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HomeMy WebLinkAboutIT16-342 - Amendment - #1 - Lumen Technologies - Mitel Maintenance CPE - 11/16/2021JE MC Lynnette Smith Mayor's Office 11/15/2021 11/19/2021 52001740.64160.1800 N/A Lumen Technologies Contract 2434390 Amendment Mitel Maintenance CPE First Amendment to Master Services Agreement State, Local and Education Government Agencies Version 33,476.30 Direct Negotiation OK to sign, 11/16/2021, TW. 11/15/21 First Amendment to Master Service Agreement State, Local and Education Government Agencies Version First Amendment to Master Service Agreement State, Local and Education Government Agencies Version This First Amendment amends the Master Service Agreement originally entered into between the City of Kent and CenturyLink Communications, LLC on August 27, 2019, and is effective on the date this document is signed and entered into by and between CenturyLink Communications, LLC, a Delaware corporation d/b/a Lumen Technologies Group (hereinafter referred to as "Lumen," or "CenturyLink" as referred to in the Master Service Agreement), and the City of Kent, a Washington municipal corporation ("Customer") (hereinafter referred to as "Client"). WHEREAS, the Client and CenturyLink Communications, LLC entered into a Master Service Agreement effective August 27, 2019 (the "Agreement"); and WHEREAS, in September of 2020, CenturyLink Communications, LLC launched a rebranding of its products and services and began doing business as Lumen Technologies Group; and WHEREAS, CenturyLink Communications, LLC is in the process of registering its Lumen Technologies Group tradename with the State of Washington; and WHEREAS, this First Amendment is to document the rebranding of CenturyLink Communications, LLC and its future use of the tradename Lumen Technologies Group on its future communications, service orders, and invoices, and acknowledge that the underlying entity obligated under the parties' Agreement remains CenturyLink Communications, LLC; NOW, THEREFORE, in consideration of the premises, the parties intend that the Agreement be amended as follows: The first paragraph of the parties' Agreement is amended as follows: This Master Service Agreement ("Agreement") is between CENTURYLINK COMMUNICATIONS, LLC D/B/A LUMEN TECHNOLOGIES GROUP on behalf of itself and its affiliates providing services under this Agreement ("LumenGen ink") and City of Kent ("Customer") and is effective on the date the last party signs it (the "Effective Date"). This Agreement provides the terms and conditions applicable to Customer's purchase of products and services ("Service") from Lumen Gentury in' 2. All references in the parties' Agreement to "CenturyLink" shall hereinafter be referred to as "Lumen". 3. Except as amended by this First Amendment, all other terms and conditions of the Agreement shall remain in full force and effect. 4. In the event of any inconsistency between the provisions of this First Amendment and the documents comprising the Agreement, the provisions of this First Amendment shall prevail. OMR #R330662 First Amendment to Master Service Agreement Page 1 of 2 IN WITNESS WHEREOF, the parties have caused this First Amendment to be executed by their duly authorized representatives. By signing this document, the undersigned certifies they have authority to enter the agreement. The undersigned also understands the services and terms. City of Kent CenturyLink Communications, LLC d/b/a Lumen Technologies Grou Signature: 'DCLAnj� Name: Dana RalDh Title: Mayor Signature: Stave-,4�h:e-� Steve Arneson (Nov 15, 202110:55 CST) S ffij n "p&r- Offer Management Date: 11/16/2021 AbwM,2021 A� ) W[ Kent City Clerk App wed ." t Form: Ke t C'ty ttorney� Deputy OMR #R330662 First Amendment to Master Service Agreement Page 2 of 2 Agreement Document from CenturyLink Final Audit Report 2021-11-15 Created: 2021-11-12 By: Bill Olson (bill.olson@lumen.com) Status: Signed Transaction ID: CBJCHBCAABAAtooFob5pT6JYCT1ZxvLbHrV3FfBL8JoL "Agreement Document from CenturyLink" History Document created by Bill Olson (bill.olson@lumen.com) 2021-11-12 - 5:19:30 PM GMT- IP address: 13.110.74.8 Document emailed to Steve Arneson (pomdirectorsignature@centurylink.com) for signature 2021-11-12 - 5:20:13 PM GMT Email viewed by Steve Arneson (pomdirectorsignature@centurylink.com) 2021-11-12 - 5:50:07 PM GMT- IP address: 155.70.104.117 Document e-signed by Steve Arneson (pomdirectorsignature@centurylink.com) Signature Date: 2021-11-15 - 4:55:39 PM GMT - Time Source: server- IP address: 71.94.96.215 Agreement completed. 2021-11-15 - 4:55:39 PM GMT "w LUMEN" t).