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IT17-469 - Original - Allied Telesis, Inc. - ATI Annual Maintenance Renewal - 07/26/2017
ii rd s M e m e K NT ";4p WASHPNOTON Document CONTRACT COMER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. f you have questions, please contact. City Clerk's Office. "Vendor Name: Allied Telesis, Inc. Vendor Number: 328670 JD Edwards Number Contract Number:- ,IT is assigned by City Clerk's Office (Project blame: 2017-2018 ATI Annual Maintenance Renewal Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment 0 Contract F1 Other: Contract Effective Date: 07/26/17 Termination Gate:: 07/28/18 Contract Renewal Notice (Days): 30 Number of days required notice for termination or renewal or amendment Contract Manager: James Endicott Department: Information Technology Contract Amount: $43_018.99 Approval Authority: l Department Director E Mayor ❑ city Council Detail: (i.e. address, location, parcel number, tax id, etc.): AS of. 08/27/14 OD 0) 0 00 ea C) 06 6 C6 ri T- = o) 0 0 4� cy� cli cli CIO It F- X M 00 N CD 0 (D U) N C x r: 0 fE3 0 LO c6 0 0 U- x m 0 UJ (0 "It oo 40- CD Lr) z 0 co (0) V) CO U) 0 1 CO 00 E cc CN U (D :t 1 M 70 co F- c o a) t- L: t C) a) — " w c Z;: r- (D a) c D 0 0 0 > c,) U) n c C 0 0 SOU U) 0 a) M c N LO 0 00 1 = a U) (0 C I F- (D L c a) 00 u 0 =3 CD w C) C 00 0 0 M cL (D Lo > C) C14 < Q < GCJ- U)Q) W -0 = 0 c > < cl, L) cm� V) n 0 u 70 Nr -C 40- _0 lc� 00 > .0 CD < I L Q) N a). U) < CK 0 a) a) u) -O o 4) 0 z� a) 0,o r- a , (D c U) N (D 0 — 4- 0 CL 0 C- (n uJ To E a) CCU CR 0 0 0) C) E Q) C. C (D z 0 E c :3 L2 cry eServices Page I of 1 Help My DOR Re"Z�icu"'!e" Washington State My.DOR l,a Business License Lo... as ALLIED TELESIS CAPITAL CORP, License Information: NeN seam) Previous seariah Entity name: ALLIED,TELESIS CAPITAL CORP. Business name: ALLIED TELESIS CAPITAL CORP. Entity type: Profit Corporation Secretary of State Information IJBI: 602-506-650 Business ID 001 Localmn ID:0001 Business name: ALLIED TELESIS CAPITAL CORP. Location: Open UBI: 602-5016-050 Status: To check the status of this company,go to the lirkfs)below Department of Revenue ategory: REG Secretary of State i ProtiUNonprofit: Profit Location address: Activellinactive: Actwo State of incorporation: WA 19800 N CREEK PKWY STE 200 BOTHELL,WA,98011 WA filing date: 05125120105 Expiration date: 9513112016 Malting address: Inactive date: 320O N 1 ST ST SAN JOSE,CA,95134 Duration: Perpetual Registered Agent Information Governing People SOS Agent name: CORPORATION SERVICE COMPANY Governing people Address", Title 300 DESCHUTES WAY SW STE 304 BURKE,MlCHELLE TUMWATER,WA 985017719 BURKE,MICK Spacial Address Information LYNCH,GERALD Address: 300 DESCHUTES WAY SW STE 304 OSHIMA,SACHlE TUFAWATER,WA 985017719 OSHiMA,TAKAYOSHi Governing Persons PADWAL,ASH -ater SOUTHARD,KEITH Narne I'fle Address 7 Rows BURKE,MICHELLE Governor BURKE,MICK Governor Information current as of 9/26/2017 9 2210AM LYNCH,GERALD Governor OSHIMA,SACHIE Governor COntaCt LIS OSHIMA,TAKAYOSW Governor Yetijr Privary PADW AL,ASH Governor Iz)2017 Washington State.Department Of Revenue and its licensors.All rigirts R�gThf.RD,KEITH Governor 7 Rows https://secure.dor.wagov/gteu na uth/—/ 9/26/2017 • KENT GOODS & SERVICES AGREEMENT between the City of Kent and Allied Telesis, Inc. THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Allied Telesis, Inc. organized under the laws of the State of WA, located and doing business at 3041 Orchard Parkway, San Jose, CA 95134 (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. Vendor shall provide the following goods and materials and/or perform the following services for the City: Maintenance services from Allied Telesis, Inc. for a 1yr period as provided for in Vendor Agreement #SACityOfKent081517, attached and incorporated as Exhibit A. (Effective from 7/26/2017 through 7/25/2018) Vendor acknowledges and understands that it is not the City's exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, Vendor shall complete the work and provide all goods, materials, and services during the maintenance time period provided for in Exhibit A. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $43,018.99, including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: Within 30 days of the City's receipt of a proper invoice, which Vendor shall submit to the City after this agreement is fully signed and effective. GOODS & SERVICES AGREEMENT - 1 (Over$20,000, including WSST) If the City objects to all or any portion of an invoice, it shall notify Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from Vendor for any defective or unauthorized goods, materials or services. If Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR'S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which Vendor's services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Vendor's services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Vendor's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, section XIV(D), within fourteen (14) calendar days of the date Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach GOODS &SERVICES AGREEMENT - 2 (Over$20,000, including WSST) agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. GOODS &SERVICES AGREEMENT- 3 (Over$20,000, including WSST) D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). VIII. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR'S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. IX. WARRANTY. Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Vendor's representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when Vendor knows or should have known of the defect, or (2) upon Vendor's receipt of notification from the City of the existence or discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. X. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XI. INDEMNIFICATION. Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor's part, then Vendor shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable GOODS & SERVICES AGREEMENT- 4 (Over$20,000, including WSST) attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Vendor's part. The provisions of this section shall survive the expiration or termination of this Agreement. XII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XIII. WORK PERFORMED AT VENDOR'S RISK. Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Vendor's own risk, and Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XI of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. GOODS &SERVICES AGREEMENT - 5 (Over$20,000, including WSST) H. . The Vendor agrees to comply with all federal, state, and nnmnldpa| laws, rules, and regulations that are now effective or in the future become applicable to Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Vendor acknowledges that the City is a public agency subject tothe Public Records Act codified in Chapter42.56 of the Revised [ode of Washington and documents, notes, eroai1s, and other records prepared or gathered by the Vendor in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City ofKent. As such, the Vendor agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. ]. Citv Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof ofa current city of Kant business license pursuant to Chapter 5.01 of the Kent City Code. K. . This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties be|mnv execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior to its effective date are ratified and affirmed, and the terms of the Agreement shall he deemed to have applied. DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: Mick Burke For: Allied Telesis,Inc. Title: Corporate Secretary Date: August 21,2017 EEO COMPLIANCE DOCUMENTS - 1 of 3 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Allied Telesis,Inc. Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as #SACity0fKent081517 that was entered into on the 26th of July,2017 (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: Mick Burk For: Allied Telesis,Inc. Title: Corporate Secretary Date: August 21,2017 EEO COMPLIANCE DOCUMENTS - 3 of 3 August 15,2017 A4rA-., Allied Telesis' AGREEMENT NUMBER—SACITYOFKEN'1'081517 7 Y, Service and SUpport Agreement Cush z Allied Telesis 2017 Allied Telesis,Inc. Nee I of 12 ........................ .................................................................... August 15,2017 A*IF Allied Telesis AGREEMENT NumBER-SACITYOFK ENT081517 August 15, 2017 Allied Telesis is pleased to offer City of Kent comprehensive support services. The Products pricing and Services offered are outlined in Exhibit A to this letter. Exhibit B outlines the applicable terms and conditions. The support agreement ("Agreement") is entered into as of 20_ (the "Effective Date"), between Allied Telesis, Inc., a Delaware corporation with offices located at 3041 Orchard Parkway, San Jose,CA 95134 ("Allied Telesis") and customer as named below ("Customer"). Legal Name: Place of Incorporation: Address: Principal Contact: Phone: Fax: Term of Agreement: Allied Telesis Agreement Number: SACrTy OF KENT081517 This Agreement consists of this signature page and Exhibits A - B attached to this signature page and incorporated by reference. This Agreement, including the Exhibits and any agreement expressly incorporated by reference therein, constitutes the entire and exclusive agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous communications and understandings between the parties,written or oral, relating to this subject matter. IN WITNESS WHEREOF, intending to be legally bound, the parties have executed this Agreement by their respective duly authorized representatives as of the Effective Date, Allied Telesis,Inc. City of Kent e Signatur --�M— --. Signature: Printed Name: Mick Burke Printed Name: Title: Corporate Secretary Title: Customer Initial Allied Telesis Initi*nln�-, �- 2.0.17 Allied Tel.e§!...§...21tqc.!- - me_... . Page_2 of 12 August 15,2017 AT''U j Allied Telesis' AGREEMENr NumBER—SAC1TY0FK1Wr081517 EXHIBIT A Service and Support Agreement Prepared for City of Kent August 15, 2017 AGREEMENT NUMBER—SACrry OF KENT081517 Customer Initials Allied Telesis Initi @ 2017 Allied�elesi :Inc.... ._ Page 3 of 12 ............ —------- --------........................................ .......-------...............------.11-1-r-1- ` ' ' ' �� �087 � |Ki~°~� -C=| ` - � =^����" , /+JU4��) |��|���K� AGREEMENT NmMomR—SACITYOFKENT081517 1 EXECUTIVE SUMMARY This document provides the pricing, termns, and description of Allied Telesis Services for Allied Telesis Products purchased by City mf Kent. The applicable Products are listed in Section A. This document supersedes any prior support agreement for the Products. The pricing as shown in Section DI also supersedes the pricing associated with any prior support agreement mr proposal provided to City ofKent. 11. PRODUCTS This Agreement covers the following Allied Telesis products, asmf the Effective Date. For a complete list of products covered under this agreement, refer to Section A, Equipment Ust, bellow III. PRICING SEE= 247065 Technical Support 2 business day advanced shipment RMA Software upgrades gilligg RIM TV. AGREEMENT NOTES l. Proposal expires after thirty days from offer date 2, This support agreement runs from July 26, 2817—July 25^ 2Ol8 3. This support agreement applies to afl Allied Telesis Products listed in Section A that have been purchased by City ofKent 4. Prices are provided in US dollars 5. First notification ofsupport agreement renewal will occur BO days prior to contract expiration 6. New product and service purchases made during the term of this Agreement will be charged the then current and eppUicab|e rates, and will be covered under separate agreement. Co-termination of new product coverage with,this existing contract can be arranged upon customer's request 7. Allied Telesis will only support networks within two (2) major releases of the then current software code levels for a given Product. City of Kent wifl be responsible for keeping the network at acceptable levels 10 maintain support 8. To order support, a purchase order must be issued toAllied Telesis which references the following: • Quote number • Part number • Description • Quantity • Unit price • Extended price • BU|'tooddress • Ship-to address v. Shipping charges &sales tax are not included in this agreement �� - ' e�m���z °�wm/ AJ|'^�'� Telesis" - -- k�(_� k��.