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2023-174 PO 20240162- Cogent Communications Inc.
• - Purchase Order. '�01,4111 - • Fiscal Year 2024 • Page: 1 of: 1 arifREcoppui , ,......m .-.7-__-_, B City of Ashland ifil K.-.- 1 ATTN: Accounts PayableL • Purchase L 20 E. Main 20240"162 Ashland, OR 97520 Order* T Phone: 541/552-2010 . O Email: payable@ashland.or.us . • • V H CIO Ashland Fiber Network ' E ,COGENT COMMUNICATIONS, INC . 1 90 North Mountain Ave - N PO BOX 791087 p Ashland, OR 97520 O BALTIMORE, MD 21279 Phone: 541/552-2222 • T Fax: 541/552-2436 R ' • - O ,_P/iei.hlE,-J§[ala[:gt T al:}- ktv.i3IE Emg,--1.a3Mei=J�m�i=i,3igiaellalg=E. Etol=_ ==!_lint 1s'-..cm=J=cJe[E.= - - — ' • , Chad Sobotka 9r 1:l=:JEcc= i..,Di J_ahi;;rl=lc== -:.: -1=•,=c =__JtE,e'11 T„-s— _ —_-- _ �J- �-.9 c�_ �ve �"—!" • __ 11-�.e_1i€IEI.7.a:lez�{—________ .Isr-J€i€E�t__i-_ Nig— 10/17/2023 - 4203 FOB ASHLAND OR/NET30 Cit Accounts Pa able ' 11,l;ls5�: =T_F13g:144-N3il3z ERa ____s—_— f -= 7,1 ppp M C+ Internet Bandwidth 1 Internet Bandwidth 1.0 $20,200.00 $4200.00 IP Transit services from Portland . - Term: November 1,2023 to October 31, 2025 - - •• Setup fee: $1 000 Monthly fee: $800 • Approved by the City Council October 3, 2023 . • Cogent Agreement/Customer Order Form .• • • Project Account: - • • *************** GL SUMMARY*************** 024700-601409'' I 00 I , • 0• . . • By: ? i Date: 66M41(1). � B�Iry1y11'gl - __= Authorized Sianat1ir a je =o -__ $20.200.00 • t . ' FORM #3 CITY OF, ASHLAND request fora Purchase Oyler . REQUISITION Date of request: Oct 16,2023 Required date for delivery: Nov 1,2023 Vendor Name Cogent Communications. Address,City,State,-Zip 2450 N Street NW,Washington DC 20037 Contact Name&Telephone Number Michael Scandiffio,212-625-4772 • ' Email address • mscandiffio@cogentco.com • SOURCING METHOD - • • 0 Exempt from Competitive Bidding 0 Emergency 0 Reason for exemption: 0 Invitation to Bid 0 Form#13,Written findings and Authorization ❑ AMC 2.50 Date approved by Council: ❑ Written quote or proposal attached ❑ Written quote or proposal attached _(Attach copy of council communication) _(If council approval required,attach copy of CC) O Small Procurement ® Request for Proposal Cooperative Procurement Not exceeding$5,000 Date approved by Council:Oct 3,2023 0 State of Oregon ❑ Direct Award _(Attach copy of council communication) • Contract# 0 Verbal/Written bid(s)or proposal(s) 0 Request for Qualifications(Public Works) 0 State of Washington • . Date approved b.y Council: ' Contract# _(Attach copy of council communication) 0 Other government agency contract • Intermediate Procurement ❑ Sole Source Agency ' GOODS&SERVICES • 0 Applicable Form(#5,6,7 or 8) Contract# Greater than$5,000 and less than$100,000 0 Written quote or proposal attached Intergovernmental Agreement O (3)Written bids&solicitation attached 0 Form#4,Personal Services$5K to$75K Agency - . PERSONAL SERVICES Date approved by Council: 0 Annual cost to City does not exceed$25,000. Greater than$5,000 and less than$75,000 Valid until: Date Agreement approved by Legal and approved/signed by • 0 Less than$35,000,by direct appointment 0 Special Procurement ' City Administrator.AMC 2.50,070(4) O (3)Written proposals&solicitation attached 0 Form#9,Request for Approval 0 Annual cost to City exceeds$25,000,Council O Form#4,Personal Services$5K to$75K 0 Written quote or proposal attached approval required.(Attach copy of council communication) Date approved.by Council: • • - Valid.until: Date Description of SERVICES • . . • TOTAL COST IP Transit services from Portland, November 1 2023 to October 31,2025 ' $800 per month and$1000 setup fee $20,200:00' • Item# •Quantity Unit Description of MATERIALS Unit Price Total Cost ❑ Per attached quotelproposal TOTAL COST' . $20,200:00 . •• Project Number _ _ Account Number 024700-601400 Account Number - Account Number - • *Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. IT Director in collaboration with department to approve all hardware and software purchases: • • • . IT Director Date .Support-Yes/Nor By signing this requisition form,t certify that the City's public contracting requirements have been satisfied" Employee: • Department Head: £_ t, 0' 11�-- . 9 % 2 . 0-pal to or grer• than$5,000) Department Manager/Supervisor: 1���(((}}}000��� 7i City Manager: 741-8,01 � � (Greaterthan4,51 , 00) Funds appropriated for current fiscal year: YES / NO 1,t ,T'�i.Financeb/rector--(Eq alto rgreaterthan$5,000) bate • Comments: • • 501822F496105A2C890373EA937088CF ' • CUSTOMER ORDER FORM Dedicated Internet Accessn NORTH AMERICA•US-CogentCommunicalions,Inc. • 2450 N Street,NW • Washington,DC 20037 Innicogantco.com Customer and Order Information • City of Ashland-Ashland Fiber Network • Customer Description Netcentric/Wholesale Resell Customer(Name) . I No Order Date 03-Oct-2023 'Agent Deal(Name) No ' • • Customer Requested Service • 01-Nov-2023 Dale` Legacy Orders Termination' Nc 'This dale Is the eargasl Service Dale reaavastad byCustomer.BIIMg stens on No Service Date.lnstaltadon of i For all Legacy Ordersruled In the SERVICE INFORMATION section below,CUSTOMER erects 1 of 3 She vice D e N sub ed to the SLA and Product Rider.Wake COGENT mayq Install the ServIce on Iho Requested a sons: Service Dale,COGENT dues not guarantee teal the Service wgi be Installed an that dale. -I=dialerTermination.- 2)Delayed Terminallon(up to 10 days), • 3 No Temrhrafon—Month-to-Month(more than 30day overlap),Le.,tenacy orders win renew for successive • Renewal Tema crone(1)month oath terminated by Customer. • Service Information • • • • Quoted Currency ..', USD US Dollar Service Parameters - Order ID Order Type Oeder) Node ID htet ce CDR(Mbps) ljnumonths` On/Off-Net Billing Model B(perureMfipt Fees) FInstaee Fellation Monthly e 3-001553514 New 6468-1 10GE 10000 12 On-Net Flat 0.00000 1000.00 800.00 .Service Options Note:IP Addresses Allocation.BOP,VLAN end LAG option orders skirls have an Initial Term of one(1)month IP Addresses Allocation Order ID Order Type Legacy Installation Notdepan(end wRAl Rider ads to be i No yp Orders Block Size-Total IPs IP Version Fee MonthlyFee Independent resaulras)needs to be () submitted wl ONerForm BGP Routing • Order ID OrderT a Legacy . 