--s Adobe sign Lumen Master Services Agreement State, Local and Education Government Agencies Version LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION This Master Service Agreement ("Agreement") is between CENTURYLINK COMMUNICATIONS, LLC D/B/A LUMEN TECHNOLOGIES GROUP ("Lumen") and «CUSTOMERNAME» ("Customer'). This Agreement provides the terms and conditions applicable to Customer's purchase of products and services ("Service") from Lumen. 1. Term. The term of the Agreement will continue until the expiration of the last Service term, unless earlier terminated in accordance with the Agreement ("Term"). 2. Service. Lumen will provide Service in accordance with the Agreement, including all applicable Service Schedules, Service Exhibits, Statements of Work, Order(s), pricing attachments, and any other documents that are attached or expressly incorporated into the Agreement ("Service Attachments"). The following Service Attachments, if any, are initially attached and incorporated into the Agreement. Additional Service Attachments may be added by Amendment or by Customer placing an Order. 3. Order(s). Customer may submit requests for Service in a form designated by Lumen ("Order"). The term for a Service is defined in the applicable Service Attachment ("Service Term"). Unless otherwise set forth in a Service Attachment, Service will continue month - to -month at the expiration of the Service Term at the existing rates, subject to adjustment by Lumen on 30 days' written notice. Lumen will notify Customer of acceptance of requested Service in the Order by delivering (in writing or electronically) the date by which Lumen will install Service (the "Customer Commit Date"), by delivering the Service, or by the manner described in a Service Attachment. Renewal Orders will be accepted by Lumen's continuation of Service. For moves, adds or changes agreed to by Lumen, Customer will pay Lumen's then current charges unless otherwise specifically stated in a Service Attachment. 4. Cancellation and Termination Charges. Unless otherwise set forth in a Service Attachment: (a) Customer may cancel an Order (or portion of an Order) prior to the delivery of a Connection Notice upon written notice to Lumen identifying the affected Order and Service. If Customer does so, Customer will pay Lumen a cancellation charge equal to the sum of: (1) for "Off -net" Service, third party termination charges for the cancelled Service; (2) for "On -net" Service, one month's monthly recurring charges for the cancelled Service; (3) the non -recurring charges for the cancelled Service; and (4) Lumen's out-of-pocket costs (if any) incurred in constructing facilities necessary for Service delivery. "Off -Net" is defined as local access circuits not provided on the network owned and operated by Lumen and its affiliates. "On -Net" is defined as local access circuits provided on the network owned and operated by Lumen and its affiliates. (b) Customer may terminate a specified Service after the delivery of a Connection Notice upon 30 days' written notice to Lumen. If Customer does so, or if Service is terminated by Lumen as the result of Customer's default, Customer will pay Lumen a termination charge equal to the sum of: (1) all unpaid amounts for Service actually provided; (2) 100% of the remaining monthly recurring charges for months 1-12 of the Service Term; (3) 50% of the remaining monthly recurring charges for month 13 through the end of the Service Term; and (4) if not recovered by the foregoing, any termination liability payable to third parties resulting from the termination and any out-of-pocket costs of construction to the extent such construction was undertaken to provide Service under this Agreement. The charges in this Section represent Lumen's reasonable liquidated damages and are not a penalty. 5. Scheduled Maintenance and Local Access. Scheduled maintenance will not normally result in Service interruption. Unless otherwise set forth in a Service Attachment, if scheduled maintenance requires Service interruption Lumen will: (1) provide Customer seven days' prior written notice, (2) work with Customer to minimize interruptions and (3) use commercially reasonable efforts to perform such maintenance between midnight and 6:00 a.m. local time. If third -party local access services are required for the Services, Customer will: (1) provide Lumen with circuit facility and firm order commitment information and design layout records to enable cross -connects to Lumen Service(s) (provided by Lumen subject to applicable charges), (2) cooperate with Lumen (including changing demarcation points and/or equipment and providing necessary LOAs) regarding circuit grooming or re -provisioning, and (3) where a related Service is disconnected, provide Lumen a written disconnection firm order commitment from the relevant third -party provider. Lumen may re -provision any local access circuits from one Off -net provider to another or to the Lumen owned and operated network (On -net), and such changes will be treated as scheduled maintenance. 