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2019-032 20190287 Cogent Communications
Network Services Terms & Conditions North America (Ver.3 - 07116) ® Cogent Communications, inc. 2016 Confidential NETWORK SERVICES C*9 TERMS & CONDITIONS NORTH AMERICA 1. SERVICES AND TERM. customers; or (b) Customer's account is unpaid sixty (60) days after date of I.I. Pursuant to the CSA, Cogent wilt provide the Services to Customer for invoice; or (c) COGENT facilities at Customer's location are unavailable, the Service charges. Customer's signature on the Order Form constitutes its (i.e., no connectivity and building access). acknowledgement and agreement to be bound by the CSA. Capitalized terms 4.2. Either Party may terminate the CSA: (a) at the end of an Initial Term or are defined at the end of these Terms. at the end of a Renewal Perm by providing the other Party with at least thirty 1.2. Each Service's Initial Term is indicated on the applicable Order Form (30) days prior written notice (notices provided during a monthly Renewal Term will not be effective until the end of the next month (i.e., notice and the Initial Term will begin as of the Service Date. Customer will be deemed to have accepted the Service as of the Service Date. At the end of received April 20th is effective June 1st); or (b) except as otherwise stated the Initial Terri, each Service ordered hereunder will renew for successive herein, during an Initial Term or Renewal Term if the other Party breaches Renewal Terms equal in length to the Initial Term unless and until terminated any material term or condition of this CSA and fails to cure such breach as provided herein. within thirty (30) days after receipt of written notice of the same. All termination notices by Customer must be sent separately for each Service 1.3. Each Service will be provided to the Service Location specified on the (including terminating one Service location after a Service is switched to a Order Form only. Any relocation of a Service shall bean amendment of such new Service location) and must be sent to temis@cogenteo.com. Service requiring the consent of both Parties. Customer may order additional Services or locations in North America through additional 6rder Forms. 4.3. If a Service is terminated prior to the Service Date, Customer shall pay which will be governed by this CSA. Customer's account must be current in COGENT for all Initial Casts for such Service. If the Service is terminated order to make changes to Services or order additional Services. after the Service Date, Customer shall pay COGENT (a) for the Service up through the date of termination; and (b) except in the case of termination by 2. - SERVICE CHARGES AND BILLING. Customer as provided in Section 4.2 above, or by COGENT due to loss of 2.1. Service charges are on the Order Form and do not include applicable connectivity or building access at Customer's building(s) under Taxes unless so indicated. New services, upgrades of existing Services or Section 4.1(c) above, the Initial Costs (unless already paid) and the relocations of an existing Service will result in additional Pecs and/or charges. Termination Charge. Customer acknowledges that because actual damages If a prior Service location remains installed after a new Service location is to COGENT caused by early termination of a Service order are uncertain and installed, Customer will be responsible for Service charges for both Service would be difficult to determine, the Termination Charge is a reasonable locations until terminated as provided for each Service. liquidated damage and is not a penalty. Any reconnections of the Service 2.2. Invoices are sent monthly in advance. Customer agrees to pay all shall result in additional reconnection charges to Customer at COGENT's charges and applicable Taxes for the Service within thirty (30) days of the then-prevailing rates. invoice date without counterclaim, set-off or deduction. A late charge shall 4.4. If Customer defaults in any of its payment obligations under the CSA, be added to Customer's past due balance of the lesser of 1.5% per month or Customer agrees to pay COGENT's reasonable expenses, including but not the maximum legal rate. COGENT may change the specifications, Terms or limited to legal and collection agency fees, incurred by COGENT in charges for the Service for any upcoming Renewal Term by providing enforcing its rights. Customer at least sixty (60) days advance written notice. Customer agrees 5. DISCLALNIER OF WARRANTY AND LIMITATION OF LLABtLITY. that its obligation to pay service charges and Taxes under this CSA shall survive the termination of the CSA. 5.1.. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH HEREIN OR IN THE SLA, THE SERVICES ARE PROVIDED "AS IS," AND NEITHER COGENT NOR ANY OF ITS 2.3. Customers claiming tax exemption must provide COGENT with a PROVIDERS, LICENSORS, OFFICERS, EMPLOYEES, OR AGENTS MAKES ANY properly executed exemption form. WARRANTY, CONDITION OR GUARANTEE WITH RESPECT TO THE SERV ICES OR 3. SERVICE USE AND INTERRUPTION. AS TO THE RESULTS TO BE OBTAINED FROM THE USE OF THE SERVICES, UNDER 3.1. Customer's use of COGENT's Services or Network may only be for THIS CSA OR OTHERWISE. THE SERVICES ARE PURCHASED WITH KNOWLEDGE lawful purposes and must comply with COGENT's AUP. Transmission of OF THIS WARRANTY LIMITATION. COGENT EXPRESSLY DISCLAIMS ALL OTHER any material in violation of any law, regulation or the AUP is strictly WARRANTIES. CONDITIONS OR GUARANTEES OF ANY KIND, EITHER EXPRESS prohibited. Access to other networks connected to COGENT's Network OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTIES OR must comply with such other networks' rules. Customers whose service CONDITIONS OF MERCHANTABILITY, NON-INFRINGEMENT, SATISFACTORY location (as set forth on the Order Form) is a COGENT-owned or carrier QUALITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE. COGENT DOES NOT neutral data center may resell COGENT's Dedicated Internet Access Service MONITOR, AND DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR, THE ordered in that location but not any otter Service offered in such CONTENT OF ANY COMMUNICATION TRANSMITTED BY CUSTOMER OR location. Customers located in any other service location may not resell their OTHERS, AND DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR Service, in whole or to part. UNAUTHORIZED USE OR MISUSE OF THE SERVICES, 3.2. COGENT's obligations and Customer's exclusive remedies for a 5.2. WITHOUT PREJUDICE TO OR LIMITING OF COGENT'S RIGHT TO RECEIVE delayed or failed installation of a Service or the failure of COGENT's PAYMENT FOR SERVICES, COGENT'S ENTIRE LIABILITY FOR ALL CLAIMS OF Network or any Service are staled in the COGENT SLA. WHATEVER NATURE (INCLUDING CLAIMS BASED ON NEGLIGENCE) ARISING OUT OF THIS AGREEMENT AND ALL OTHERS BETWEEN CUSTOMER AND & 4. TERMINATION, RESTRICTION OR SUSPENSION. COGENT, AND THE PROVISION BY COGENT OF FACILITIES, TRANSMISSION, 4.1. Prior to the Service Date, COGENT trtay terminate the CSA if not DATA, SERVICES OR EQUIPMENT INCLUDING, BUT NOT LIMITED TO, DAMAGE approved by COGENT corporate management (including credit check). TO REAUPERSONAL PROPERTY, SHALL NOT EXCEED THE LESSER OF (A) THE COGENT also may restrict, suspend or terminate the CSA, Customers use AMOUNT PAID BY CUSTOMER FOR THE SERVICE AT ISSUE IN THE PRIOR SIX (6) of or access to any Service, or both, at any time if (a) Customer is in material MON'T'HS TO THE ACTION GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED breach of the CSA (including but not limited to the AUP) and, in COGENT's THOUSAND DOLLARS (S 100,000.00) IN TOTAL; PROVIDED. HOWEVER, THAT sole judgment, an immediate restriction or suspension is necessary to protect THE FOREGOING LIMITATIONS SHALL NOT APPLY FOR DEATII OR PERSONAL the COGENT NetWOrk or COGENT's ability to provide services to other Pagel 01 73 Customer: Cogent Communications, Inc. 2450 N St., NW, Washington, D.C., 20037 202.295.4200 www.covenico.coni Network Services Terms & Conditions North America (Ver3 - 07116) D Cogent Coloniamcations, Inc. 2016 Confidential INJURY CAUSED BY COGENT, GRFGRANYOTHERLIABILITY WHICH MAY NOT an commuoicalions or information transmitted by Customer or by any of RE EXCLUDED OR LIMITED UNDERAPPLICABLE