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Home My WebLink AboutContract AT & T Global Master Agreement This Master Agreement (the "Agreement") is between SSC Global Services, Inc. dba AT&T Global Services, a Delaware corporation with offices at One SSC Plaza, Dallas, Texas 75202, on behalf of itself and those Affiliates identified in those Addenda, Attachments, Orders, and/or SOWs that may be entered into from time to time and incorporated by reference into this Agreement (individually and collectively, "AT&T") and City of Jeffersonville ("Customer"), a IN government agency, with offices at 500 Quartermaster Ct. Jeffersonville, is effective on the date of last execution ("Effective Date"). AT&T and Customer are sometimes referred to herein collectively as the "Parties" or individually as a "Party." References to "Agreement" refer to this Agreement, any applicable tariff or guidebook, and the documents listed in the Addendum and Attachment List, including any Statement of Work ("SOW"). New or revised Addenda, Attachments, Orders, and/or Statements of Work must be signed by Customer and AT&T Affiliate. The following order of precedence applies to the documents comprising an Agreement: (1) any applicable guidebook and tariff(s), (2) Addenda (and related SOWs and Attachments), (3) this Agreement, and (4) Orders. Notices from a Party concerning this Agreement must be written and delivered to the other Party at the address(es) below (i) in person, (ii) by certified mail, return receipt requested, (iii) by traceable overnight delivery, or (iv) by facsimile, electronically confirmed and followed immediately by U.S. Mail. Notice will be effective upon delivery. To Customer: City of Jeffersonville 500 Quartermaster Ct. Jeffersonville, IN 47130 Fax: Attention: Russ Segraves f"! To AT&T: AT&T Sales Team - Contract Notice 220 N. Meridian St. Room 768 Indianapolis, IN 46204 Fax: Attention: AT&T Account Team for City of Jeffersonville pective authorized signatories: AT&T GLOBAL SERVICES By: By: Name: Name: Title: ~Jllft Title: Date: Date: ~ CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Master_Agreement Page 1 of 5 03/15/06Iv9099 .~ Master Agreement Terms and Conditions F'\ 1. DEFINITIONS 1.1 "Affiliate" means an entity that controls, is controlled by, or is under common control with a Party. 1.2 "Confidential Information" means ideas, know-how, trade secrets, computer programs, technical information, and other confidential information which is disclosed by a disclosing Party to a receiving Party under this Agreement. The terms of this Agreement shall be deemed Confidential Information by the Parties. 1.3 "Cutover" occurs (except as otherwise described herein or in an Addendum/Attachment/SOW) (a) for a Service when the Service is first provisioned or otherwise available for Customer's use at any single Site; and/or (b) for Equipment when the Equipment is delivered to the carrier for shipment, or if installation by AT&T is provided as part of the Services, then upon AT&T's installation of the Equipment. 1.4 "Equipment" means equipment that AT&T sells or leases to Customer under this Agreement. 1.5 "Software" means computer programs and related object code licensed by AT&T to Customer, including any software licensed with or separately from Equipment. 1.6 "Normal Business Hours" means Monday through Friday, 8:00 a.m. to 5:00 p.m. (local time), excluding AT&T recognized holidays. 1.7 "Order" means any purchase order for Equipment or Services that references this Agreement (or an Addendum). 1.8 "Service(s)" means any or all services provided by AT&T, as further described in this Agreement or an Addendum. 1.9 "Site(s)" means Customer locations where AT&T is to perform Services. 2. SERVICE-SPECIFIC TERMS AND CONDITIONS r\i 2.1 Limitation on Service: Applicability of Tariffs. Service is offered subject to the availability and operational limitations of the necessary systems, facilities, and equipment. Except as otherwise specified in an Addendum, regulated Services (e.g., local or long distance telephone service) are subject to applicable tariffs and/or guidebooks (generally available at www.sbc.com or from an AT&T sales representative). Customer and any Customer end-user use of Service shall at all times comply with applicable laws, regulations and any AT&T written or electronic instructions for use. 2.2 Payment and Billinq. Customer will pay AT&T (i) the monthly fees and nonrecurring charges set forth in the applicable Addendum (or, in the case of regulated services, at the charges set forth in the applicable tariff and/or guidebook), and (Ii) applicable taxes, surcharges, and recovery fees (including universal service fees), and customs and duties. Except as otherwise provided in the applicable Addendum or invoice, (i) billing commences on Cutover; (ii) payment is due within 30 days after the date of invoice; and (iii) payment is subject to AT&T's credit requirements and AT&T may require a security deposit to ensure prompt payment. Customer will advise AT&T of any billing dispute within 30 days after receipt of invoice or the invoice shall be deemed correct. In addition to recovering attorneys' fees and costs of collection, AT&T may assess a late payment fee equal to the lesser of 1.5% per month or the maximum amount allowed bylaw. 3. GENERAL TERMS AND CONDITIONS {' 3.1 Term and Termination. This Agreement will start on the Effective Date and remain in effect until terminated by either Party as provided herein (the "Term"). Each Addendum is coterminous with this Agreement, unless the Addendum specifies a different term. Upon expiration of the term specified, each Addendum shall remain in effect on a month-to- month basis at AT&T's then current monthly pricing. Customer, and AT&T (in the case of Services that are no longer under a term commitment), may terminate this Agreement or an Addendum without cause and for convenience upon 30 days' prior written notice. If Customer terminates an Addendum with a specified term or term commitment, Customer shall pay the termination liability (i) specified in the Addendum; or (ii) if no termination liability is specified, an amount equal to (a) 50% of the remaining monthly recurring charges due under the Addendum; and (b) any charges imposed on AT&T by any third party as a result of Customer's early termination. Customer may cancel an Order for Equipment prior to Cutover, subject to payment of any non-recoverable restocking fees or costs incurred by AT&T. Customer may not cancel an Order for Equipment after Cutover. 3.2 Termination for Breach. This Agreement (or applicable Addendum) may be terminated immediately by either Party or AT&T may suspend performance hereunder or thereunder, upon written notice to the other Party if the other Party (i) is in material breach (including but not limited to failure to make timely undisputed payments) and such failure or breach is not remedied within 30 days after the terminating Party provides written notice to the breaching Party specifically describing such breach; (Ii) ceases to carry on business as a going concern, becomes the object of voluntary or involuntary bankruptcy or liquidation, or a receiver is appointed with respect to a substantial part of its assets; (iii) engages in fraud, criminal conduct, or willful misconduct; or (iv) breaches the confidentiality obligations under this Agreement. CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Master_Agreement Page 2 of 5 03/15/06 Iv9099 r r--\ , C .i i o " Master Agreement Terms and Conditions 3.3 Force Maieure. Except in the case of payment of amounts due, neither Party will be liable to the other Party for any failure of performance due to any cause beyond that Party's reasonable control, including acts of God, fire, explosion, vandalism, terrorism, cable cut, storm, or other similar occurrence, any law, order, regulation, direction, action, or request by any government, civil, or military authority, national emergencies, insurrections, riots, wars, labor difficulties, supplier failures, shortages, breaches, or delays, or preemption of existing Service to restore Service in compliance with the regulatory rules and regulations, or, in the case ot" AT&T, delays caused by Customer or Customer's service or equipment vendors. 3.4 Assianment. Neither this Agreement nor any portion or interest in this Agreement may be assigned, sublet, or in any manner transferred by a Party without the prior written consent of the other Party, which consent will not be unreasonably withheld. Notwithstanding the foregoing, AT&T may assign all or any part of this Agreement to an AT&T Affiliate or use subcontractors to perform Services. 3.5 Use of Confidential Information. During the Term, each Party may obtain Confidential Information from the other Party. Written or other tangible Confidential Information must at the time of disclosure be identified and labeled as Confidential Information belonging to the disclosing Party. When disclosed orally or visually, Confidential Information must be identified as confidential at the time of the disclosure, with subsequent confirmation in writing within 15 days after disclosure. Neither Party may during the Term and for 3 years thereafter disclose any of the other Party's Confidential Information to any third party. Neither Party may use the other Party's Confidential Information except to perform its duties under this Agreement. The Confidential Information restrictions will not apply to Confidential Information that is (i) already known to the receiving Party, (ii) becomes publicly available through no wrongful act of the receiving Party, (iii) independently developed by the receiving Party without benefit of the disclosing Party's Confidential Information, or (iv) disclosed by the disclosing Party to a third party without an obligation of confidentiality. Upon termination of this Agreement or an applicable Addendum, each Party will return the other Party's Confidential Information. 