6. Service Levels. (a) Any "Service Level" commitments applicable to Services are contained in the Service Attachments applicable to each Service. If Lumen does not meet a Service Level, Lumen will issue to Customer a credit as stated in the applicable Service Attachment on Customer's request, except that credits will not be provided for Excused Outages. Lumen's maintenance log and trouble ticketing systems are used to calculate Service Level events. Excused Outages mean scheduled maintenance under Section 5 and force majeure events, unless otherwise defined in a Service Attachment. (b) Unless otherwise set forth in a Service Attachment, to request a credit, Customer must contact Customer Service (contact information is located at https://www.lumen.com/en-us/home.html) or deliver a written request with sufficient detail to identify the affected Service. The request for credit must be made within 60 days after the end of the month in which the event occurred. Total monthly credits will not exceed the charges for the affected Service for that month. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the Service Levels applicable to the affected Service. 7. Right of Termination for Installation Delay. Unless otherwise set forth in a Service Attachment, in lieu of installation Service Level credits, if Lumen's installation of Service is delayed by more than 30 business days beyond the Customer Commit Date, Customer may terminate the affected Service without liability upon written notice to Lumen, provided such written notice is delivered prior to Lumen Page 1 of 4 © Lumen Technologies. All Rights Reserved. CONFIDENTIAL MSA v1.120220 LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION delivering a Connection Notice for the affected Service. This Section will not apply where Lumen is constructing facilities to a new location not previously served by Lumen. 8. Default. If (a) Customer fails to make any payment when due and such failure continues for five business days after Lumen's written notice, or (b) either party fails to observe or perform any other material term of this Agreement and such failure continues for 30 days after the other party's written notice, then the non -defaulting party may: (i) terminate this Agreement and/or any Order, in whole or in part, and/or (ii) subject to Sections 9.1 (Damages Limitations) and 6 (Service Levels), pursue any remedies it may have at law or in equity. 9. Liabilities and Disclaimers. 9.1 Damages Limitations. Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement services, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Agreement or any Order. 9.2 Disclaimer of Warranties. LUMEN MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE, EXCEPT THOSE EXPRESSLY SET FORTH IN THIS AGREEMENT OR ANY APPLICABLE SERVICE ATTACHMENT. 10. Billing and Payment. 10.1 Commencement of Billing. Unless otherwise set forth in a Service Attachment, Lumen will deliver written or electronic notice (a "Connection Notice") to Customer when Service is installed, at which time billing will commence ("Service Commencement Date"). If Customer notifies Lumen within three days after delivery of the Connection Notice that Service is not functioning properly, Lumen will correct any deficiencies and, upon Customer's request, credit Customer's account in the amount of 1/30 of the applicable monthly recurring charge (MRC) for each day the Service did not function properly. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer for the Service, and Customer will pay such charges. 10.2 Payment of Invoices and Disputes. Unless otherwise set forth in a Service Attachment, Invoices are delivered or made available monthly and due 30 days after the invoice date. Fixed charges are billed in advance and usage -based charges are billed in arrears. Customer's payments to Lumen must be made via an ACH transfer or any Lumen approved payment portal (e.g., Control Center) in the currency stated on the invoice. Lumen may charge administrative fees where Customer's payment and invoice preferences deviate from Lumen's standard practices. Past due amounts bear interest at 1.5% per month or the highest rate allowed by law (whichever is less). Lumen may charge Customer reasonable attorneys' fees and any third -party collection costs Lumen incurs in collecting such amounts. Customer is responsible for all charges regarding the Service, even if incurred as the result of unauthorized use. If Customer reasonably disputes an invoice, Customer must pay the undisputed amount and submit written notice of the disputed amount (with details of the nature of the dispute and the Services and invoice(s) disputed). Disputes must be submitted in writing within 90 days from the date of the invoice. If Lumen determines in good faith that a disputed charge was billed correctly, Customer must pay such amounts within 10 days after Lumen provides notice of such determination. Customer may not offset disputed amounts from one invoice against payments due on the same or another account. 