LAW. Customer's"SIDDICIS or authorized end users, or (iii) the use of Service(s) 5.3. NS OMER RECOGNILESTHATTIE INTERNET CONSISTS OF MU MLE by Crammer in say manner inconsistent With the Across of ibis CSA, PARTICIPATING NETWORKS THAT ARE SEPARATELY OWNED AND NOT including without limitation theAUP. SUBIECTTO COGENI'S CONTROL. CUSTOFIDRAGREESTHATCOGENr SHALL 7. AnmT1oNAL PROVISIONS. NOT BE LIABLE FORDAMAGES INCURRED OR SUMSPAID WHENTHESERVICES 7,1. Except as to payment obligations of Customer, neither Patty Shall have ARETEMPORARILY ORPERMANENTLY UNAVAILABLE DURTO MALFUNCTION any claim orrigit against the other Party for my failure ofperfoarlanee due to OF, OR CESSATION OF, INTRRNET SERVICES BY NETVORK(S) OR DTTERNET Force Majeure. SERVICE PROVIDERS NOT SUBIL'CT TO' COGENT'S CONTROL, OR FOR TRANSMISSION ERRORS IN, CORRUPTION OF, OR THE SECURITY OF CUSTOMER 7.2. Neither Party is the agentorlegal representative ofthe otherPany, sillhis INFORMATION- CARRIED ON SUCH NETWORKS OR. INTERNET- SERVICE CSA does not create a permerxhip, joint woman or fiduciary relationship PROVIDERS. COODWSHALLNAVENOLU lB HEREUNDERFORDAMAGES between COGENT and Customer, Neither. Parry shall have my authority to INCURRED OR SLIMS PAID DUE TO ANY FAULT OF CUSTOMER OR ANY THIRD aghecfor orbind the otherParly in any lV2onerwhatsomr. This CSAccnfem 'PARTY, OR BY ANY HARMFUL COMPONENTS (SUM AS COMPUTER VIRUSES, no rights, remedies, or claim of any kind upon any third party, including,. WORMS, COMPUTER. SABOTAGE, AND 'DENIAL OF SERVICE' ATTACKS). without limitation, Customers subscribers or end-Users: COGENT IS NOT LIABLE FOR ANY BREACH OF SECURITY ON THE CUSTOMER'S 7.3. This CSA for Service is made par scam in and shall be consumed and NETWORK, REGARDLESS OF WHETHERANY REMEDY PROVIDED IN THIS CSA enforced in accordeUCe with the laws ofthe Dishicl ofColumbia without regard FAITS OF ITS ESSENTIAL PURPOSE. WITHOUT LIMITING THE FOREGOING, toils choice oflawprinciples. Any action adeing out oforretaled to this CSA CUSTOMER AGREES THAT T WALL NOT HOLD COGENT RESPONSIBLE FOR shall be brought in the District or Federal courts located in the District of (A) THIRD PARTY CLAIMS AGAINST CUSTOMER FOR DAMAGES, (B) WSS OF Columbia, and Customer consents to the jurisdiction and venue of. such OR DAMAGE TO CUSTOMERS RECORDS OR DATA OR THOSE OF ANY THIRD courts. PARTY, OR (C) LOSS OR DAMAGE TO CUSTOMER ASSOCIATED. VVITH THE 7,4, Notices, irregmred, must be sent in writing: by c-mail, courier or four INOPERABILITY OF CUSTOMER'S EQUIPMENT OR APPLICATIONS WITH ANY class mail (postage prepaid) to the appropriate contact point listed m the COMPONENT OF THE SERVICES OR THE COGENT NETWORK. CUSTOMER Order Form, and are considered made when resolved at that address', AGREES TO MAKE ALL CLAIMS RELATED TO THE SERVICES DIRECTLY provided, that termination notices to COGENT must be sent in accordance AGAINST COGENT, AND WAIVES ANY RIGHT TO RECOVER DAMAGES with Section 4.2 above. In the event of an emergency, COGENT may only (DIRECTLY OR. BY INDEMNITY) RELATED TO THE SERVICES BY CLAIMING be able to provide verbal notice first; such verbal notice will be followed by AGAINSTORTHROUGHATHRID PARTY TOTHIS CSA written notice. Customer is responsible for accuracy of its information or. 5.4. NETHER COGENT NOR ANYONE ELSE INVOLVED. IN CROATING, the Order Farm, including points of contact. PRODUCING, DELIVERING (aNMUDBIG SUSPENDING OR DISCONTINUING 75. Customer my not assign this CSA without COGENT's prior written SERVICES) OR SUPPORTING THE SERVICES SHALL BE LIABLE TO CUSTOMER, Consem which consent shall not unreasonably be N'ithlield Any such ANY REPRFEENTATIVE, OR ANY THIRD PARTY FOR ANY INDIRECT, assignment without COGENT's prior wiitcn conseat shall be void. W CIDENTAL, SPEOAL, PUNITIVE OR CONSEQUEMIAL DAMAGES ARISING OUT OFTHE SERVICES OR INABILITY TO USE THE SERVICES, INCLUDING, WITHOUT 7.6. Without limiting any other obligation which expressly survives the LIMITATION, LOST REV FE, LOST PROFITS, LOSS. OF TECHNOLOGY, MONTE expiration orprier termination oftlhe tern Oflhe CSA, the expiration or prior OR SERVICES, EVEN IF ADVISED OF THE. POSSIBILITY OF SUCH DAMAGES, tannin. tion of the tern of the CSA shall relieve bath Parties of any further wHE RUBDERTMORYOF CONTRACTORTORT ONCLUDINGNEGLIGENCE, obligations hereunder, except with respect to the Sections 2.3.4.3.4.4 and5 STFUCI'LNBH[IYOROT'HERlY1SE} ou 7 Which shallsuniot any expiration ortcrminarimh ofthese Terms. S.S. NO ACTION ORPROCESDING AGAINST COGENT MAYBE COMMENCED BY 7.7.1((but only lq required by COGENT's or Customer'. agrecmcm,611, THE CUSTOMER MORE THAN ONE (1) YEARAFFER THE LAST DAY ON WHICH Customer's Landlord: (a) any cessation or interception in COGENT's iHe SERVICE WHICH IS THE BASIS FOR THE ACTION IS RENDERED, AND Service does not constitute a default or carminative eviction by Customer's CUSTOMER ACKNOWLEDGES THAT THIS LIMITATION CONSTITUTES AN L2ndlald, and (b) L'ustom¢[ agrees m Waive and release Landlord and 113 MPRESS WAIVER OF ANY RIGHTS UNDER ANY APPLICABLE STATUTE OF related parties from anyliability in connection with any damages Wha cesver LIMITATIONS WHICH WOULD OTHERWISE AFFORD ADDITIONAL TIME FOR incurred by Customer. including lost revenues, which arise, or are alleged to SUCH ACLAIM. - arise, out of-my interruption of or defect in the COGENT Service, REGARDLESS OF NIIRTNER SUCH LYTERRUPTION OR DEFECT IS CAUSED 6. INDEMNITY. BY THE ORDINARY NEGLIGENCE (nVr NOT THE GROSS NEGLIGENCE OR 6.1. Costumer will indemnify, defend and hold harmless COGENT and its WMILFULMISCONDUCT) OFA"LEASED PARTY. directors, officers, employees, affiliates, and its agents and subcontractors 7.8. The COGENT Network is owned by COGENT, or it. licensors, and is farm and against any claims, suits, actions, and proceedings from any and all protected by copyright and othe[inlellectual property laws. Cusmmcragrew third parties, and forrpayment of my Losses, to the extent such Losses arise that title to and ownership of ft Services, in any form, shall at all times and _ (a) as a result ofviolation ofthe AUP or any applicable law or regulation; in my event be. held exclusively by COGENT. Customer shall he entitled to (b) from any and all claims by my of Customer's customers or other third only such rights with respect to the Services as are specifically granted party end user in connection with a Service (including, without limitation, herein. any claims reguding content transmitted using a Service or violation ofdata protection legislation), mgardlems"of the form ofaction, whether in contract, 7.9. This CSA and such other written efinalms and Not, warranty, or strict liability; provided however that Customer will have ineBuments as may be executed' in camection herewith ith re are the fm,.rn[i[e no obligation to indemnify and defend COGENT against claims for damages and complete agreement beWcen Customer and COGENT and supersede all for bodily injury or death causedby COGENT's gross negligence or willml prior. and contemporaneous negotiations and oral repmseatalions and misconduct; or (c) fmm claims of copyright infringement and all manner of agreements all of which are merged and integrated, into Ibis CSA. No intellectual property claims, defamation claims, claims of publication of purchase order arsimilar document provided by Customer to COGENT shall obscene, indecent, offensive, racist, unreasonably violent, threatening, be ofany farce and effect. Amendments to the CSA or any Service shall be intimidating or harassing material, and claims of infringement of data inW6(i.g and sig Acdby both Parties. protection legislation, to the extent such Losses are basedupon(i) rho content 7.10. This CSA and any Addendum thereto may be executed in one or more of any information'trnnstnited by Customer or by say of Customer's counterparts all of which taken together shall. constitute. are and the same customers or authorized end users, (ii) the useand/Brpublication of any and insmmeent. Page 2 of3 Customer; /x 'Cogent Ci menmicaursis, Inc. 2450 N St, NW, Washington, D.C., 20037202.295.4200 rniw.cocenlco.com Network Services Addendum, North America (Ver. Oct. 04) C Cogent Communications, Inc. 2004 Confidential Cogent NETWORK SERVICES COMMUNICATIO45 ADDENDUM NORTH AMERICA F"1131111111 M I This addendum (Addendum) amends the CSA entered into between Customer and COGENT for the Services specified therein. Unless otherwise defined herein, capitalized or defined terms in the CSA have the same meaning in this Addendum. In the event of a conflict between forms, the following will be the order of priority: First, the Order Form; Second, this Addendum; Third, the Terms; Fourth, the applicable Product Rider; and Fifth, the SLA. Terms Sec. 2.2 Section 2.2 of the Terms, second sentence, is amended by deleting "thirty (30) days" and replacing with "forty five (45) days." Terms See. 4.2 Section 4.2 of the Terms, clause (a), is amended by deleting "thirty (30) days" and replacing with "one hundred twenty (120) days." Terms Sec. 5.2 Section 5.2 of the Terms is amended to read as follows: "WITHOUT PREJUDICE TO OR LIMITING OF COGENT'S RIGHT TO RECEIVE PAYMENT FOR SERVICES, COGENT'S ENTIRE LIABILITY FOR ALL CLAIMS OF WHATEVER NATURE (INCLUDING CLAIMS BASED ON NEGLIGENCE) ARISING OUT OF THIS AGREEMENT AND ALL OTHERS BETWEEN CUSTOMER AND COGENT, AND THE PROVISION BY COGENT OF FACILITIES, TRANSMISSION, DATA, SERVICES OR EQUIPMENT INCLUDING, BUT NOT LIMITED TO, DAMAGE TO REAUPERSONAL PROPERTY, SHALL NOT EXCEED TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000.00) IN TOTAL; PROVIDED HOWEVER THAT THE FOREGOING LIMITATIONS SHALL NOT APPLY FOR DEATH OR PERSONAL INJURY CAUSED BY COGENT, OR FOR ANY OTHER LIABILITY WHICH MAY NOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. WITHOUT PREJUDICE TO OR LIMITING OF COGENT'S RIGHT TO RECEIVE PAYMENT FOR SERVICES, CUSTOMER'S ENTIRE LIABILITY FOR ALL CLAIMS OF WHATEVER NATURE (INCLUDING CLAIMS BASED ON NEGLIGENCE) ARISING OUT OF THIS AGREEMENT AND ALL OTHERS BETWEEN CUSTOMER AND COGENT, AND THE PROVISION BY COGENT OF FACILITIES, TRANSMISSION, DATA, SERVICES OR EQUIPMENT SHALL NOT EXCEED TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000.00), PLUS ANY AMOUNTS OWED TO COGENT UNDER THE CSA, IN TOTAL; PROVIDED, HOWEVER THAT THE FOREGOING LIMITATIONS SHALL NOT APPLY FOR DEATH OR PERSONAL INJURY CAUSED BY COGENT, OR FOR ANY OTHER LIABILITY WHICH MAY NOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. Terms See. 6,1 Section 6.1 ofthe Terms is deleted in its entirety. Terms Sec. 7.3 Section 7.3 of the Terms is amended to read as follows: "This CSA shall be governed and construed in accordance with the laws of the State of Oregon without resort to any jurisdiction's conflict of laws, rules or doctrines. Any claim, action, suit or proceeding (collectively, "the claim") between Customer and COGENT that arises from or relates to this CSA shall be brought and conducted solely and exclusively within the Circuit Court of Jackson County for the State of Oregon. If, however, the claim must be brought in a federal forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon filed in Jackson County, Oregon." Terms See. 7.4 Section 7.4 of the Terns, first sentence, is amended by deleting "when received at" and replacing it with "when deposited in the United States mail, first class postage prepaid to." Accepted and agreed to: CUSTOMER: COGENT COMMUNICATIONS, INC. By: By: J ~y11 ~lt,~[j~ R Title: Title: ~~SQ ` Date: Date: ((I Z(,j' City of Ashland 1231201$ Page I of l e ~:.t. Cogent Commumcahons, c 2'`45tj iZ S .,1 V , ~as'hmgton, U.C., 20037 202.295.4200 x,~v..coaentco.cau ndog 4hla i ttorhe e NetvorkServices Temaa & Conditions North America (Ver.3 -07/16) ti Cogent Commmieatims, Inc. 2016 Confidential - UEFlNITfONS AUP COGENT s Acceptable Use Policyas pasted by COGENT m wwa,cogenlco.cam. COGENT reserves the right to amend its AUP at,anytime, effective upon postingon the COGENTwebsitc. COGENT Cogent Commas cations, Inc. or its subsidiaries or affiliates. - COGENT The telecommunications network and network components owned, operated or controlled by COGENT, including Network COGENT's fiber backbone, metropolitan fiber networks, any equipment connected to such fiber, and the software, data and know-how used by COGENT to,pmvide the Services. Where COGENT services a building through its ew ,facilities, the COGENT Network includes those facilities. The COGENT Network does not include customer premises equipment, customer-ordetcd hilephonymbruits; andany networks or network equipmentmt opemlad.and comnolledby COGENT. Customer Customer identified in the attached Order From. CSA The entire Customer Subscriber Agreement between COGENT and Customer for provision ofthe Service, consisting of, in order ofpdorhy; the Order Farm. any addendum between the Parries, the Terms the applicable product rider andthe SLA. Equipment Customer's equipment, if any. Force Maleure Causes beyond a Ferry's control, including but act Iimitrd to: acts of Gad; fire; explosion; vandalism; cable cut; storm: food or other similar occurrences; any law, order, regulation. direction, action or request of any govemmen, including federal, slate, provincial, municipal and local governments claiming jurisdiction over a Party or the Service,. or of any department,. agency, commission, bureau, eorpsmadon, or other instrumentality of any such government, or ofany, civil or military :authority; national emergencies; mavailability ofmaterials orrighrs-af-way; tramp ctiam; riots, teuorist actsorware (dcclaredhmdeclared); orsnikes, lack-auts, work stoppages, cratherlabor difficulties; supplier failures, shortages, breaches ordelays. Initial Coats Greater offs) installation fees (if tint paid); or (b) all third-party casts and charges incurred by or charged to COGENT on bchalfof Customer for the Service, including but milimiud to locallaap.fees, cress<avnect charges, and v4ring fees. Inltlal Term initial length ofterm for the Services as indicated on the Order Form. Landlord Customer's landlord, building owner orproporty/telecom manager. Losses Costs, fees, liabilities, losses, damages or penalties, including....his legal fees. Order Form Cover farm to which these Terms me attached, identifying the specific Service(s) to be delivered. Party or Parties COGENT and/or Customer. _ Renewal Term Subsequent length oftems for the. Services situ completion ofthe Initial Tcmi. Service(s) Bandwidth services provided by COGENT under the Customer. Subscriber Agreement. Service Data Earlier of date on which (a) COGENT notifies Customer that the Service isavailable for Customer's use at either the. COGENT-defined demarcation point or last-available test point; or (b) Customer first uses the Service or the COGENT Network. The Requested ServiceDateanthcOrderfrorm islha earliest date on which Customer is willing in accept COGENT Service. COGENT does not guarantee that the Service will be installed on the Requested Service Date. SIA The Service Level Ageement as posted by;COGENT at www.ro9cmoo.rum for Customers Serie(s). COGENT reserves the right to amend the SLA at any time, effective upon pasting on the COGENT website. Space Ranted rack space from COGENT,ifany. Tax or Tares All taxes arising in any jurisdiction, including without limitation all: sales, use, excise, gross receipts, value. added, seems, bypass, fianchea,, telecommunications, property (for ca-location ermomers), consumpiio , or artier taxes, fees, duties charges or surcharges (however designated) which are imposed on or based on the provision, sale or use of the Service(s), including such taxes unposed directly on COGENT or for which COGENT is permitted to invoice Customer in connection with COGENT's performance under the CSA Taxes do not include COGENT's income taxes. Termination Single payment equal to the total remaining dollar value of the applicable. Service order through the Initial Term or Renewal: Charge Terra as applicable. Terms Terms and conditions that apply to the Services COGENT provides to Customer. Page3 of3 Customer: Cogent. Communications. Im, 2450N St., NW, Washington, D.C., 20037 202.295.4200 w ww.m^enma.com Product Pid,Dedimudintemet Access (Var. 1-10) Confidential ® Cogent Communications. 2016 PRODUCT RIDER ant - Y DEDICATED. INTERNET ACCESS GLOBAL This pmduct rider 'der amends the CSA entered into between Customer and COGENT for the Services specified therein. Unless otherwise defined herein, capitalized or defined terms is the CSA have the same meaning in this Rider- In the "critof a conflict between forms, the following will be the order ofpriority: First, the Order Farm; Second, any Addendum entered into by the Parties; Third, the Terms; Fourth, the SLA; and Fifth, this Rider. 