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City of Carlsbad & Califa Agreement Page 1 of 11
AGREEMENT BETWEEN CITY OF CARLSBAD AND CALIFA
FOR THE PROVISION, INSTALLATION AND MAINTENANCE OF
ADVANCED NETWORK (DATA) SERVICES
This Agreement, hereinafter referred to as “Agreement,” is entered into as of the 1st day of March,
2016, by and between Califa Group, a California public benefit corporation, (“Califa”) and the
CITY OF CARLSBAD, a municipal corporation, (“City”). Califa and City are sometimes referred
to in this Agreement individually as “Party” and collectively as “Parties.” All written
communications between the parties shall be addressed as follows unless and until amended in
writing by the respective party.
Carlsbad City Library Califa
Heather Pizzuto, Director Susan H. Hildreth
Library & Cultural Arts Department Executive Director
1775 Dove Lane 2471 Flores Street
Carlsbad CA, 92011 San Mateo, CA 94403
RECITALS
WHEREAS, through a competitive procurement process, the California State Library has contracted
with Califa to administer funding for library use of CENIC’s California Research and Education
Network (“CalREN”), a high-bandwidth, high-capacity Internet network specially designed to meet
the unique requirements of its members which include higher education institutions, public libraries
and K-12 schools in California; and
WHEREAS, City submitted a Letter of Agency to Califa, signed on August 18, 2015, authorizing
CENIC to secure and apply E-rate discounts on eligible telecommunications services for Carlsbad
City Library at 1775 Dove Lane (“Library”) and other Carlsbad City Library locations as identified in
Appendix 1 - which is incorporated by this reference in accordance with this Agreement’s terms and
conditions; and
WHEREAS, City desires to contract with Califa to obtain one or more data circuits to connect the
Carlsbad City Library at 1775 Dove Lane (“Library”) and other Carlsbad City Library locations as
identified in Appendix 1 for the purpose of connecting to CalREN; and
WHEREAS, CENIC issued an RFP for data circuits to enable libraries, including the Carlsbad
Library locations to connect to CalREN.
NOW THEREFORE, City and Califa enter into this Agreement:
1. Relationship between the Parties
It is the purpose of this Agreement to set forth the terms and conditions applicable to the
provision of communications and related network services to City by Califa.
2. Services to be Provided
The primary communications infrastructure provided by CENIC is the California Research and
Education Network ("CalREN"). Among the services that CENIC will provide to City are use of
CalREN and contracting for and provision of data circuits supplied by network service providers.
Califa, on behalf of City, will contract with CENIC for such data circuits. Specific circuits and
their costs are included in Appendix 1. Califa will ensure that CENIC notifies the City of
installation requirements and necessary maintenance instructions at least 30 days prior to the
commencement of installation services. Neither CENIC nor Califa shall be responsible for
operating or maintaining software, equipment or cabling that connects equipment not provided
by CENIC for the services unless specifically agreed to in writing by CENIC and City.
3. Term and Termination of this Agreement
(a) TERM OF THIS AGREEMENT. The initial term ofthis Agreement shall be March 1,
2016 thru June 30 2017. This Agreement will automatically renew for successive periods
of 1 (one) year on a July 1 to June 30 cycle unless one party notifies the other via certified
mail -return receipt requested at least 60 days prior to the July 1 renewal date of its intent
to terminate the Agreement. This Agreement shall automatically terminate in the event
that either Califa or CENIC terminates the Califa-CENIC Contract. In the event that the
Califa-CENIC Contract is terminated before this Agreement is terminated, City shall
only be obligated to receive services and pay for circuits through the date of termination.
(b) TERMINATION. Termination prior to the end of an agreed upon subscription period shall
result in City having to pay any telecommunications carrier termination charges resulting
from early termination of the Service.
(c) City may terminate this Agreement prior to the commencement of installation services if
non-recurring charges are assessed for the installation of circuits referenced in
Appendix 1.
4. Payment
Invoices for non-recurring charges associated with data circuit deployment-if applicable -will
be issued by Califa after CENIC has received an invoice from the telecommunications carrier.
Invoices for ongoing data circuit services shall be invoiced at the end of each quarterly service
period according to the monthly pricing set forth in Appendix 1.
Payment for services shall be due within thirty (30) days of receipt of a Califa invoice reflecting
provision of the services for which the invoice is sent; or as otherwise agreed to by City and
Califa. Except for non-recurring charges, if any, costs in Appendix 1 shall only begin upon
installation of circuit(s).
City of Carlsbad & Califa Agreement Page 2 of 11
5. Miscellaneous
(a) CONDITIONS OF USE. Library agrees to conform to the CENIC Appropriate Use
Policy as defined in attached Appendix 2, which is incorporated by this reference in
accordance with this Agreement's terms and conditions, and to any specific conditions of
use imposed by subcontractors providing communications services to CENIC as may be in
force at the time such services are made available per an Addendum to this Agreement. If
such conditions of use are modified, City will be notified in writing and if City believes it
can no longer conform to their requirements, City shall have one hundred eighty (180)
days to terminate the affected service without penalty. If City does not elect to terminate
the service, City must conform to the revised conditions of use or be subject to termination
of the service by CENIC.
