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CC SR 20230801 E - AMS.NET Cloud Based Phone Service CITY COUNCIL MEETING DATE: 08/01/2023 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA TITLE: Consideration and possible action to execute a five-year agreement with AMS.NET to provide cloud-based phone service. RECOMMENDED COUNCIL ACTION: (1) Approve a five-year subscription and professional services order form with AMS.Net to purchase, implement and configure Cisco Webex Calling for a total agreement cost of $193,406; and, (2) Authorize the Mayor and City Clerk to execute the AMS.NET order forms (collectively referred to as the agreement) utilizing Fast-Open Contracts Utilization Services (FOCUS) cooperative agreement in a form approved by the City Attorney. FISCAL IMPACT: $66,000 is included in the FY 2023-24 budget. The remaining FY 2023-24 cost of $7,582 will be offset by discontinuing TPx services associated with the current phone system. Amount Budgeted: $66,000 Additional Appropriation: N/A Account Number(s): 681-400-0000-4801 $66,000 (Internal Service Fund – Equipment Replacement) 101-400-1480-5301 $7,582 (General Fund – Information Technology-Voice Telephone) VR ORIGINATED BY: Lukasz Buchwald, IT Manager REVIEWED BY: Karina Bañales, Deputy City Manager APPROVED BY: Ara Mihranian, AICP, City Manager ATTACHED SUPPORTING DOCUMENTS: A. AMS.NET #Q-00069710 for Cisco Webex Calling Licenses (60-month) (page A-1) B. AMS.NET #Q-00068540 for Cisco Webex Calling Implementation and Configuration Services (page B-1) C. Cisco Collaboration Flex Plan 1 BACKGROUND: The City of Rancho Palos Verdes utilizes a Cisco Call Manager (Cisco CM) phone system, which was implemented in late 2017. The phone system serves all personnel across City Hall and the various park locations and provides a vital line of communication with residents, visitors, and the general public trying to reach one of the City’s departments or employees. The phone system consists of two physical Cisco servers and a voice-over-internet protocol (VoIP) edge router, all housed in the City Hall server room. A total of 90 desk phones are connected to the phone system and used by Staff. There have been no significant outages in the almost six years since the system’s inception and the system itself is considered very reliable and one of the best in its class. It offers a wealth of features and customization, but the downside is that it is relatively expensive to maintain, as it requires specialized vendor support. As of June 30, 2023, the server manufacturer (Cisco) no longer provides a hardware warranty for the server model currently used to host the City’s phone system because it has reached what the industry refers to as the “end of support.” To avoid prolonged outages and to ensure the phone system operates with the required high level of reliability, instead of upgrading or replacing the current infrastructure, Staff recommends the City Council consider migrating the entire phone system infrastructure to the cloud- based Cisco Webex Calling service, as discussed below. DISCUSSION: The recommended cloud phone system – Cisco Webex Calling, is one of the industry- leading cloud calling solutions with a well-established reputation for providing reliable, scalable, and secure services. Migrating to the Cisco Webex Calling service is overall much easier for IT Staff to manage and administer. No longer having to maintain and upgrade an intricate phone system infrastructure will further lower the overall operational cost by eliminating the need to involve specialized vendors. All software upgrades and system maintenance of the Cisco Webex Calling platform are performed by the service provider and done transparently, do not require downtime, and do not require City IT Staff involvement. Cisco Webex Calling also provides the ability to use a programmed phone from anywhere with an internet connection. This would potentially allow Staff working remotely to be able to make and receive phone calls using the established City phone lines and numbers rather than personal devices. Furthermore, if a City Hall is constructed, moving the phone system would be as easy as plugging in the desk phone at the new location. The vendor selected to implement Cisco Webex Calling is AMS.NET because they have been the City’s trusted partner for over four years and the vendor of choice for anything related to maintaining, configuring, and troubleshooting the current Cisco Call Manager phone system. AMS.NET has extensive experience and a proven track record of providing specialized telephony services, including municipal clients. 2 FOCUS Cooperative Agreement and AMS.Net Order Form The proposal from AMS.NET uses Merced County Fast-Open Contracts Utilization Services (FOCUS) cooperative agreement for pricing. The FOCUS program established over a decade ago, and under State of California procurement guidelines (Gov. Code 25330-25338), is a competitively bid procurement vehicle for counties, cities, schools, special districts as well as federal and state governments to use in the direct purchase of their technology needs through established public entity (county) contracts. The multiple- award FOCUS program is offered throughout California and nationally. The purpose of the FOCUS program is to provide the means for counties, cities, schools, special districts, and other government entities in California and nationally to purc hase their needed technology solutions through a formally bid contractual relationship. FOCUS also provides the means for governments to reduce their costs of procurement while leveraging their dollars with other governments to achieve greater buying power . This agreement for Cisco Webex Calling subscription and implementation with AMS.NET is exempt from competitive solicitation requirements as described in Rancho Palos Verdes Municipal Code Section 2.44.060 below: “The City Manager may purchase services, supplies, and equipment for which the city would normally follow its own bid procedures from a vendor awarded a bid by another public agency if said agency utilized procedures substantially the same as those normally used by the city. The amount of the purchase shall be based on the price bid in the other jurisdiction.” The AMS.NET order forms and language of the relevant Cisco documents have been reviewed and approved by the City Attorney, but the following items should be noted. These are typical terms for tech contracts, but they differ markedly from the standard terms in the City’s standard agreements. 1. Section 7 “Indemnification” on the Cisco End User License Agreement (EULA) limits indemnification to intellectual property (IP) third-party claims with some exclusions. The City’s standard language normally requires vendors to fully indemnify the City but obtaining this kind of indemnification in a technology contract, if possible, would most likely mean that the cost of the service would increase prohibitively. 2. Section 9 “Liability” on the Cisco EULA limits the service provider’s liability to 12 months of fees received. This kind of language is very common in technology services contracts and a significantly higher liability limit, if possible, would most likely mean that the cost of the service would increase prohibitively. 3. The AMS.NET order form refers to Cisco’s Cisco Collaboration Flex Plan agreement (Attachment C) located on Cisco Systems’ website (cisco.com), which includes multiple applicable nested agreements. This is a common practice with purchasing cloud services through channel partners, but it should be noted that those terms can be changed by the service provider at any time, without an opportunity for the City to terminate the contract if the terms are no longer agreeable. 