1. Service and Option Within the scope of the Dedicated Internet Access Service, COGENT transmits IF-packets behycen the COGENT Network and associated networks of its Customers as well as to and from the global Internet using COGENT's settlement-free purring agreements with other networks. Subject to their availability, Customer may select one or mom options associated with the Service such as listed in the Order Farm, in which ease Customer agrees to pay the related few such as indicated in the Order Form: IP Address Allomrim COGENT will allocate an IPv4129 and IPv6/112 free of charge to Dedicated Internet Access customets as pan of each port order. If Customer desires a larger IF address space allocation. Customer shall submit an application to COGENT for the larger allocation, using COGENT's "IP Questionnaire" force. If COGENT approves the application, Customer will be required to place an order far the larger IP allocation, Each larger allocation for 1Pv4 address space will be subject to en additional Monthly Fee. Linger allocations for IPv6 address spacewill be free ofcharge. COGENT makes no guarantees that any subsequent allocations will be contiguous to any of Customers existing allocations. IF address space allocations are subject to the AUP and will be terminated and reclaimed when Customer's Dedicated Internet Access Services with COOENTam terminated. BCP rortinn: Customer may connect to COGENT'stehwolk using the BOP protocol (Border Gateway Protocol). Customer will be required to place an order and n BGP session will be established with Customer's own assigned ASN (the PrimaryASN), ICCudomor wishes to contract with multiple BGP sessions over a single part (or LAG bundle) with the Primary ASN and ASNs from third parties represented by Customer (the Secondary ASNs), then Customer will be required to provide COGENT with a Letter ofAuthorizelion ("LOA') issued by the third parties having registered the Secondary ASNs in order to activate such Service, and all interactions, being during provisioning or operations,'mlated to BGP-sassions set up between COGENT's network and Secondary ASNs will be handled exclusively between COGENT and Customer. The fact thata BOP session is being set up between COGENT and other parties represented by Customer does not constitute a conhadual relationship between COGENT and the other parties, this interaction is rated by the contacmal relationship established between COGENT and the Customer. COGENT will charge an additional Monthly Fee for each ASN connected, including the Primary ASN. Static routine / FLAN: Customers connecting to COGENT's network with static routing (i.e., non-BGP) may require a VLAN (Victual Local Area Network) structuredpod. Customer mast place an order to Imve a VLAN configured an Customer's port, in order to support static routing of Customers own assigned IF address space (the Primary IPs). lfCmtomerwishes to connect with Primary IPs and IF addresses from grind parties rep=neated by Customer (the Secondary Bs), aver one or mare VLANs on a single port, then Customer will be required do provide COGENT with a Letter of Authorization ("LOA') issued by the third parties having registered the Secondary [Ps in order to activate such Servicc, and all interactions, being during provisioning at operations, related to static routing (and, as the case may. be, VLAN.) sal up between COGENT's network and Secondary IPs will be handled exclusively between COGENT and Costumer. The fact that static muting is (and, as the case may be, VLANs mc) being set up between COGENT and other parties represented by Customer does not constitute a comstctum relationship between COGENT and the other parties, this interaction is rated by the contractual relationship established between COGENT and the Customer. Each VLAN will receive the same IF address'space allocation as a port order at the same location. COGENT will charge an additional Monthly pee for each VLAN connected. Lbskdee m,d. t (LAG): InceAain Service Locations, Customarmey elect to aggregate multiple 10 Gigabit Ethernet Services in such Service Location into a Lids Aggregation bundle (a "LAG-bundle'). Under such option, COGENT will configure the LAG-bundle in such a way that, in case of an outage ofscme (hut not all) Services involved in the LAG-bundle, unaffected Services in such LAG-bundle will continue to pass traffic. Link Aggogation is the technical combination ofpom and is independent firm culling options: COGENT will hill bondable Services involved in a LAG-bundle indepeodentlylinm each other, unless Customer elects to combine them using the "Summed Burst Billing' or "Aggregate Burst Billing" options descritiedin section 2 below. Emdpntent: COGENTmay, at its sole discretion and ifavmlable, provide equipment for certain Services. The fees forsuch rquipmemas agreed in the Omer Farm will be added to Customer's invoice. COGENT does not guarantee and is not responsible for any specific type ofequipment, or any equipment at all, to be made available to Customer, and such equipment will belong to Customer upon receiIrL Customer. will provide its own technical support to install, maintain, and integrate equipment. COGENT will not provide on-site technical suppom Customer will be responsible for applicable replacement costs if the equipment is subject to any damage, unauthorized allemtio✓modificatioNrepair, abnormal use, misuse, neglect, abuse, accident, improper installation, at other acts caused by Customer, its employees, contractors, or any other person. Such action or inaction-may void any:manufaeturer warranties. Customer further. agrees to indemnify and hold harmless COGENT' for my third party ' claim based on Customers unauthorized altemtian or modification of the equipment. COGENT is not responsible far Service dismpfiow caused by any request by Customer to relocate equipment. Eroedita Deliver, COGENT's installation guaraatee is strictly limited to the installation guarantee stated in the SLA However, Customer may =quest in the Order Form so expedited delivery for his Service. COGENT will use commercially reasonable efforts to accommodate Customer's request; provided, however, that COGENT does not gu rnamee that any such request will tie fulflled (and any such guarantees given either orally or in writing ore hemby disclaimed) nor does COGENT guarantee that the Service will be delivered on a specific data, such as the Requested Service Date indicated the OrderFom Page 1 of3 Cogent Communications www.coo•cntcn.cam See Order rams or web site for full contact details. 'a Product Rider- Dedicated Internet Access (Va. 1-10) Confidential C Cogent Communications. 2016 2. Bunmble Service If Customer is purchasing COGENT's bmstable, Service, Customer will have a minimum bandwidth commitment assigned for a given port (We Bandwidth Commitment or Committed Data Rate, "CDR"). The Bandwidth Commitment is agreed upon in die Order Foam and is the minimum amount of bandwidth that willbe charged to Costumer cachmonthat the base Serviceprlce, even if notfully undby Custom aduringa givenmanth..Customermayburst up W the maximum bandwidth thirteenths carried on a given port, e.g. 1,000 Mbps for a Gig.Ethernet part, subject to mailability -of bandwidth within the COGENT network. if Cuttomer exeeeds the Bandwidth Commitment on any bondable part in any given calendar month, Customer agrees to pay the additional per Maps charge for excessbandwidthusage overtheBandwidth Commitment as indicated inthe Order Farm. Such excess bandwidth usage iscalculated by COGENTas the difference between total bandwidth usage and Bandwidth Cammiment, where total bandwidth usage is dotemunedby collecting bandwidth usage samples every 5 minutes throughoutthe month for each port (a sample is based upon the average usage across the 5-minute segment) and detemdning the appropriate percentile (90th or 95th) of usage as. indicated in the Order Fumm. Only one sample is captured for each $-minute period, even though we samples are collected- one for. inbound utilization and one far outbound utlization. The higher of the two samples is retained. For partial months, the total number of