|� - �mN�N���r /��U...~~ X��..~~.~ AGmmoMEnT NumoEn-S ACITYOMENT081517 V. SERVICE DESCRIPTION Technical Support This service provides City of Kent with technical support for emergency and general network support issues and questions. You will be provided toll free access to Allied Telesis support engineers via the technical support 0mo and online service portal, in order to address Allied Telesis Product-related issues. Priority I level (critical network outage) issues receive 365 days x 24 hour coverage. Priority 2'4 level issues receive S:00 a.m. to SM pm. Pacific Time coverage Pacific Standard Time. Support emg[moen will log, investigate and troubleshoot issues and apply remedial action toAllied Telesis Product issues. Network technical support is not intended to include the following: • Design, configuration or other Allied Telesis Professional Services ° Allied Telesis troubleshooting of network issues isolated to non-Allied Telesis products or third party vendor hardware orsoftware, w Allied Telesis troubleshooting mf network due to Customer self-induced issues where City ofKent technician errors cause network outages. City of Kent is to open incident report with Allied Telesis when there is clear evidence the problem is associated with Allied Telesis Products. Incidents must be reported' to Allied Telesis via the Service Portal (this is the preferred method)or via Allied Te|es|s`sI'DQ8 technical support line. w Allied Telesis will diagnose software or hardware faults with the Allied Telesis Product(s) • Initial fault diagnosis must be conducted by the customer toestablish that the fault is not within its responsibility and lies with the Allied Telesis Product(s) prior to reporting the fault to Allied Telesis support • Allied Telesis is not responsible for re9air, damages of any reported faults outside Allied Telesis Product line. w Once a fault has been resolved by Allied Telesis, the fault ticket details will be updated within the Allied Telesis ticket system and the incident closed Software Updates This feature a||uvvs for notification of the operating system, software patches, and releases revisions as soon as they are released to our restricted web site, as they apply to your particular installation, Software and release notes can be downloaded directly from Allied Telesis' technical support restricted webake, and activation is included with the purchase of your support contract. August 15,1017 AX Allied Telesis" AGREEMENT NUMBER—SACITYOFKENT081517 No warranty is made on the interoperability or management of hardware and/or software declared by Allied Telesis to be in an end of sale status. End of Sale ("EOS") status is based on formal notice by Allied Telesis that on-going service and support will be terminated as of a stated date Product Replacement This service provides, 2-business day advance ship Product replacement and workarounds to correct bugs, malfunctions, system errors and other related problems that adversely affect the Product's ability to perform to published specifications. Shipping costs for defective units being sent to Allied Telesis are the responsibility of the City of Kent. However, all outgoing shipments are performed at Allied Telesis's expense. Product replacement(RMA) requests will be submitted by City of Kent usingi the Allied Telesis Service Portal. City of Kent must provide detailed information for each unit that identifies the part, problem identified and troubleshooting steps taken.Allied Telesis technical support will review the RMA request and work with a City of Kent technician for each unit submitted to, attempt to further isolate the problem and resolve the issue. Allied Telesis reserves the right to charge City of Kent a processing fee for a Product that is submitted as an RMA by City of Kent and upon receipt and testing by Allied Telesis logistics, is determined to have no problem found. Allied Telesis may repair or replace Allied Telesis hardware Products with either new Products, repaired, or refurbished Products, or Allied Telesis Products with a similar or nearest equivalent specification when the original product has been