3 4. At the end of the initial 5-year subscription the City will have the option to renew the Cisco Webex Calling subscription for the desired term. AMS will notify the City about the upcoming expiration and will assist with the renewal. Most of the annual cost will be offset by canceling VOIP and other related services currently provided by TPx Communications (TPx), which are required to operate an on - premises phone system (all the phone-related services would be cloud-based and provided by Cisco as part of the subscription). The five-year contract with TPx expired in February 2023 and the current month-to-month service can be canceled at any time. The monthly cost of TPx services currently stands at around $2,800 per month or $33,600 annually. CONCLUSION: Staff recommends the City Council enter a five-year Agreement with AMS.Net to lock in the annual rate to purchase, implement and configure Cisco Webex Calling for a total agreement cost of $193,406. The yearly licensing and support cost of $29,956 is to be paid at the start of the agreement and then at each of the following four contract anniversary dates. The fees included in this contract might be adjusted should the Cit y add more lines or services. ALTERNATIVES: In addition to the Staff recommendation, the following alternative actions are available for the City Council’s consideration: 1. Do not authorize the Mayor to sign the agreement. 2. Direct Staff to pursue an alternate approach for upgrading the existing phone system. 3. Direct Staff to make specific changes to the order forms or seek an agreement with a different vendor. 4 Cisco Webex Calling Proposal Prepared for City of Rancho Palos Verdes July 12, 2023 Prepared by Spencer Lupin (562) 846-4362 slupin@ams.net A-1 Cisco Webex Calling Proposal 1 Table of Contents Proposal Sections Executive Summary ............................................................................................................................. Pg. 2 Cisco Webex Calling Proposal & Cost Summary ................................................................................ Pg. 3 Cisco Webex Calling Overview ......................................................................................................... Pg. 4-8 Cisco Webex Calling Subscription Contract ................................................................................... Pg. 9-13 About AMS.NET ........................................................................................................................... Pg. 13-16 Cisco Collaboration Flex Plan Offer Details .................................................................................. Appendix A-2 Cisco Webex Calling Proposal 2 Executive Summary The AMS.NET team is pleased to have the opportunity to present the following proposal to City of Rancho Palos Verdes. Our Cisco Webex Calling proposal details the solution, services and terms of this contract. The solutions proposed are based on our discussions with City of Rancho Palos Verdesand our extensive experience delivering business outcomes to similar organizations for more than 30 years. Our industry expertise, technology vision and people enable us to deliver a unique customer experience and successful implementation. AMS.NET, Inc. is able to provide a full line of products, services and support for the following technologies: ·Collaboration/Video ·Paging/Messaging ·Wireless/Mobility ·Network Infrastructure/Storage ·Data Center/Virtualization ·Network Security/Content Security/Cyber Threat ·Physical Security/Video Surveillance ·Structured Wiring ·Maintenance/Managed Services Please refer to our proposal summary and included quotation. A-3 Cisco Webex Calling Proposal 3 Proposal & Cost Summary Customer Quote ##Q-00069710 Project #97718City of Rancho Palos Verdes 30940 Hawthorne Blvd Rancho Palos Verdes CA, 90275-5391 US Service Term 5 YEAR ATTN: Lukasz Buchwald Quote Exp.8/12/2023 One-Time Charges Labor Total Price Hardware/Software/Labor/Maintenance*$40,400.00 $43,625.47 *Please refer to quote for line item details. Cisco Webex Calling Subscription Qty Service Term Unit Prices Qty Months Extended Price A-FLEX-NUCL-P NU Webex Calling Professional 130 5 Year $7.88 60 $61,464.00 A-FLEX-NUCL-E NU Webex Calling Workspace for Common Area 10 5 Year $4.73 60 $2,838.00 A-AUD-OCP1-NU OCPL from the US - Unlimited for United States - NU 140 5 Year $3.50 60 $29,400.00 A-AUD-U-TN Telephone number (TN) for United States - Uncommitted 337 5 Year $1.00 60 $20,220.00 A-FLEX-ERC Emergency Response Center Call fee per location search US 1 5 Year $0.72 60 $43.20 AMS-FEE-MISC Miscellaneous Fee Estimated Telco taxes and fees 1 5 Year $596.91 60 $35,814.60 Subscription Monthly Total** $2,496.33 Subscription Annual Total $29,955.96 Subscription Total $149,779.80 One-Time Charge $43,625.47 Grand Total**$193,405.27 *Cisco Collaboration Flex Subscription is included in the above Monthly Cisco Webex Calling Subscription. Any charges related to PSTN (i.e., taxes, DID, calling plan) may be adjusted monthly. Each contract has an annual adjustment period process to calculate and bill for overconsumption. At the end of each contract year, any additional licenses added during the prior year will be calculated and added to the contract. Full Terms and Conditions are located on pages 11-13. A-4 Cisco Webex Calling Proposal 4 One-Time Charges $43,625.47 Subscription Monthly Charges** $2,496.33 Estimated Subscription Monthly Cost Per Phone $17.83 A-5 Cisco Webex Calling Proposal 5 Cisco Webex Calling Features Cisco Webex Calling is a cloud-based phone system that has all the essential business calling capabilities you are likely to need without the expense and complexity of managing a phone system infrastructure on your premises. In order to enable the Cisco Webex Calling features, the customer must purchase the Cisco Collaboration Flex Plan which is included in the quote. PSTN costs are provided for estimates only. PSTN services is provided from Cisco. Please see Appendix for Collaboration Flex Plan details. Calling - Voice Cisco Webex Calling provides the core call-control features of Cisco Unified CM. HD audio and video calling Directory-based dialing Shared lines Conference calling Speed dials Caller ID Virtual receptionist Single number reach Resume Call paging Favorite personal contacts Do not disturb Call forward and transfer Messaging - Voicemail and Integrated Messaging Cisco Webex Calling allows users to access and manage messages from their email inbox, web browser, Cisco endpoint, smartphone, or tablet. Cisco Webex Meetings (if purchased) Webex Meetings allows users to share documents, presentations, and applications with integrated audio and video anytime, on any mobile device or your own video device. Cisco Webex Teams The Webex Teams app is a collaboration tool in one simple interface to conduct video meetings, group messaging, file sharing, and white boarding. Instant Messaging and Presence Instant messaging provides personal and group chat capabilities so you can quickly connect with individuals or groups to conduct ongoing conversations. Mobility Webex Teams provide a mobile experience from anywhere across platforms, devices, and browsers. Mobile and Remote Access Cisco Webex Calling supports Mobile and Remote Access for user endpoints to securely connect to the service from outside a customer network without the need to establish a secure direct connection (e.g., VPN, etc.). Emergency Call Handling/911 Notification When a 911 call is initiated, Cisco Webex Calling will contact emergency services provided by the PSTN service provider. PSTN Connectivity Cisco Webex Calling includes PSTN services. PSTN is being provided by Cisco and is included with this proposal. Please see Cisco PSTN line item for details, please note any additional PSTN subscription above quoted will be billed by AMS.NET to customer. Cisco Webex calling enables customers to connect their Cisco PSTN service to Cisco Webex Calling using a local gateway or via a certified SIP trunk. 