samples for the calendar month is used: for samples where there is an usage, 0 is the recognized value. For example; in a 30-day billing period, 8,640 samples are collected (12 szmphailmur x 24 hours/day x 30 days) and listed from highest m lowest. In ewe of95th percentile billing, the highest 5%ur 432 samples arc discarded (representing the top 5% of usage levels). The highest remaining sample (ample 433 in this example) is used to determine total bandwidth usage. For 90th percentile billing. Abe highest 10%or 864 samples we discarded (representing the top 10% of usage levels). The highest remaining sample (sample 865 in this example) 5s used to determine total bandwidth usage. Under the "SummedBurat Billing" option available in conjunction with 90th percentile burst billing, COGENT calculates causes usage in the difference between the earn of total bandwidth usage and the sum of BandwWW Commitment across all summed pods. For example, if Summed Burst Billing is applied over,thrm, ports with a Bandwidth Commitment of200 Mbps on each (Lc:, a total Bandwidth Commitment of 600 Mbps) and the individual 90th percentile total bandwidth usage amounts were 70 Mbps, 150 Mbps and 500 Mbps, the excess bandwidth usage would be. 120 Mbps(70+150+500-600). Under the "Aggregate Burst Billing" option available in conjunction with 95th percentile bust billing, excess bandwidth usage is calculated by COGENT as the difference between total aggregated bandwidth usage and the contained Bandwidth Commitment ucross all aggregated ports, where total aggregated bandwidth usage is determined by adding usagesamples every 5minutes across all aggregated parts. In the event the aggregated parrs are located in mote than ono time zone, usage samples taken at the same local time will be added together, e.g., usage samples mken at 9 p.m. local time in London will be added An usage samples taken a19 p.m. local time in New York City. For example, if Were are thin aggregated parts, every 5 minutes three inbound samples and three outbound samples are collected, added up m one bandwidth usage value per direction, and the higher of the two value, is retained. Ina 30-day billing period, the final 8,640 retained bardwidth usage values reflect the aggregated usage acrossall pans. These values are listed from highest to lowest. The highest 5% or 432 values me discarded (represantng the lap 5%of magic levels). The highest remaining value (value 433 in this example) is used to determine total aggregated bandwidth usage. Under both "Summed Burst Billing"and "Aggregate Burst Billing" options. a Muster Service is defined in the Order Form, and all other Services involved in a Summed or Aggregate calculation am listed Excess handwiddi usage (burst usage) calculated acmss the listed ports will be billed on the Mader Service account. The relevant data (additional per Mbps charge for excess bandwidth usage and Billing Currency) pertaining to the Master Service will be, used for calculating excess bandwidth wage fees acres, Muster Service and all other involved Services. For example, its customer orders ports in the UlC US, and Canada and defines the US port as the Master, all excess bandwidth usage will be billed on the US invoice in US dollars, at the burst fee indicated an the US pod order form. These billing options era independent from the Link Agaugation (LAG) option: COGENT will not combine Services involved in "Summed Bunt Billing" or "Aggregate Burst Bilfng' into a LAG-bundle, unless Customer elects, to combine them using the Link Aggregation (LAG) option described in section 1 shove. Furthermore, ifOustomcr wishes that COGENT bills Services pan of aLAGbundle according as the "Summed Bust Billing" or "Aggregate Bunt Billing" option, than Customer must elect these options for such Services, in addition to the election ofthe LAG Option. 3 Customer', Duties to Cooperate Customeror its representative must cooperate with COGENT in the installation process, which includes accurate completion ofa9 Orderform containing detailed demarcation information and other onsite contact listings, and of We necessary technical questionnaires (IF Questionnaire, BGP Questionnaire, etc.) m provided by COGENT. Customer or in representative must he physically present at the time of installation. During installation and at all other times, the Customer will allow access a pd ifnecesary provide mead, for COGENT's or its representatives necessarypersonnel to pcerfomt the Installation and maintenance ofthe Service, to the designated building's phone closet(s). or telecommunications room or to the Custemcrs premises for the purposes of survey, installation, operations and maintenance of the Service, after prior adangement between the parties. C7sstomer's failure to cooperate shall release COGENT from its obligations pertaining to the Installation Guarantee included in the SLA but shall not suspend the Service Date or billing start date. In the event of technical problems relating to the Service, Ilia Customer will ensure that COGENT'a or its representatives' service engineers have unrestricted access to the designated building's phone closet(s) err telecommunications mom or to the customer premises equipment. Customer's failure to provide access shall release COGENT farm in obligations pertaining to the Network Availability pat ofthe SLA. 4. Demarcation Paint With COGENT data ter. If Service delivery takes place within . COGENT data center, COGENT will deliver the Service at a demarcation point situated on the COGENT equipment. COGENT will provide, maintain and operate the necessary wiring ("Cuss-Commd") for Customer to connect to COGENT's service at die indicateddamarcatonpoint. COGENTwill provide such Cress-Connect for the Cabling fee set forth onthe Order Form Milan it third-martr data center: If Service delivery takes place within a third party data renter (i.e. that is not owned and/or operated by COGENT), COGENT will delivu the Service at a demarcation paint situated on the COGENT equipment. Unless otherwise agreed, Customer will at its own cost provide, maintain and operate the necessary wiring ("Cross-Connect" ) to correct to COGENT's service at the indicated demarcation point. If Customer and COGENT agree that COGENT shall provide such Cross-Connect. Wen COGENT will provide such Cross-Connect against Cabling fees such as indicated. on the Order Form and the Page 2 of3 Cogent Communications wrw.eogenmo MM SwOrdec Form or web site for full contact derails. t t Product Rider- Dedicated Internet Access (Ver. I-l0) a Confidential 0 Cogent Communications. 2016 ) Service demarcation point will remain on the COGENT equipment. COGENT may increase Cross-Connect fees at any time to the extent COGENT's thud party costs directly associated with providing the service (including, but not limited to, third party data center rates) are increased by the third party. I Within an On-Net corporate builAa¢: If Service delivery takes place within an On-Net corporate building, COGENT will deliver the Service at a demarcation point situated on the COGENT equipment within the Customer's suite. COGENT will provide, maintain and operate the necessary wiring ("Riser').between the building entry and the indicated demarcation point. At an OJT-Net Customer Location: Off-Net Services are being delivered to the Customer Location indicated in the Order Form through a third-party local loop to be provisioned by COGENT on behalf of Customer. As such, the Customer and COGENT agree that the charges set forth in the Order Form for such Service assumes that such Service will be terminated at a pre-established demarcation point or minimum point of entry (MPOE) in. the building housing the Customer Location, as determined by the local access provider. COGENT may charge Customer additional nonrecurring charges not otherwise set forth herein for such Service where the Customer or local access provider determines that it is necessary to extend the demarcation point or MPOE through the provision of additional infrastructure, cabling, electronics or other materials necessary to reach the Customer Location. It shall be the Customer's responsibility to allow access to the facility for the local access provider, as well as to facilitate or coordinate with the property owner at the Customer