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HomeMy WebLinkAbout23-083 - Carahsoft - 4G Private Wireless Network (LTE Broadband for Student Internet)omoumunEnvelope ID: ro7nnooe-Funo*mo'BEesfzrrooA2oFon DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF federated wireless Carahsoft Sales Contact: Mark DeMerse Sales Director Phone: (703-871-8626) E-mail: Mark.DeMerseCacarahsoft.com CONTRACTOR: Carahsoft Technology Corp. NASPO CONTRACT NUMBER: AR2472 CONTRACT EXPIRATION: September 15, 2026 Federated Wireless Sales Contact: Todd Theilmann Director of US Sales - State, Local, and EducatFon Phone: (952) 471-0212 E-mail: ttheilmann(@federatedwireless.com Contract Number: 23-08 Council Approval 3/20/2023 carahsoft Federated Wireless Solutions Engineering Contact: MitChVVywiorski VP, Customer Solutions Engineering Phone: (847) 217-4317 E-mail: mwywiorski@federatedwireless.com Federated Wireless Solutions Engineering Contact: Jonathan Yip Customer Solutioris Engineer Phone: (617) 645-7832 E-mail: iyio@federatedwireless.com NOTICE: This document contains confidential 2nd proprietary information. Recipient acknowledges 2nd agrees that disclosure ofany such information many third party without Federated vmolcss'prior written m""c",uprohibited. nxa»,nonHILLS ROAD | aero/on | ue`nx,VIRGINIA mmyn | nat..nnnnoam | FAX 7cno71o505 DocuSign Envelope ID: FD7695D6-F395-41 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF federated wireless Table of Contents ca ahsoft � Table ofCnnten±$-.~.~...... ....... ~-.---^.^'''~'^^~-^~'~^'-..... ^'^-^---^~~'^`'-`^^'~^'-~`~''~..... ~^'~~~^ 1 IntroductAon....,~.........^~'`.'^.~.~...... ~~~^~^'^'~'^'''~~^'~^~~~^'`^~~'^^~~~~~'^-^^~^^^~^~^ —~--1 1.1 Experience..~..~.~...~...^...~~~~'.~- ...... ~`~^-~~-~~~^~`^'^~~'~'~^~~'~~'--^~'^2 � 1.2 Solution H�hUg6ty-....,~.-~.~.~~..~^^,~....''~^^^^'~'`^'~-'^,^^~^^_'~^~~-',^`'-~' 2 Solution Omyrwfem/,...... .... .~...~'...~'~~^~^'^'^~^^-~^ ','^^^^^`_^^^^~~-^^^^'~`'`~'^^'^'`'~'~^'^'^^~~`^~~3 2.1 Network for the City ofTukwila .......... ,......... ... ........ ........ ..... .-.--.-^.'--'-~--'* 2.2 Design Considerations and Assumptions ............... ................. ....-----''...~'---'.'---/ 2.3 Solution Architecture Overview -.-_--...~~~....-.-~...~-............... -----~--'7 2.3.1 On~CustomepPremisePortion ........ .................................................. -'',~.......... ..... -'-'8 2.3.2 Cloud Portion ^~~~--~~^'^~~~-^—^~~~-~~^'^~~—~^-^^�= 3 2.4 Spectrum Access System �A�-...-------.---'-----^---`^--'---'--'-- 2.5 Network Operation Support Center.~.'-_.~ ... .-......... —.....-~-~.._.—'_..._._l� 3 General Project Plan ................... ........ ............................................................ ... ~~.....~-..�D 4 Turnkey, Carrier Grade, Managed Services _..---°_.~_~.....'---^—_—.--~'-----' 5 Price .~.'^........... .~-~,-~~~~^^~~~~~^^~^'~''~`'~'^^~`-~^~~~~'-^`~--^^^'~'^'-^~~~^~~^~~~~^~^~'~^~`^~~~.12 5.1 Scope oyVVork-................ ..... ......... ..... ~.._..~,~.^^.~.^~.~,...... .~.......... ........ .-'~'~~~~12 1� 5.2 Professional Serv�au-_~----_----.----~---'-~^,~~_----.----..-.- 13 6 Conclusion 14 � F�ure��Student Heat �Nap.-...—._—~—`.-,-_.-_----'----_.~...-.,._.._,' 4 FNuneZ:Exan�p|eofBu�ing[�t�'rChar�edzat�n.----,_--'---.---------'--'_ Figure 3: Radio Frequency [overa8e--................ ......... -.... ..................... --............. ............. o Figure 4: lllustrates the topology ofthe network being considered--.-''.—. .......... ............... ... ..... 6 Figure 5: Illustrates the topology of the networbeing considered ...... -..-.--.~.^----......... -7 Figure 6: CBRS Spectrum Tiers /Priority'.---~.--.- ..... -....... ...... .................................. ....... 9 1U Figure 7:Federated Wireless NO[ .... ........ ..... ........... _-.~.... .......... Introduction nw3suwsuzu/uzROAD | Suns/v0 | 11.17sTuw.wxc1Nu20190 TEL 70 71 8500 FAX m3x71oacn | nn".c^x^xxunvnx DocuSign Envelope ID: DocuSign Envelope ID: 64852F6/ mE2uEF federated wireless carahsoft. Federated Wireless and Carahsoft are pleased to provide the City of Tukwila a proposal and general project plan for a turnkey 4G/LTE privatewirdr, network that is professionally designed, installedand spectrum managed. We help clients to connect everything from smart phones, mobile devices, robots, cameras, signage, and machinery to virtual reality applications in industries including state and local government, higher education, manufacturing, logistics, utilities, mining, agriculture, health care, and others. We are experienced, nimble, transparent, and easy to work with. Most of our standard wireless network packages can be delivered within weeks after receipt of order. Our standard design service packages give you a blueprint for building out your own private wireless network to meet your use case needs at your site. Once the design package is delivered, it is yours to use as you see fit, so you can easily scale your private wireless network at will. Our turnkey, Private Wireless as a Service (PWaaS) offering gives clients control and ownership of their own network so that they can obtainthecoverage and capabilities they need in the locations where they are needed, without being subject to delays, other