requested due date,but FLR's failure to do so shall not be a default under this Agreement and FLR shall not be liable to Affiliate or any third party for any damages related thereto. NEITHER PARTY SHALL BE LIABLE OR RESPONSIBLE FOR INDIRECT, SPECIAL, INCIDENTAL,PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED AS A RESULT OF THIS AGREEMENT. IN ADDITION, ANY THIRD PARTY PROVIDER OF SERVICES OR FACILITIES EMPLOYED BY FLR TO PROVIDE THE CAPACITY SHALL NOT BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED AS AN INDIRECT OR DIRECT RESULT IN CONNECTION WITH OR BASED UPON ALLEGED DEFECTS, FAILURES OR INTERRUPTIONS IN OR OTHERWISE RELATING TO THE SERVICES OR FACILITIES OF THE PROVIDER EXCEPT TO THE EXTENT SUCH DAMAGES ARISE FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE PROVIDER. Subject to the limitation of Section 768.28,Florida Statutes, Affiliate shall be responsible for any costs incurred by FLR,or any damage to or loss of any of FLR's facilities,arising out of the acts or omissions of Affiliate inconsistent with permitted use in accordance with this agreement. 13. Payment. Unless other payment terms are specified in this Agreement,charges hereunder shall be paid 30 days after receipt of the invoice for such charges. In addition to the charges set forth herein and except for income or gross receipts taxes, Affiliate shall pay any fees lawfully imposed by any governmental or quasi-governmental body in connection with the provision of the Capacity,as well as any additional costs that FLR reasonably incurs as an indirect or direct result of this Agreement,not to exceed on an annual basis five percent (5%) of the charges and payments due for the applicable year as specified City of Clermont Florida Connection Agreement(10 w/50M) Page 3 of 13 September 29,2017 hereinabove. If Affiliate in good faith disputes any portion of a charge,Affiliate shall provide written notice to FLR of the billing dispute within 30 days thereafter. 14. Assignment. Neither party may assign this Agreement or any of the Capacity without the prior written consent of the other party. 15. Termination of Service. Affiliate shall have the right to terminate this Agreement prior to the expiration of the term hereof in the event it determines it will be unable to make the payments due hereunder by delivering thirty(30)days prior written notice thereof to FLR. FLR may suspend or terminate, in whole or in part,the Capacity or this Agreement without any liability therefor(a)in the event that Affiliate fails to make payment hereunder if such failure is not corrected by Affiliate within 30 days following written notification thereof;(b)for any other material breach by Affiliate if such breach is not corrected by Affiliate within 30 days following written notification thereof;(c)for any use of the Capacity by Affiliate which FLR determines to be harmful to the Network or other users of the Network or violates any law or regulation;or (d)in the event any law,rule,regulation or judgment of any court or governmental or quasi-governmental agency prevents FLR from providing the Capacity or any portion thereof. Termination or suspension by FLR or early termination by Affiliate shall not relieve Affiliate of liability incurred prior to such termination or suspension. Affiliate may terminate this Agreement with respect to FLR Network services without liability therefor in the event a material breach by FLR in the performance of its obligations hereunder is not cured by FLR within 30 days following written notification thereof. Affiliate may terminate this Agreement for any reason upon providing FLR with ninety(90)days prior written notice of cancellation(except for the reason of inability to pay,which shall require thirty(30)days notice as provided for hereinabove). FLR shall make no further commitments hereunder. Affiliate shall be liable to FLR for the cost of all authorized services provided and work completed prior to date of termination. As provided in subparagraph 7(a)hereinabove, in the event this Agreement is terminated by Affiliate without cause(whether by reason of inability to pay or otherwise)pursuant to this paragraph 15 prior to the full payment of the Installation Fee,the balance of the Installation Fee(as defined in subparagraph 7(a)hereinabove) not paid prior to the termination shall be due and payable on the date of termination. 16. Parties Responsibilities. Each party shall be responsible for its own acts,omissions,and the results thereof,as provided in and subject to the limitations stated herein. 