Location, all additional space and electricity determined by the local access provider to be necessary to provide the Service. COGENT will notify Customer of any additional non-recurring charges, if any, as soon as practicable after COGENT is notified by the local access provider of the amount ofsuch charges. From time to time, COGENT may provide, and Customer may accept, budgetary estimates for the extension of the demarcation point to the Customer Location along with the initial Order Form. These estimated costs maybe based on certain known costs or typical installations that do not require extraordinary efforts by the provider to extend the service. fn the event actual costs exceed the budgetary estimate, Cogent will notify the Customer as outlined above. In addition, the charges and the Term set forth in the Order Form, for the Service assumes that such Service can be provisioned by COGENT through the local access provider selected by COGENT (and/or Customer) for the stated'Term. In the event COGENT is unable to provision such Service through the selected local access provider or the selected local access provider requires a higher cost or longer Service Tenn than that set forth in the Order Form, COGENT reserves the right, regardless of whether COGENT has accepted the Order Form, to suspend provisioning of the Service hereunder and notify Customer in writing of any additional non-recurring charges, monthly recurring charges and/or Term that may apply, or to cancel the Service set forth on the Order Form. Upon receipt of such notice, Customer will have five (5) business days to accept or reject such changes, if Customer does not respond to COGENT within the five (5) business day period, such changes will be deemed rejected by Customer. In the event Customer rejects the changes (whether affirmatively or through the expiration of the five (5) business day period) or if COGENT elects to cancel the Service ordered herein, the affected Service will be cancelled without cancellation or terminatidn liability of either party. COGENT may also increase Off-Net Service fees at any time to the extent COGENT's thud party costs directly associated with providing such Off-Net Services (including, but not limited to, loop provider or third party data center rates) are increased by the third party. H 1 Accepted and agreed to: CUSTOMER: IT d 5 (A LA ND COGENT CO UNICATIONS By, 1 By: - Title: T 1M l h t S (R A- T(p ►2 Title: ~oii y\ S Date: v a Date: I` 1 A l )S Y L: Ag0Ash2k City A omey Dat to 31 Page 3 of 3 Cogent Communications u~ctiv. 0Qcntc9Sgm See Order Fcrnr or web site for full contact details. v i CBB5CZFA2C$47BEEOFAE0703FC507E05 CUSTOMER ORDER FORM Dedicated Internet Access NORTH AMERICA • US - Cogent Communications, Inc, 2450 N Street, NW C*%jv.;nt Washington, DC 20037 www.caganrm.com e S Customer Service Delivery Information Customer Contracting & Billing Information TenahUDatacenter Name City of Ashland-Ashland Fiber Network Company Name City of Ashland-Ashland Fiber Network Node ID 6468-1 Billing Address 20 East Main Street Service Address 921 SW Washington St Suite i Floor Suite i Floor Suite T-225 City, State, Province Ashland, OR City, State, Province Portland, OR Postal Code 97520 Postal Code 97205 Count USA Count us Company Re isir. Nr. rR ax f VAT ID Number ' Seivka doltvary always taken place at Cogent Demarcation Point as defined In the. attached Product ewer qu est far consolidated billing (one account invoice for multiple ports in No e same count ' Consolidated bil,ng raquasts swat be reviewed and approved by Cogent. Delivery Contact Name Chad Sobotka Billing Contact Name Donald Kewle Telephone 541 552-2402 Telephone 541 552-2316 Cell hone Cell hone Fax Fax Email chad@ashlandfiber.net Email donald.kewley@ashland.or.us Cogent Contact Information Location New York Sales Office I, 11, ill, IV - NY1 Sales Name Gazi Sher Address HQ: 2450 NStreet. NW Washington, DC 20037 Account Phone 646-871-7222 Sales Office Phone 1-877-9COGENT Manager Email gsher@cogentco.com Fax 202-338-8798 Sales sales@cogentco.com Service Provisioning sd@cogentco,com Billing billing@cogentco.eom Customer Care support@cogentco.com Termination terms@cogentco.com Contract Documents The entire Customer Subscriber Agreement (CSA), entered into between (1) Order Form Customer and COGENT, is made up of the documents listed here, (2) Terms, as attached (initiated by Customer) (For current customers, if Terms are not Capitalized terms are defined in the text of the Terms or Definition section of attached, the current Terms remain in force) the Terns. Ali prior agreements, proposals, representations, statements, or (3) SLA (hitp:tlwww.cogentoo.comlfiles/ps_interneUSLA_on_intemet.pdf) understandings, whether written or oral, concerning such Services, are (4) Product Rider(s), as attached (signed by Customer) superseded. Customer certifies that the documents constituting the CSA are (5) Any other Rider or Addendum, as attached (signed by Customer) the documents and forms that have been supplied to Customer by Cogent and that Customer has made no changes to them. Notes "Notwithstanding Section 1.2 of the Terms, at the and of the initial Term, the Service ordered hereunder will renew on the same price, terms and conditions for successive month-to-month Renewal Terms unless and until terminated or amended as provided in the CSA," Zh VE D M -I- and Attome SIGNATURES By signing below, Customer affirms and acknowledges that it has read the entire CSA and agrees to be bound by the provisions thereof. For Customer For Cogent Communications, Inc. Signature Mjwk- Signature l~ p Printed Name Printed Name Title 14A' . Title I- C Date C r( M ~h f 2 Date 1) 12Q I I Order Form generated on: 05-Oct-2018 19:40:08 (UTC) Page 212 C885CZF9 c4aPE AED7WC&4EW CUSTOMER ORDER FORM Dedicated Internet Access ~ NoflTN AMEAIGq • t15 -Lagant Communications, Inc. 20.50 N Sliest, NW Washmglcn, DC 20097 .oogenrcp.mm Customer and Order Information City of Ashland-Ashland Fiber Network Customer Descri lion Nelcenlriel Wholesale Resell Customer Name NO Order Date 05-Oct-2018 q entDo,61 Name No Customer Requested service.` 15-Nov-2018 Legacy Orders Termination' No Dale' `IW tlela6geaee ISenb nqb ~vpw lea Ey CUSmmes. ell6ng slabon the Servra eam.ltiml0timor F BLeparygNanruloAln NesFAVICE WFOM1ATYlNssdgn begw, CUBTgMERelega lots nn aeQnsnkd innioe obfuE'edm does s ,,ioa. a Vol ol uid ftWInm semwCOGENTwn ea wmwdwiw Nsm1 uthervi d.l.. sen oam, erooENreoml¢um a.l. f mvn<a le rem:naeon, z 0.17 mlwuw ryPmso a>n), 3 N tmNelM-MwtlM1bhbnN lobre lNn30dayoVMapI.IV..Ngerygeela Millsanew brawaa5ha Re o.-I Temw of are (1) nwnN vita Wsmuwkd Ey Cu,%.r. Service Information Quoted Curren USD. US Dollar Service Parameters OrderlD Order Type. dredgers- "Node ID. Inledece COR(Mbps) Initial Term ONOIf-Net- Billing Model Burst Fee Installation Monthly O ter Mbps) Fee Fee 1300279627 New 6468-1 LOGE 10000 1'Year On-Net Flat 0.000 0.00 200000 Service Options Nem:IPAocof... Nooon,,BGP,VIAWem Uq ap6on oNen eMeyahove en 4ra'd Tennaionp n)monR IP Addresses Allocation OrderlD: OrderT a Legacy B Installation We W IPq 11aiiawwn Rla.rmipmtier No Yp OI ens lock size Total IPs IP Version Fee Monlhty Fee f.d-perpudenincounvilktn I minww/oNmFDnn- 0.00 BGPIRouting OrderlD Other Type Legacy ASN Owner ASN Its version - x - NAsmelre.aem:cogb)IVUmeynwnenarspwmmry. No Orders (.)me wmn-aw/mom.. _ _ Form. r` _ - D.D6.. VLANr(S) wl sta6o routing Order to OrderTYPa Legacy i Comments Port Order Nom:loy. &wed uywmenorsew~way No Orders Iptepmedmpphe.wmmeewnn om.r Furor. , .y ELOO OrderlD OrderT a Legec9 Services Involved In LAG-bundle Link Agq~reB'==9)) No Ore s ae.m a 0.00 Expedite Delivery No As described In Product Rider 0.0D Billie Options No -Billie Method Master Service Other: Involved Services - Cabling No Order 10 Product Comments Pon Order Iw awmwalnnmmarvae0 Equipment No Order lD Product Port Pon Order W tln nmeof ProAitlRWe9 x k,.'. .;:<_:;..:G 0.00 0.00 Total Fees Installation Monthly F69 Fee Total Fees Including Options 0.00 200000 IlC lomerhas ebslad loheb~uedmacimemy_ VcWNed ~i~Y wedforOm quoted Prke. Negwletl PrkeeNb r NkNa "Mc nrysemtledahoua'n Nedele NN ON kninosidr iopmiwdgmfmmini trenrycarlrenananaWidalo,dam, W CCGENi u. the neniy<an a rem morNdos llwlre»ror p ieay as ealronfineiww«,ca~wa.wm. 