0.00 ASN(s)aeodssued by owners ofSecondaryNO Type Order ASN Owner ASN IP Version Nolo:LOA(s)need(s)to be submitted with order (s) Form. • 0.00 VLAN(suw/static routing Le a' Order ID Order Type Order(s) s) Comments Port OrderNoaOdsstobsmrsw hOry No • Form. • 0:00 Link Agppregqalien(LAG Order ID Order Type Legacy Services involved in LAG-bundle (As descnLetl Gt Product Rtle� No Order(s). 0.00 Expedite Delivery No As described in Product Rider '0.00 (As desBilling IOn ectad ptions • No Billing Method Master Service ermc Rider) Other Involved Services Cabling NOrder ID Product Legacy Comments Port Order (As described N Product Rider) o Order(s) 0.00 0.00 Equipment No Order ID Product . peers Comments Port Order (Asdascn-hedtn P%duct Ride r) d {) 0.00 0.00 • Total Fees Installation Monthly Fee Fee ' Total Fees including Options , 1000.00 800.00 • "If Customer hes elided to ba hided N e currency other than the currency used for the Quoted Pr1ce.,the Quoted Price will ha convected Into the Bang Currency seieded above on the date this Order Is validated by COGENT.In performing the currency conversion on such date,COGENT United wig use the currency conversion rale as of the close ofbusiness for Meprevious day asset forth alenrvoanda.cem• Bi(gngCurrency" USD States- Dollar • • • • • • Customer Initials: • 59A022F496885A2C1390373EA93706BCF •CUSTOMER ORDER FORM Dedicated Internet Access - t • NORTH AMERICA•US Cogent Communications Inc. ....., 2450 in Street, COO ci:„.)nWashington,DC 20037 • 4.--11 vnnicogen(m.mm Customer Service Delivery Information Customer Contracting&Billing Information• Tenant/Datacenter Name City of Ashland-Ashland Fiber Network Company Name City of Ashland-Ashland Fiber Network Node ID 6468-1 Billing Address ._,.. 90 N MOUNTAIN AVE Service Address 921 SOUTHWEST WASHINGTON STREET_ Suite/Floor Suite/Floor City,State,Province ASHLAND,OR • City,State,Province PORTLAND,OR Postal•Code ' - 97520 •Postal Code ..97205 . Country . . _ US Country US Company Registr.Nr. •service delivery - Tax/VAT ID Nureber _ •Se Rider. �always takes place a1 Cogan!Domination Point es defined in.the attached Product - - - • Request for consolidated billing(one account/Invoice for multiple ports in No the same cauntry)e _ - •Consolidated W6ng requests must be reviewed and eppmved by Cogent • Delivery Contact Name . Chad Sobotka Billing Contact Name Chad Sobotka Telephone (541)552-2402 Telephone (541)552-2402 Cellphone Cellphone Fax Fax Email chad@ashlandfiber.net Email - chad@ashiandfiber.net • Cogent Contact Information Location New York Sales Office I,Ii,III,IV,V-NY1 Name Michael Scandifio ' Sales Sales Office Address . HQ:2450 N-Street,NW Washington,DC 20037 Account Phone +12126254772 . Phone 1-877-9COGENT Manager Email mscandiffici@cogentco.com - • Fax 202-338.8798. Sales sales@cogt3ntco.com Service Provisioning sd@cogentco.com Billing btlfing@cogentco.c6m Customer Care support@cogentco.com • Termination • terms@cogenico.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 byCustomer) Fo Capitalized terms are defined in the text of the Terms or Definition section of (For current customers,If Terms are not the Terms.All prior agreements,proposals,representations,statements,or attached,the current Terms reinam In force) understandings,whetherwritten or oral,concerning such Services,are ((4))Pro uct R/dwww',as at t chad(/files/p s_lntemomeLq_on_intemet.pdf) superseded.Customer certifies that the documents constituting the CSA are (4)Product Rider(s),as attached{signed by Customer) the documents and forms that have been supplied to Customer by Cogent 5 Any other or Addendum,as attached(signed by Customer) and that Customer has made no changes to them. Notes • Notwithstanding Section 1.2 of the Terms,at the end of the Initial Term,the Service ordered hereunderwlit renew on the same price,terms and conditions for successive month-to-month Renewal Terms unless end until terminated or amended as provided In the CSA, A VEDAS TO FORM • • Signature o t i 1.I.2....5 _. . . Date . • • SIGNATURES . By signing below,Customer affairs and acknowledges that it has read the entire CSA and agrees to be bound by the provisions'thereof. For Customer For Cogent Co mmunications,Inc. Signature 0�Yll .dy Signature' Printed Name t` L ♦ LtJ.Y -Printed Na me C � ! lL� Ci� ^ � DD iNg:itcanl=lysmignBeirdbebcyklmH)B,uob=Cecokg(Je Hnt _ Title Title �l/J � A- Femmunicatinns,o r s mail=jbubeck@cogentco.com, . �0Date .1: 22372-34"-1 Date Date:22i11:0214:0828-04'00' 7 • • EE600196D1A12857D2F6B881EF504650 CUSTOMER ORDER FORM Dedicated Internet Access • cogent •NORTH AMERICA-US-Cogent Communications,Inc. • 2450 N Street,NW Washington,DC 20037 • www.cogentco.com • • Customer and Order Information • ' City of Ashland-Ashland Fiber Network - - Customer Description Netcentric/Wholesale ResellCustomer(Name) • No Order Date 31-Oct-2023 Agent Deal(Name) . No Customer Requested Service 01-Nov-2023 • Legacy Orders Termination' No Date' •This date is the earliest Service Dale requested by Customer.Billing starts on the Service Date.Installation of •For all Legacy Orders listed in the SERVICE INFORMATION section below,CUSTOMER elects 1 of 3 the Service is subject to the SLA and Product Rider.While COGENT-may Install the Service on the Requested options: Service Date,COGENT does not guarantee that the Service will be installed on that date. 1)Immediate Termination, 2 Delayed Termination(up l0 30 days), - 3)No ermination—Month-to-Month(more than 30-day overlap),I.e.,legacy orders will renew for successive . Renewal Terms of one(1)month unti'terminated by Customer. Service Information • . • • Quoted Currency • USD US Dollar • Service Options Note:IP Addresses Allocation,BGP,VLAN and LAG option orders always have an Initial Term of one(1)month. / IP Addresses Allocation • Order ID Order Type • Legacy Block Size-Total IPs IP Version Installation Monthly Fee Note:IPQ(and IARM Rider for Provider . No Order(s) Fee• Independent resources)needs to be - submitted w/Order Form0.00 Order ID Order Type Legacy ASN Owner ASN IP Version BGP Routing Order(s) • Note:LOA(s)Issued by owners of Secondary Yes ASN(s)need(s)to be submitted with Order City of Ashland- - - Form. '3-001587670 New Ashland Fiber 14188 IPv4 