3rd Party Integrations Integration support with 3rd party applications including Singlewire InformaCast paging and mass notification solution. A-6 Cisco Webex Calling Proposal 6 Why Webex Calling in the Cloud? The Cisco Webex Calling enable you to maximize voice investment by delivering on your expected business outcomes. Powered by Cisco’s Unified Communications Manager collaboration technology, the Cisco Webex Calling is hosted in Cisco’s Webex data centers across the globe. Cisco Webex Calling provides enterprise-class call control, session management, voice, video, messaging, mobility, and conferencing in a single subscription. Webex Calling ideal for customers with 5 or more users and organizations who want to migrate to the cloud with flexible and predictable OpEx subscription service. Cisco Webex Calling and Webex Applications Cisco Webex Calling and Applications hosted and operated in the Cisco cloud provide: Availability and performance issue resolution- call availability SLA 99.995% Calling, voicemail, IM issue resolution not the result of a Webex Calling failure Capacity management Release and lifecycle management Defect management and patching Application DNS Management Webex Teams/Meetings interop issues Certificate management for UC Apps Webex Calling Infrastructure Cisco Webex Calling Infrastructure provides: Capacity management Infrastructure issue resolution Defect management and patching Application DNS Management Webex vulnerability management Device Issue Resolution Soft client and phone Firmware management on Webex Calling UC Application configuration troubleshooting Configuration and Issue Resolution Cisco Webex Calling supports configuration and issue resolution: Webex Calling dial-plan troubleshooting Unity dial-plan and auto attendant troubleshooting Customer config troubleshooting UC Application configuration troubleshooting MRA troubleshooting for End User issues Pro- and re-active monitoring for your UC integrations and customer premises connections to the core LDAP integration PSTN Calling SBC Management Cisco Responsibilities Create the private instance Hosts and operates cloud calling services Enhances and upgrades service Manages updates Ensures compatibility Provides service assurance and availability Provides backup and restore capabilities Maintains analytics and assurance portals AMS.NET Responsibilities Ensure solution integration of PSTN services and routers Provides Tier 1 support and works with Cisco support for troubleshooting and issue resolution A-7 7 Cisco IP Phones AMS.NET offers a complete portfolio of Cisco IP phones that are compatible with the Cisco Webex Calling solution. These devices may be added to any contract for an additional cost. 7821 The Cisco IP Phone 7821 meets the needs of both information workers and managers who have occasional-to-light voice communications requirements. Two-lines deliver more efficient call handling High-resolution, graphical grayscale display makes viewing easier Dedicated fixed keys ease communications for increased productivity Built-in speakerphone supports hands-free communications Wideband audio enhances clarity with the handset, speaker, or a headset Power over Ethernet (PoE) Class 1 and Cisco EnergyWise lowers energy costs Integrated IEEE 10/100 switch reduces installation costs and footprint at the desk 7841 The Cisco IP Phone 7841 is an ideal endpoint for moderately active voice communications needs of workers, administrative staff, and managers. Four line and programmable feature keys enable quick access to telephony features and staff High-resolution, graphical grayscale display makes viewing easier Dedicated fixed keys ease communications for increased productivity Built-in speakerphone supports hands-free communications Wideband audio enhances clarity with the handset, speaker, or a headset Power over Ethernet (PoE) Class 1 and Cisco EnergyWise lowers energy costs Integrated IEEE 10/100 switch reduces installation costs and footprint at the desk 8811 The Cisco IP Phone 8811 is ideal for knowledge workers and remote workers across industries and businesses of all sizes. High-quality, full duplex wideband audio and superior echo cancellation for exceptional clarity High-resolution, five-inch, widescreen grayscale display makes it easier to recognize calls and see status information Five-way navigation cluster and four context-sensitive soft keys make interactions more efficient Choice of headsets from Cisco third-party vendor partners offer flexibility Gigabit Ethernet and 802.3af/at Power over Ethernet A-8 8 8841 The Cisco IP Phone 8841 is ideal for knowledge workers and remote workers across in High-quality, full duplex wideband audio and superior echo cancellation for exceptional clarity High-resolution, five-inch, widescreen color display Five-way navigation cluster and four context-sensitive soft keys make interactions more efficient Choice of headsets from Cisco third-party vendor partners offer flexibility Gigabit Ethernet and 802.3af/at Power over Ethernet 8851 The Cisco IP Phone 8851 is easy-to-use, highly secure, and a powerful VoIP communications endpoint that meets your mission-critical needs. High-quality, full duplex wideband audio and superior echo cancellation for exceptional clarity Integration with personal mobile devices using Cisco Intelligent Proximity for Mobile Voice High-resolution, five-inch, widescreen color display Five-way navigation cluster and four context-sensitive soft keys make interactions more efficient Simplified dialing and expanded status detail with the optional Cisco IP Phone 8800 Key Expansion Module Choice of headsets from Cisco third-party vendor partners offer flexibility Gigabit Ethernet and 802.3af/at Power over Ethernet 8861 The Cisco IP Phone 8861 delivers highly secure, easy-to-use, mission-critical, comprehensive VoIP communications and telephony feature integration with your personal mobile devices for your entire organization. Exceptional clarity in VoIP communications with wideband audio Integration with personal mobile devices using Cisco Intelligent Proximity for Mobile Voice High-resolution, widescreen color display Five-way navigation cluster and four context-sensitive soft keys make interactions more efficient Choice of wired, Bluetooth, and USB headsets from third-party vendors Gigabit Ethernet and 802.3af/at Power over Ethernet A-9 9 Cisco Webex Calling Subscription Contract Billing Information: AMS.NET will invoice against the contract once Purchase order is received and processed by AMS.NET. Failure to pay invoices may lead to cancellation of manufacturer subscription and early termination penalty. Any charges related to PSTN (i.e., taxes, DID, calling plan) may be adjusted monthly. Each contract has an annual adjustment period process to calculate and bill for overconsumption. At the end of each contract year, any additional licenses added during the prior year will be calculated and added to the contract. At the end of the initial term, current agreement/subscription can be renewed by emailing a new purchase order to Mike Bruington, at mbruington@ams.net. To cancel your subscription at the end of the initial term, please notify Mike Bruington by email, no later than 45- days prior to end-of term. If we do not hear from you by 45-days prior to end-of term, your subscription will be automatically cancelled. We are required to give the manufacturer partner a 30- day cancellation notice. AMS.NET will invoice against the original contract once a Purchase Order is received and processed by the AMS.NET internal team. Failure to pay invoices may lead to cancellation of the manufacturer subscription and early termination penalties may apply. In order to renew the subscription, please email a purchase order for the renewal term to Mike Bruington at mbruington@ams.net, in writing 45-days prior to the end-of-term. AMS.NET will send out customer reminders notifying them of the impending renewal and the customer must provide purchase order for the renewal term to AMS.NET, Mike Bruington at mbruington@ams.net, in writing 45-days prior to the end-of-term to avoid cancellation. Customer is subject to early termination fees for the remaining value on the contract if contract is terminated before the contract end date. Customer Responsibilities: ·Customer must provide minimum 10MB internet connection, with access to Cisco Webex Calling ·Customer must allow Cisco Webex Calling traffic through firewall ·Customer is responsible for PSTN access o Cloud deployments must use one of Cisco Preferred Partners o On-premise PSTN access supports SIP, PRI and Analog Integrations ·Customer responsible for updating E911 information ·Customer responsible for proper network configuration to support VoIP including but not limited to: QoS, VLAN, routing, etc. ·Customer responsible for any certificates that may be required AMS.NET is not responsible for service or SLA agreement degradation delays due to lack of customer compliance with the above items A-10 10 Webex Calling Subscription Price Quote