'Billing CUrrency'i ~ -USD US Dollar Customer Initials: _ Order Fann generated on: 05-Oct-201819A0:08 (UTC) Page 112 Service Quote Dedicated internet Access (DIA) CA k a, e For Customer: City of Ashland To: Kari Olson From: Gazi Sher Cogent Communications City of Ashland Global Account Manager 90 N. Mountain Ave (646) 871-7222 Quote Date: 10-Sep-2018 Ashland, OR 97520 asher3cooentco.corn Quote 1 (541) 488-5354 Expiration Date: 10-Oct-2018 kari. olson('aashland. or. us )i 11 921 SW Washington Portland OR 97205 lOGE 10,000 Flat rate 12 $ $ 2,000 1200 Striker Ave Sacramen CA 95834 LOGE 10,000 Flat rate 12 $ $ 2,000 $ $ Information provided herein is confidential and intended solely for Customer's use. It shall not be disclosed to any third parties. Prices quoted herein are (i) valid until the Expiration Date set forth above (or, if no Expiration Date is indicated, until 30 days after the Quote Date), (ii) subject to service availability, and (iii) Total Charges exclusive of taxes or surcharges. NRC stands for Non-Recurring Charges and MRC for Monthly Recurring Charges. Special Notes and Instructions Product Type Description Total Charges IP Addresses /29 - 8 IPs $ BGP $ Service Level Agreement (SLA) Features Network Availability 100% Customer Support Non-Oversubscribed Installation Guarantee 24 x 7 x 365 Support Hotline & Email Fully Symmetrical on-Net: 17 business days eCogent Online Portal Ethernet Handoff (electrical/optical) Off-Net/Type 2: 90 business days Phones answered immediately by trained IPv4 Addresses available Packet Loss <0.01% support technicians IPv6 Ready Latency (North America) <45ms 15 minute outage notification guarantee Click here to view Cogent's SLA About Cogent Click here to view Cogent's Network Map Cogent Communications Holdings, Inc. (NASDAQ: CCOI) is a multinational, Tier 1 facilities-based ISE, consistently ranked as one of the top five networks in the world. Cogent specializes in providing businesses with high speed Internet access, Ethernet transport and coiocation services. Cogent built one of the largest and highest capacity IP networks in existence. This network enables Cogent to offer large bandwidth connections at highly competitive prices. Corporate Headquarters 1-877-875-4432 U 2450 N St NW www.cogeogentcntcaom Washington, DC 20037 sales@cogentco.com A DATE (/2018 YVYY) /`1l~ CERTIFICATE OF LIABILITY INSURANCE 0510 /2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA INC. NAME' ExtE ac No 1050 CONNECTICUT AVENUE, SUITE 700 PHONE FAX WASHINGTON, DC 20036-5386 E-MAIL Attn: dc.certs@marsh.com Fax 212-948-0503 ADDRESS: INSURERS AFFORDING COVERAGE NAIL # CN1 01446881 -GAUWP-1 8-19 INSURER A : National Fire Insurance Co Of Hartford 20478 INSURED INSURER B : Valle Fore Insurance Co 20508 COGENT COMMUNICATIONS HOLDINGS, INC. ATTN: REAL ESTATE ADMINISTRATOR INSURER C : Continental Insurance Company 35289 2450 N STREET. NW INSURER D : 4TH FLOOR WASHINGTON, DC 20037 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: CLE-006282151-01 REVISION NUMBER: 13 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUER POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE iNsn win POLICY NUMBER MM/DD/YYYY MMIDD/YYYY A X COMMERCIAL GENERAL LIABILITY 5064472744 05/01/2018 05/01/2019 EACH OCCURRENCE $ 1,000,000 ~~T11 DAMAGE T RENTED 1,000,000 CLAIMS-MADE L-OCCUR I PREMISES Ea occurrence $ MED EXP (Any one person) $ 15.000 PERSONAL & ADV INJURY $ 1.000,000 GEN'L AGGREGATE LIMIT APPLIES PER j GENERAL AGGREGATE $ 2,000,000 PRO- ' ~ i ~ I -COMP/OP AGG $ 2.000 POLICY 1 JECT 1 LOC PRODUCTS ,000 OTHER. B AUTOMOBILE LIABILITY 5084472758 05/0112018 05/01/2019 COMBINED SINGLE LIMIT $ 1,000,000 i Ea accident ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS X HIRED Ex NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident $ X UMBRELLALIAB X OCCUR 5084472789 105/01/2018 05/01/2019 EACH OCCURRENCE $ 10'000'000 r~ EXCESS LU1B CLAIMS-MADE AGGREGATE $ 10,000,000 I I X RETENTION $ 10,000 $ C WORKERS COMPENSATION 5084472761 (DC, AZ, CA, CO, CT. FL. 05/01/2018 00112019 X PER 1 OERH AND EMPLOYERS' LIABILITY I STATUTE ANYPROPRIETOR/PARTNER/EXECUTIVE YIN I G A , ID, IL, KS, LA, MA, MD, MI, MN, E. L. EACH ACCIDENT $ 1,000,000 I OFFIC (Mandatory in NH) ER/MEMBER EXCLUDED? N N / A M0, NJ, NY. PA. RI, TX, VA, Wlj E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under 5084472775 (CA) 05,10112018 05101/2019 E.L. DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS below C COMMERCIAL PROPERTY RMP5084717686 0510112018 05101/2019 LIMIT 249,000.000 I i I DEDUCTIBLE 100,000 I DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101. Additional Remarks Schedule, may be attached if more space is required) EVIDENCE OF INSURANCE. j i! I it CERTIFICATE HOLDER CANCELLATION COGENT COMMUNICATIONS HOLDINGS, INC. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 2450 N STREET, NW 4TH FLOOR THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN WASHINGTON, DC 20037 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. I Manashi Mukherjee _a~ ~.L-- u.-.. a • t ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN101446881 LOC Washington ACO ADDITIONAL REMARKS SCHEDULE Page 2 of 3 AGENCY NAMEDINSURED MARSH USA INC COGENT COMMUNICATIONS HOLDINGS. INC. ATTN: REAL ESTATE ADMINISTRATOR POLICY NUMBER 2450 N STREET, NW 4TH FLOOR WASHINGTON, DC 20037 CARRIER I NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance FOR PROPERTY COVERAGE, OTHER DEDUCTIBLES MAY APPLY AS PER POLICY TERMS AND CONDITIONS. COGENT COMMUNICATIONS GROUP, INC. COGENT COMMUNICATIONS, INC. COGENT COMMUNICATIONS OF CALIFORNIA. INC. COGENT CANADA. INC. COGENT COMMUNICATIONS OF D.C., INC. COGENT COMMUNICATIONS OF FLORIDA, INC. COGENT COMMUNICATIONS OF MARYLAND, INC. COGENT COMMUNICATIONS OF TEXAS, INC. COGENT EUROPE, SARL COGENT COMMUNICATIONS France. SAS COGENT COMMUNICATIONS ESPANA S.L. COGENT COMMUNICATIONS UK LTD. COGENT COMMUNICATIONS BELGIUM SPRL 1 COGENT COMMUNICATIONS NETHERLANDS B.V. 9 CCD COGENT COMMUNICATIONS DEUTSCHLAND GmbH ( with branches in Austria and Sweden) AUSTRIA of C.C.D. Cogent Communications Deutschland, GmbH SWEDISH Branch Svensk filial till C.C.D. Communications Deutschland GmbH COGENT COMMUNICATIONS ITALIA SRL CCM COMMUNICATIONS, S.de R.L. de C.V. COGENT IH, LLC COGENT ING. LLC ` CCE COGENT INTERNET SERVICES LTD COGENT INTERNET SWITZERLAND, LLC COGENT COMMUNICATIONS CZECH REPUBLIC S.R.O. COGENT COMMUNICATIONS SLOVAKIA S.R.O. COGENT COMMUNICATIONS HUNGARY KFT COGENT COMMUNICATIONS BULGARIA EOOD COGENT SERB D.O.O. BEOGRAD TOV COGENT COMMUNICATIONS UKRAINE f COGENT COMMUNICATIONS FINLAND OY COGENT COMMUNICATIONS POLAND Sp.zo.o. COGENT COMMUNICATIONS DENMARK ApS COGENT INTERNET d.o.o. COGENT COMMUNICATIONS ESTONIA, OU N COGENT COMMUNICATIONS PORTUGAL Lda COGENT COMMUNICATIONS ROMANIA SRL COGENT ADRIA, KOMUNIKACIJE, d.o.c. COGENT NORWAY AS COGENT COMMUNICATIONS LLC COGENT COMMUNICATIONS INTERNET SERVICES LLC COGENT LATVIA SIA COGENT LITHUANIA UAB COGENT HELLAS INTERNET SERVICES SOLE MEMBER LIMITED LIABILITY COMPANY ACORD 101 (2008101) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD L AGENCY CUSTOMER ID: CN1 01 44688 1 LOC Washington A~~ o® ADDITIONAL REMARKS SCHEDULE Page 3 of 3 AGENCY NAMED INSURED MARSH USA INC. COGENT COMMUNICATIONS HOLDINGS, INC. ATTN: REAL ESTATE ADMINISTRATOR POLICY NUMBER 2450 N STREET, NW 4TH FLOOR WASHINGTON, DC 20037 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance COMPANY FOR INTERNET SERVICES COGENT MACEDONIA DOOEL SKOPJE I.C.S. "COGENT INTERNET MLD" S.R.L COGENT JAPAN G.K. COGENT COMMUNICATIONS MONTENEGRO d.o.o., Podgonra COGENT ALBANIA SH.P.K. COGENT MANAGEMENT B.V. COGENT COMMUNICATIONS HONG KONG LIMITED COGENT INTERNET SINGAPORE PTE. LTD. COGENT BRASIL HOLDINGS LTDA COGENT BRASIL TELECOMUNICAQOES LTDA COGENT COMMUNICATIONS AUSTRALIA PTY LTD i ACORD 101 (2008101) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Purchase Order Fiscal Year 2019 Page: 1 of: 1 Tt#iS F'C7 PJUMBER MU5>-AI'PEF,F~ ~N RI_L ~j B City of Ashland INVOICES, AND SHIPPING DOCUMENTS. 