3.6 Customer Information: Access and Safe Workina Environment. AT&T may rely on any information prOVided by Customer and assumes no liability for any damages or costs that result from errors or omissions in such information. Customer shall provide AT&T with timely access to Customer information, facilities or equipment as AT&T reasonably requires to provide the Services and keep AT&T informed on developments in Customer's business or operations that may impact Service. AT&T may share Customer information and Confidential Information (including billing and usage information for Services purchased) with AT&T Affiliates and inform Customer of other AT&T product/service offerings. Customer shall maintain the Site in a suitable and safe working environment, free of Hazardous Materials. Customer represents and warrants that the area of the Site where AT&T performs Services is free of Hazardous Materials. AT&T does not handle, remove or dispose of, nor does AT&T accept any liability for, any Hazardous Materials at the Site. Customer shall pay AT&T for any damages, costs, fines or penalties AT&T incurs as result of the presence or release of such Hazardous Materials. If AT&T encounters any such Hazardous Materials, AT&T may terminate this Agreement or suspend performance until Customer removes and cleans up at its expense Hazardous Materials in accordance with this Agreement and applicable law. For purposes hereof, "Hazardous Materials" means any substance whose use, transport, storage, handling, disposal, or release is regulated to any law related to pollution, protection of air, water, or soil, or health and safety. 3.7 Publicity. During the Term, AT&T may refer to Customer, orally and in writing, as a customer of AT&T and may publish a press release announcing in general terms that AT&T and Customer have entered into this Agreement and AT&T may in general terms describe the activities contemplated hereunder. Any other reference to one Party by the other Party requires written consent of the first Party. 3.8 limitation of liability. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES RELATED TO LOST PROFITS, TOLL FRAUD, LOSS OF USE, AND LOSS OF DATA, OR FAILURE TO REALIZE SAVINGS OR BENEFITS) ARISING UNDER THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH LOSS. EXCEPT AS OTHERWISE PROVIDED IN ANY APPLICABLE TARIFF OR GUIDEBOOK, THE TOTAL AGGREGATE LIABILITY OF AT&T, ITS SUPPLIERS, LICENSORS, AFFILIATES, DIRECTORS, OFFICERS, AND/OR EMPLOYEES UNDER OR IN CONNECTION WITH THIS AGREEMENT WILL BE LIMITED TO PROVEN DIRECT DAMAGES NOT TO EXCEED AMOUNTS ACTUALLY PAID BY CUSTOMER DURING THE 3-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CIRCUMSTANCES GIVING RISE TO THE FIRST CLAIM FOR DAMAGES UNDER THIS AGREEMENT. 3.9 Warranties: Disclaimer of Other Warranties. With respect to maintenance or professional Services, AT&T warrants that the Services will be performed in a professional and workmanlike manner. AT&T further warrants that it has good title to the Equipment and that the Equipment will perform in accordance with the manufacturer's published specifications CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Master_Agreement Page 3 of 5 03/15/06Iv9099 (" r---. i Master Agreement Terms and Conditions during the warranty period set forth by such manufacturer and AT&T will use commercially reasonable efforts to subrogate any AT&T claims or rights against the Equipment manufacturer to Customer. AT&T makes no warranties and assumes no liability for any defects or nonconformities caused by non-AT&T approved modifications or alterations; misuse, accident or neglect; or Customer failure to comply with AT&T or AT&T vendor specifications or requirements for use. These warranties do not cover and AT&T has no responsibility for (a) installation, maintenance or operation of non- A T& T provided equipment or software or impairment caused by such equipment/software; (b) compatibility of such equipment/software with AT&T-provided Equipment or Software; or (c) modifications, alternations or repairs to Equipment or Software by persons other than AT&T or its authorized agents. EXCEPT FOR THE FOREGOING, OR AS EXPRESSLY SET FORTH IN AN ADDENDUM, AT&T MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND WARRANTIES RELATED TO THE MATERIALS, SERVICE, EQUIPMENT OR SOFTWARE, ALL OF WHICH ARE PROVIDED "AS IS" TO THE FULL EXTENT PERMITTED BY LAW. 3.10 Indemnities. Customer will indemnify and defend AT&T, its directors, officers, employees, agents and their successors ("Agents") from and against any and all third party claims and related loss, liability, damage and expense, including attorneys' fees, (collectively "Damages") arising from improper use of Services or information or any content or data transmitted over any AT&T network or facilities. AT&T will indemnify and defend Customer and its Agents from and against any Damages finally awarded or paid in settlement based on a claim that any Service, or AT&T-provided Equipment and Software (collectively, "Materials"), infringe a U.S. patent or copyright. If a final injunction or judgment is awarded against Customer prohibiting use of Service/Materials by reason of infringement of a U.S. patent or copyright, AT& T will at its option and expense either (a) procure the right for Customer to continue using the Service/Materials; (b) obtain and deliver equivalent non-infringing Service/Materials; or (c) terminate the infringing Service/Materials and refund to Customer amounts paid for infringing Service/Materials, less a reasonable charge for use. An indemnified Party shall provide the indemnifying Party with notice for any claim of indemnity and the indemnifying Party shall have complete authority to assume the sole defense and settlement of such claim. The indemnified Party may participate in the settlement or defense at its own expense and shall reasonably cooperate to facilitate the defense and settlement of such claims. 3.11 Eauipment. To the extent that Customer purchases Equipment under an Addendum/Attachment/SOW, the following additional terms apply: AT&T will deliver the Equipment FOB shipping point, freight prepaid and charged and title to Equipment and all risk of loss to the Equipment shall pass to Customer at Cutover. Upon Cutover, AT&T hereby grants to Customer a personal, nontransferable, non-exclusive license to use the Software on or with the corresponding Equipment and AT&T (or its licensors) shall retain and continue to own all right, title and interest in any Software and all copies. Customer will furnish any conduit, holes, wi reways , wiring, plans, equipment, space, power/utilities, and all other items reasonably required to perform installation and other Services related to the Equipment and obtain any necessary licenses, permits and consents to do so. Customer has 30 days after Cutover to test the Equipment and provide AT&T with written notice if the Equipment is defective and does not conform to manufacturer's specifications. AT&T will repair or replace (at its option and expense) any such non-conformity and if the Equipment fails to conform after a reasonable number of attempts to do so, AT&T will (at its option and expense) provide replacement Equipment or refund payments for non-conforming Equipment. AT&T is not responsible for and shall have no liability for, or any impairment caused by (a) any non-conformity caused by improper use or environmental or electrical conditions or attachment of non-AT&T or manufacturer materials or devices; or (b) installation, operation or maintenance of non-AT&T hardware/software. Customer is responsible for ensuring that such non-AT&T hardware/software is compatible with the Services, Equipment or Software. If Customer does not deliver a written certificate of acceptance or written notice of non-conformity within 30 days after Cutover, the Equipment shall be deemed accepted. 3.12 Miscellaneous. This Agreement sets forth the entire understanding of the Parties and supersedes any and all prior agreements, representations, and understandings relating to the subject matter hereof. No modifications or subsequent agreements concerning the subject matter of this Agreement will be effective unless made in writing and signed by the Parties. AT&T shall not be bound by any electronic or pre-printed terms additional to, or different from, those in this Agreement that may appear in Customer's form documents, orders, acknowledgments or other communications. Customer shall not resell any Services without AT&T's written consent. Any legal action arising under this Agreement must commence within 2 years after the cause of action arises. AT&T, its employees, agents, and representatives are not employees, servants, partners, or joint venturers of or with Customer. AT&T is an independent contractor and will at all times direct, control, and supervise all of its employees. This Agreement will be governed by the laws of Texas, without regard to its conflicts of law rules. The Parties specifically disclaim the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act. If any provision of this Agreement is determined to be invalid or unenforceable, this Agreement will be construed as if it did not contain such provision. The failure of a Party to insist upon strict performance of any provision of this Agreement in anyone or more instances will not be construed as a waiver or relinquishment