Customer Quote ##Q-00069710 Contract Start 8/1/2023 Contract Expiration 7/31/2028 Contract Term 5 Year Billing Term Annual City of Rancho Palos Verdes 30940 Hawthorne Blvd Rancho Palos Verdes CA, 90275-5391 US ATTN: Lukasz Buchwald Modified 7/12/2023 Quote Description Account Mgr.Spencer Lupin AM Phone (562) 846-4362 AM Email slupin@ams.net Inside Account Mgr.Eric Buffington IAM Phone (562) 236-5313 Cisco Cloud Calling - Revised Merced County Focus Contract #2021092 IAM Email ebuffington@ams.net Line Item Description Qty Service Term Unit Price Qty Months Extended Price 1 A-FLEX-NUCL-P NU Webex Calling Professional 130 5 Year $7.88 60 $61,464.00 2 A-FLEX-NUCL-E NU Webex Calling Workspace for Common Area 10 5 Year $4.73 60 $2,838.00 3 A-AUD-OCP1-NU OCPL from the US - Unlimited for United States - NU 140 5 Year $3.50 60 $29,400.00 4 A-AUD-U-TN Telephone number (TN) for United States - Uncommitted 337 5 Year $1.00 60 $20,220.00 5 A-FLEX-ERC Emergency Response Center Call fee per location search US 1 5 Year $0.72 60 $43.20 6 AMS-FEE-MISC Miscellaneous Fee Estimated Telco taxes and fees 1 5 Year $596.91 60 $35,814.60 A-11 11 Order Summary Monthly Subscription Total $2,496.33 Annual Subscription Total $29,955.96 Total Contract Price $149,779.80 A-12 12 Sign and return this page to your account manager to accept this proposal for Cisco Webex Calling Proposal. I, the undersigned (“Customer”), hereby accept this Proposal for SaaS Services(s) as detailed in the quote number Q-00069710. I also agree to the following: Terms and Conditions Payment Conditions  Yes, Customer chooses to purchase SaaS services from AMS.NET. Customer understands that Customer will be responsible to pay the full costs of the services until contract has expired. Fees are non-refundable and payment obligations are non- cancelable, except as provided in your purchase terms or where prohibited by law. Term: 5 Year Customer has the option to renew after this contract expires using the terms of the Master Services Agreement. The Cisco Systems Universal Cloud Agreement includes the applicable Offer Description(s) located at www.cisco.com/go/cloudterms (collectively “Agreement”). Both the terms in this Agreement and the Agreement between you and Cisco Systems for the Cloud Service(s) must be accepted. Year 5 Cost - Quote Total Qty Service Term Unit Price Qty Months Extended Price A-FLEX-NUCL-P NU Webex Calling Professional 130 5 Year $7.88 60 $61,464.00 A-FLEX-NUCL-E NU Webex Calling Workspace for Common Area 10 5 Year $4.73 60 $2,838.00 A-AUD-OCP1-NU OCPL from the US - Unlimited for United States - NU 140 5 Year $3.50 60 $29,400.00 A-AUD-U-TN Telephone number (TN) for United States - Uncommitted 337 5 Year $1.00 60 $20,220.00 A-FLEX-ERC Emergency Response Center Call fee per location search US 1 5 Year $0.72 60 $43.20 AMS-FEE-MISC Miscellaneous Fee Estimated Telco taxes and fees 1 5 Year $596.91 60 $35,814.60 Monthly Total $2,496.33 Annual Total $29,955.96 A-13 13 Total $149,779.80 A-14 14 This Agreement may be executed in one or more counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Agreement by facsimile, .pdf or other electronic means will be as binding and effective as delivery of a manually executed counterpart to the Agreement. By signing below, each of the Parties, intending to be legally bound thereby, agrees to the terms of this Agreement. Submitted by Acknowledged and Agreed AMS.NET, Inc.City of Rancho Palos Verdes Signature \s1\Signature \s2\ Name \n1\Name \n2\ Title \t1\Title \t2\ Date \d1\Date \d2\ Payment Terms and Conditions: 1. AMS.NET will require a Purchase Order referencing this Quote # and an authorized representative must sign this proposal. 2. Payment Terms are NET 30. Payments made beyond 30 days are subject to a finance charge of 1.5% per month. Customer agrees to pay all collection costs and attorney fees or late payments if applicable. . In the event that a site’s readiness is delayed by the customer, customer agrees to accept and pay invoices that reflect services already received. 3. Shipping charges and sales tax will not be added to this order as these services on non-taxable. 4. The laws of the State of California will apply to this sale. 5. The term “start date” means the first business day on which the service starts. Minor omissions or variances in performance of the System that do not materially or adversely affect the operation of the system, shall not be deemed to have postponed the start date. Seller shall use its best efforts to make timely delivery of start date. HOWEVER, ALL STATED DELIVERY AND START DATES ARE APPROXIMATE AND EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, SELLER SHALL, UNDER NO CIRCUMSTANCE, BE DEEMED TO BE IN DEFAULT HEREUNDER OR BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES OR COMMERCIAL LOSS RESULTING FROM DELAYS IN DELIVERY OF START DATE. 6. Early Terminate Fee (ETF): Customer is subject to Early Termination fees for the remaining value on contract if contract is terminated before the contract end date. AMS will deduct contract total minus total paid by customer to calculate value of the ETF. ETF Payment terms are subject to same payment terms listed above. A-15 15 7. Cisco Cloud services purchased from AMS.NET requires customer to accept Cisco’s Universal Cloud agreement located on Cisco Systems’ Website. This Universal Cloud Agreement describes the rights and responsibilities related to the Cloud Service(s) You purchase from Cisco or an Approved Source and is between You and Cisco. The Universal Cloud Agreement includes the applicable Offer Description(s) located at www.cisco.com/go/cloudterms (collectively “Agreement”). By clicking ‘accept,’ or using the Cloud Service, You agree to the terms of this Agreement. If You do not have authority to enter into this Agreement, or if You do not agree with its terms, do not click ‘accept’ and do not use the Cloud Service. If You determine that You cannot comply with the terms of this Agreement after You have paid for the Cloud Service, You may terminate Your access to the Cloud Service for a full refund provided You do so within thirty (15) days of Your purchase. 8. AMS.NET will invoice against the original contract once a Purchase Order is received and processed by the AMS.NET internal team. Failure to pay invoices may lead to cancellation of the manufacturer subscription and early termination penalties may apply. Each contract has an annual adjustment period process to calculate and bill for overconsumption. At the end of each contract year, any additional licenses added during the prior year will be calculated and added to the contract. In order to renew the subscription, please email a purchase order for the renewal term to Mike Bruington at mbruington@ams.net, within 45-days of the end of the initial term. AMS.NET will send out customer reminders notifying them of the impending renewal and the customer must provide purchase order for the renewal term to AMS.NET, Mike Bruington at mbruington@ams.net, in writing 45-days prior to the end-of-term to avoid cancellation. Customer is subject to early termination fees for the remaining value on the contract if contract is terminated before the contract end date. AMS.NET Tax ID: 94-3291626 C7 License: 763508 A-16 16 About AMS.NET AMS.NET is an innovative technology solution provider delivering business outcomes to organizations for more than 30 years. The company was established more than two decades ago to provide technical support to local school districts in California. Today, AMS.NET provides education, local government and businesses a comprehensive technology solution including design, implementation and support services. With a consultative approach, consideration is taken to understanding technology requirements, existing equipment, industry, growth plan and budget. Leveraging proven and emerging technologies through leading manufacturers, AMS.NET’s certified engineers architect a solution that supports your initiatives and allows for future growth. Prior to implementation, we can provide complete structured wiring services and post deployment, a host of managed services and maintenance plans to ensure your network and equipment are running at optimum performance. Many financing options are available. With experience in