17. Nondisclosure. Unless otherwise required by law,neither FLR nor Affiliate shall disclose to third parties the rates and fees due hereunder,or any information that is identified as confidential by one of the parties hereto(hereinafter referred to as the"Disclosing Party"),without the prior,written consent of the Disclosing Party. For the purposes of this Agreement, the information disclosed hereunder by the Disclosing Party to the other party hereto(hereinafter referred to as the"Receiving Party")will not be treated as confidential if it(a)is or becomes public knowledge without the fault or action of the Receiving Party,(b) is received by the Receiving Party from a third party,(c)is independently developed by the Receiving Party without access to the information hereunder, (d) is or becomes available to the Receiving Party on an unrestricted basis from the Disclosing Party,or(e) is required to be disclosed by law or court order. The obligation of each party receiving confidential information shall extend for the term of this Agreement as stated above. 18. Compliance with Laws and Regulations. In performing their obligations under this Agreement, the parties shall abide by all laws, statutes, ordinances, rules and regulations pertaining to or regulating the performance required by this Agreement. Any violation of such laws, statutes,ordinances, rules or regulations shall constitute a material breach of this Agreement and shall entitle the non-violating party to terminate this Agreement immediately upon delivery of written notice of termination to the violating party,provided that a written notice of violation and a reasonable opportunity to cure has been first given. 19. Notices. Services provided to and through Affiliate by FLR will require Affiliate's Internet technology staff to interface with FLR.Affiliate and FLR will advise each other from time to time of the members of their Internet technology staff, together with appropriate contact information, in connection with any technical or network administration issue.Contact information for service interruption City of Clermont Florida Connection Agreement(1G w/50M) Page 4 of 13 September 29,2017 and technical assistance is provided for in Exhibit"B". Any notices or other communications related to matters other than technical matters, network administration and service interruptions which may be required or desired to be given under the terms of this Agreement shall be in writing and shall be deemed to have been duly given if personally delivered,delivered by a nationally recognized courier service(such as Federal Express or UPS)or if mailed by United States certified mail,return receipt requested,postage prepaid,addressed to the respective party at the addresses set forth below: To Affiliate: City of Clermont Florida 685 W.Montrose St. Clermont,Florida 34711 With a copy to: To FLR: Florida LambdaRail,LLC 1607 Village Square Blvd.,Suite 4 Tallahassee.Florida 32309 Attn:Chief Executive Officer With a copy to: Dean Mead et al. 8240 Devereux Drive,Suite 100 Viera,Florida 32940 Attn:R.Mason Blake,Esq Any notice so given,delivered or made by mail shall be deemed to have been duly given,delivered or made on the date the same is deposited in the United States mail in the manner specified hereinabove. Any notice which is not given, delivered or made by United States mail in the manner specified above shall be deemed to have been duly given,delivered or made upon actual receipt of the some by the party to whom the same is to be given,delivered or made.Either party may change the address to which notices are to be sent to such party by written notice to the other party specifying such change of address. 20. Miscellaneous. As used herein,the term"Effective Date"shall be the date on which the last one of FLR and Affiliate have signed this Agreement and communicated the same to the other party. If this Agreement is not accepted and executed by Affiliate on or before December 31.2017 this Agreement shall thereupon be null,void,and of no further force or effect. This Agreement or any provision hereof may be amended or waived only by written agreement signed by both parties. This writing constitutes the entire agreement between the parties and supersedes and merges all prior oral or written agreements, representations, statements,proposals and undertakings between the parties regarding the subject matter hereof. Nothing contained herein shall be construed to imply a partnership,joint venture,principal and agent or employer and employee relationship between the parties. Except as set forth in Section 10 above with regard to the provider of the facilities employed by FLR to provide the Capacity, no provision in this Agreement shall provide to any person not a party to this Agreement any remedy,claim or cause of action,or create any third-party beneficiary rights against either party. In the event that any one or more of the provisions in this Agreement shall for any reason be held to have no force and effect,this Agreement shall,if possible,be interpreted in a manner so as to effectuate the intention of the parties. Provisions contained in this Agreement that,by their sense and context,are intended to survive the suspension or termination of this Agreement, shall so survive. All disputes related to this Agreement shall in the first instance be referred to the appropriate executives of each party for resolution. Should further resolution be necessary such proceedings