0.00 • Network VLAN(s)w/static routing Order ID Order Type Legacy • Comments Port Order thole:LOA(s)issued by owners of Secondary NO Orders) IP(s)n )(s)tobe submitted with Order - - - - Form. - 0.00 Order ID Order Type Legacy Services involved in LAG-bundle Link Aggregation 4LAG) No Order(s) •(As descn ed m Produc Rider) - 0.00 • Expedite Delivery • • No As described in Product Rider 0.00 • Billing Options Yes Billing Method Master Service Other Involved Services (As describ S in Product Rider) .. Cabling Order ID Product Legacy • Comments Port Order (As described In Product Rider) NO Order(s) 0.00' 0.00 • Order ID Product Legacy •Comments Port Order Equipment. • No Order(s) (As described in Product Rider) - - • 0.00 0.00 Total Fees Installation Monthly Fee Fee Total Fees including Options • - 0.00 0.00 • "iICCmeeeecctteobvee bolln eden daatceurrenOethvadhted cbyCOcGy EsNeTd.forpehrefoQrongedthPedccuer,rethneQcontevdeFrsidocne ownilsubchcoee,COGNTe - United will use the currency conversion rate as of the close of business for the previous day as set forth at www.oanda.com. Billing Currency** USD • States- - Dollar . • • • • • • • • • aSCustomer Initials:�aG • Order Form generated on: 31-Oct-2023 18:21:33(UTC) Page 1/2 EE60D196D1Al2B57D2F6B891EF50465D CUSTOMER ORDER FORM Dedicated Internet Access NORTH AMERICA-U$-Cogent Communications,Inc. CO e 2450 N Street,NW rit Washington,DC 20037 • wwwcogentco.com Customer Service Delivery Information Customer Contracting&Billing Information Tenant/Datacenter Name City of Ashland-Ashland Fiber Network Company Name City,of Ashland-Ashland Fiber Network' Node ID 6468-0 • BillingAddress 90 N MOUNTAIN AVE Service Address 921 SOUTHWEST WASHINGTON STREET Suite/Floor Suite/Floor City,State,Province - ASHLAND,OR City,State,Province PORTLAND,OR Postal Code • 97520 • , . Postal Code 97205 Country US • Country' US • Company Registr.Nr. • ' Tax/VAT ID Number •Service delivery always takes place at Cogent Demarcation Point as defined in the attached Product Rider. Request for consolidated billing(one account/invoice for multiple ports in No the same country)* ', •Consolidated billing requests must be reviewed and approved by Cogent. Delivery Contact Name Chad Sobotka Billing Contact Name Chad Sobotka Telephone (541)552-2402 Telephone (541)552-2402 Cellphone Cellphone ' • Fax Fax Email chad@ashlandfiber.net Email chad@ashlandfiber.net • Cogent Contact Information , Location New York Sales Office I,II,Ill,IV,V-NY1 Sales Name Michael Scandiffio Address HQ:2450 N Street,NW Washington,DC 20037 Account Phone +12126254772 Sales Office Manager Phone _1-877-9COGENT . Email macandiffio@cogentco.com ' Fax 202-338-8798 - Sales sales@cogentco.com Service Provisioning sd@cogentco.com • Billing billing@cogentco.com Customer Care support@cogentco.com Termination terms@cogentco.com Contract Documents - The entire Customer Subscriber Agreement(CSA),entered into between1 Order Form Customer and COGENT,is made up of the documents listed here. (2)Terms,as attached(initialed 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 Terms.All prior agreements,proposals,representations,statements,or (3)SLA(http://www.cogentco.com/files/ps_internet/SLA_on_internet.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 ' • 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 CustomerFor Cogent Communications,Inc. Signature 1Chad cSobotkot . . , Signature ' Printed Name 1Chad Sobotka I--• -' Printed Name Jim Bubeck - Title j Operations Manager Title ;CRO • Date ,Oct 31,2023 . Date Nov 2,2023 . Order Form generated on: 31-Oct-2023 18:21:33(UTC) Page 2/2 • • • Network Services Terins&Conditions North America(Ver.3-07/16) ®Cogent Communications,Inc.2016 Confidential NETWORK SERVICES COgenl— TERMS & CONDITIONS n • 1 - NORTH'AMERICA • 124kerr+% 41 lin ' I°131/ • 1. SERVICES AND TERM. customers;or(b)Customer's account is unpaid sixty(60)days after date of 1.1. Pursuant to the CSA,Cogent will 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 (Le..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 Term 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 and the Initial Term will begin as of the Service Date. Customer will be Term will not be effective until the end of the next month(Le.,notice deemed to have accepted the Service as of the Service Date. Atthe-end-of received April 20th is effective'June 1st);or(b)except as otherwise stated • the initial Term, . • •`- , , crftsP'SIlECessise herein,during an Initial Term or Renewal Term if the other Party breaches R,n..\Y„I Tc,,,,,,yuol i„t.gth-toth eni Iii L.,,,;,,,d,..d any material term or condition of this CSA and fails to cure such breach within thirty(30)days after receipt of written notice of the same.All T3/4 13. Each Service will be provided to the Service Location specified on the termination notices by Customer must be sent separately for each Service • Order Form only.Any relocation of a Service shall be an amendment of such (including terminating one Service location after a Service is switched to a , Service requiring the consent of both Parties.Customer may order additional new Service location)and must be sent to terms a cogentco.com. Services or locations in North America through additional Order Forms, 4.3.Ifo Service is terminated prior to the Service Date,Customer shall pay COGENT for all Initial Costs for such Service. If the Service is terminated which will be governed by this CSA.Customer's account must be current in order to make changes to Services or order additional Services after the Service Date,Customer shall pay COGENT(a)for the Service up 2. SERVICE CHARGES AND BILLING. through.the date of termination;and(b)except in the case of termination by 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 ofan existing Service will result in additional fees 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 ofa Service order are uncertain and installed,Customer will be responsible for Service charges forboth 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 n11 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 rotes. • 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 fights. • Customer at least sixty(60)days advance written notice. Customer agrees that its obligation to pay service charges and Taxesunder this CSA shall 5, DISCLAIMER OF WARRANTY AND LIMITATION OF L7ADILITY. • survive the termination Of the CSA. 5.1. EXCEPT AS 07`H8RW15G HCT XPRESSLY SFORTH HEREIN OR IN THE SLA, ' • 2.3. Customers claiming tax exemption must provide COGENT with a THE SERVICES ARE PROVIDED ASIS, ' • AND NEITHER COGENT NOR ANY OF ITS properly executed• claiming form. PROVIDERS,LICENSORS,OFFICERS,EMPLOYEES,OR AGENTS MAKES ANY. '1VARRANTY,CONDITION OR GUARANTEE WITH RESPECT TO THE SERVICES OR 3: SERVICE USE AND INTERRUPTION. AS TO THE RESULTS TO BE OBTAINEDFROMTIIE.