of such provision and the same will remain in full force and effect. CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Master_Agreement Page 4 of 5 03/15/06 Iv9099 ~.. r\ .' Addendum and Attachment List This Addendum and Attachment List to the Master Agreement (the "Lisf') between AT&T and Customer, current as of the Effective Date, is incorporated into the Agreement by this reference. All Addenda and Attachments shall be attached to the Agreement. This List may be amended from time to time in writing and signed by the Parties. (i CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Master_Agreement Page 5 of 5 03/15/06 Iv9099 SBC PremierSERV'M Voice CPE Support Services Addendum To Master Agreement {\ Addendum No. This Addendum ("Addendum"), entered into by SBC Global Services, Inc. dba AT&T Global Services (on behalf of SBC DataComm dba AT&T DataComm* ("AT&T") and City of Jeffersonville ("Customer") and effective as of the date last signed below ("Effective Date"), is an attachment to that certain Master Agreement ("Agreemenf') dated between the parties thereto. The definitions contained in the Agreement are herein incorporated by reference. Customer Name: City of Jeffersonville Customer Billing Address: 500 Quartermaster Ct. Jeffersonville, IN 47130 Customer Billing Number: (812) 285-6415 Ext.: Location of Equipment (Delivery/lnstallation Site Address): 500 Quartermaster Ct. Jeffersonville, IN 47130 Date of Submission: 5/31/2006 Lessor: Delivery Date: Installation/Cutover Date: Purchase Order Number: PURCHASE PRICE 1. Total Price of Equipment..................................... $24,894.16 2. Total Charge for Installation/Cutover................... $24,030.82 3. Total Purchase Price ........................................... $48,924.98 * Taxes & Shipping will be listed separately on the invoice. r PAYMENT TERMS1 (select one based on criteria below) n Option 1 n Option 2 Down Payment: 50% 25% Delivery: Cutover: 50% 75% n Option 3 25% 50% 25% n Option 4 ( ) ( ) ( ) $ Due TOTAL: 1 Option 1 is the standard billing terms for business sales. Option 2 is used for large businesses or other businesses who are purchasing over $16,000 and have been in business at least 2 years with DAB Paydex of > 60. Option 3 is only allowed if the Purchase Price is over $50,000 and the scheduled cutover date is more than 60 days after execution of this Addendum. Option 4 is for non-standard billing and payment term requests and is subject to the approval of credit verification. All options are subject to Credit Approval. SELECTION OF SBC PremierSERVsM MAINTENANCE AND SERVICE PLANS: SBC PremierSERV'M Voice CPE Support Services Maintenance Plan (For Warranty see Section 5): o Complete 0 Essential 0 Dedicated 0 Custom o ACCEPT _ Customer Initials: __ ~DECLlNE - Customer Initials: ~ tv Initial Term: 2 Years From: To: Monthly Maintenance Price: $402.04 Payment Terms (default is annual): o Prepayment 0 Annual 0 Semi-Annual 0 Quarterly o Monthly o Financing /--\ , L CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Addendum_premierSERV_Voice_CPE_supporCservices Page 1 of7 04/21/06 TJ5583 SBC PremierSERVsM Voice CPE Support Services Addendum To Master Agreement SBC PremierSERVsM Contact Center Software Support Services: r\ o Complete 0 Essential o ACCEPT - Customer Initials: __ o DECLINE - Customer Initials: Initial Term: L-1 Years From: To: Monthly Price: Payment Terms (default is annual): o Prepayment 0 Annual 0 Semi-Annual 0 Quarterly o Monthly o Financing Software Release Subscription (Requires PremierSERV Maintenance Plan and Contact Center Software Support Services option as applicable): o ACCEPT - Customer Initials: ___ o DECLINE - Customer Initials: -- Initial Term: L-1 Years From: To: Annual Price: Payment Terms (default is annual): o Prepayment 0 Annual This Addendum may be withdrawn by AT&T if not signed and returned by the Customer within sixty (60) days from the Date of Submission referred to above. * "SBC DataComm dba AT&T DataComm" as used herein refers to: SBC DataComm, Inc. dba AT&T DataComm, a Delaware corporation; and to SBC DataComm, a d/b/a name registered to Southwestern Bell Telephone Company in Missouri, Oklahoma, and Texas, and to Pacific Bell Telephone Company in California. SO AGREED b the Parties' res ective authorized signatories: r AT&T GLOBAL SERVICES ON BEHALF OF ITS AFFILIATES By: By: Name: Name: Title: Title: Date: Date: NOTE: The Pariies' signatures on this Addendum are not necessary when this Addendum is incorporated by reference in the Master Agreement on the Master Agreement's Effective Date. This Addendum must always be associated with a Master Agreement and may not be executed as a standalone agreement. Attachments: 1. Statements of Work e.g. SOW, SCOW, PIG 0 2. Bill of Materials for Equipment and Services 0 3. Invoicing Schedule and Payment Terms 0 4. Implementation Timeline 0 5. Certificate of Acceptance 0 6. Other: riD CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the pariies hereto only and is not for general distribution within or outside their companies. Addendum_PremierSERV_ Voice_CPE_SupporCServices Page 2 of 7 04/21/06 TJ5583 ,E SSC PremierSERVSM Voice CPE Support Services Addendum To Master Agreement 1. SCOPE This Addendum covers AT&T's sale of voice customer premise equipment ("CPE" or "Equipment") (under the attached Bill of Materials, Order or other applicable document), installation and/or maintenance Service for such Equipment to be provided by AT&T under the Maintenance Plan identified above (the Maintenance Plan"), and as further described below. The Equipment is further described in the attached Bill of Materials, Order, SOW, Equipment listing or other applicable attachment. This Addendum also covers any Orders issued under this Addendum, as well as any additions or replacement to the Equipment or Service. 2. AT&T SERVICE AND SERVICE EXCLUSIONS A. During the term of the Maintenance Plan, AT&T will repair Equipment that malfunctions due to wear and tear resulting from normal use in accordance with standard operating instructions. Items excluded from coverage under the Maintenance Plan are headsets, portable telephones (cordless/wireless), answering machines, Contact Center servers, UPS systems, power conditioners and power supplies (including batteries and chargers), consumables and any Software which is at a revision level not supported by the Software licensor. AT&T does not remove or recycle batteries. f" B. The Maintenance Plan and any and all warranties provided to Customer in this Addendum or the Master Agreement do not cover malfunctions or defects resulting from abnormal or nonstandard uses or conditions including, but not limited to, the following types of causes: failure to provide a suitable environment for the Equipment, including exposure to improper temperature, humidity, chemicals or airborne agents, Customer abuse, misuse or use contrary to standard operating instructions; improper electrical voltages or currents; power or lightning surges or power interruption; improper storage or placement of the Equipment; damage caused by unauthorized attachments or modification; use with or interconnection of the Equipment to incompatible electrical or mechanical devices; and the installation, maintenance or disassembly, repair or alteration of the Equipment by any person other than AT&T, or an entity expressly approved by AT&T in writing; or Forced Majeure occurrences. In such excepted cases, Customer will pay AT&T in accordance with AT&T's then prevailing rates in connection with diagnosing such excepted problems and for any resulting repairs. Customer (i) is solely responsible for adequately backing up data and ensuring that its networks/systems are secured against unauthorized intrusion; and (ii) acknowledges that CPE/Software that supports telephony over Transmission Control Protocol/lnternet Protocol (TCP/lP) may experience certain compromises in performance, reliability and security even when performing as warranted and that failure to follow manufacturer/licensor recommendations may make such compromises more acute. C. AT&T's maintenance Service provided under the Maintenance Plan shall include preventive and remedial maintenance, as required by the CPE manufacturer's specifications or by AT&T. Replacement parts and products may be new or equivalent to new in performance. Such parts and products will be furnished on an exchange basis and the returned parts and products will become the property of AT&T. AT&T's preventive and remedial maintenance Service obligations hereunder do not include, and AT&T is not otherwise obligated to provide replacement parts, software releases, second tier help desk support, updates, or maintenance Service resulting in CPE functionality which exceeds that expressly provided in manufacturers' or suppliers' specifications at the time such product was installed (including Year 2000 functionality). D. AT&T makes no guarantee as to parts availability on Equipment that has been discontinued by its manufacturer. In the event a manufacturer discontinues producing any Equipment or in the event the Equipment has outlived the manufacturer's suggested product life cycle, AT&T shall continue to provide Service under the Maintenance Plan for as long as parts are available on a commercially reasonable basis. In the event repair parts are not readily available, AT&T shall advise Customer and Customer shall have the option to replace the Equipment with a similar product at AT&T's then prevailing rates. In the event Customer declines to authorize such replacement, AT&T shall delete such Equipment from this Addendum and cease providing Service for such Equipment, and AT&T will