shall take place in a court of competent jurisdiction City of Clermont Florida Connection Agreement(1G w/50M) Page 5 of 13 September 29,2017 in Leon County,Florida. This Agreement is the subject of negotiation between the parties and should not be interpreted more favorably toward one party over the other. In recognition of their agreements hereunder,the parties have executed this Agreement as of the date first above written. FLORIDA LAMBDARAIL,LLC,a Florida 1imliabilit��pan ApprovedR. s toB form andq legality By R.Mason Blake,Esq. General Counsel for FLR By: Jos-.h r:. Chi xecutive Officer Address: 1607 Village Square Blvd.,Suite 4 Tallahassee,Florida,32309 E-Mail Address:JJonoseph.Lazor@flrnet.org Date: ) • �I^+ CITY OF CLERMONT.FLORIDA a municipal corporation organized and ex'st' under the laws of the State of Florida By: ./16 Address: (o `. . I ttyn- S tteGt- C(,e�`r rk.eh� �L I 3 J.JI E-Mail Address: I1 reLI C,('e r►'we rc(,Or3 Date: 16 I L2 • City of Clermont Florida Connection Agreement(1G w/50M) Page 6 of 13 September 29,2017 EXHIBIT A CONNECTION LOCATION FLR AFFILIATE CONNECTION AGREEMENT CITY OF CLERMONT,FLORIDA I Gbps NETWORK CONNECTION—50 Mbps—R&E/INTERNET SERVICES Affiliate Connection Location FLR Connection Point Approx.Date of Connection 3600 S Highway 27 380 Lake Destiny Drive Clermont,Florida 34711 Orlando,FL City of Clermont Florida Connection Agreement(1G w/50M)—Exhibit A Page 7 of 13 September 29,2017 EXHIBIT B iN\\I11//7�JI► IF lim. lill E- 1110111\ Iir „ii1Wo, Florida LambdaRail Florida's Research and Education Network Revised: 07/25/2017 City of Clermont Florida Connection Agreement(1G w/200M)—Exhibit B Page 8 of 13 September 29,2017 EXHIBIT B Florida LambdaRail, LLC Service Level Understanding(SLU) Purpose: The purpose for this document is to describe the targeted availability goal, problem resolution and problem recovery response for the FLR services offered to its participants.All times listed are in accordance with Affiliate's local time. I.FLR Services-FLRNet,FLR Waves w/Availability Design Goals. A.FLRNet Service(Internet,Internet2,Peering,L2/3 VPN)-Availability design goal is five 9's(99.999%) FLR Internet service is provided by FLR contract with three(3)Tierl Internet Service Providers (ISPs),each with their own redundant connection to FLRNet.A redundant path for enhanced access to Internet2(12)is provided via a 10GE 12 interface to Houston,and will soon be provided via a shared 100G to Atlanta with SoX. Each FLRNet CISCO ASR 9000 core site backbone is dual connected to other FLRNet core router sites to protect against single wave failures.The ASR9000 utilized include redundant route processor and power supplies.In other words,the FLRNet is redundant outside of a full router outage. Note:FLR recommends that participants connect to FLRNet services with both Primary and Secondary connections to protect against a single local access failure.The 5 9's availability design goal requires members be multi-homed. Latency:As measured by FLR performance measurement nodes,the maximum average end to end latency shall not exceed 40ms between any two FLR nodes. Problem analysis:The FLR Engineering team is dispatched immediately upon report of problem from the user community or the FLR Network Management System(NMS). Problem resolution: Problem resolution goal for FLRNet is six (6) hours or less after problem analysis.Problem resolution of Internet2 or Internet will depend on upstream providers'response. Problem response may depend on Members local loop provider. Equipment that supports the FLRNet, (Cisco ASR9000) is under Smartnet contract with Cisco. Contract response for the ASR9000 is 24/7 by four(4) hours on-site. The backbone of FLRNet utilizes FLRWave service. B. FLRWave Services -Gigabit Ethernet(GE), lOGE, 100GE - Availability design goal of FLRWave services is up to four nines(99.99%) Note: Individual point to point waves across FLR are designed to have two 9's of availability (99%).This includes equipment failure and typical number of fiber cuts per year.Redundant waves will have 4 9's of availability(99.99%). Waves that extend outside Florida utilizing 12 may only expect two (2) 9's availability. If your application requires a higher level of availability, an additional wave can be provided via alternate physical path at additional cost. Problem analysis:The FLR Engineering team is dispatched immediately upon notification of an outage by its NMS systems or by the participant. City of Clermont Florida Connection Agreement(1G w/200M)—Exhibit B Page 9 of 13 September 29,2017 EXHIBIT B Florida LambdaRail,LLC Service Level Understanding(SLU) Problem Resolution: Repair is next business day pending Cisco delivery of non-common components.24/7/4 Smartnet services can be obtained at the request of the customer at additional cost. Equipment that supports the FLRWave service (Cisco NCS2006) is under a Cisco Smartnet contract 8/5 NBD (next business day.) The FLR Network Operations Center (NOC) has spare hardware for the common parts