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 WITHKNOWLEDGE lawful purposes and must comply with COGENT's ADP. Transmission of OF THISIVARRANTY LIMITATION.COGENTEXPRESSLY 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'rales. 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 other 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 in 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 stated in the COGENT SLA. WHATEVER NATURE(INCLUDING CLAIMS BASED ON NEGLIGENCE)ARISING ' 4. TERMINATION.RESTRICTION OR SUSPENSION. OUT OF THIS- AGREEMENT AND ALL OTHERS BETWEEN CUSTOMER AND COGENT,AND THE PROVISION BY COGENT OF FACILITIES,TRANSMISSION, • 4.1. Prior to the Service Date,COGENT may terminate the CSA if not DATA,-SERVICES OR EQUIPMENT INCLUDING,BUT NOT LIMITED TO,DAMAGE approved by COGENT corporate management(including credit check). TO REAL/PERSONAL PROPERTY,SHALL NOT EXCEED THE LESSER OF(A)THE COGENT also may restrict,suspend or terminate the CSA,Customer's use AMOUNT PAID BY CUSTOMER FOR THE SERVICE ATISSUEIN THE PRIOR SIX(6) of or access to any Service,or both,at any time if(a)Customer is in material MONTHS TO THE ACTION GIVING RISE TO THE CLAIM,OR(a)ONE HUNDRED breach of the CSA(including but not limited to the AUP)and,in COGENT's THOUSAND DOLLARS($100,000.00)IN'TOTAL;PROVIDED,powevee,THAT sole judgment,an immediate restriction or suspension is necessary to protect THE FOREGOING LIMITATIONS SHALL NOT APPLY FOR DEATH OR PERSONAL the COGENT Network or COGENT's ability to provide services to other Page 1 ofa • Customer. Cogent Communications,Inc.2450 N St.,NW,Washington,D.C.,20037 202.295.42601vwty cogenteo,conl . • • i • • ' .Network Services Terms&Conditions North America(Ver.3-07/16) ®Cogent Communications,Inc.2016 • Confidential INJURY CAUSED BY COGENT,OR FOR ANY OTHER LIABILITY WHICH MAY NOT all communications or information transmitted by Customer or by any Of BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. Customer's customers or authorized end users,or(iii)the use of Service(s). 5.3. CUSTOMER RECOGNIZES THAT THE INTERNET CONSISTS OF MULTIPLE by Customer in any manlier inconsistent with the terms of this CSA, PARTICIPATING NETWORKS THAT ARE SEPARATELY OWNED AND NOT including without limitation the•AUP. •SUBJECT TO COGENT'S CONTROL. CUSTOMER AGREES THAT COGENT SHALL 7. ADDITIONAL PROVISIONS. NOT BE LIABLE FOR DAMAGES INCURREDOR SUMS PAID WHEN THE SERVICES 7.1.Except as to payment obligations of Customer,neither Party shall have ARE TEMPORARILY OR PERMANENTLY UNAVAILABLE DUE TO MALFUNCTION any claim or right against the other Party for any failure of performance due to OF,OR CESSATION OF,INTERNET SERVICES BY NETWORK(S)OR INTERNET Foiociclajeure: 'SERVICE PROVIDERS NOT SUBJECT TO COGENT'S CONTROL, OR FOR TRANSMISSION ERRORS IN,CORRUPTION OF,OR THE SECURITY OF CUSTOMER 7.2•Neither Party is the agenterlegel representative of the other Party,and this • INFORMATION CARRIED ON SUCH NETWORKS OR INTERNET SERVICE CSA does not create a partnership,joint venture or fiduciary relationship • PROVIDERS.COGENT SHALL HAVE NO LIABILITY HEREUNDER FOR DAMAGES between COGENT and Customer. Neither Party shall have any authority to INCURRED OR SUMS PAID DUE TO ANY FAULT OF CUSTOMER OR ANY THIRD agree for'or bind the other Party in any mariner whatsoever. This CSA confers PARTY,'OR BY ANY HARMFUL COMPONHNTS(SUCH AS COMPUTER VIRUSES, no right,remedies,or claims of any kind upon any•third party,including, ` WORMS, COMPUTER SABOTAGE, AND 'DENIAL OF SERVICE' ATTACKS). without limitation,Custo er'S SubsCrlbers or end-users: COGENTIS NOT LIABLE FOR ANY BREACH OF SECURITY ON THE CUSTOMER'S 73. This CSA for Service is made,pursuant to and 5111111 be construed and NETWORK,REGARDLESS OF WHETHER ANY REMEDY PROVIDED IN THIS CSA enforced in accordance with the laws of the District of Columbia without regard FAILS OF ITS ESSENTIAL PURPOSE: WITHOUT LIMITING THE FOREGOING,• t0 its choice of law principles.Any action arising out of or related to this CSA CUSTOMER AGREES THAT IT WILL NOT HOLD COGENT RESPONSIBLE FOR. Shall he brought in the District Or Federal courts located in the District of (A)THIRD PARTY CLAIMS AGAINST CUSTOMER FOR DAMAGES,(a)LOSS OF ,Columbia,and.Customer consents to'the jurisdiction and venue of such • OR'DAMAGE TO CUSTOMER'S RECORDS OR DATA OR THOSE OP ANY THIRD ' courts. • PARTY,OR(C)LOSS OR DAMAGE TO CUSTOMER ASSOCIATED WITH THE 7.4. Notices, INOPERABILITY OF CUSTOMER'S EQUIPMENT OR APPLICATIONS WITH ANY f age prepaid)to the appropriatent n rioobn e-mail,tclistedr O first • class mail(postage prepaid) the contact point listed on the COMPONENT OF THE SERVICES OR THE COGENT NETWORK CUSTOMER Order.Forin, and are considered made when received at that address; AGREES TO MAKE ALL CLAIMS RELATED TO THE SERVICES DIRECTLY provided;that temtination notices to COGENT must be sent in accordance AGAINST COGENT, AND WAIVES ANY RIGIPC 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 AGAINST OR THROUGH A THIRD PARTY TO THIS CSA. written notice. Customer is responsible for accuracy of its information on • 5.4. NEITHER COGENT NOR ANYONE ELSE INVOLVED IN CREATING, the Order Form,including points Of=Met. PRODUCING, DELIVERING (INCLUDING SUSPENDING OR DISCONTINUING 7.5. Customer may net assign this CSA without COGENT's prior written • • J SERVICES)OR SUPPORTING THE SERVICES SHALL BE LIABLE TO CUSTOMER; consent, which consent shall not unreasonably be withheld. Any SRCh ANY REPRESENTATIVE, OR ANY THIRD PARTY FOR ANY INDIRECT; assignment without COGENT's prior written Consent shall be void. ' INCIDENTAL,SPECIAL,PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE SERVICES OR INABILITY TO USE THE SERVICES,INCLUDING,WITHOUT 7.6. Without limiting any other obligation which expressly survives the LIMITATION,LOST REVENUE,LOST PROFITS,LOSS OF TECHNOLOGY,RIGHTS expiration orpr or terminationof the term of the CSA,the expiration or prior OR SERVICES,EVEN IF ADVISED OP THE POSSIBILITY OF SUCH DAMAGES, termination of the term of the CSA shall relieve both Parties of any further • obligations hereunder,except with respect to the Sections 2.3.4.3.4.4 ands WHETHER UNDER THEORY OF CONTRACTOR TORT(INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE). through 7 which shall survive any expiration or termination of these Terms. 