issue, if applicable, a pro-rata refund for such deletion. Additionally, Customer agrees to pay any additional charges that may be incurred by AT&T for product support services from the manufacturer for products that are manufacturer discontinued or have been placed into "end of life" status. E. The periodic charges specified herein include all the stated maintenance Service performed at any time in connection with Emergencies and Non-Emergencies during Normal Business Hours. An "Emergency" is defined as any malfunction that leaves Customer unable to place or receive calls through the CPE, or any other failure agreed to in writing by the Parties. F. Service performed outside of Normal Business Hours or outside the scope of the Maintenance Plan will be charged on a per occurrence basis billed in fifteen (15) minute increments with a minimum of two (2) hours at AT&T's then prevailing hourly or premium hourly rate including travel time to and from Customer's Site. Customer shall also be CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Addendum_premierSERV_Voice_CPE_SupporCServices Page 30f7 04/21/06 TJ5583 SBC PremierSERVsM Voice CPE Support Services Addendum To Master Agreement responsible for travel and living expenses, when required. Provisioning of such Service shall be at the discretion of (\ AT&T and shall be subject to the availability of personnel and parts, if applicable. G. In the event AT&T responds to Customer's request for Service and AT&T reasonably determines that the problem was not caused by the Equipment maintained herein, Customer will be responsible for additional charges for such response at AT&T's then prevailing rates. H. AT&T's responsibility with respect to its obligation to provide maintenance Service under this Addendum shall be limited to the Customer's side of the CPE residing on the Demarcation Point ("Demarcation Point" is defined as the point between facilities controlled or owned by the local telephone carrier and those facilities controlled or owned by Customer). Maintenance Services include maintenance as described herein for: (i) the CPE and/or associated system software stated herein; and (ii) such other equipment and/or software which is subsequently added to this Addendum by an Order, attachment or other applicable document. In the event that AT&T responds to Customer's request for Service and Customer's claim of CPE malfunction is due to problems on the local telephone utility's side of the Demarcation Point due to malfunctions in equipment or software other than that covered by this Addendum, Customer will be responsible for additional charges for such response in accordance with AT&T's then prevailing rates. I. AT&T may suspend performance or terminate this Addendum if Customer fails to pay all amounts due by the applicable due date and such failure is not cured within 10 days of receiving AT&T's notice of non-payment. 3. SHIPPING AND DELIVERY A. All shipping, transportation and delivery charges for the Equipment, including expedites, shall be paid by Customer. AT&T shall use commercially reasonable efforts to deliver the Equipment by the delivery date specified in this Addendum. Customer may, upon written notice to AT&T no later than ten (10) days prior to delivery, postpone the delivery, installation or Cutover dates specified in this Addendum one (1) time. B. Such postponement shall not exceed thirty (30) days from the originally scheduled delivery, installation or Cutover dates and is subject to price changes. 4. INSTALLATION AND CUTOVER In the event AT&T connects the Equipment or installs the Software on such Customer owned equipment, AT&T shall not be liable for any damage to such Customer owned equipment, unless due to AT&T's sole negligence. AT&T shall use commercially reasonable efforts to complete installation and Cutover of the Equipment by the dates specified in this Addendum. Cutover shall be deemed accomplished upon connection to the telephone network to place and receive calls. Cutover of Equipment that is not dependent on the telephone network will occur when the Equipment is operational. 5. WARRANTY AND WARRANTY EXCLUSIONS A. Unless otherwise provided within Bill of Materials, Statement of Work or other attachment, the 'Warranty Period" for Equipment shall be twelve (12) months (and in the case of AT&T-provided Software related to the Equipment, ninety (90) days (or such longer period provided by AT&T's applicable Software licensor)) from the date of delivery to the carrier for shipment, or from the date of installation when AT&T provides installation (or from such other date as determined by the applicable Equipment/Software manufacturer/licensor). AT&T warrants that during the Warranty Period, the CPE/Software shall materially conform to the manufacturer's/Iicensor's published specifications. If Customer notifies AT&T of a material defect during the Warranty Period, AT&T shall, at AT&T's sole option, repair or replace the Equipment/Software, free of charge to Customer. AT&T's repair or replacement of CPE/Software shall be Customer's sole remedy for breach of the warranty as stated herein. All warranty Services will be performed during Normal Business Hours. B. During the Warranty Period, any change in the location of CPE must be performed by AT&T and shall be at Customer's expense. C. Customer may request maintenance Service twenty-four (24) hours a day, seven (7) days a week by calling AT&T. If Customer's problem is an Emergency, AT&T will use reasonable commercial efforts to respond to Customer's report of a malfunction by dispatching a technician to the Site or by beginning remote diagnosis, as appropriate within two (2) business hours for PBX systems and four (4) business hours for key, hybrid or any other system, and will complete the appropriate repairs as soon as reasonably practical. Remote diagnostics require customer provided access line and remote access device on all covered equipment with capabilities. D. In the event the problem is a non-Emergency, AT&T shall use reasonable commercial efforts, within eight (8) business hours after Customer's problem is reported, to either: (i) commence repair or replacement from a remote location, (ii) dispatch Service personnel to Customer's site, or (Iii) ship replacement CPE as soon as practical, provided, however, Customer must return the defective CPE within ten (10) days or AT&T shall invoice Customer for the full replacement cost. AT&T reserves the right to inspect all defective CPE and AT&T shall have final determination of the status of such CPE. 6. MAINTENANCE AND SERVICE PLAN DESCRIPTIONS r'" , r.! CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Addendum_PremierSERV_ Voice_CPE_supporCServices Page 4 of 7 04/21/06 TJ5583 (' r SSC PremierSERVsM Voice CPE Support Services Addendum To Master Agreement A. SSC PremierSERVsM Voice CPE Support Services - Complete. (i) AT&T shall provide maintenance Services, including parts, for CPE as well as any intra-building distribution cables provided by AT&T in connection with the CPE listed hereto, which may include wire, terminals, protectors or connectors; (ii) Customer may request maintenance Service twenty-four (24) hours a day, seven (7) days a week by calling AT&T. If Customer's problem is an Emergency, AT&T will use reasonable commercial efforts to respond to Customer's report of a malfunction by dispatching a technician to the Site or by beginning remote diagnosis, as appropriate, within two (2) hours for PBX systems and four (4) hours for key, hybrid or any other system, and will complete the appropriate repairs as soon as reasonably practical; Remote diagnostics require customer provided access line and remote access device on all covered equipment with capabilities. (iii) In the event the problem is a non-Emergency, AT&T shall use reasonable commercial efforts, within eight (8) business hours after Customer's problem is reported, to either: (1) commence repair or replacement from a remote location, (2) dispatch service personnel to Customer's Site, or (3) ship replacement CPE as soon as practical, provided, however, Customer must return the defective CPE within ten (10) days or AT&T shall invoice Customer for the full replacement cost. AT&T reserves the right to inspect all defective CPE and AT&T shall have final determination of the status of such CPE. B. SSC PremierSERVsM Voice CPE Support Services - Essential. (i) AT&T shall provide maintenance Services, including parts, for CPE as well as any intra-building distribution cables provided by AT&T in connection with the CPE listed hereto, which may include wire, terminals, protectors or connectors; (H) Customer may request maintenance Service twenty-four (24) hours a day, seven (7) days a week by calling AT&T. If Customer's problem is an Emergency, AT&T will use reasonable commercial efforts to respond to Customer's report of a malfunction by dispatching a technician to the Site or by beginning remote diagnosis, as appropriate within two (2) business hours for PBX systems and four (4) business hours for key, hybrid or any other system, and will complete the appropriate repairs as soon as reasonably practical. Remote diagnostics require customer provided access line and remote access device on all covered equipment with capabilities. (Hi) In the event the problem is a non-Emergency, AT&T shall use reasonable commercial efforts, within eight (8) business hours after Customer's problem is reported, to either: (1) commence repair or replacement from a remote location, (2) dispatch service personnel to Customer's Site, or (3) ship replacement CPE as soon as practical, provided, however, Customer must return the defective CPE within