10.3 Taxes and Fees. Customer is responsible for all taxes and fees arising in any jurisdiction imposed on Customer, Lumen, or a Lumen affiliate incident to the provision, sale or use of Service. This includes value added, consumption, sales, use, gross receipts, withholding, excise, ad valorem, franchise or other taxes, fees, duties or surcharges (e.g., regulatory and 911 surcharges), along with similar charges stated in a Service Attachment (collectively "Taxes and Fees"). This does not include taxes based on Lumen's net income. Some Taxes and Fees, and costs of administering them, are recovered through a percentage surcharge(s) on the charges for Service. If Customer is required by law to make any deduction or withholding of withholding Taxes from any payment due under this Agreement to Lumen, then, Customer must increase the gross amount payable so that, after any deduction or withholding for such withholding Taxes, the net amount paid to Lumen will not be less than Lumen would have received had no such deduction or withholding been required. Charges for Service are exclusive of Taxes and Fees. Customer may present Lumen with an exemption certificate that eliminates Lumen's obligation to pay certain Taxes and Fees. The exemption will apply prospectively. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 10.4 Non -Appropriations. Customer intends to satisfy its obligations under this Agreement for its entire Term. For each fiscal period for Customer: (a) Customer agrees to include in its budget request appropriations sufficient to cover Customer's obligations under this Agreement; (b) Customer agrees to use all reasonable and lawful means to secure these appropriations; (c) Customer agrees it will not use non -appropriations as a means of terminating this Agreement in order to acquire functionally equivalent products or services from a third party. Customer reasonably believes that sufficient funds to discharge its obligations can and will lawfully be appropriated and made available for this purpose. In the event that Customer is appropriated insufficient funds, by appropriation, appropriation limitation or grant, to continue payments under this Agreement and has no other funding source lawfully available to it for such purpose (as evidenced by notarized documents provided by Customer and agreed to by Lumen), Customer may terminate this Agreement without incurring any termination charges by giving Lumen not less than 30 days' prior written notice. Upon termination and to the extent of lawfully available funds, Customer will remit all amounts due and all costs reasonably incurred by Lumen through the date of termination. 10.5 Regulatory and Legal Changes. If changes in applicable law, regulation, rule or order materially affect delivery of Service, the parties will negotiate appropriate changes to this Agreement. If the parties cannot reach agreement within 30 days after Lumen's Page 2 of 4 © Lumen Technologies. All Rights Reserved. CONFIDENTIAL MSA v1.120220 LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION notice requesting renegotiation, Lumen may, on a prospective basis after such 30-day period, pass any increased delivery costs on to Customer. If Lumen does so, Customer may terminate the affected Service on notice to Lumen delivered within 30 days of the cost increase taking effect. 11. Customer Premises; Title to Equipment. If access to non -Lumen facilities is required for the installation, maintenance, grooming, movement, upgrade and/or removal of Lumen network or equipment, Customer will, at its expense: (a) secure such right of access and (b) arrange for the provision and maintenance of power and HVAC as needed for the proper operation of such equipment and network. Title to Lumen -provided equipment (including software) remains with Lumen. Customer will not create or permit to be created any encumbrances on Lumen -provided equipment. 12. Acceptable Use Policy and Data Protection. Customer must comply with the Acceptable Use Policy ("AUP"), which is available at https://www.centu[ylink.com/aboutus/legal/acceptable-use-i)oligy.html, for Services purchased under this Agreement. Lumen may reasonably modify this policy to ensure compliance with applicable laws and regulations and to protect Lumen's network and customers. If Customer will use the Services to process personal data subject to privacy or data protection law that requires specific terms in place with service providers, Customer is responsible for requesting such terms from Lumen. 