5.5.NO ACTION:OR PROCEEDING AGAINST COGENT MAY BE COMMENCED BY 7.7.•If(but only if)required by COGENT's or Customer's agreement with . THE CUSTOMER MORE THAN ONE(1)YEAR AFTER THE LAST DAY ON WHICH Customer's Landlord: (a) any cessation Or interruption in COGENT's - THE SERVICE-WHICH IS THE BASIS FOR THE ACTION IS RENDERED,AND Service does not constitutea default or constructive eviction by Customer's • CUSTOMER 'ACKNOWLEDGES THAT THIS LIMITATION-,CONSTITUTES AN. Landlord,and(b)Customer agrees to'Waive and release Landlord and its • related parties from any liability in connection with any damages whatsoever EXPRESS WAIVER OF ANY RIGHTS.UNDER ANY APPLICABLE STATUTE OF LIMITATIONS WHICH WOULD OTHERWISE AFFORD ADDITIONAL TIME FOR 'InCUffed by CUSIOmer,including lost revenues,which arise,or are alleged to SUCH A CLAIM. arise, Out of any'interruption of or defect in the COGENT Service, 6. 1NDRIIINITY. :REGARDLESS OF WHEITIER SUCH INTERRUPTION OR DEFECT IS CAUSED BY THC ORDINARY NEGLIGENCE(BUT NOT TILE GROSS NEGLIGENCE OR . 6.1.Customer-'will indemnify,defend and hold harmless COGENT and ifs -WILLmILRIISCONDUCT)OFA RELEASED PARTY . directors,officers,employees,affiliates,and its agents and subcontractors 7•8., The COGENT Network is owned by COGENT,or itsiicensors;and is • from and against any claims,suits,actions,and proceedings from any and all protected by copyright and other intellectual prepeity laws.Customer agrees third parties,and for payment of any Losses,to the extent such Losses arise that title to,and Ownership of the Services,in any form;shall at all times and (a) as n result of violation of the ACIP or any applicable la',or regulation; in any event be held exclusively by COGENT. Customer shall be entitled to (b)from any and all claims by any of Customer's customers or other third only such rights with respect to'the Services as are specifically granted -party end users in connection with a Service(including,Without limitation, herein. any claims regarding content transmitted using a Service or violation of data protection legislation),regardless of the form of action,whether in contract, 7.9. This CSA and suet/ other written ngreerments,.documents and . tort,warranty,or strict liability;provided however,that Customer will have instruments as may be executed•in connection herewith are the final,entire • no obligation to indemnify end defend COGENT against claims for damages and complete agreement between Customer and COGENT and supersede all • for bodily injury or death caused by COGENT's gross negligence Or willful prior and contemporaneous negotiations;and oral representations and misconduct,or(c)from.olaims of copyright infringement and all manner of agreements,all,of which are merged and integrated into,this CSA. No intellectual property claims,defamation claims,claims of publication of purOhase.ordcr orsimilardecument provided by Customer to COGENT shall obscene, indecent, offensive, racist, unreasonably violent, threatening, be of any force and effect. Amendments to the CSA or any Service shall be ' intimidating Or harassing material,and claims of infringement of data in writing and"signed by both Parties, protection legislation,to the extent such Losses are based upon(i)the content 7.10.This CSA'and any Addendum thereto maybe executed in one or more of any information transmitted by Customer or by any of Customer's counterparts all of which taken together shall constitute one and the same ' customers or authorized end users,'(ii)the use and/or publication of any and instrument. . , Paget of3 Customer: , - Cogent Communications,Inc.2450 N SI.,NW,Washington,D.C.,20037 202.295.4200 wlwv.cogentco.conl • • • Network Services Terms&Condition's North America(Ver.3-07/16) ©Cogent Communications,Inc.2016 Confidential DEPR'ITION$ AUP COGENT's Acceptable Use Policy as posted by COGENT at www.cbgentco.corn.COGENT reserves the right to amend its AUP at any time,effective upon posting on the COGENT website. • COGENT Cogent Communications,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 provide the Services. Where COGENT services a building through its own facilities,the COGENT Network includes those facilities. The COGENT Network does not'include customer premises equipment, customer-ordered telephony circuits,and any networks or network equipment not operated and controlled by COGENT. Customer Customer identified in the attached Order Form. CSA The entire Customer Subscriber Agreement between COGENT and Customer for provision of the Service,consisting of,in order of priority,the Order Form,any addendum between the Parties,the Terms,the applicable product rider and the SLA. • Equipment Customer's equipment,if any. • Force Majeure Causes beyond a Party's control,including but not limited to:acts of God;,fire;explosion;vandalism;cable cut stone;flood or other similar occurrences;any law,order,regulation,direction,action or request of any government,including federal,state, provincial,municipal and local governments claiming jurisdiction over a Party or the Service,or of any department,agency, commission,bureau,corporation,or other instrumentality of any such government,or of any civil or military authority;national emergencies;unavailability of materials or rights-of-way;insurrections,riots,terrorist acts orwars(declared/undeclared);orstrikes, lock-outs,work stoppages,or other labor difficulties,supplier failures,shortages,breaches'or delays. • Initial Costs Greater of(a)installation fees(if not paid);or(b)all third-party costs and charges incurred by or charged to COGENT