discontinued. Under this agreement, prior to receipt of defective hardware from City of Kent, Allied Telesis will 2-business day airfreight replacement hardware to the designated Ship-To customer site. Upon receipt, it is City of Kent's responsibility to return the defective equipment within 30 days. In the UNUKELY event of an AT-X610-48TS/XPOE, AT-X610-48TS-POE+ or AT-X610-24TS/X-Pt E+ equipment failure, Allied Telesis will provide, through an RMA, the AT-X510-28GPX-10 or the AT-X510- S2GPX-10 as replacement. Please note.,the x:510 and x610 are not allowed to be stacked together Configuration Assessment To assist in the setup and configuration of Allied Telesis's Products, this service includes standard evaluation of baseline configurations produced by City of Kent or Allied Telesis Professional Services. Network technical support is not intended to be associated with the following items: configuration of new device deployments, network design or changes to existing infrastructure must be performed either by City of Kent or Allied Telesis Professional Services. Quotes for Allied Telesis Professional Services offerings can be provided on a fixed bid. Online Solutions Customer Iti s- Allied Telesis , 2017 AMC%lesis,Inc. Pap-e 6 of 12 -------------------------------------............. ------ August 15,2017 AAR Allied Telesis' AGREEMENT NUMBER—SAC ITYOFKENT081517 The Allied Telesis Support Portal http:/Zwww.alliedtelesis.com/supportcenter offers a dynamic way for customers to interact with Allied Telesis's support staff as well as download solution and product information from our extensive database. The Support Portal is designed to facilitate customer inquiries and assist Allied Telesis customers in troubleshooting any product questions or issues they experience. Contact our technical support staff around the clock,from anywhere in the world, using the "Create New Case" feature. Responses will return directly to your e-mail within 24 business hours of submittal. Key Support Portal benefits include: • Real-time 24 x 7 x 365 access to Hardware Asset Inventory. • Real-time 24 x 7 x 365 access to the Allied Telesis knowledgebase database. • The knowledgebase uses self-learning technology, constantly expanding to facilitate customer inquiries, problems, and solutions. • Receive automatic updates to inquiries and answers via e-mail. • Submit on-line questions, RMA requests and comments directly to our technicians. Customer s- Allied Telesis ............................................. -----------------------------------------------............. ------------------- August 15,2017 .AT.AL ,allied Telesisw AGREEmE 1TNuMBER—,SACtT^YOFKEN'1'081517 Section A- Equipment List ModelQty AT-SBX908-00 8 AT-HS-STK-CBL1.0 8 AT-FL-SBX9-01 7 AT-PW R05-10 16 AT-XEM-2XP 19 AT-XEM-12T 21 AT-XEM-12Tv2 1 AT-XEM-12S 1 AT-XPLR 29 AT-XPSR 10 AT-SPLX10 39 AT-S PSX 24 AT-5P10LR 41 AT-SP10SR 3 AT-SP10SR/1 2 AT-X610-48TS/X-POE+ 36 AT-X610-24TS/X-PGE+**' 7 AT-X610-48TS-POE+** 1 AT-P W R800-1.0 45 AT-PWR1200-10 1 AT-x510-28GSX 1 AT-X510-28GPX-10 17 AT-X510-52G PX-10 19 AT-STACKXS/1.0 14 AT-x930-28GSTX 2 AT-PW R250-10 4 AT-F L-x930-01 2 AT-S P 10TW 1 8 AT-x210-24GT 1 AT-x230-10GP 15 AT-X600-48TS/X P 2 AT-X600-24TS/XP 2 AT-1 E200-6GP 12 AT-STACKXG-00 26 AT-STACKXG/0.5-00 1 AT-STACKXG/1-00 1 AT-SPLX10/1 22 AT-x230-28GP-10 3 Customer Initia]QX Allied Telesis Initia� iv� 2017 AMed 1 el is Inc Page 8 of 12 aw x _.-___.__.w. _ ._ _.... __._... August 15,2017 jgl� Allied Telesis' AGREEMENT N um BF R-S A,Cn'Y 0 FKENT081517 In the UNUI(ELY event of an AT-X610-48TSjXP0E, AT-X610-48TS-P0E+ or AT-X610-24TS/X-POE+ equipment failure, Alfied'Telesis will provide, through an IRI VA, the AT-X510-28GPX-10 or the A1"-X510- 52GPX..10 as rep aceinent Please note: the xS10 and )(610 are not allowed to be,stacked together, Customer Initials Allied Telesis Initi 2017 All' Te_ sass In P 9 of 12_/V .......... ............ EXHIBIT B INSURANCE REQUIREMENTS FOR GOODS AND SERVICES CONTRACTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: 1. The Contractor's insurance coverage shall be primary insurance as respects the City. Any Insurance, self- insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 2. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after EXHIBIT B (Continued) thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. DATE(MMIODIYYYY) A`oRD® CERTIFICATE OF LIABILITY INSURANCE 2/3/2017 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 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 endorsements. PRODUCER CONT MACT Woodruff-Sawyer&Co. PHONE 415-391-2141 FAX 415-989-9923 50 California Street, Floor 12 San Francisco CA 94111 EMAIL INSURERS AFFORDING COVERAGE NAIC p INSURER A:Federal Insurance Company 20281 INSURED ALLITEL-01 INSURERB:COlumbla Casualty Company 31127 Allied Telesis, Inc, INSURER C:Travelers Prop Casualty Co of Ameri 25674 3041 Orchard Parkway San Jose CA 95134 INSURER D INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:1925371519 REVISION NUMBER: 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 TYPE OF INSURANCE POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MMIDwYYW MMIDwYYYY A X COMMERCIAL GENERAL LIABILITY 35390862 2/1/2017 2/1/2018 EACH OCCURRENCE $1,000,000 CLAIMS-MADE X]OCCUR PREM SESEaEoccurrertco $1,000,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000.000 POLICY JET F_X] LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY 73265946 2/1/2017 2/1/2018 (Ea scold ent $1,000,000 AINY AUTO BODILY INJURY(Per person) $ AUTOSED AUTOS BODILY SCHEDULEDBODILY INJURY(Per accident) $ HIRED AUTOS NON-OWNED P �ERTY DAMAGE $ AUTOS Per accident X L I s A X UMBRELLA LIAB X OCCUR 79790948 2/1/2017 2/1/2018 EACH OCCURRENCE $25,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $25,000,000 DEC) I X I RETENTIONSNil $ C WORKERS COMPENSATION HJUBOJ101041 1/1/2017 1/1/2018 X STATUTE ERH AND EMPLOYERS'LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE N NIA E.L.EACH ACCIDENT $1,000,000 OFFICERIMEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 B Technology Errors&Omissions 596653989 2/1/2017 2/1/2018 Aggregate Limit: $10,000,000 -Claims Made Retention: $100,000 -Retroactive Date:08/01/99 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Issued for Evidence of Insurance Purposes Only. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Allied Telesis,Inc. THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 3041 Orchard Parkway ACCORDANCE WITH THE POLICY PROVISIONS. San Jose CA 95134 AUTHORIZED REPRESENTATIVE cc C,4t., ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014101) The ACORD name and logo are registered marks of ACORD DATE(MMlDDNYYYI A4CC)" EVIDENCE OF PROPERTY INSURANCE 2/3/2017 THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. AGENCY I PHONE ,415-391-2141 COMPANY Woodruff-Sawyer & Co. Federal Insurance Company 50 California Street, Floor 12 San Francisco CA 94111 FAX C No415-989-9923 ADDRIESS: CODE: SUB CODE: AGENCY RIDMALLITEL-01 INSURED LOAN NUMBER POLICY NUMBER Allied Telesis, Inc. 35390862 3041 Orchard Parkway San Jose CA 95134 EFFECTIVE DATE EXPIRATION DATE 02/01/2017 02/01/2018 TERM NATEDIFUED IL TERMINATED IF CHECKED THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATI ON1D ES CR I PTI ON 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 EVIDENCE OF PROPERTY INSURANCE 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. COVERAGE INFORMATION COVERAGE I PERILS I FORMS AMOUNT OF INSURANCE DEDUCTIBLE Blanket Business Personal Property including EDP $27,198,135 $10,000 - Special Form / Replacement Cost Blanket Business Income & Extra Expense $18,250,000 24 hours REMARKS(including Special Conditions Issued for Evidence of Insurance Purposes Only. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST NAME AND ADDRESS MORTGAGEE ADDITIONAL INSURED Allied Telesis, Inc. LOSS PAYEE 3041 Orchard Parkway LOAN# San Jose CA 95134 AUTHORIZED f(CA., REPRESENTATIVE &AX ACORD 27(2009112) ©1993-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CHUBS" Liability Insurance Endorsement Policy Period FEBRUARY 1,2017 TO FEBRUARY 1,2018 Effective Date FEBRUARY 1,2017 Policy Number 3539-08-62 SFO Insured ALLIED TELESIS INC Name of Company FEDERAL INSURANCE COMPANY Date Issued FEBRUARY 13,2017 eeos. aft, Xo&tar i This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured,the following provision is added. ' Who Is An Insured Additional Insured- Persons or organizations shown in the Schedule are insureds;but they are insureds only if you are Scheduled Person obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by Or Organization this policy. However,the person or organization is an insured only: if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur,in whole or in part,before the execution of the contract or agreement;and • with respect to damages,loss,cost or expense for injury or damage to which this insurance applies. No person or organization is an insured under this provision: • that is more specifically identified under any other provision of the Who Is An Insured section(regardless of any limitation applicable thereto). • with respect to any assumption of liability(of another person or organization)by them in a contract or agreement.This limitation does not apply to the liability for damages,loss,cost or expense for injury or damage,to which this insurance applies,that the person or organization would have in the absence of such contract or agreement. Liability Insurance Additional Insured-Scheduled Person Or Organization continued Form 80.02-2367(Rev.5-07) Endorsement Page I I CHUBS' Liability Endorsement (continued) Under Conditions,the following provision is added to the condition titled Other Insurance. Conditions Other Insurance— If you are obligated,pursuant to a contractor agreement,to provide the person or organization Primary, Noncontributory shown in the Schedule with primary insurance such as is afforded by this policy,then in such case Insurance—Scheduled this insurance is primary and we will not seek contribution from insurance available to such person Person Or Organization or organization. Schedule CITY OF KENT 220 FOURTH AVENUE SOUTH KENT,WA 98032 All other terms and conditions remain unchanged. Authorized Representative Liability insurance Additional Insured-Scheduled Person Or Organization last page Form 80-02 2367(Rev.5-07) Endorsement Page 2 C H U B B° Policy Conditions Endorsement Policy Period FEBRUARY 1,2017 TO FEBRUARY 1,2018 Effective Date FEBRUARY 1,2017 Policy Number 3539-08-62 SFO Insured ALLIED TELESIS INC Name of Company FEDERAL INSURANCE COMPANY Date Issued FEBRUARY 13,2017 This Endorsement applies to the following forms: COMMON POLICY CONDITIONS Under Conditions,the following condition is added. Conditions Notice Of Cancellation When we cancel this policy for any reason,other than non-payment of premium,we will notify To Scheduled Persons person(s)or organizations)shown in the Schedule at least 30 days in advance of the cancellation Or Organizations When date. We Cancel Any failure by us to notify such person(s)or organization(s)will not: • impose any liability or obligation of any kind upon us;or • invalidate such cancellation. Schedule Person(s)or Organization(s): QUADRUS SAND HILL LLC CIO LO PROPERTY MANAGEMENT Address: 2400 SAND HILL RD.,STE 101 MENLO PARK,CA 94025 Person(s)or Organization(s): 119 INTERNATIONAL DRIVE,L.L.C. C/O CP MANAGEMENT,INC. Address: 11 COURT STREET,SUITE 100 EXETER,NH 03833 RE: 12 RYE STREET,STE 310,PORTSMOUT14 NH 03801 Notice Of Cancellation To Scheduled Persons Or Organizations Policy Condidons (Except Non-Payment Of Premium) continued Form 80-02-9779(Ed.3-11) Endorsement Page i Conditions (continued) Persons)or Organization(s): CTPY OF KENT Address: 220 FOURTH AVENUE SOUTH KENT,WA 98032 All other terms and conditions remain unchanged. Authorized Representadve Notice Of Cancellation To Scheduled Persons Or Organizations Policy Conditions (Except Non-Payment Of Premium) last page Form 80-02-9779(Ed.3-1 J) Endorsement Page 2 / / / / / r r / / f / / r / / / / / r / /i / / / / / f / r / / / F , / / / / r / r / / / / / / / / / r r / / / r 1 r / / / / t / / / / / / / / r / / i / © r / r / / , / / / �i t / r / / r / / / / / 1 / 9 / r , / / / / / / / /r / r r / / / // / f / / r r 1 r / J / / / , / � rr / / / / /t/ / / / / / / , J / r / / r r / / r / / / f / r / / r , / r / / / / / / t / / / / / � r / e / / / / /