1 I L 20 E. Main - ATTN. Accounts Payable Purchase 7 L Ashland, OR 97520 Order # 2019028 T Phone: 541/552-2010 O Email: payable@ashland.or.us V H C/O Ashland Fiber Network E COGENT COMMUNICATIONS, INC l 90 North Mountain Ave N PO BOX 791087 p Ashland, OR 97520 D BALTIMORE, MD 21279 Phone: 541/552-2222 O T Fax: 541/552-2436 R O Donald Kewle 11/19/2018 4203 FOB ASHLAND OR/NET30 City Accounts Payable Internet Bandwidth 1 10 Gbpps Direct Internet Access (DIA) 8 MO $2,000.0000 $16,000.00 11/012018 - 06/30/2019 Project Account: 2 10 Gbps Direct Internet Access (DIA) 12 MO $0.0100 $0.12 07/01 /2019 - 06/30/2020 $2,000.00 per month Project Account: 3 10 Gbps Direct Internet Access (DIA) 4 MO $0.0100 $0.04 07/0112020 - 10/31/2020 $2,000.00 per month Cogent Dedicated Internet Access Contract Executed 10/31/2018 Project Account: GL SUMMARY 024700 - 400 $06,600.00 024700 - 60 ~vt7~ By f ~ Date: Q Authorizedignature PCB-Total $16,000.16 II ~ - 7 CITY OF s F~ # -ASHLAND REQUISITION Date of request: 11/0112018 Vendor Name Cogent Address, City, State, Zip 2450 N St NW Fourth Floor Washington DC 20037 Contact Name Gazi Sher Telephone Number 646-871-7222 Email address gsher(a7cogentco.com SOURCING METHOD ❑ Exempt from Competitive Bidding ❑ Emergency ❑ invitation to Bid Form #13, Written findin s and Authorization i ❑ Reason for exemption: Date approved by Council: ❑ g ❑ AMC 2.50 -(Attach copy of council communication) ❑ Written quote or proposal attached ❑ Written quote or proposal attached If council approval required, attach co of CC ❑ Small Procurement Request for Proposal Cooperative Procurement Not exceeding $5,000 Date approved by Council: ❑ State of Oregon ❑ Direct Award _(Attach copy of council communication Contract # _ ❑ Verbal/Written quote(s) or proposal(s) ❑ Request for Qualifications (Public Works) ❑ State of Washington Intermediate Procurement Date approved by Council: Contract # GOODS & SERVICES (Attach copy of council communication) ❑ Other government agency contract Greater than $5,000 and less than $100,000 ❑ Sole Source Agency i ❑ (3) Written quotes and solicitation attached ❑ Applicable Form (#5,6, 7 or 8) Contract # I PERSONAL SERVICES Intergovernmental Agreement ❑ Written quote or proposal attached Form Agency Greater than $5,000 and less than $75,000 ❑ Form #4, Personal Services >$5K & <$75K ! ❑ Direct appointment not to exceed $35,000 ❑ Annual cost to City does not exceed $25,000. ❑ Special Procurement I ❑(3) Written proposals/written solicitation ❑ Form #8, Request for Approval Agreement approved by Legal and approved/signed b i y 171 City Form #4, Personal Services >$5K & <$75K El ( ) Written quote or proposal attached Administrator. AMC 2.50.070 4 Date approved by Council: ❑ Annual cost to City exceeds $25,000, Council Valid until: (Date) approval required. (Attach copy of council communication) (Description of SERVICES Total Cost ! 10Gbps Direct Internet Access (DIA) delivered to the AFN switch located at 921 SW Washington, Portland, OR 97205 ($2,000/monthly or $24,000/annually) $ 48,000.00 Item # Quantity Unit Description of MATERIALS Unit Price Total Cost 1 8 Month 10Gbps Direct Internet Access (DIA) 1111/2018 - 6/30/2019 p 2,000.00 16,000.00 2 12 Month 10Gbps Direct Internet Access (DIA) 7/1/2019 -6/30/2020 2,000.00 24,000.00 3 4 Month 10Gbps Direct Internet Access (DIA) 7/1/2020 -10131/2020 2,000.00 8,000.00 f ❑ Per attached quotelproposal TOTAL COST 3 i ! Expenditwe must he charged to the apuropeate accoumnumne;s ror the rinarnrais to reBect me actual expenditures accwateiy i • i Project Number _ _ _ _ _ _ Account Number 024700 _ _ - 601400 _ _ $ 161000_00 Project Number _ _ _ _ _ _ _ Account Number 024700 - 604100 _ $ _ 24,000.00 _ Project Number _ _ _ _ _ _ _ Account Number 024700 _ - 604100 _ _ $ _ 8,000.00 IT Director in collaboration with department to approve all hardware and software purchases: By signing this requisite form, ertif that the City's~public contracting requirements have been satisfied. 1 T Director Date Support Yes / No Employee: Department Head:` -A A, 1-7 /Ito o reaterthan $5,000) Department Manager/Supervisor: % City Administrator. lm- (Equal to or greate Pan $25,000) Funds appropriated for current fiscal year. YES NO s 6 s~ ' ' t Firiiance Director- (Equal to orgreatei than $5.000) Date Comments. ~ Form #3 - Requisition Council Business Meeting October 16, 2018 Agenda Item Contract Approval - AFN Bandwidth From Donald Kewley AFN Operations Manager Contact donald.kewley(o),ashland.or.us 541-552-2316 SUMMARY The City of Ashland's Internet Bandwidth contract with Hunter Communications expires October 31, 2018. The current contract provides AFN with 10 Gbps Direct Internet Access Connection (DIA) via the Headend located at 90 N Mountain Avenue. The City Council is being asked to authorize the City Administrator to enter into a contract with Hunter Communications for 20 Gbps Internet Bandwidth and 10 Gbps Transport. On August 13, 2018 AFN released a Request for Proposal (RFP) for Internet Bandwidth. The RFP provided the City of Ashland with an opportunity to achieve cost savings for Internet Bandwidth, carrier diversity, physical path diversity and improve its infrastructure. POLICIES, PLANS & GOALS SUPPORTED This contract award for Bandwidth will support the City's goal of reducing costs and achieving carrier & physical path diversity and operational efficiency. Council Goals Supported 17. Market and filrther develop the Ashland Fiber Network. 17.1 Complete and implement the AFN business plan. 15.1 Support film industry growth. 16.1 Position ourselves as a location where high-tech businesses want to grow. PREVIOUS COUNCIL ACTION October 3, 2017 the City Council approved extending the existing for Internet Bandwidth contract with Hunter Communications until October 31, 2018. Initially, Hunter Communications was awarded a contract resulting from a Request for Proposal (RFP) for an initial term of two years (November 1, 2015 to November 1, 2017) with the option to extend the contract for up to three (3) additional years for a total of five (5) years. BACKGROUND AND ADDITIONAL INFORMATION The sourcing method used to acquire these services is a formal Competitive Sealed Proposal (Request for Proposal). The City received a record number six (6) proposals in response to this RFP. The proposals were evaluated in accordance with the evaluation process and criteria established in the RFP and all six (6) proposals were deemed to be responsive by a five-person evaluation coinmittee. To meet increasing consumer demand and successfully compete against the large national Multiple System Operators (MSO's) for customers, AFN needs to proactively pursue the most cost-effective means of procuring Pagel of 2 CITY OF ASHLAND r . internet bandwidth Transit and Transport). To facilitate this AFN adopted a carrier approach to obtaining process, internet connectivity in FY 2015. The carrier approach allows AFN to participate in higher capacity connections and take advantage of wholesale pricing opportunities. Reduced Internet bandwidth costs help facilitate AFN's continued financial success and improves its ability to provide high-speed Internet to businesses and residences in the City of Ashland. FISCAL IMPACTS Fiscal Year Proposed Cost FY 2019 $134,416 FY 2020 $118,800 FY 2021 $118,800 The current budget for 10 Gbps of Internet Bandwidth is $170,000 per year. The new contracts would provide 20 Gbps Internet Bandwidth and 10 Gbps Transport for approximately $118,000 per year. Cost savings in the first year would be approximately $35,584 as the current Hunter contract ends in the middle of a fiscal year. Cost savings for year two is approximately $51,200 per year. The proposed solution will benefit AFN's subscriber base (City of Ashland, City of Medford, Ashland School District, businesses, residences, etc.), with increased reliability and provide safeguards for cataclysmic events. STAFF RECOMMENDATION Staff recommends approving the contracts for AFN's Internet Bandwidth and Transport to Hunter Communications, LS Networks and Cogent ACTIONS, OPTIONS & POTENTIAL MOTIONS I move to approve a contract for AFN Internet Bandwidth and transport contracts with Hunter Communications, LS Networks and Cogent. REFERENCES & ATTACHMENTS Attachment 1: Internet Bandwidth Service Agreement - Cogent Communications, Inc. Attachment 2: Internet Bandwidth Service Agreement - LS Networks Attachment 3: Internet Bandwidth Service Agreement - Hunter Communications Attachment 4: RFP Internet Bandwidth Evaluation Summary Page 2 of 2 CITY OF ASHLAND