ten (10) days or AT&T shall invoice Customer for the full replacement cost. AT&T reserves the right to inspect all defective CPE and AT&T shall have final determination of the status of such CPE. "Business hours" refers to services performed during Normal Business Hours. Any Services performed outside of the Normal Business Hours shall be performed within mutually agreed to time periods. C. sse PremierSERVsM Voice CPE Support Services - Dedicated. (i) AT&T will provide technician, Customer Service Representative, Project Manager, or other agreed upon resource(s) as set forth herein or within an associated Statement of Work, on an annual basis to perform installation, maintenance, and/or move, add or change activities. (ii) AT&T shall, at its sole discretion, assign either a qualified AT&T employee or contractor ("Resource") or a combination of both to provide Services to Customer during Normal Business Hours. (iH) Each Resource will be granted time off for lunch and breaks as mandated by any labor agreement, Federal, State, County or City laws that are applicable. Customer must provide adequate office facilities/quarters/storage for Resource to administer daily responsibilities. (iv) Customer may also purchase optional replacement parts coverage associated with Dedicated. AT&T shall provide maintenance Services, including parts, for CPE as well as any intra-building distribution cables provided by AT&T in connection with the CPE listed hereto, which may include wire, terminals, protectors or connectors. (v) Customer may request maintenance Service twenty-four (24) hours a day, seven (7) days a week by calling AT&T. If Customer's problem is an Emergency, AT&T will use reasonable commercial efforts to respond to Customer's report of a malfunction by dispatching a technician to the Site or by beginning remote diagnosis, as appropriate within two (2) business hours for PBX systems and four (4) business hours for key, hybrid or any other system, and will complete the appropriate repairs as soon as reasonably practical. Remote diagnostics require customer provided access line and remote access device on all covered equipment with capabilities. Any Services performed outside of the Normal Business Hours shall be performed within mutually agreed to time periods. D. SSC PremierSERVsM Voice CPE Support Services -- Custom. Custom provided maintenance shall include the Services as agreed to by Parties as described in the document. E. Contact Center Software Support Services Option: If selected on page 2 above, Customer elects to purchase AT&T Software Support Services as additional support to the selected maintenance plan. The additional support is described below: (i) AT&T's software support services may include preventive and/or remedial maintenance, as required by AT&T or its supplier. The software support services may also include technical telephone consultation and diagnostic assistance, problem origination and expedite resolution. Software support services are typically performed remotely. AT&T may provide on-site support services as AT&T deems necessary. AT&T's preventive and CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for genera/ distribution within or outside their companies. Addendum_PremierSERV_ Voice_CPE_Support_Services Page 5 of 7 04/21/06 TJ5583 SSC PremierSERVsM Voice CPE Support Services Addendum To Master Agreement r'\: remedial software support services obligation hereunder do not include, and is not otherwise obligated to provide software releases, updates, upgrades or maintenance service resulting in Contact Center Software functionality which exceeds that expressly provided in AT&T's or its suppliers' specifications at the time such Software was installed (including Year 2000 functionality). Any software which is at a revision level not supported by the software licensor will be excluded from coverage. (a) Contact Center Software Support Services - Complete. This service option is available with the SBC PremierSERVsM Voice CPE Support Services - Complete Maintenance Plan. Customer may request software support service twenty-four (24) hours a day, seven (7) days a week by calling AT&T. If Customer's problem is Severity Level 1 (as described herein), AT&T shall, within two (2) hours after Customer's notification is logged in at AT&T's Data Services Customer Care Center (DSCe), commence error correction activity from a remote location. In the event AT&T does not respond within two (2) hours to Customer's Severity Level 1 (as described herein), the problem will be escalated. If Customer's problem is a Severity Level 2 or 3 (as described herein), AT&T shall use reasonable efforts, within eight (8) business hours after Customer's problem is logged in by the DSCC, to commence error correction activity from a remote location. (b) Contact Center Software Support Services - Essential. This service option is available with the SBC PremierSERVsM Voice CPE Support Services - Essential Maintenance Plan. Customer may request maintenance service twenty-four (24) hours a day, seven (7) days a week by calling AT&T. If Customer's problem is Severity Level 1 (as described herein), AT&T shall, within two (2) business hours after Customer's notification is logged in at AT&T's DSCC commence error correction activity from a remote location. In the event AT&T does not respond within two (2) business hours, during AT&T's Normal Business Day, to Customer's Severity Level 1 (as described herein), the problem will be escalated. If Customer's problem is a Severity Level 2 or 3 (as described herein), AT&T shall use reasonable efforts, within eight (8) business hours, after Customer's problem is logged in by the DSCC, to commence error correction activity from a remote location, during AT&T's Normal Business Day. (ii) Severity Levels Defined r (a) Severity Level 1. Application is inoperative; inability to use application materially impacts Customer's operations. If a bypass procedure is not utilized, AT&T will continue error correction activity according to selected maintenance plan or optionally, on a time and materials basis. In addition, AT&T shall provide verbal status reports on Severity Level 1 errors at intervals of no less than twice per day to designated Customer support representative, until a bypass is found. (b) Severity Level 2. Application is usable with limited functions. Error condition is not critical to continuing operation. Customer or AT&T has determined the method of work around for the error condition. (c) Severity Level 3. Application is usable, but a minor problem exists. F. Software Release Subscription Services Option (Applies to Nortel products). As additional support to the selected Maintenance Plan and Contact Center Software Support Services option, Customer elects to purchase Software Release Subscription Services as described below: (i) Software Release Subscription (SRS) provides entitlement to new General Announcement (GA) releases of software as approved for use by AT&T for specified Nortel Networks Enterprise Systems (Nortel) at a fixed price. SRS is a non-transferable, non-refundable contracted service offering, which provides customers access to future major and minor software releases, "Iike-for-Iike" with existing customer owned software for the term of the SRS Service Plan. Hardware, labor or maintenance costs associated with any upgrades are not covered and any licenses/software that are added during the term of the SRS Service Plan will incur additional charges. In accordance with this agreement, all system hardware upgrades, software upgrades, Moves, Adds, Changes, and repairs must be performed by AT&T. Failure to adhere to this policy will result in additional charges or cancellation of this agreement. . ~.. '.' f 'I (ii) AT&T makes no guarantees as to the number of new software releases that will be released by the manufacturer for the term of the SRS Service Plan. Once AT&T has approved a new software release for general availability, the customer may notify their Sales Representative of their desire to upgrade. Failure to upgrade to the latest software release may result in incompatibility with new or existing applications. Additional charges will be incurred to upgrade if software level is not kept at the current level. CONRDENTIALmFORMATION This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Addendum_PremierSERV_ Voice_CPE_SupporCServices Page 6 of 7 04/21/06 TJ5583 SSC PremierSERVsM Voice CPE Support Services Addendum To Master Agreement (' (Hi) AT&T is not otherwise obligated to provide software release information, updates, upgrades or maintenance service resulting in Software functionality which exceeds that expressly provided in AT&T's or its suppliers' specifications at the time such Software was installed (including Year 2000 functionality). Section 3.9, of the Master Agreement (Warranties; Disclaimer of other Warranties) applies to any software subscription by Customer under this Section. 7. AGENCY During the term of this Addendum, Customer will not permit any other person to maintain, repair or modify the CPE or to connect any other equipment. To the extent necessary for AT&T to perform its Services under this Addendum, Customer agrees that AT&T will be Customer's Site agent to represent Customer in any dealings with any telephone company or government agency with respect to CPE maintenance provided hereunder. Customer assumes all ongoing responsibility of directory listings, credit cards, system security, billing arrangements and other items not related to Equipment or Services provided by AT&T unless expressly stated otherwise under this Addendum or some other express written agreement between Customer and AT&T. 8. CHANGE IN EQUIPMENT AT&T will have the right and option of conducting periodic equipment reviews for additions and/or deletions which may have occurred and all service pricing shall be adjusted accordingly. In the event that Customer terminates this Addendum, or reduces the grade of Services provided hereunder prior to expiration of the term(s) herein, the 50% early termination liabilities set forth in the Master Services Agreement will apply unless otherwise noted. 