the public sector around procurement vehicles, E-rate expertise and leasing options, we can make recommendations specific to your industry and technology solution. Our extensive reference list is a tribute to our ability to successfully design, manage and implement technology solutions that support your initiatives. With more than 30 years of successfully providing technology solutions, you can be assured that we have the capability, experience and stability to be your trusted partner. And we’ll be here for future needs! A-17 17 AMS.NET versus the Competition ·Established proven partner in your vertical ·120+ employees throughout the state of California ·Multi-vendor network support ·Complete architecture solutions ·Elite manufacturer partnerships– Cisco Gold Partner since 2007 ·Skilled and Certified Engineers- CCIE’s in networking, security, voice ·Advanced manufacturer technology specializations ·Structured cabling- C-7 Contractor and RCCD Certified ·Certified project management – PMP Certification ·Executive management accessibility regardless of the customer size A-18 18 AMS.NET Customers The Buckley School Jose Tagle (818) 339-2195 jtagle@buckley.org 3900 Stansbury Avenue Sherman Oaks, CA 91423 City of Hercules Faye Flores (510) 245-4802 fflores@ci.hercules.ca.us 111 Civic Drive Hercules, CA 94547 Foothill-De Anza Community College Sharon Luciw (650) 949-6161 luciwsharon@fhda.edu 12345 S El Monte Rd. Los Altos, CA 94022 Oro Grande Elementary School District Andrew Mercado (760) 243-5884 ext 221 andrew_mercado@orogrande.org PO Box 286 Oro Grande, CA 92368 City of Sunnyvale Ai-Chan Thai (408) 730-3048 athai@sunnyvale.ca.gov 650 W. Olive Ave Sunnyvale, CA 94088 Win River Kevin Fontes (530) 782-0059 kevin.fontes@win-river.com 2100 Redding Rancheria Rd. Redding, CA 96001 Other AMS.NET Customers (Partial List) A-19 19 How to Reach Us Sales: For sales based inquiries, please contact our Support Contract Specialist, Michael Bruington. mbruington@ams.net 925-245-6165 TAC: To open a TAC case against an existing MVaas UCM Cloud Agreement, please contact our TAC team. Phone 925-245-6111 800-893-3660, Option 2, 2 925-245-6100, Option 2, 2 Email mvaas@ams.net Web http://www.ams.net/customer A-20 20 Appendix A-21 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 1 Offer Description : Cisco Collaboration Flex Plan This Offer Description (the “Offer Description”) describes Cisco Collaboration Flex Plan. Your subscription is governed by this Offer Description and the Cisco Universal Cloud Agreement located at www.cisco.com/go/uca (or similar terms existing between You and Cisco) (the “Agreement”), and any Software You install is licensed under the Cisco End User License Agreement located at www.cisco.com/go/eula (the “EULA”). Capitalized terms used in this Offer Description and/or the Order not otherwise defined herein have the meaning given to them in the Agreement. Table of Contents 1. Offer Description. .......................................... 1 1.1. Cisco Collaboration Flex Plan. ................ 1 1.2. Education End Users. .............................. 2 2. License Model Terms. .................................... 2 2.1. Named User. ............................................ 2 2.2. Active User. ............................................. 2 2.3. Enterprise Agreement. ............................ 2 2.4. Shared Meetings. .................................... 3 3. Supplemental Terms and Conditions. ............ 3 3.1. Term. ....................................................... 3 3.2. Restrictions on Use by Minor Children. .. 3 3.3. Service Suspension. ............................... 3 3.4. Third-Party Products. ............................. 3 3.5. Geographic Terms and Restrictions. ...... 4 3.6. PSTN Requirement and Emergency Response Disclaimer. .................................... 4 3.7. Cisco Webex Hybrid Services. ............... 4 4. Data Protection. ............................................. 5 4.1. Cooperation with Law Enforcement. ...... 5 4.2. Accounts for Personal Use. .................... 5 5. Support. ......................................................... 5 Exhibit A Offer Description Supplement for Education End Users .......................................... 7 1. Offer Description. 1.1. Cisco Collaboration Flex Plan. A Cisco Collaboration Flex Plan subscription allows You to flexibly deploy various Cisco- hosted software-as-a-service offerings (“Cloud Services”) and licensed software (“Software”) for on-premises or partner-hosted deployments. Cloud Services offered in the plan include: Webex Meetings, Webex Calling, Webex Calling (formerly Cisco Spark Call), BroadCloud Calling, and Webex Teams. In an on-premises or partner-hosted deployment, Cisco offers the following Software: Cisco Meeting Server , Cisco Unified Communications Manager, and HCS. Note that when You choose an on-premises or partner-hosted deployment, You will also receive Webex Teams (a Cloud Service). A-22 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 2 The Cloud Services and Software are available under license models for named user (customer is obligated to pay per user), active user (customer is obligated to pay for actual usage), enterprise agreement (customer is obligated to pay for enterprise-wide use), or shared meetings (customer is obligated to pre-purchase a fixed number of meetings). Each license model is further described in Section 2 of this Offer Description and reflected on the Order You place with Your Approved Source. 1.2. Education End Users. Cisco offers the Cloud Services and Software to Education End Users, as described in Exhibit A of this Offer Description. 2. License Model Terms. 2.1. Named User. Your payment obligation and Your right to use the Cloud Service s and Software is based on the number of Named Users on Your Order, regardless of usage. A “Named User” is an employee or contractor given access to the Cloud Service s and Software. Each Named User receives a unique account that may not be shared or used by anyone other than the designated employee or contractor. A Named User’s account may not be transferred to another person, except upon: (a) termination of the Named User’s employment or (b) Cisco’s prior written approval. You are solely responsible for the acts and omissions of, or any fees incurred by, Your Named Users. 2.2. Active User. Your payment obligation is based on the number of Knowledge Workers that access the Cloud Services and Software and that host at least one Meeting (“Active Users”). “Knowledge Workers” means Your employees and contractors who use computing or communicat ions devices capable of running the Cloud Services and Software as part of their job duties performed on Your behalf. Your Knowledge Worker count also includes the employees of any affiliate that is included on Your Order. A “Meeting” is a meeting initiated: (a) in Webex Meetings, Webex Teams, or Cisco Meeting Server; or (b) by phone using a Webex personal conferencing number regardless of whether Webex Meetings, Webex Teams, or Cisco Meeting Server is launched. An unscheduled meeting launched from a Webex Teams one- on-one space will not count as a Meeting. Your Order must reflect at least 250 Knowledge Workers and the greater of the following number of Active Users: (c) 40 Active Users; (d) 15% of Your Knowledge Workers; or (e) if You are migrating from an existing subscription, the number of Active Users on the Order associated with Your existing subscription. A “True Forward” is the process to determine the additional fees due for Average Active Users that exceed the Active Users on Your Order. “Average Active Users” means the average number of Active Users per month in months nine (9), ten (10), and eleven (11) of Your previous subscription year. Under the active user license model, a True Forward is conducted annually beginning in the second year of Your subscription term. If Your Average Active Users exceed the Active Users on Your Order, Your Approved Source will bill You for the excess Active Users. Your minimum payment obligation for the remainder of Your subscription term will also increase to reflect the higher Active User count. A True Forward will never result in a reduction of Your Active User count. 