that make up an FLRWave. The common parts can be delivered on-site to anywhere in the state in six(6)hours for total node failure barring natural disaster(e.g. Hurricane).Cisco Smartnet service contract requires that we place order for replacement part prior to 3PM EST for next business day delivery. II. Service Requests: Requesting additional Internet bandwidth or updating any of the FLRNet suite of services is done via the web S-Ticket system. Internet2 service can typically be enabled within a week depending on the response of the Internet2 NOC. Internet service will be enabled within a week if the total FLR Internet utilization is within eighty percent(80%)of capacity otherwise FLR will provide the requested capacity within fourteen (14)business days. III. Change Management: FLR performs and schedules maintenance over standing change windows.Typical work takes place either Saturday or Sunday morning 5AM-8AM,ET.Extensive changes such as equipment swaps or rebuilds may take place any week day from 11PM-5AM ET. Emergency maintenance may occur anytime. All changes are reviewed and tracked in a change management tracking system.The standard maintenance notification interval is 2 weeks,but may be shortened due to vendor communication or other outside forces. IV.FLR Network Operation Center(NOC): The FLR NOC is staffed for continuous,24x365 monitoring of the state of the optical network,and coordinates restoration of any failures that may surface during the operation of the network. The NOC networking services also include: coordination,communications and control between and among the FLR participants,vendors and other upstream service providers. Continuity of Operations: The FLR NOC is hosted at the University of Florida. Should the NOC become unavailable due to circumstances outside its control the FLR network design facilitates management(rapid NOC relocation)at any of the other FLRNet core sites and additional Optical sites designed for disaster recovery response. V.FLR Participants'Responsibilities A.Provides end-user support and local problem diagnosis and resolution: Using detailed tools provided to local engineering staff(if applicable)by the FLR NOC,the local staff should perform the first level of troubleshooting of any end-user problems. If the problem is not local to the participant,the FLR NOC will be contacted to report a problem and begin the next level of troubleshooting. If the problem is determined to be at another FLR participant's site, staff from that facility will work with the FLR NOC to diagnose and resolve the problem. City of Clermont Florida Connection Agreement(IG w/200M)—Exhibit B Page 10 of 13 September 29,2017 EXHIBIT B Florida LambdaRail,LLC Service Level Understanding(SLU) VI.FLR NOC Contact via the Web,Telephone and email: Real-Time network information:http://eng.noc.flrnet.org(authentication required) WEB S-Ticket System(preferred):http://noc.flmet.org/sticket Phone:352.294.FLR1 (3571) Email: noc( flmet.org Please do not use email to report after hours outages.The S-Ticket system or a call to the NOC are the recommended paths. FLR Service Ticket("S-Ticket") The FLR "S-Ticket" is the one stop system for reporting problems, requesting net service, or a change in existing service.Once you submit a ticket,you will receive confirmation and progress emails. Problem Escalation Contacts: FLR Dispatch-noc@flrnet.org Chief Network Architect,Chris Griffin-cgriffm@flrnet.org FLR COO,Lance Taylor-lance.taylor@flrnet.org FLR CEO,Joseph Lazor-Joseph.Lazor@flmet.org City of Clermont Florida Connection Agreement(IG w/200M)—Exhibit B Page 11 of 13 September 29,2017 EXHIBIT C FEES AND CHARGES FOR NETWORK CONNECTIVITY AND SERVICES FLR AFFILIATE CONNECTION AGREEMENT CITY OF CLERMONT,FLORIDA 1 Gbps NETWORK CONNECTION—50 Mbps—R&E/INTERNET SERVICES p Cost'—City of Clermont Florida Year 1 Year 2,3&4 4-Yr Total Non-Recurring Cost4 $ 10,300 $ 10,300 $ 0 $ 10,300 Recurring Costs $x:84 $20,484 $ 20,484 $ 81,936 Total Fees and Charges $30,784 ar $ 30,784 I $ 20,484 $ 92.236 Quarterly Quarterly Payment Schedule Payments Payments (Year 1) (Year 2,3&4) 1st Payment $ 15,421 $ 5,121 2nd Payment $ 5,121 $ 5,121 3rd Payment $ 5,121 $ 5,121 4th Payment $ 5,121 $ 5,121 Annual Total $ 30,784 $ 20.484 **Notes: 1. The above costs are based upon FLR Affiliate prices approved by the FLR Board of Directors. These prices are reviewed periodically and the fees and charges are subject to adjustments as needed from time to time by the Board of Directors. Notice of changes shall be provided in writing to Affiliate at least sixty(60)days prior to the effective date of the change; provided,however,that(i)such change shall only be effective at the start of the fiscal year of FLR,and(ii)changes shall occur not more than once per year. 2. Affiliate shall gain access to the FLR network via a connection to the FLR point of presence in Orlando/Maitland,FL obtained thru a provider of their choice as agreed upon in a separate agreement with that provider. The cost to establish this connection shall be negotiated and established under a separate contract between Affiliate and the provider and is not included in the fees and charges listed above. 