9. RENEWAL Unless terminated by either Party upon at least thirty (30) days written notice prior to expiration of the then existing Term, and to avoid Service interruption, the then current Term of any services included in this Addendum shall automatically extend for consecutive one (1) year Term(s) at AT&T's then current pricing for such Services. Upon extension of any Maintenance or Service Plan, the services provided by AT&T shall remain unchanged (except with respect to pricing) unless both Parties agree in writing to any changes at the time of extension. AT&T may only increase the price of the Maintenance or Service Plans provided herein at: (i) the expiration of the initial term; (ii) commencement of any subsequent extension term; or (iH) the time Equipment is changed, upgraded or added to this Addendum. AT&T will provide Customer with a 30 day notice of such increases. 10. SSC CAPITAL SERVICES ("SSC-CS") FINANCING OPTION ~ R. W [Individual's initials on behalf of Customer] Customer elects to finance the Total Purchase Price through SBC-CS. Customer hereby requests that AT&T invoice SBG- CS and arrange for payment as described below: AT&T will invoice Customer in care of SBC-CS for 100% of the Total Purchase Price upon Cutover (as defined in the Agreement) and the invoice shall be paid promptly after its delivery to SBC-CS, provided that all required lease documentation has been properly executed and received by SBC-CS. If all lease documentation is not executed and received by SBC-CS Customer agrees and will pay the Total Purchase Price to AT&T upon receipt of an invoice from AT&T. END OF DOCUMENT ,rJ, CONFIDENTIAL INFORMA nON This Agreement is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their companies. Addendum_PremierSERV _ Voice_ CPE_SupporLServices Page 7 of 7 04/21/06 TJ5583 Business Communications Manager Release 3.5: SBC Customer Readiness Requirements (\ Introduction: This document ensures your company is ready for the SBC installation of the Business Communications Manager (BCM). Please return a signed copy to your SBC representative SBC Installation Services ~ SBC will install the BCM system, core telephony applications, and, if contracted, optional telephony applications and Voice over Internet protocol (IP) services. ~ With optional Voice over IP services, SBC will install and verify the operation of Voice over IP trunks at the site 10cation(s) that customer has contracted for SBC installation services. The following customer resources are required prior to SBe's installation of the BCM and applications: Customer Resources ~ Provide the appropriate resources at the appropriate time to the SBC Team to gather/verify system configurations. ~ Provide an internal or third party Network Administrator at the appropriate time when integrating the Server on the LAN, implementing and testing Voice over IP, and/or any other time network integration is required. Voice Over Internet Protocol Customer Readiness ~ Provide the completed "Network Map" on page 5 with associated IP addressing to SBC before installation ~ Review the "Voice over IP Quality of Service Considerations" on page 4 ~ Provide signed copies of the Network Readiness Assessment and 911 Acknowledgement documents on pages 6 and 8 ~ Provide an internal or third party Network Administrator at the appropriate time when integrating and testing Voice over IP Services on the LAN and/or any other time system integration is required. ~ The customer is responsible for maintaining the Quality of Service and maintaining security in the data network for Voice over IP Services Installation Checklist ~ Provide the completed "Installation Checklist" on pages 2 and 3 to SBC before the installation of the BCM server. At the time of the pre-installation review, a Network Administration representative must complete any remaining customer's portion of the "Installation Checklist" Customer Responsibility SBC will rely upon the Customer's representation that the information provided to SBC is correct and that required site preparation duties have been timely completed according to SBCs' instructions. In the event of any failure, delays, errors or inaccuracies by Customer in the preparation of the installation site, and such failure, delays, errors or inaccuracies require additions, corrections or modifications related to SBCs' performance of the installation, then the incremental costs, including the fees for the affected installation and any additional site visits required by SBC to complete the installation, as applicable, shall be billable to and payable by the Customer at SBCs' then-applicable rates. SBC shall also be entitled to appropriate schedule adjustments resulting from such delays, errors or inaccuracies by the Customer. ~ RESTRICTED - PROPRIETARY INFORMATION The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. 10f9 @2003 SBC (' (\! f\! Business Communications Manager Release 3.5: Installation Checklist Site Readiness >- Provide space for a 19" rack >- UPS system is recommended >- Provide a dedicated AC power within 5' of the proposed server location in an environmentally controlled environment at least 13' from photocopiers and other equipment which produce electrostatic interference >- Provide an analog line and associated wiring/jack for the remote maintenance modem >- Provide a PC connected to the LAN with Internet Explorer 4.0 or higher OR Netscape Communicator 4.5 or higher for BCM administrator and JAVA virtual machine 5.0. PC Client Installation Support ~ Provide an internal or third party Network Administration resource at the appropriate time to support PC client installations ~ Resolve any customer provided hardware, LAN connectivity issues, and any other customer readiness issues System Requirements for Nortel Networks i2050 Software Phone To use the Nortel Networks i2050 Software Phone, you need: >- Pentium-compatible CPU (200 MHz or higher) >- 128 MB of memory (Windows 2000) >- 64 MB of memory (Windows 98) >- 55 MB of free hard drive space (all languages) >- Monitor settings: 16-bit high color; 800x600 resolution or higher >- USB port >- Nortel Networls~dLS.B AudjoKl! Supported Operating Systems >- Microsoft Windows 2000 Professional >- Microsoft Windows 2000 Professional Service Pack 1 >- Microsoft Windows 2000 Professional Service Pack 2 >- Microsoft Windows 98 >- Microsoft Windows 98 Second Edition >- Microsoft Windows XP Professional >- Microsoft Windows XP Home Audio Device Requirements ~ To guarantee the correct audio transmit and receive levels, distortion, frequency response and echo return loss, and correctly limit peak acoustic pressure as specified in TIA-81 0, the i2050 Softphone is designed as part of a system to be used with the Nortel Networks USB Headset Adaptor (part number NTEXI4AA). Hardware requirements for CallPilot Unified Messaging >- IBM PC or compatible: _ minimum Pentiurnl586 or faster system with 16 megabytes (MB) of RAM minimum; 32 MB recommended >- Monitor: _ 16-color VGA 640 x 480 capability minimum; 256-color SVGA 800 x 600 capability recommended >- Disk drive space: _ To install Unified Messaging, subscribers need 110MB of disk space. After the installation is complete, the temporary files are automatically deleted to recover 55 MB of disk space. You or the subscriber must manually delete the CallPilotDesktopMessaging.exe file to recover the additional 55 MB. The exe file is located where you downloaded it to. _ When it is installed, Unified Messaging takes up takes up 15 MB of space on the subscriber's hard disk. >- CD-ROM drive RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. @2003 SBC 20f9 ~ Windows-compatible mouse and keyboard ~ LAN connection to Business Communications Manager. Subscribers can access their CallPilot messages over the LAN via ISDN, ADSL, dial-up modem or Ethernet. Optional Hardware ~ A sound card and a set of speakers for playing messages on a computer ~ A microphone for recording messages on a computer Software requirements for CallPilot Unified Messaging Windows operating systems ~ Windows 95B ~ Windows 98 SE ~ Windows 2000 Professional ~ Windows XP ~ Win NT 4.0 SP6a Supported Integrated clients ~ Microsoft Outlook 2000 with Outlook SP 1 ~ Microsoft Outlook 98 in corporate mode ~ Microsoft Outlook 2002/XP ~ Novell GroupWise 6.x ~ Lotus Notes 5.0,6.0 Supported Internet mail clients ~ Microsoft Outlook Express 5.0, 5.5 and 6.0 ~ Microsoft Outlook 98,2000 and Outlook 2002 XP in Internet mail mode, ~ Netscape Messenger 4.7x and 6.2x ~ Qua1comm Eudora Pro Comm Center 5.0.x Required for all ReM agreements BCM Site Readiness Customer Sign-Off: I have read and understand what is required by me to have SBC successfully implement BCM systems at all designated site/so Name: Company: Date: r1. I j: RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. 