2.3. Enterprise Agreement. The enterprise agreement license model is governed by the Cisco Enterprise Agreement Program Terms, which are provided to You and require Your acknowledgment when You place Your Order. A-23 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 3 2.4. Shared Meetings. Your payment obligation and Your right to use the Cloud Services and Software is based on the Concurrent Meetings Cap on Your Order. The “Concurrent Meetings Cap” is the maximum number of cloud and on-premises meetings You are entitled to host simultaneously. You may host an unlimited number of meetings during Your subscription term, provided that You do not exceed the Concurrent Meetings Cap. If You exceed the Concurrent Meetings Cap, You must pay for the additional meetings pursuant to the True Forward process below. You must purchase a Concurrent Meetings Cap of at least one (1) but no more than twenty- five (25) combined cloud and on-premises meetings. No more than 250 of Your employees may be given access to Your cloud meetings. A “True Forward” is the process to determine the fees due for Peak Concurrent Meetings that exceed the Concurrent Meetings Cap on Your Order. “Peak Concurrent Meetings” means the greatest number of meetings hosted simultaneously during the previous subscription quarter. Under the shared meetings license model, a True Forward is conducted quarterly beginning in the second quarter of Your subscription term. If Your Peak Concurrent Meetings exceed the Concurrent Meetings Cap on Your Order, Your Approved Source will bill You for the excees meetings. Your minimum payment obligation for the remainder of Your subscription term will also increase to reflect the higher Peak Concurrent Meetings. A True Forward will never result in a reduction of Your Concurrent Meetings Cap. 3. Supplemental Terms and Conditions. 3.1. Term. The initial term starts on the earlier of (a) the date the Software is made available for download or installation; or (b)(1) thirty (30) days from the date Cisco notifies You that any portion of the Cloud Service is ready for You to start provisioning; or (b)(2) the date any portion of the Cloud Service has been provisioned, and lasts for the period stated in the Order. 3.2. Restrictions on Use by Minor Children. The Cloud Service is not intended for use by persons younger than the age of consent in their relevant jurisdiction (e.g.,13 years old in the United States under the US Children’s Online Privacy Protection Act of 1998, or 16 or 13 years old i n the European Union as per Member State law) (“Minor Children”). Minor Children are not permitted to create an account to use the Cloud Service, and You will not authorize Minor Children to access the Cloud Service. 3.3. Service Suspension. In addition to the termination rights set forth in the Agreement, Cisco may temporarily suspend Your access to the Cloud Service immediately upon notice to You (in accordance with the notice provisions set forth in the Agreement) if there is an unusual spike or increase in Your use of the Cloud Service and we determine that such traffic or use is fraudulent. 3.4. Third-Party Products. There are integrated applications and bots that You can download and use with the Cloud Service. Many of these integrated applications and bots are third -party products. Cisco does not support or warrant third-party products and disclaims all responsibility and liability for third-party products used with the Cloud Service. If You use a third-party product, the terms of use for that third-party product are between You and the provider. Some third-party products may contain tracking technology. Accordingly, it is Your responsibility to read the third party’s disclosures, terms of use, and privacy poli cy before using such third-party products with the Cloud Service. A-24 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 4 3.5. Geographic Terms and Restrictions. In accordance with global telecommunications law and regulations, the Cloud Service is currently available in the countries listed here. If the Cloud Service is not available in a country, purchases will be restricted. a. Pakistan. If You access the Cloud Service in Pakistan using integrated VoIP, You are responsible, and Cisco has no liability for, ensuring that Your internet service provider has the necessary authorizations to provide VoIP. b. Russia. If You use the Cloud Service in Russia, You acknowledge that You are the data ope rator as defined under Russian law for purposes of Your users’ personal data that is collected and processed in connection with the Cloud Service. 3.6. PSTN Requirement and Emergency Response Disclaimer. a. PSTN Requirement. In order to use Webex Calling, Webex Calling (formerly Cisco Spark Call), or BroadCloud Calling, You must purchase a PSTN local, long-distance, emergency dialing, and direct- inward-dial service from a Cisco-approved third-party service provider to be combined with the Cloud Service. Once You have deployed the Cloud Service combined with PSTN from a Cisco-approved service provider, the emergency response location for Your Authorized Users, for purposes of their emergency calls to national or state -designated emergency numbers, will be limited to Your company address, regardless of their calling device, line, and location, unless they are directly provisioned and registered to the Cloud Service using their private address. b. Emergency Response Disclaimer. YOUR EMERGENCY RESPONSE LOCATION FOR PURPOSES OF EMERGENCY CALLS IS LIMITED TO YOUR COMPANY ADDRESS. IT IS YOUR RESPONSIBILITY TO ADVISE YOUR AUTHORIZED USERS TO ALWAYS PROVIDE THEIR CURRENT LOCATION WHEN CALLING EMERGENCY SERVICES. IF YOUR BROADBAND CONNECTION, PSTN SERVICE, OR ELECTRICAL POWER FAILS OR IS TEMPORARILY SUSPENDED OR INTERRUPTED, OR ANY OTHER ISSUE INTERRUPTS YOUR NETWORK CONNECTIVITY, THE CLOUD SERVICE (INCLUDING EMERGENCY CALLS) WILL ALSO FAIL. CISCO WILL NOT BE LIABLE FOR ANY CLAIMS ARISING FROM FAILURE OF YOUR NETWORK CONNECTIVITY. 3.7. Cisco Webex Hybrid Services. Cisco Webex Hybrid Services allow You to connect Your existing on-premises infrastructure with the Webex cloud platform. If You choose to use Cisco Webex Hybrid Services, You will be required to download and install software applications on Your premises to enable integration with Cisco Webex (“Hybrid Software”). You will exercise exclusive control over the Hybrid Software in Your environment. You will maintain the Hybrid Software in a secured environment accessible only to Your authorized employees and agents. You will implement and maintain appropriate technical and organizational measures designed to protect the Hybrid Software against accidental loss, destruction or alteration, unauthorized access, or unlawful destruction. You also represent and warrant that You: (i) have an information security program that complies with generally applicable data privacy and security laws and regulations and is appropriate to the nature and scope of Your activities and services; (ii) conduct routine risk assessments of Your (or Your subcontractor’s) information security program; (iii) regularly employ a current version of industry leading virus and malware protection software; and (iv) otherwise follow industry best practices to protect Your network environment. A-25 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 5 Some countries may consider operation of the Hybrid Software a regulated activity. You represent and warrant that You have obtained all requisite authority to operate the Hybrid Software. You agree that You will operate the Hybrid Software only in those countries where the Cloud Service is available and unrestricted as set forth in Section 3.5 above. You hereby hold Cisco (and its officers, directors, employees, shareholders, custo mers, agents, successors, and assigns) harmless from and against any and all loss, damages, liabilities, settlement, costs, and expenses (including legal expenses and the expenses of other professionals) as incurred, resulting from Your breach of this Sect ion 3.7. 