on • behalf of Customer for the Service,including but not limited tolocal loop fees,cross-connect charges,and wiring fees. Initial Term Initial length of term for the Services as indicated on the Order Form. • Landlord Customer's landlord,building oWater or property/telecom manager. Losses Costs,fees,liabilities,losses,damages or penalties,including reasonable legal fees. . Order Form Cover form to which these Terms are attached,identifying the specific Service(s)to be delivered. . • Party or Parties COGENT and/or Customer. • Renewal Tern! Subsequent length ofierfor the Services after completion of tlse Initial Term. • • Service(s) Bandwidth services provided by COGENT under the Customer Subscriber Agreement.. • Service Date Earlier of date on which(a)COGENT notifies Customer that the Service is available 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 Service Date on the Order Form is the earliest date on which Custorner is twilling to accept COGENT• Service. COGENT does net guarantee that the Service will be installed on the Requested Service Date. SLA The Service Level Agreement as posted by COGENT at wwiv.cogenico.cont for Customer's Service(s). COGENT reserves the right to amend the'SLA at any time,effective upon posting on the COGENT website. -' Space Rented rack space from COGENT,if any. • Tax or Taxes All taxes arising in any jurisdiction,including without limitation all: sales,use,excise,gross receipts,value added,access, bypass,franchise,telecommunications,property(forco-location'customers),consumption;or other taxes,fees,duties,charges or surcharges(however designated)which are imposed on or based en the provision,sale or use of the Service(s),including such taxes imposed 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 Term,as applicable. • • Te'ms Terns and conditions that apply to the Services COGENT provides to Customer. • • • • • • • • Page 3 of 3 Customer: Cogent Communications,Inc.2450 N St.,NW,Washington,D.C.,20037 202.295.4200 Www.cogenteo.conti • • Product Rider—Dedicated Internet Access (Ver.1-10) Confidential tg Cogent Communications.2016 r - ni PRODUCT RIDER1a � -- DEDICATED INTERNET.ACCESS • GLOBAL • This product rider(Rider)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 Rider. In the event of a conflict between forms,the following Will be the order of priority: First,the Order Form;Second,any Addendum entered into by the Parties;Third,the Terms;Fourth,this Rider;and Filth,the SLA. • 1.Service and Options Within the scope of the Dedicated Internet Access Service,COGENT transmits IP-pockets between the COGENT Network and associated networks of its Customers es well as to and from the.global Internet using COGENT's settlement-free peering agreements with other networks. Subject to their availability',Customer may select one or more options associated With the Service such as listed in the Order Form,in'which case Customer agrees to pay the related fees such as indicated in the Order Form: IP Address Allocation:COGENT will allocate an IPv4/29 and IPv6/112 free of charge to Dedicated Internet Access customers as part of each port order. If Customer desires a larger Il'address space allocation,Customer shall submit an application to COGENT for the later allocation,using COGENT's"IP Questionnaire"form. If COGENT approves the application,:Customer will be required to place an order for the laiger IP allocation. Each larger allocation for IPv4 address space will be subject to an additional Monthly Fee. Larger,allocations for IPv6 address space will be free of charge.COGENT makes no guarantees that any subsequent allocations will be contiguous to any of Customer's existing allocations. IP address space allocations ate subject to the AUP and will be terminated and reclaimed when Customer's Dedicated Internet Access Services with COGENT are terminated. BGP routine:Customer may connect to COGENT's network using the BGP protocol(Border Gateway Protocol).Customer will be required to place an order and a BGP session will be established with Custoiner's own assigned ASN(the Primary ASN).If Customer vishes to connect with multiple BGP sessions over a single port(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 of Authorization("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,related to BGP-sessions set.up between'COGENT's network and Secondary ASNs Will be handled exclusively between COGENT and Customer.The fact that a BGP session is being set up between COGENT and other parties represented by Customer does not constitute a contractual relationship between COGENT and the other parties,this interaction is ruled by the contractual relationship established between COGENT and the Customer.COGENT will charge an additional Monthly Fee for each ASN connected,including the Primary ASN. Static routing/FLAN;Customers connecting to COGENT's network with static routing(i.e.,non-BGP)may require n VLAN(Virtual Local Area Network) structured port.Customer must place an order to have a VLAN configured on Customer's port,m order to support static routing of Customer's own assigned IP address space(the Primary IPs).If Customer wishes to connect with Primary IPs and IP addresses from third parties represented by Customer(the Secondary Ws), over one or more VLANs on a single port,then Customer will be required to provide COGENT with a Letter of Authorization("LOA")issued by the third parties having registered the Secondary IPs in order to activate'such Service,and all interactions,being during provisioning or operations,related to static routing(and,as the case may be,VLANs)set up between COGENT's network and Secondmy IPs will be handled exclusively between COGENT and Customer.The fact that static routing is(and,as the case may be,VLANs are)being setup between COGENT and other parties represented by Customer does not constitute a contractual relationship between COGENT and the other parties,this interaction is ruled by the contractual relationship estabIislied between COGENT,and the Customer.Each VLAN will receive the same IP_address space allocation as apart order at the some locution.COGENT will-charge an additional Monthly Fee for each VLAN connected. • Link/fegregalion/LAG):In certain Service Locations,Customermay