30f9 @2003 SBe r\ BCM Dynamic Host Control Protocol (DHCP) ~ If using the DHCP feature ofBCM, provide the following information: DHCP Mode (DHCP Relay Agent or DHCP Server) IP Domain Name (defaults to Domain ofDNS) WINS Node Type (1,2,4,8) DNS ~ If using the DNS feature ofBCM, provide the following information: Domain (Auto copied to DHCP settings) Primary (and Secondary) Server Forward Timeout (seconds) Business Communications Manager Release 3.5: Remote Site Information for Voice over IP Services Installation Checklist LOCAL SITE - Customer LAN Readiness ~ Provide a functional Ethernet LAN (not Token Ring) with the TCP/IP protocol installed and operating on the network. ~ To support Voice over IP Services, the LAN must be switched Ethernet, Hubs are not recommended ~ Provide a Category 5 Ethernet LAN cable installed within 6 feet of the BCM site ~ Provide the following LAN TCP/IP Network Information for Local BCM site: WAN 1 - Static IP Address (must be unique on network) WAN 1 - Subnet Mask (format ###.###.###.###) WAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) REMOTE SITE 1 - Customer LAN Readiness ~ Provide a functional Ethernet LAN (not Token Ring) with the TCP/IP protocol installed and operating on the network. ~ To support Voice over IP Services, the LAN must be switched Ethernet, Hubs are not recommended ~ Provide a Category 5 Ethernet LAN cable installed within 6 feet of the BCM site ~ Provide the following LAN TCP/IP Network Information for the BCM Remote Site #1: Remote Site Name/Location: LAN 1 - Static IP Address (must be unique on network) LAN 1 - Subnet Mask (format ###.###.###.###) LAN I - Default Router/Gateway Address (as required) (fOlmat ###.###.###.###) {\ I LAN 2 - Static IF Address (must be unique on network) LAN 2 - Subnet Mask (format ###.###.###.###) LAN 2 - Default Router/Gateway Address (as required) (format ###.###.###.###) LAN 1 - Static IF Address (must be unique on network) LAN 1 - Subnet Mask (format ###.###.###.###) LAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) r' LAN 2 - Static IP Address (must be unique on network) RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. @2003 SBC 40f9 ,~ t LAN 2 - Subnet Mask (format ######.###.###) LAN 2 - Default Router/Gateway Address (as required) (format ###.###.###.###) WAN 1 - Static IP Address (must be unique on network) WAN 1 - Subnet Mask (format ###.###.###.###) WAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) REMOTE SITE 2 - Customer LAN Readiness >- Provide a functional Ethernet LAN (not Token Ring) with the TCP/IP protocol installed and operating on the network. >- To support Voice over IP Services, the LAN must be switched Ethernet, Hubs are not recommended >- Provide a Category 5 Ethernet LAN cable installed within 6 feet of the BCM site >- Provide the following LAN TCP/IP Network Information for the BCM Remote Site #2: Remote Site Name/Location: WAN 1 - Static IP Address (must be unique on network) WAN 1 - Subnet Mask (format ###.###.###.###) WAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) REMOTE SITE 3 - Customer LAN Readiness >- Provide a functional Ethernet LAN (not Token Ring) with the TCP/IP protocol installed and operating on the network. >- To support Voice over IP Services, the LAN must be switched Ethernet, Hubs are not recommended >- Provide a Category 5 Ethernet LAN cable installed within 6 feet of the BCM site >- Provide the following LAN TCP/IP Network Information for the BCM Remote Site #3: Remote Site Name/Location: WAN 1 - Static IP Address (must be unique on network) WAN 1 - Subnet Mask (format ###.###.###.###) WAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) Make Additional Copies of This Page if Required RESTRICTED - PROPRIETARY INFORMA nON LAN I - Static IP Address (must be unique on network) LAN 1 - Subnet Mask (format ######.###.###) LAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) LAN 2 - Static IP Address (must be unique on network) LAN 2 - Subnet Mask (format ######.###.###) LAN 2 - Default Router/Gateway Address (as required) (format ###.###.###.###) r I LAN 1 - Static IP Address (must be unique on network) LAN 1 - Subnet Mask (format ###.###.###.###) LAN 1 - Default Router/Gateway Address (as required) (format ###.###.###.###) LAN 2 - Static IP Address (must be unique on network) LAN 2 - Subnet Mask (format ###.###.###.###) LAN 2 - Default Router/Gateway Address (as required) (format ###.###.###.###) The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. @2003 SBC 50f9 r\ r, F"'\ f Business Communications Manager Release 3.5: Voice over IP Quality of Service Considerations Voice over IP Quality of Service Considerations The Business Communications Manager Voice over IP Gateway supports routing voice traffic over private Internet Protocol (IP) networks to link multiple sites together using an existing corporate data network. The corporate Intranet introduces the possibility for delay, delay variation and packet loss. IP telephony requires a correctly engineered and managed private IP network with sufficient bandwidth on the Local Area Network (LAN) and Wide Area Network (WAN). The BCM Voice over IP Gateway monitors the data network and reroutes new calls to the conventional circuit- switched voice facilities if the Quality of Service over the data network decreases. Calls in progress remain on the data network. The customer can configure the Quality of Service parameters according to their requirements. Even with the BCM built-in Quality of Service to fall back to traditional voice facilities, SBC recommends the customer plan for the traffic and the network requirements for Voice over IP traffic. There are three basic steps: 1. Determine the bandwidth requirements. The amount of traffic that the BCM routes through the IP gateway determines the traffic load on the corporate Intranet. With the recommended codec for voice calls of G.729, each voice over IP conversation can use an estimated 35 k/bits of bandwidth on the LAN. WAN bandwidth requirements are for each link that moves across the corporate Intranet and depend on the type of transport, for example Frame Relay or ATM. Nortel's "IP Telephony Configuration Guide" provides the WAN bandwidth requirements using Frame Relay. 2. IfIP telephony traffic is routed over the WAN, the available resources must be defmed. It is important to understand the capacity and utilization of existing WAN links to determine the amount of Voice over IP traffic supported. To determine network requirements caused by IP telephony traffic, the traffic flow from every router site pair needs to be identified to calculate the load required between customer local and remote site locations. 3. The last component is to measure the existing Intranet's Network Quality of Service to carry voice services. The basic tool used in IP networks to get delay measurements is the "ping" program that takes a delay sample from the host to destination server. Norte1's "IP Telephony Configuration Guide" details the basics of using ping services to quantify network delay and packet loss. The objective is to ensure that for each destination pair, the one-way delay and packet loss is below the defined threshold value so that calls between those site pairs have a defined Quality of Server level. Commercial software programs can also be used to evaluate LAN and WAN performance. The evaluation of the Internet End-to-end network delay can vary depending on the site pair and the time of day so it is recommended to capture measurements for at least a week. Also, to reduce latency, SBC recommends the Voice over IP routing be in front ofthe corporate firewall. Ensuring Quality of Service is an on-going activity. SBC and other service providers offer a Data Network Assessment service to plan for Voice over IP deployments. Assessments typically measure the peak load on the LAN and WAN, identify packet loss rates, determine delay, delay variation, and provide capacity planning and traffic shaping. These service providers can also engineer your network for Quality of Service for voice services ensuring Voice over IP calls receive preferred routing treatments. Assessments and Network Engineering can be simple or comprehensive with associated costs. RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. 60f9 @2003 SBC F r Business Communications Manager Network Map 1 of i2050 12004 i2002 IP Clients ,f" Make Additional Copies of This Page if Required 11, RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies, 70f9 @2003 SBe r\ r\1 r" ... .\ I , I .' !kguired for all BCM agr~~lll~n~s, that i~clude the V oIP Gateway or IP telephone Sets SBC Professional Services for Voice over IP SBC strongly recommends that you perform a Voice over Internet Protocol (VoIP) Readiness Assessment to evaluate your voice and data network infrastructure for its compatibility with VoIP. This evaluation should examine your network's configuration, performance and readiness for Voice over IP technologies. SBC offers a portfolio of such services throughout its Professional Services organization. These services are critical to a successful deployment of any Voice over IP solution. Your SBC Account'Team can provide a proposal and costs for Professional Services to assess your network readiness. Please indicate whether you wish to purchase this evaluation from SBC. YES: I understand the importance of assessing the capabilities of my network to support Voice over IP before implementing and wish to purchase Professional Services from SBC to assess my network. NO: V I not wish pu ase Professional Services from SBC to assess my network. I understand that w' out this ass s n SBC calIDot affirm that the solution will work effectively in my configuration, an I a ume fu spo sibility for my network's performance. Customer: Date: VoIP Network Readiness Assessment SBC Professional Services Voice over IP Readiness Assessment SBC offers a portfolio of Professional Services Solutions for customers deploying a Voice over IP solutions. The Voice over IP Readiness Assessment evaluates the customer's existing