13. Critical 9-1-1 Circuits. The Federal Communications Commission's 9-1-1 reliability rules mandate the identification and tagging of certain circuits or equivalent data paths that transport 9-1-1 calls and information ("9-1-1 Data") to public safety answering points. These circuits or equivalent data paths are defined as Critical 911 Circuits in 47 C.F.R. Section 12.4(a)(5). Lumen policies require tagging of any circuits or equivalent data paths used to transport 9-1-1 Data. Customer will cooperate with Lumen regarding compliance with these rules and policies and will notify Lumen of all Services Customer purchases under this Agreement utilized as Critical 911 Circuits or for 9-1-1 Data. 14. International Services. For Services provided outside the United States, Customer or its local affiliate may be required to enter into a separate local country addendum/agreement (as approved by local authorities) ("LCA") with the respective Lumen affiliate that provides the local Service(s). Such Lumen affiliate will invoice Customer or its local affiliate for the respective local Service(s). 15. General Terms. 15.1 Force Majeure. Neither party will be liable, nor will any credit allowance or other remedy be extended, for any failure of performance or equipment due to causes beyond such party's reasonable control ("force majeure event"). 15.2 Assignment and Resale. Neither party may assign its rights or obligations under this Agreement or any Service Attachment without the prior written consent of the other party, which will not be unreasonably withheld. However, either party may assign its rights and obligations under this Agreement or any Order without the consent of the other party: (1) to any subsidiary, parent, or affiliate that controls, is controlled by, or is under common control with that party; (2) pursuant to the sale or transfer of substantially all of the business or relevant assets of that party; or (3) pursuant to any financing, merger, or reorganization of that party. This Agreement and all Service Attachments will apply to any permitted transferees or assignees. Any assignee of Customer must have a financial standing and creditworthiness equal to or better than Customer's. Unless otherwise set forth in a Service Attachment, Customer may provide Service to third parties or use the Services in connection with goods or services provided by Customer to third parties ("Customer Provided Services"). To the extent permitted under law, Customer will be responsible for any claims arising from or related to any Customer Provided Services. If Customer sells telecommunications services, Customer certifies that it has filed all required documentation and will at all times have the requisite authority with appropriate regulatory agencies respecting the same. Nothing in this Agreement confers upon any third party any right, benefit or remedy. 15.3 Affiliates. Lumen may use a Lumen affiliate or a third party to provide Service to Customer, but Lumen will remain responsible to Customer for Service delivery and performance. Customer's affiliates may purchase Service under this Agreement, and Customer will be jointly and severally liable for all claims and liabilities related to Service ordered by any Customer affiliate. 15.4 Notices. Notices will be in writing and deemed received if delivered personally, sent via facsimile, pre -paid overnight courier, electronic mail (if an e-mail address is provided below) or sent by U.S. Postal Service or First Class International Post. Unless otherwise provided for in a Service Attachment, requests for disconnection of Service (other than for default) must be submitted to Lumen via Customer's portal at https://www.centurViink.com/business/login/ or via the following website / link: https://www.lumen.com/help/en- us/disconnects.htmland will be effective 30 days after receipt (or such longer period set forth in a Service Attachment). Notices for billing inquiries/disputes or requests for Service Level credits must be submitted to Lumen via Customer's portal at https://www.centurVIink.com/business/login/ or via Email at: billingCcDlumen.com. Customer failure to follow this process and/or provide complete information may result in continued charges that will not be credited. All legal notices will be addressed to Lumen at: 931 14th Str., #900, Denver, CO 80202; Fax: 888-778-0054; Attn.: Notice Coordinator; and to any electronic or physical address of Customer as provided in the Agreement or in its absence, to Customer's address identified on the Order or as reflected in Lumen's records, Attn. General Counsel. 