4. Data Protection. Cisco’s data protection obligations are set forth in the Agreement. Additionally, the Webex Teams, Webex Meetings, Webex Calling, and BroadCloud Calling Privacy Data Sheets supplement the Cisco Privacy Statement and describe the Personal Data that Cisco collects and processes as part of the delivery of the Cloud Service to You. 4.1. Cooperation with Law Enforcement. If required by law, Cisco may cooperate with law enforcement authorities in the investigation of suspected or alleged illegal or other activities. This may include, but is not limited to, disclosure, where possible, to the relevant law enforcement authorities of Your Personal Data, Your content, and the content of Your transmissions through the Cloud Service. 4.2. Accounts for Personal Use. If You create an account to use to the Cloud Service for personal use, Your employer’s policies will not apply to the data that You share while using the Cloud Service. However, if You use Your employer-issued email address and Your employer later purchases the Cloud Service from Cisco, You will be required to update the email address associated with Your account to a personal email address. Cisco recommends that You use Your personal email address to access the Cloud Service for personal use. If You want to change Your email address, You can do so by following these instructions. If You do nothing, Your account and Personal Data will be controlled by Your employer and Your use will be subject to Your employer’s policies. 5. Support & Maintenance. The Cloud Service and Software include basic online support and phone support. Support will be provided by Cisco, except for BroadCloud Cal ling and HCS, in which case support will be provided by Your third-party service provider. When support is being provided by Cisco, Cisco will respond as set forth in the table below and may require information from You to resolve service issues. You agree to provide the information requested and understand that a delay in providing the information to Cisco may delay resolution and response time. Online Support allows access for support and troubleshooting via online tools, email and web case submission only. No telephone access is provided. Case severity or escalation guidelines are not applicable. Cisco will respond to a submitted case no later than the next business day during standard business hours. Phone Support provides Cisco Technical Assistance Center (TAC) access 24 hours per day, 7 days per week to assist by telephone, or web case submission and online tools with use and troubleshooting issues. Cisco will respond within one (1) hour for Severity 1 and 2 calls received. For Severity 3 and 4 calls, Cisco will respond no later than the next business day. A-26 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 6 You will also have access to Cisco.com, which provides helpful technical and general information about Cisco products, as well as access to Cisco's on -line knowledge base and forums. Please note that access restrictions identified by Cisco from time to time may apply. For Software, Cisco will provide (i) work-around solutions or patches to reported problems and (ii) major, minor, and maintenance releases of the licensed Software version, which can be accessed on Cisco Software Central. You may be required to update to the latest Software release to correct a reported Software problem. The below table outlines Cisco’s response objectives for submitted cases based on case severity. Cisco may adjust assigned case severity to align with the Severity definitions below. Software Support Service Technical Support Coverage Response Time Objective for Case Severity 1 or 2 Response Time Objective for Case Severity 3 or 4 Basic with Phone Support 24x7 via Phone & Web Response within 1 hour Response within next Business Day Basic with Online Support Web Response to all cases within next Business Day during Standard Business Hours The following definitions apply to this Section 5: Response Time means the time between case submission in the case management system to support engineer contact. Severity 1 means the Cloud Service or Software is unavailable or down or there is a critical impact to a significant impact to Your business operation. You and Cisco both will commit full-time resources to resolve the situation. Severity 2 means the Cloud Service or Software is degraded or significant aspects of Your business operation are negatively impacted by unacc eptable software performance. You and Cisco both will commit full-time resources during Standard Business Hours to resolve the situation. Severity 3 means the Cloud Service or Software is impaired, although most business operations remain functional. You and Cisco both are willing to commit resources during Standard Business Hours to resolve the situation. Severity 4 means minor intermittent functionality or performance issue, or information is requir ed on the Cloud Service or Software. There is little or no impact to Your business operation. You and Cisco both are willing to provide resources during Standard Business Hours to provide assistance or information as requested. Business Day means the generally accepted days of operation per week within the relevant region where the support will be performed, excluding local holidays as observed by Cisco. Local Time means Central European Time for support provided in Europe, Middle East and A frica, Australia’s Eastern Standard Time for support provided in Australia, Japan’s Standard Time for support provided in Japan , and Pacific Standard Time for support provided in all other locations. Standard Business Hours means 8am to 5pm Local Time (relative to the location of the Cisco TAC) on Business Days. A-27 Offer Description Controlled Doc. # EDCS-13324740 Ver: 3.1 Last Modified: Mon Feb 11 08:13:58 PST 2019 CISCO PUBLIC INFORMATION, Cisco Collaboration Flex Plan_v3.1.docx 7 Exhibit A Offer Description Supplement for Education End Users 1. Supplemental Terms and Conditions. In the main body of the Offer Description, the following paragraphs are inserted at the end of Section 3: 1.1. Education End Users. Cisco Collaboration Flex Plan for Education is intended for use by public or private institutions considered a school, college, university, or other education provider, under applicable law, regulation, or other government policy (“Education End Users”). a. Obligations with Respect to Minor Children. As between Cisco and Education End User: Education End User is solely responsible for providing notices to and obtaining appropriate consents from parents and guardians of Minor Children for the collection, use, and processing of Personal Information by Education End User and Cisco in connection with the delivery of the Cloud Service; Education End User will provide such notices and obtain such consents before any collection, use, or other processing of Personal Information of Minor Children, and upon reasonable request will provide evidence of such notices and consents to Cisco in a timely manner; and Education End User will provide parents and guardians with the ability to request access, correction, deletion, or suppression of the Personal Information collected from Minor Children. A-28 AMS.NET, Inc. 502 Commerce Way, Livermore, CA 94551 925-245-6100 • 925-245-6150 Fax www.ams.net Page 1 of 4 Customer Price Quote Customer Quote ##Q-00068540 Project #97718 Modified 7/12/2023 Account Mgr.Spencer Lupin City of Rancho Palos Verdes 30940 Hawthorne Blvd Rancho Palos Verdes CA, 90275-5391 US ATTN: Lukasz Buchwald AM Phone (562) 846-4362 Ship To AM Email slupin@ams.net Inside Account Mgr.Eric Buffington IAM Phone (562) 236-5313 City of Rancho Palos Verdes 30940 Hawthorne Blvd Rancho Palos Verdes, CA 90275-5391 ATTN: Lukasz Buchwald IAM Email ebuffington@ams.net Quote Description Quote Exp.8/12/2023 One Time Costs Merced County Focus Contract #2021092 Line Item Description Manufacturer Qty Unit Price Extended Price Cisco 7832 Conference Phone 1 CP-7832-3PCC-K9= Cisco 7832 Conference Phone for MPP Cisco Systems Inc.6.00 $392.78 $2,356.68 Cisco ATA 2 Port Analog Telephone Adapter 2 ATA192-3PW-K9 2-Port Analog Telephone Adapter for Multiplatform Cisco Systems Inc.5.00 $117.79 $588.95 3 ATA191-CLIP-NA Power Clip for ATA191 and ATA192, North America Cisco Systems Inc.5.00 $0.00 $0.00 Labor 4 AMS-NI-PM-FOC Labor: Project Manager AMS.NET 32.00 $200.00 $6,400.00 5 AMS-NI-UC-CLOUD-SPR Labor: Cloud and Design Installation/Configuration AMS.NET 140.00 $200.00 $28,000.00 6 AMS-NI-UC-TRAINING-PHONE-1/2DAY Labor: Phone User Training Onsite - 1/2 Day AMS.NET 1.00 $1,000.00 $1,000.00 B-1 AMS.NET, Inc. 502 Commerce Way, Livermore, CA 94551 925-245-6100 • 925-245-6150 Fax www.ams.net Page 2 of 4 Order Summary Subtotal $43,345.63 Adjustment $0.00 Estimated Taxes $279.84 Total $43,625.47 7 AMS-NI-UC-PAGING Labor: Webex Calling Paging Installation AMS.NET 1.00 $5,000.00 $5,000.00 Shipping 8 AMS-FREIGHT Freight and Handling None 1.00 $0.00 $0.00 B-2 AMS.NET, Inc. 502 Commerce Way, Livermore, CA 94551 925-245-6100 • 925-245-6150 Fax www.ams.net Page 3 of 4 Terms and Conditions 1. AMS.NET will require a Purchase Order referencing this Quote # or if a Purchase order is not provided, an authorized representative must sign this quote. 