elect to aggregate multiple lif Gigabit Ethernet Services in such Service Location into a Link Aggregation bundle(a"LAG-bundle').Under such option,COGENT will configure the LAG-bundle in such a way that,in case of an outage of some(but not all) Services involved in the LAG-bundle,unaffected Services in such LAG-bundle will continue to pass traffic.Link Aggregation is the technical combination ofports and is independent from billing options:COGENT will bill burstable Services involved in a LAG-bundle independently from each other,unless Customer elects to combine them using the"Summed Burst Billing"or"Aggregate Butst Billing"options described in section 2 below: Equipment:COGENT may,at its sole discretion and if available,provide equipment for certain Services.The fees for such equipment as agreed in,the Order Form will be added to Customer's invoice.COGENT does not guarantee and is not responsible for any specific type ofegiiipinent,or any equipment nt all,'to be made available to Customer,and such equipment Will belong to Customer upon receipt.Customerwill provide its own technical support to install,maintain;mid integrate equipment.COGENT will not provide on site technical support.Customer will beiesponsible for applicable replacement costs if the equipment is subject to any damage,unauthorized alteration/modification/repair,abnormal use,misuse,neglect,abuse,accident,improper installation,or oIlier acts caused by Customer,its employees,contractors,or any other person.Such action or inaction may void any manufacturer warranties.Customer further agrees to indemnify and hold harmless COGENT for any third parry claim based on Customer's unauthorized alteration or modification of the equipment.COGENT is not responsible for Service disruptions caused by any request by Customer to relocate equipment. - Evpedite Deliregv: COGENT's installation guarantee is strictly limited to the installation guarantee stated in the SLA. However,Customer may request in the Order Form on expedited delivery for his Service. COGENT will use cointnercially reasonable efforts to accommodate Customer's request;provided,however, that COGENT does not guarantee that any such request will be fulfilled(and any such guarantees given either orally or fit writing are hereby disclaimed)nor does COGENT guarantee that the Service will be delivered on a specific date,such as the Requested Service Date indicated on the Order Font, • Page 1 of 3 Cogent Communications_ wnviv:coaciutco.cont See Order Form or web site for full contact details. Customer: T Product Rider—Dedicated Internet Access (Ver.1-10) Confidential Q.Cogent Communications.2016 2.Burstable Service If Customer is purchasing COGENT's burstable Service,Customer will have a irum rum bandwidth commitment assigned for a given port(the Bandwidth Commitment or Committed Data Rate,"CDR").TheBandwidth Conunitment is agreed upon in the Order Form and is the mininiun amount of bandwidth that will be charged to Customer each month at the base Service price,even ifnot fully used by'Cui tomer ctiring a given month.Customer may buistaip to the maximum bandwidth that can be carried on a given port,e.g.1,000 Mbps for a Gig-Ethernet port,subject to availability of bandwidth within the COGENT network. If Customer exceeds the Bandwidth Commitment on any burstable port in any given calendar month,Customer agrees to pay the additional per Mbps charge for excess.bandwidth usage over the Bandwidth Commitment as indicated in the Order Form Such excess bandwidth usage,is calculated by COGENT as the difference between total bandwidth usage and Bandwidth Commitment,where total bandwidth usage is determined by collecting bandwidth usage samples every 5 minutes • throughout the month for each port(a:sample is based upon the average usage,across the 5-minute segment)and determining the appropriate percentile(90th or 95th)of usage as indicated in the Order Form Only one sample is captured for each S-minute period,even though two samples are collected:-one for inbound utilization and one for outbound utilization.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 no usage;0 is the recognized value:For example,m a 30-day billing period,8,640 samples are collected(12 samples/hour x 24 hours/day x 30 days)and listed from highest to lowest.In case of 95th percentile billing,the highest 5%or 432 samples are discarded(representing the top 5%of usage levels).The highest remaining sample(sample 433 in this example)is used to determine total bandwidth usage..For 90th percentile billing,the highest 10%or 864 samples are discarded(representing the top 10%of usage levels).The highest remaining sample(sample 865.in this example)is used'to determine total bandwidth usage. Under the"Summed Burst Billing"option available in conjunction with 90th percentile burst billing,COGENT calculates excess usage as the difference between the sum of total bandwidth usage and the sum of Bandwidth Commitment across all summed ports.For example,if Summed Burst Billing is applied over three ports with a Bandwidth Commitment of 200 Mbps on each(i.e.,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+450+500-600). Under the"Aggregate Burst Billing"option available in conjunction with 95th-percentile burst billing,excess bandwidth usage is calculated by COGENT as the difference between total aggregated bandwidth usage and the summed Bandwidth Commitment across ell aggregated ports,where total aggregated bandwidth usage is determined by adding usage samples every 5 minutes'across ail aggregated ports. In the event the aggregated ports are located in more than one time zone, usage samples taken at the same local time will be added together,e.g.,usage samples taken at 9 p.m.local tithe in London will be added to usage samples taken at 9 p.m.local time in New York City. For example,'if there are three aggregated ports,every 5 minutes three inbound samples and three outbound samples arc collected,added up to one bandwidth usage value per direction,and the higher of the two values is retained. In a 30-day billing period,the final 8,640 retained • bandwidth usage values reflect the aggregated usage across all ports. These values are listed fromhighest to lowest:The highest 5%or 432 