(b) CONFLICTING CLAUSES. If any clause in this Master Agreement is in conflict with a
clause in an Addendum to this Agreement, the language in the Addendum shall take
precedence but only for the service defined in that Addendum.
(c) FORCE MAJEURE. Neither party will be responsible for performance of its obligations
hereunder where delayed or hindered by war, riots, embargoes, strikes involving third
parties, acts of Local Access Providers or of its vendors, or suppliers, acts of unrelated
third parties, accidents, cable cuts, act(s) of God or any other event beyond its reasonable
control.
(d) GOVERNING LAW. The laws ofthe State of California shall govern this Agreement.
(e) NON LIBRARY USES: City understands that this agreement covers only library use of
CalREN and of circuits provided hereunder and City agrees that no other uses will be
made of the services provided herein.
6. Entire Agreement
This Agreement and any Addenda contemporaneously or subsequently executed by the parties
constitute the entire Agreement between the parties regarding the subject matter of this
Agreement and supersede all prior written or oral agreements with respect to such. This
Agreement may not be modified orally, and no modification shall be binding unless in writing
and signed by authorized representatives ofboth parties.
7. General Provisions
7.1 Nondiscrimination:
(a) During the performance of this Contract, Califa and its subcontractors shall not
deny the Contract's benefits to any person on the basis of religion, color, ethnic
group identification, sex, age, physical or mental disability, nor shall they
discriminate unlawfully against any employee or applicant for employment
because of race, religion, color, national origin, ancestry, physical handicap,
mental disability, medical condition, marital status, age (over 40) or sex. Califa
City of Carlsbad & Califa Agreement Page 3 of 11
shall insure that the evaluation and treatment of employees and applicants for
employment are free of such discrimination.
7.2 It is expressly agreed and understood by the parties hereto that if any provision of this
Agreement is held to be or invalid under any applicable statute or rule oflaw, it is
deemed to that extent to be omitted. However, the balance of the Agreement shall
remain in full force and effect.
7.3 Rights and Remedies: The rights and remedies of City provided herein shall not be
exclusive and are in addition to any other rights and remedies provided by law.
8. Indemnification
City shall indemnify Califa, its trustees, officers, agents and employees harmless from and
against any and all liability, loss, expenses (including reasonable attorneys' fees), or claims for
injury or damages arising out of the performance of this Agreement, but only in proportion to
and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or damages are
caused by or result from the negligent or intentional acts or omissions of City, its officers,
agents, or employees.
Califa shall indemnify City, its trustees, officers, agents and employees harmless from and
against any and all liability, loss, expenses (including reasonable attorneys' fees), or claims for
injury or damages arising out of the performance of this Agreement, but only in proportion to
and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or damages are
caused by or result from the negligent or intentional acts or omissions of Califa, its officers,
agents, or employees.
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City of Carlsbad & Califa Agreement Page 4 of 11
APPENDIX 1
PROVISION, INSTALLATION AND MAINTENANCE
OF ADVANCED NETWORK (DATA) SERVICES:
REIMBURSEMENT OF CIRCUIT COSTS
This Appendix lists the circuits contracted for by CENIC on behalf of Califa and City for
connecting CENIC's fiber optic backbone to Library and for library connections that are not
direct connections to CENIC's fiber optic backbone, e.g. direct connections between libraries.
City understands that CENIC will bill Califa, and Califa will bill City, for actual costs of circuits
charged by network service providers, including taxes and surcharges and without markup. Prior
to approval ofCENIC's Library consortium E-rate application by the FCC's E-rate contractor,
not all applicable E-rate and CTF discounts will be reflected on invoices. After the E-rate
application for any given year is approved, the network service provider will coordinate with
CENIC to provide appropriate credits and such credits will be passed from CENIC to Califa and
from Califa to City. Such credits are typically issued sometime during the fiscal year after the
year in which the circuits are installed and services are first provided.
In subsequent years, credits continue to be issued in the fiscal year after the year for which
services have been provided. City further understands that the exact discounted cost of circuits
will not be known until after theE-rate consortium application is approved. The actual start date
of the service, and therefore of circuit costs, will be dependent on coordination among CENIC,
the City and the network service provider. Any one time costs or non-recurring charges included
below are typically invoiced by carriers prior to circuit installation and will be invoiced to
Library upon receipt of invoice to CENIC from carrier.
The circuit being provided by the network service provider is a switched "cloud" circuit, with
two billed elements, or links.