2. Payment terms are Net 30. An interest charge of 1.5% per month will be applied to all accounts past due, plus all costs of collection and reasonable attorneys fees. AMS.NET accepts all major credit cards. A convenience fee of 3.5% will be assessed. Customer agrees to accept multiple invoices for projects that cover multiple sales. In the event that a site's readiness is delayed by the customer, customer agrees to accept and pay invoices that reflect equipment and services already received. 3. Items sold by AMS.NET, Inc. and shipped to destinations in California are subject to sales tax. If an item is subject to sales tax in the state to which the order is shipped, tax is generally calculated on the total selling price of each individual item. In accordance with state tax laws, the total selling price of an order will generally include shipping and handling charges and item- level discounts. The amount of tax charged on your order will depend upon many factors including, but not limited to, the type of item(s) purchased, and the source and destination of the shipment. Factors can change between the time you place an order and the time an invoice is sent, which could affect the calculation of sales taxes. The amount appearing on your proposal as ‘Estimated Sales Tax’ may differ from the sales taxes ultimately charged. Shipping charges and sales tax will be added to this order when invoiced and the customer agrees to pay these charges. 4. All companies with tax exemption must present a valid Tax Exempt form. If Customer is tax exempt or if tax exempt form is not provided then customer agrees to pay all applicable taxes. 5. All shipments are FOB Origin or Pre-paid and shipped to Dock. Any Special shipping requirements must be clearly stated on all PO's (i.e. inside delivery). If inside Delivery or Lift-gate is required it must be specified and additional fees will incur. Shipping charges that appear on this quote are an estimate, AMS.NET will invoice and the customer will pay the actual shipping charge when identified. 6. Upon delivery of equipment, customer agrees to open all shipments and visually inspect equipment for physical damages. All damages must be reported to AMS.NET within 24 hours of delivery. 7. Returns will be accepted at AMS.NET discretion and are subject to manufacturer returns policies as well. Cisco and Meraki orders cannot be modified starting at 50 days prior to the current estimated ship date. Cisco and Meraki have a no return for credit RMA policy. Please make sure your order is accurate before AMS.NET places the order with the manufacturer. For returns to be approved all merchandise must be in an unopened box and the customer agrees to pay a restocking fee of 15% of the purchase price. Returns must be made within 15 Days of receipt. All shipments must have a valid RMA number from AMS.NET before returning. For RMA requests please contact our Customer Service Department at (800) 893-3660 Ext. 6111. Email RMA requests should be directed to service@ams.net A copy of AMS.NET’s full RMA policy is available for review online at www.ams.net/services/procurement-and-financing/ 8. The laws of the State of California will apply to this sale. 9. The term "installation date" means the first business day on which installation of the system is complete. Minor omissions or variances in performance of the System that do not materially or adversely affect the operation of the system, shall not be deemed to have postponed the Installation Date. Seller shall use its best efforts to make timely delivery and installation. However, all stated delivery and installation dates are approximate and except as expressly provided in this agreement, Seller shall, under no circumstance, be deemed to be in default hereunder or be liable for consequential, incidental or special damages or commercial loss resulting from delays in delivery or installation. 10. Warranties. AMS warrants to Customer that it has good title to the equipment being sold to Customer under this Agreement, and the right to sell such equipment to Customer free of liens or encumbrances. AMS further warrants to Customer that the equipment being sold to Customer hereunder shall be free from defects in workmanship for a warranty period of thirty (30) days commencing on the later date the equipment is delivered to Customer or the date upon which AMS completes performance of the services to be performed under this agreement (this warranty being hereinafter referred to as an "Installation Warranty"). Except as expressly set forth in this paragraph, AMS does not make, and hereby disclaims, any and all representations or warranties, express or implied, with respect to the equipment or services being provided under this agreement, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, satisfactory quality, against infringement, or arising from a course of dealing, usage or trade practice. AMS shall reasonably cooperate and assist Customer in enforcing any manufacturer warranties with respect to the equipment being sold to Customer under this Agreement. AMS hereby advises Customer, and Customer acknowledges that in the event Customer desires to procure from AMS any warranty protection beyond the warranty of title and the Installation Warranty provided under this Paragraph, Customer may do so by entering into a separate Service Agreement with AMS. Manufacturer's warranty that is guaranteed is whatever is published by the manufacturer at the time of purchase. 11. Cisco Cloud services purchased from AMS.NET requires customer to accept Cisco’s Universal Cloud agreement located on Cisco Systems’ Website. This Universal Cloud Agreement describes the rights and responsibilities related to the Cloud Service(s) you purchase from Cisco or an Approved Source and is between you and Cisco. The Universal Cloud Agreement includes the applicable Offer Description(s) located at www.cisco.com/go/cloudterms (collectively “Agreement”). By clicking ‘accept,’ or using the Cloud Service, you agree to the terms of this Agreement. If you do not have authority to enter into this Agreement, or if you do not agree with its terms, do not click ‘accept’ and do not use the Cloud Service. If you determine that you cannot comply with the terms of this Agreement after you have paid for the Cloud Service, you may terminate your access to the Cloud Service for a full refund provided you do so within thirty (30) days of your purchase. B-3 AMS.NET, Inc. 502 Commerce Way, Livermore, CA 94551 925-245-6100 • 925-245-6150 Fax www.ams.net Page 4 of 4 12. The final price of all labor in this quote is contingent upon the customer providing AMS.NET full site access, with keys or a dedicated escort, for a period of at least nine consecutive hours per working day. Any existing pathway being pulled through is assumed to be easily discoverable, and meeting BICSI standards, such as the fill ratio, lack of non-cabling material in the conduit, and appropriate number of LBs. Additionally, any interior wall penetrations are assumed to be drywall or a like material unless otherwise noted in the labor scope for this project. Any deviation from these assumptions may result in additional costs to the customer based on the time added to the project. AMS.NET Tax ID: 94-3291626 C7 License: 763508 Please fax signed Quotation or Purchase Order to your AMS.NET account manager or to 925.245.6150. Full terms and conditions can be viewed on our website at www.ams.net/services/procurement-and-financing/ Authorized Signature:Date: Print Name:Print Title: B-4