3. Affiliate is responsible for all of their cost incurred for establishing and maintaining a connection to the network. Affiliate's cost to establish this connection is not included in the cost listed above. 4. The non-recurring costs consist of non-refundable FLR Installation and Implementation Fees due immediately upon Affiliate's connection to the network. The Installation Fee is $10,000 and the Implementation Fee is $300 for the first connection. There shall be an additional Installation Fee of $2,500 and Implementation Fee of$300 for each additional direct connection when used for purposes other than failover. 5. The recurring costs consist of several FLR services integrated into a single package. These services include network connectivity(port charges,cross connect fee)and support functions required to maintain Affiliate's connection to the FLR infrastructure, use (up to 1 Gbps) of the FLR Ethernet-based IP transport facility, and access (50 Mbps) to the commercial Internet. This cost is due and payable in advance on a quarterly basis and is effective the date Affiliate initiates use of the FLR services. Annual City of Clermont Florida Connection Agreement(1G w/200M)—Exhibit C Page 12 of 13 September 29,2017 EXHIBIT C FEES AND CHARGES FOR NETWORK CONNECTIVITY AND SERVICES FLR AFFILIATE CONNECTION AGREEMENT CITY OF CLERMONT,FLORIDA 1 Gbps NETWORK CONNECTION-50 Mbps-R&E/INTERNET SERVICES advance payments are also accepted. Additional or decreased services may be requested at any time utilizing the FLR"S-Ticket"as set forth in the FLR Service Level Understanding(SLU)and shall be based upon current prices. For any decrease in service, Affiliate must give not less than thirty(30) days prior written notice for a stated time period; and (ii) Affiliate is not in default at the time the requested time period commences. 6. Affiliate shall have a full dedicated one (1) GE Ethernet IP Transport. The maximum IP transport bandwidth shall be via a 1GE port connection. 7. FLR participants obtaining Internet services are provided settlement-free peering exchange of traffic between FLR and commercial Internet peering partners. Access to the commercial Internet is based upon a Committed Data Rate(CDR)and includes settlement free peers at no additional cost. Affiliate has requested an initial CDR of 50 Mbps per month. FLR has agreed to provide Affiliate one Class C (/24)IPv4 address block at no additional cost. Affiliate is encouraged to implement inbound and outbound rate limits to protect against inbound overuse and high bit rate outbound denial of service. If excess usage over the CDR is not corrected within 90 days following written notification thereof, Affiliate shall be charged $6 per megabit for any use in excess of 110%of the bandwidth commitment.Excessive usage over the bandwidth commitment shall be calculated on a 95th percentile confidence interval(CI)based on 5-minute averages(monthly usage divided into 5-minute intervals).The top 5%of these intervals shall be discarded and the next highest interval,inbound or outbound shall be used as the Affiliate's total bandwidth usage for the month.Billing for the excess bandwidth usage shall be included in the quarterly invoice of recurring costs. 8. For amounts of commercial Internet bandwidth of 100 Mbps or less, a corresponding amount of bandwidth to access resources on the Internet2 network,including the United States Unified Community Anchor Network(USUCAN), will be made available at no additional cost to Affiliate. The Internet2 USUCAN mission is to identify, nurture, and implement national advanced network and application programs that enable community anchor institutions (CAIs) to better serve their communities. CAI sectors include health institutions, public safety, community colleges, schools, community centers, libraries, museums,and other public access points that can benefit from advanced broadband Internet services(http://www.internet2.edu/vision-initiatives/initiatives/us-ucan/). Affiliate shall have access up to 100 Mbps. In order to take advantage of access to the Internet2 network,Affiliate must either be an Internet2 member or an Internet2 sponsored participant. Sponsorship of Affiliate shall be provided by FLR at no additional costs to the Affiliate. Additional access to the Internet2 network may be requested at any time and shall be based upon the current price schedule,which is a 4-unit cost model. Internet2 access above 100 Mbps up to 250 Mbps is equivalent to 1 unit;above 250 Mbps up to 500 Mbps is equivalent to 2 units;above 500 Mbps up to 750 Mbps is equivalent to 3 units; 750 Mbps up to 1 Gbps is equivalent to 4 units. Affiliate shall be charged$9,377 per unit due and payable in advance on an annual basis. City of Clermont Florida Connection Agreement(1G w/200M)—Exhibit C I'a r H of I September 29,2017