City of Carlsbad & Ca1ifa Agreement Page 6 of 11
Carlsbad Libra ry
AT&T {5 year term)
lG to CaiREN, lG to branches
Pre Discount Costs (not Estimated Net Costs, after discounts
Summary Totals
including Taxes & Surcharges) applied (not including Taxes & Surcharges)
NRC* Monthly NRC* Monthly
$-$4,930.00 $-$ 1,232.50
Note: Design is for a 1Gbps circuit from Carlsbad City Library ("Dove") to a CaiREN Hub site. Circuits from
the Cole Library ("Cole") and Library Learning Center ("LLC") to Dove will be 1Gbps each
lG Circuit to CaiREN
Connection to HUB Disc% Pre Discount Costs Estimated Net Costs, after
discounts applied
E-rate Discount for Carlsbad**: 50.0
CTF Discount****: 50.0
Connection to CaiREN Hub at Dove NRC* Monthly NRC* Monthly
Link 1: 1G to CaiREN Hub $-$ 1,232.50 $-$308.13
Link 2: 1G to Dove $-$-$-$-
Taxes & Surcharges on links Varies
Library Equipment Carlsbad is responsible to provide a router with a 1 Gbps
interface and at least one LAN interface. This router should
support BGP and NAT. An upgraded Firewall appliance may
also be needed to support 1 Gbps data streams.
City of Carlsbad & Cali fa Agreement Page 7 of 11
APPENDIX2
ACCEPTABLE USE POLICY
Background
The principal purpose and business of Cenic Broadband Initiatives ("CBI") is to facilitate the
availability ofbroadband and related services. CBI provides an advanced Ethernet network
backbone service in California. CBI is a California Limited Liability Company and a wholly-
owned subsidiary ofthe Corporation for Education Network Initiatives in California ("CENIC").
Purpose
The purpose of this Policy is to ensure that the network can be operated reliably and lawfully.
Scope
This Policy applies to all uses of the advanced Ethernet network whether such use originates or
terminates with devices directly attached to the network or with devices that are attached to
networks that directly or indirectly interconnect with said network. It also applies regardless of
whether such devices are operated by employees of institutions that own such devices or by other
agents or third parties.
Use
Use of the advanced Ethernet network is defined to be the transmission of any data or other
information across the advanced Ethernet network infrastructure. Such Use must:
• Originate or terminate with a device directly attached to a network owned and operated
by a customer of CENIC or CBI.
• Be for lawful purposes only.
• Comply with acceptable use and other policies of any network over which such data or
information must be routed to reach its final destination.
• Not interfere with the operation of the advanced Ethernet network nor unreasonably
interfere with the acceptable use of the advanced Ethernet network by others
• Not indirectly violate this Policy by using the services of another network provider to
circumvent the intent or meaning of this Policy.
Enforcement
All violations of this Policy will be reviewed for appropriate action(s) that, at the sole discretion
of CBI, may include sanctions up to and including the termination of use and access privileges
by the institution housing the originating or terminating device or devices.
An unacceptable use investigation is initiated when a complaint is received or a network problem
is discovered and that appears to be caused by Use that violates this Policy. CBI will investigate
the validity of the complaint or event, examine the facts available and obtain additional
City of Carlsbad & Califa Agreement Page 10 ofll
information as necessary. CBI will make a determination as to whether the event was caused by
a CBI customer or through some other agency.
If a CBI customer was directly or indirectly causative in the event, CBI will:
Notify by electronic mail the administrative contact ofthat customer
• Require resolution of the violation within two business days or as may otherwise be
lawfully required, whichever is sooner.
• Such resolution of a violation requires the customer to take appropriate action to ensure
that the activity has ceased and is not likely to recur. If the violation is not resolved to the
satisfaction of CBI within the specified period, the service may be interrupted until the
customer has demonstrated that the violation has been resolved.
If further disciplinary action is required, such as in the event of repeated violations by the same
customer, CBI will recommend appropriate action to the CENIC Executive Committee. The
CENIC Executive Committee will take such action as it deems necessary, possibly including
disciplinary action. The decision of the CENIC Executive Committee may be appealed to the
CENIC Board of Directors by the affected customer.
In urgent situations when failure of a customer to take appropriate action in a timely manner to
resolve a violation of this Policy may lead to critical problems of network performance, or lead
to legal or other serious liability to CBI, to other customers or users, or to third parties directly or
indirectly associated with CBI, CBI may immediately discontinue access to the advanced
Ethernet network by the offending customer or user.
If other than a CBI customer or user was directly or indirectly causative in the event, CBI will
take such steps as deemed necessary to resolve the situation including, but not limited to,
preventing data or information from transiting the advanced Ethernet network, through whatever
means necessary, that originates or terminates with the offending party, regardless of whether
such data or information was for the intended use of a CBI customer or user.
Complaints
Complaints regarding violations of this Policy or comments on this Policy may be addressed to
abuse@cenic.org or to the CalREN Network Operations Center at noc@cenic.org.
Revisions
This Policy may be amended from time to time by resolution of the CENIC Board of Directors.
Updates
This Policy was originally written on July 22, 1998. It was revised to the current formulation on
December 17, 2014
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