values are discarded (representing the top 5%of usage levels).The highest remaining Value(value 433 in this example)is used to detemiine total aggregated bandwidth usage. Under both"Summed Burst Billing"and"Aggregate Burst Billing"options,a Master Service is defined'in the Order Form,and"all other Services involved in a Summed or Aggregate calculation are listed.Excess bandwidth usage(burst usage)calculated across the listed ports will be billed on the Master 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 usage fees across Master Service and all otlier involved Services.For example,ifa customer orders ports in the UK,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 on the US port order form. These billing options are independent.from the Link Aggregation(LAG)option:COGENT will not combine Services involved in"Summed Burst Billing"or "Aggregate Burst Biling"into a LAG-bundle,unless Customer elects to combine them using the Link Aggregation(LAG)option described in section 1 above. Furthermore,if Customer wishes that COGENT bills Services part of a LAG-bundle according to the"Summed Burst Billing"or"Aggregate Burst Billing"option, then Customer must elect those Options for such Services,in addition to the election of the LAG Option. 3.Customer's Duties to Cooperate Customer or its representative must cooperate with COGENT in the installation process,which includes accurate completion of an Order Form containing detailed demarcation'information and other onsite contact listings,and of the necessary technical questionnaires(IP Questionnaire,BGP,Questionnaire,etc.)as provided by COGENT.Customer or its representative must be physically present at the time of installation.During installation and at all oilier times,the Customer will allow access and if necessary provide escort,for COGENT's or its representatives'necessary personnel to perform the installation and maintenance of the Service, to the designated building's phone closet(s)or telecommunications room or to the'Customer's premises for the purposes of survey,installation,operations and maintenance of the Service,after prior arrangement between the parties.Customer'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 staitdate. In the event of technical problem's relating to the Service,the Customer will ensure that COGENT's orits representatives'service engineers have unrestricted access to the designated building's phone closets)or telecommunications room orto the customer premises equipment Customer's failure to provide access shall • release COGENT from its obligations pertaining to the Network Availability part of the SLA. • 4.Demarcation Point Within a"COGENT data center:If Service delivery takes place within a 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("Cross-Connect")for Customer to connect to COGENT's service at the indicated demarcation point. COGENT will provide such Cross-Connect for the Cabling fee set forth on the Order Form. Within a third-party data center:if'Service delivery takes place within a third party data center(i.e.that is not owned and/or operated by COGENT),COGENT • will deliver the Service at a demarcation point situated on the COGENT equipment.Unless otherwise agreed,Custpmer will at its own Cost provide,maintain and operate the necessary wiring("Cross-Connect'')to connect to COGENT's service at the indicated demarcation point.If Customer and COGENT agree that COGENT shall provide such Cross-Connect,then COGENT will provide such Cross-Connect against Cabling fees such as indicated on the Order Form and the • Page 2 of 3 Cogent Communications eww.cocentco.com • See Order Fonn or web site for full contad.details. Customer: • Product Rider-Dedicated Internet Access (Ver.1-10) • Confidential ©Cogent Communications.2016 • Service demarcation point Will remain on the COGENT equipment.COGENT may increase Cross-Connect fees at anytime to the extent COGENT's third party • costs directly associated with providing the service(including,but not limited to,'third party data center rates)aro increased by the third party. • • Within an On-Nei corporate.building: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 operatcthe necessary wiring("Riser")between the building entry;and the indicated demarcation point, 41 fin„6(1.-Net Crrslonrer 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=esliblished demarcation point or minimum point of entry(MPOE)in the buildhig housing the Customer Location,as determined by the local access provider.COGENT may.Charge Customer additional nonrecurring charges.not othenvise set forth herein for such • Service where'the Customer orlocal access provider determines-that it necessary to extend the.demarcatien point,or MPOE through the provision of additional infrastrucuirc,cabling,electronics or other materials necessary to reach the Custonier.Location.It shall be the Customer's responsibility to allow aocess to the . facility for the local access-provider,as well as to facilitate or coordinate with the-property owner at the Custerner 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 of such charges. From time to time,COGENT mayprovide,and.Customer may accept,budgetary estimates for the extension of the demarcation point to'the Customer Location along.With the initial Order Forth. These estimated costs may be based on certain known costs or typical installations that do not require extraordinary efforts by the:provider to extend the service. In 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 fhe Service assiiines that such Service can be provisioned by COGENT through the'local access provider selected by COGENT(and/or Customer)for the stated Tenn.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 Term 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,Cost g ter 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 chanes 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 termination liability of either party. COGENT may also increase Off-Net Service fees at any time to the extent COGENT's third 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. • • • • • • • \v W • • • • • • Page 3 of 3 . • • Cogent Communications www.coeotco.com See'Order Form or web site for full contact details. Customer.' 0/43