voice and data network infrastructure and provide an evaluation ofthat network's configuration, performance and readiness for Voice over Internet Protocol (IP) technologies. The scope of these efforts is to target network issues related to the deployment of Voice over IP technologies. The assessment includes an on-site evaluation of the network using standard and custom tools. A senior consultant then analyzes the collected data, and prepares a hard-copy report. Both the current voice and data network infrastructures will be analyzed. The report details the following: . A physical inventory of voice and data network components and their interfaces. . Documentation of the logical data network environment including addressing, routing, gateways and performance data collected during the data collection phase of this project. . Documentation of the current voice environment including PBX hardware and tlunking, PSTN interfaces, voice station equipment, and voice applications such as voicemail, conferencing, Automated Call Director and Computer Integrated Telephony. The report provides an analysis, detailing the overall network design including: . Connectivity, . Resiliency . Redundancy . Stability RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. @2003 SBC 80f9 . WAN technology selection . Voice readiness Integration issues for linking the voice environment with a Voice over IP design will be identified as needed for consideration during the detailed design phase. This project is an assessment of critical issues and possible data network weaknesses that should be addressed as part of the Voice over IP project. In particular, there are many voice specific issues that represent new data network requirements, which may require modifications in equipment and design of the existing data network. The impact of these requirements on the current network environment is the principal objective ofthis assessment. SBC DataComm will make a formal presentation of its findings at customer's location. The consultant who analyzed the assessment data will be present and available to answer questions on the content of the audit, and any related matters. 911 Emergency Service Acknowledgement Please read this notice concerning BCM Voice over IP gateways installed with 911 Service ril If Enhanced 911 ("E-911 If) service is available where your BCM Voice over IP gateway(s) is located, it offers a functionality that will provide the geographic location of the remote user. (E-911 service is not available in all areas in the United States.) You must equip your BCM system with an ISDN Primary Rate Interface (PR!) for local voice access services to utilize this functionality. You also must maintain a location database that maps the calling party telephone number to the physical location of the calling party (i.e. building/floor/room). The E-911 system will use this database to direct emergency services to the appropriate location. You are solely responsible for determining whether you will equip your VoIP system with this functionality. YOU are solely responsible for maintaining such a location database, which must be updated every time you change the physical location of a phone set. You may be required by state law (for instance, in Illinois) to purchase equipment or maintain databases to provide user-specific location information. Neither SBe nor Nortel Networks can advise you as to what your legal obligations are in this respect. As with all significant purchases, you should consult your attorney about these matters before you implement a BC11 Voice over IP gateway. Our sales manager will be happy to answer questions you may have concerning the way your system works with 911 service and provide further information regarding that matter (but, of course, no legal advice) upon your request. Please sign where information: Customer: elow to acknowledge receipt of this important Date: Date: Date: By: Printed Name: r, RESTRICTED - PROPRIETARY INFORMA nON The information contained herein is for use by authorized employees of the parties hereto only and is not for general distribution within or outside their respective companies. @2003 SBC 90f9 rtnpany Name: 'of Jeffersonville Snip To Customer Name: City of Jeffersonville SBe GLOBAL MARKETS HARDWARE AND SOFTWARE EQUIPMENT AGREEMENT City of Jeffersonville Ship To Address: 500 Quartermaster ct. Jeffersonville, IN 47130- Ship to Contact: Russ Segraves Ship to Tel: (812) 285-6415 Qty 1 1 90 2 3 1 2 1 4 12 1 1 8 r---~' , , Part # AA0134625 A0899815 AA0136662 NT8B29AAAA NT7B09AAAD NT5B44AAAA NT5B04AAAD NTKC0016 A0349107 A0636406 SMART1 000RM1 U 2503 W1 W4 Delivery Date: Quote Number: JEFFERS3 Quote Date: 05/26/2006 Expiration Date: 06/25/2006 Product BCM 400 2 LAN, Standard NA BCM Expansion Unit, Universal PS T7316e Telephone Set - Charcoal- GS T24 Key Indicator Module - Charcoal BCM DSM32+ - Digital Station Media Bay Mod BCM GA TM 8 Port Media Bay Mod BCM Digital Trunk Media Bay Mod BCM Voice Messaging Unlimited SW Power Bar Analog Terminal Adapter 2 UPS 1000VA Rackmount 1U BCM MSC Connector Kit Test Central Office and/or Centrex Lines Tone, Tag and Test Customer's Present Cable All returns are subject to a 20% restocking fee. - All shipping and taxes are estimates. - Quote does not include applicable taxes. Unit Price $6,620.00 $2,180.00 $254.00 $225.00 $1,310.00 $1,310.00 $1,970.00 $11,780.00 $27.00 $250.00 $718.00 $42.00 $0.00 $0.00 Equipment Subtotal: Discount: Equipment Total: Shipping: Installation: Training: Subtotal: Grand Total: - The above prices do NOT include any required house and/or net-Pop cables or monthly line charges. A Site Survey is required if this is a school, place of worship, warehouse, factory, residence, municipality, car Ii .A~~lership, trailer, multi floor installation or there is existing 1A2 key equipment, there are any separate ildings that need to be cabled, new cables installed and the building is over 30 years old, special paging requests. If a Site Survey is not performed, customer may be subject to additional charges. - All shipping and taxes are estimates. Quote does not include applicable taxes. Date Printed: 05/31/2006 Version 11.1 (SSG Midwest) Release Date: 04/14/06 Extended Price $6,620.00 $2,180.00 $22,860.00 $450.00 $3,930.00 $1,310.00 $3,940.00 $11,780.00 $108.00 $3,000.00 $718.00 $42.00 $0.00 $0.00 $56,938.00 $32,043.84 $24,894.16 $366.11 $21,963.17 $2,067.65 $49,291.09 $49,291.09 {Zw Customer Initials " r~~lpany Name: ... of Jeffersonville Snip To Customer Name: City of Jeffersonville Ship to Contact: Russ Segraves Ship to Tel: (812) 285-6415 Qty Part # 2 WT1 1 AA0062675 ~.i i SBe GLOBAL MARKETS HARDWARE AND SOFTWARE EQUIPMENT AGREEMENT City of Jeffersonville Ship To Address: 500 Quartermaster Ct. Jeffersonville, IN 47130- Delivery Date: Product Test Central Office T1/PRllines BCM Relay Rack SBC EssentialSERV 8x5 36 month contract (Price per month $ 402.04) Billed post warranty All returns are subject to a 20% restocking fee. - All shipping and taxes are estimates. - Quote does not include applicable taxes. Quote Number: JEFFERS3 Quote Date: OS/26/2006 Expiration Date: 06/25/2006 Unit Price $0.00 $0.00 Equipment Subtotal: Discount: Equipment Total: Shipping: Installation: Training: Subtotal: Grand Total: - The above prices do NOT include any required house and/or net-Pop cables or monthly line charges. A Site Survey is required if this is a school, place of worship, warehouse, factory, residence, municipality, car r...."!.alership, trailer, multi floor installation or there is existing 1A2 key equipment, there are any separate , ildings that need to be cabled, new cables installed and the building is over 30 years old, special paging requests. If a Site Survey is not performed, customer may be subject to additional charges. - All shipping and taxes are estimates. Quote does not include applicable taxes. Date Printed: 05/31/2006 Version 11.1 (SSG Midwest) Release Date: 04/14/06 "----.. Extended Price $0.00 $0.00 $56,938.00 $32,043.84 $24,894.16 $366.11 $21,963.17 $2,067.65 $49,291.09 $49,291.09 AbU Customer Initials at&t AT&T Capital Services, Inc. 2000 W. SSC Center Drive Hoffman Estates, IL 60196 June 1, 2006 City of Jeffersonville (1-24638752) 500 Quartermaster Ct. Jeffersonville, IN 47130 Thank you for allowing AT&T Capital Services, Inc. the opportunity to provide you with a municipal proposal for the financing of the BCM system, shipping and installation. The City of Jeffersonville has been credit approved for the following terms. Total Cost $49,291.09 Lessee here Lease Term: Monthly Lease Payment: APR: Purchase Option: 36 months with monthly payments in arrears $1,518.16 6.83% Municipal - $1 Purchase Option (" Lessee hereby grants to Lessor permission to file any and all UCC Financing Statements, which in Lessor's '" I discretion are necessary or proper to secure Lessor's interest in the Equipment and/or Services in all applicable jurisdictions. This is a net lease proposal. Any applicable sales/use taxes are additional. The above implicit interest rates are indexed to the 3 year US Treasury Bills (currently = 4.93%). Any increase or decrease in the corresponding Treasury Bill will cause the lease rate factor to be adjusted point for point at the time of lease commencement. This proposal is subject to final investment committee approval. The above offer is valid for 30 days. If the above offer is acceptable to you, please indicate your desired option, approve below and fax back to me at 847- 290-9090. If you have any additional questions, please call 47-290-5084. I look forward to working with you. Sincerely, Lisa M. Plier Inside Sales Representative (Name) (Title) (Date) ~()& t