15.5 Confidentiality. Except to the extent required by an open records act or similar law, neither party will: (a) disclose any of the terms of the Agreement; or (b) disclose or use (except as expressly permitted by, or required to achieve the purposes of, the Agreement) the Confidential Information received from the other party. A party may disclose Confidential Information if required to do so by a governmental agency, by operation of law, or if necessary in any proceeding to establish rights or obligations under the Agreement. Each Page 3 of 4 © Lumen Technologies. All Rights Reserved. CONFIDENTIAL MSA v1.120220 LUMEN MASTER SERVICE AGREEMENT STATE, LOCAL AND EDUCATION GOVERNMENT AGENCIES VERSION party will limit disclosure and access to confidential information to those of its employees, contractors, attorneys or other representatives who reasonably require such access to accomplish the Agreement's purposes and who are subject to confidentiality obligations at least as restrictive as those contained in this Agreement. "Confidential Information" means any commercial or operational information disclosed by one party to the other in connection with the Agreement and does not include any information that: (a) is in the public domain without a breach of confidentiality; (b) is obtained from a third party without violation of any obligation of confidentiality; or (c) is independently developed by a party without reference to the Confidential Information of the other party. 15.6 Intellectual Property Ownership; Use of Name and Marks. Nothing in the Agreement or the performance of it will convey, license, or otherwise transfer any right, title, or interest in any intellectual property or other proprietary rights held by either party or its licensors. Neither party will use the name or marks of the other party or any of its affiliates for any purpose or issue any press release or public statement relating to this Agreement without the other party's prior written consent. 15.7 Governing Law; Amendment. This Agreement will be governed and construed in accordance with the laws of the State in which Customer's principal office is located, without regard to its choice of law rules. Each party will comply with all applicable laws, rules and regulations associated respectively with Lumen's delivery or Customer's use of the Service under the Agreement. This Agreement, including any Service Attachments, constitutes the entire and final agreement and understanding between the parties with respect to the Service and supersedes all prior agreements relating to the Service. Lumen is not subject to any obligations that are not explicitly identified in this Agreement. This Agreement may only be modified or supplemented by an instrument executed by an authorized representative of each party. No failure by either party to enforce any right(s) under this Agreement will constitute a waiver of such right(s). 15.8 Relationship and Counterparts. The relationship between the parties is not that of partners, agents, or joint venturers. This Agreement may be executed in one or more counterparts, all of which taken together will constitute one instrument. Digital signatures and electronically exchanged copies of signed documents will be sufficient to bind the parties to this Agreement. Page 4 of 4 © Lumen Technologies. All Rights Reserved. CONFIDENTIAL MSA v1.120220 Lumen Quote QIA141882 CPE MAINTENANCE QUOTATION CUSTOMER :CITY OF KENT BILL TO NAME :CITY OF KENT BILL TO ADDRESS:220 4TH AVE S, KENT, WA, 98032 QUOTATION NUMBER :QIA141882-ST_5 CREATE DATE :10-Nov-2021 QUOTATION VALID THROUGH :10-Dec-2021 CONTRACT SERVICE START DATE :27-Oct-2021 CONTRACT SERVICE END DATE :26-Oct-2022 NET AMOUNT OF CONTRACT :$30,405.36 CURRENCY VALUE EXPRESSED IN :USD INSTALL SITE ADDRESS PART NUMBER PART DESCRIPTION QTY SUPPORT CITY OF KENT FIRE STATION 74, 24611 116TH AVE SE, KENT, WA, 98030 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT FIRE STATION 74, 24611 116TH AVE SE, KENT, WA, 98030 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT CITY HALL, 220 4TH AVE S, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT CITY HALL, 220 4TH AVE S, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT - IT, 400 W GOWE ST, SUITE 122, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT - IT, 400 W GOWE ST, SUITE 122, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT SHOWARE EVENT CENTER, 625 W JAMES ST, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT SHOWARE EVENT CENTER, 625 W JAMES ST, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT CORRECTIONAL ANNEX, 8323 S 259TH ST, KENT, WA, 98030 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT CORRECTIONAL ANNEX, 8323 S 259TH ST, KENT, WA, 98030 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT POLICE DEPT, 232 4TH AVE S, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT POLICE DEPT, 232 QBOM SHORETEL BASE INSTALL SITE ADDRESS PART NUMBER PART DESCRIPTION QTY SUPPORT RIVERBEND GOLF COURSE COMPLEX, 2019 W MEEKER ST, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN RIVERBEND GOLF COURSE COMPLEX, 2019 W MEEKER ST, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT SENIOR CENTER, 600 E SMITH ST, KENT, WA, 98030 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT SENIOR CENTER, 600 E SMITH ST, KENT, WA, 98030 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT- AUKEEN DIST COURT, 1210 CENTRAL AVE S, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT- AUKEEN DIST COURT, 1210 CENTRAL AVE S, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT PUBLIC WORKS SHOPS, 5821 S 240TH ST, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT PUBLIC WORKS SHOPS, 5821 S 240TH ST, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT ANNEX /FIRE DEPT PUB ED, 302 W GOWE ST, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT ANNEX /FIRE DEPT PUB ED, 302 W GOWE ST, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT COMMONS, 525 4TH AVE N, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT COMMONS, 525 4TH AVE N, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT CORRECTIONS FACILITY, 1230 CENTRAL AVE S, KENT, WA, 98032 CUM-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN CITY OF KENT CORRECTIONS FACILITY, 1230 CENTRAL AVE S, KENT, WA, 98032 CCU-QSTD-94111 QBOM SHORETEL BASE SERVICE HEA 24181 LUMEN TOTAL SUMMARY TOTAL NET PRICE: $30,405.36 SALES TAX (10.1%)$3,070.94 TOTAL PRICE:$33,476.30 INSTALL SITE ADDRESS PART NUMBER PART DESCRIPTION QTY SUPPORT ______________________________________________________ Name ______________________________________________________ Title ______________________________________________________ Date 5. Charges for certain Services are subject to (a) a monthly property tax surcharge and (b) a monthly cost recovery fee per month to reimburse Lumen for various governmental taxes and surcharges. Such charges are subject to change by Lumen and will be applied regardless of whether Customer has delivered a valid tax exemption certificate. For additional details on taxes and surcharges that are assessed, visit www.lumen.com/taxes. 6. Customer will pay Lumen’s standard: (a) expedite charges (added to the NRC) if Customer requests a delivery date inside Lumen's standard interval duration (available upon request or in Control Center at https://www.centurylink.com/business/login/) and (b) ancillary charges for additional activities, features or options as set forth in the Ancillary Fee Schedule, available at www.lumen.com/ancillary-fees. If Lumen cannot complete installation due to Customer delay or inaction, Lumen may begin charging Customer and Customer will pay such charges. 7. Charges/Orders. Items described in the Catalog Number and Description columns above reflect the Lumen Services ordered and identified above the table. Despite anything to the contrary, NRCs are NOT waived unless this Order or an Order Addendum expressly states NRCs are waived or the NRCs appear in the waived column in the above table(s). If a Cancellation Charge requires Customer to pay the amount of any waived or discounted NRC, the NRC will be the amount stated in this Order or Order Addendum or shown in the ““Waived NRC”“ column in the above table(s) despite anything to the contrary. If in this Order Customer is upgrading, moving, disconnecting or otherwise changing an existing Service, cancellation charges may apply as set forth in the Agreement. 8. MLTS Equipment. BY SIGNING THIS ORDER FOR MLTS EQUIPMENT, AS APPLICABLE, I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE ““ACCESS TO EMERGENCY SERVICES”“ CONTAINED IN THE APPLICABLE SERVICE SCHEDULE ATTACHED TO THE LUMEN OR CENTURYLINK MASTER SERVICE AGREEMENT OR MASTER SERVICE AGREEMENT, PUBLIC SAFETY VERSION, OR IN THE ““ACCESS TO EMERGENCY RESPONSE SERVICES”“ SECTION OF THE TERMS AND CONDITIONS IN THE APPLICABLE STANDARD SERVICE SCHEDULE. IF I HAVE NOT EXECUTED A LUMEN OR CENTURYLINK MASTER SERVICE AGREEMENT OR MASTER SERVICE AGREEMENT, PUBLIC SAFETY VERSION, OR AN AFFILIATE AGREEMENT WITH AN APPLICABLE SERVICE SCHEDULE, I FURTHER ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE DISCLOSURE OF LIMITATIONS SET FORTH IN THE EMERGENCY SERVICES ADVISORY AVAILABLE AT http://www.centurylink.com/legal/HVIQSIP/911advisory.pdf. Terms and Conditions Governing This Order Form 1. This confidential Order may not be disclosed to third parties and is non-binding until accepted by Lumen, as set forth in section 2. ““Lumen”“ is defined for purposes of this Order as CenturyLink Communications, LLC d/b/a Lumen Technologies Group and its affiliated entities providing Services under this Order. Customer places this Order by signing (including electronically or digitally) or otherwise acknowledging (in a manner acceptable to Lumen) this document and returning it to Lumen. Pricing is valid for 90 calendar days from the date indicated unless otherwise specified. 2. The Service identified in this Order is subject to the Lumen or CenturyLink Master Service Agreement(s) or Master Service Agreement(s), Public Safety Version, and applicable Service Schedule(s) between CenturyLink Communications, LLC d/b/a Lumen Technologies Group and Customer (or its affiliate if expressly provided for under such affiliate Master Service Agreement). If Customer has not executed a Lumen or CenturyLink Master Service Agreement or Master Service Agreement, Public Safety Version, with CenturyLink Communications, LLC d/b/a Lumen Technologies Group but has executed a services agreement for applicable services with an affiliate of Lumen (““Affiliate Agreement”“), then the terms of the most recent Affiliate Agreement will apply to the Service (to the extent not inconsistent with this Order); in such cases, the current standard Service Schedule applicable to the Services will apply. If Lumen and Customer have not executed a Lumen or CenturyLink Master Service Agreement or Master Service Agreement, Public Safety Version,, and/or applicable Service Schedule(s) governing the Service and have not executed an Affiliate Agreement, Lumen's current standard Master Service Agreement/Service Schedule(s) will govern, a copy of which are available upon request. The Lumen entity providing Services is identified on the invoice. Notwithstanding anything in any Affiliate Agreement to the contrary, Lumen will notify Customer of acceptance of requested Service in this Order by delivering (in writing or electronically) the date by which Lumen will install Service (the ““Customer Commit Date”“), by delivering the Service, or by the manner described in a Service Schedule. Lumen will deliver a written or electronic notice that the Service is installed (a ““Connection Notice”“), at which time billing will commence. At the expiration of the Service Term, Service will continue month-to-month, and rates are subject to change upon 30 days’ notice from Lumen. If the Affiliate Agreement governs and does not include early termination charges and if Customer cancels or terminates Service for any reason other than Lumen’s uncured default or if Lumen terminates due to Customer’s uncured default, then Customer will pay Lumen’s standard early termination liability charges as identified in the Ancillary Fee Schedule at: www.lumen.com/ancillary-fees. ““Affiliate Agreement”“ for CenturyLink Communications, LLC d/b/a Lumen Technologies Group or any companies that were affiliates of CenturyLink Communications, LLC before the merger with Level 3 Communications (““Merger”“) means only an applicable Interexchange Carrier (IXC) network agreement, e.g. CenturyLink Total Advantage Agreement, CenturyLink Total Advantage Express Agreement, or CenturyLink Wholesale Services Agreement (each, an Affiliate Agreement). Affiliate Agreement also includes an Agreement between Customer and any entity that was an affiliate of Level 3 Communications before the Merger. 3. Neither party will be liable for any damages for lost profits, lost revenues, loss of goodwill, loss of anticipated savings, loss of data or cost of purchasing replacement service, or any indirect, incidental, special, consequential, exemplary or punitive damages arising out of the performance or failure to perform under this Order. Customer's sole remedies for any nonperformance, outages, failures to deliver or defects in Service are contained in the service levels applicable to the affected Service. 4. All transport services ordered from Lumen will be treated as interstate for regulatory purposes. Customer may certify transport service as being intrastate (for regulatory purposes only) in a format as required by Lumen, but only where the transport services are sold on a stand-alone basis, the end points for the service are located in the same state and neither end point is a Lumen provided IP port (““Intrastate Services”“). Where Customer requests that services be designated as Intrastate Services, Customer certifies to Lumen that not more than 10% of Customer's traffic utilizing the Intrastate Services will be originated or terminated outside of the state in which the Intrastate Services are provided. Such election will apply prospectively only and will apply to all Intrastate Services stated in this Order.