priorities, and fees of communication service providers. This control and ownership free up municipalities to better serve their constituents, connect thunconnected, and bridge the digital divide. At the same time, the turnkey, managed services that come with PWaaS lift the burdens of technical complexity, risk, and support off of our clients. After Federated Wireless and Carahsoft designs, installs, and commissions the network, we continue to support it with our managed services. The managed services provide 27/365netvxorkmpnito,ing,24/7/365 technical support call center access, and access to the MyFederated support portal to make sure clients' networks continue to perform optimally. We use our cloud -based, advanced Network Operations Center to monitor clients' networks. This is the same Network Operations Center that supports our CBRS spectrum access service with a 99.999% availability SLA for over 150,000 radios nationwide. In addition to continuous monitoring and 24/7/365 support, our PWaaS managed service offering bundles bundles all the warranties, niaintenance agreements, technical support, and annual license fees for all the components used in the network. In this way, Federated Wireless serves as the primary point of contact for the network support and our clients don't have to be concerned with the agreements, technical issues, and annual fees associated with each network component. This lifts the burden of support and maintenance off of clients' internal support staff. Our close partnership with AWS combines advanced private wireless connectivity with all the benefits of AWS cloud services and the AWS ecosystem. Federated Wireless is proud to be an Amazon ISV Accelerate Partner with deep knowledge and expertise in AWS validated solutions that are measured against a high technical bar. Federated Wireless complete 4G / 5G solutions have the unique advantage of being easily ordered through the AWS Marketplace, including hardware/software solutions and our service packages for Spectrum Planning, RF Design, Network Design, and Network Deployment so that you get all the benefits and incentives associated with your broader AWS relationship. 1.1 Experience As a market leader in CBRS Shared Spectrum and Private Wirelessolutions, Federated Wirelesand Carahsoft bring a unique set of capabilities and credentials to the partnership with the City of Tukwila including: ° Pioneering and fastest growing provider of CBRS spectrum control with nearly 50% market share x4m3suvoETmu.SROA o I SLUT, 100 | uan,N,VIRGINIA cmoo | TEL 703 871 8500 | p^xnnm|x»ns DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27E3C-4AF5-8E40-63C2476E2DEF W federated wireless carahsof t. • Operation of a cloud based, CBRS spectrum control system supporting over 150,000 connected radios with five (5) 9's availability SLA • Deployed multiple Private Wireless Networks - including 4G and 5G • Deployed CBRS, mm -wave, 0 -RAN, indoor and outdoor Private Wireless systems • Deployed secure Private Wireless systems adhering to strict security standards for the federal government • Leverage an ecosystem approach that selects best -fit network components for each customer's needs. The ecosystem approach allows us to accelerate feature delivery and avoid vendor lock -in when compared with vertically integrated, single -vendor products. 1.2 Solution Highlights The City of Tukwila is interested in deploying an outdoor private wireless solution to connect student households to broadband with a focus on the neighborhoods of Allentown, Tukwila Hill, and TIB. Network coverage has been designed to provide wireless broadband service in the "hotspots" shown in the City of Tukwila provided heat map. (Figure 1 below). The school board will provide CBRS enabled Chxomebooks to 1200 students to enable student access to the wireless network. • Tukwila School District StudentintemetNeedAnoWs 01101Tu1radla• GIS • 41r-- '4,t4444.1'1 4•**l•wre•wt,,-4,.. F CURE 1: STUDENT HEAT MAP Tuln•ila Hill • 56 payor lunch students • 210 free and reduced lunch students • :16901151 919 • 79 payer lunch students • 687 tree and reduced lunch students • 766 TOTAL Allentown • 35 payor lunch students • 59 free and reduced lunch students • 91905151 901151 9114 flF alLsruorw5193 60505 1126110CAt 51001r15S Federated Wireless and Carahsoft understands that the City of Tukwila desires to establish a partnership with an experienced partner to deliver this PWN. Leveraging our advanced relationships with partners and suppliers, we feel that we can deliver a superior solution, which will also meet your requirements. 2 Solution Overview Our proposed solution for the City of Tukwila includes an outdoor 4G/LTE CBRS Private Wireless network that uses the same cellular technology that mobile network operators have been perfecting for decades and puts it directly in the hands of the municipality. The network operates in the CBRS band and in concert with Federated Wireless' cloud -based Spectrum Access System (SAS), the system that controls the CBRS band, empowers new wireless performance and reliability characteristics that cannot be delivered by Wi-Fi and other proprietary systems operating in unlicensed bands. 11493 SUNSET 1-111.I.S ROAD I SLATE 100 I RESTON, VIRGIN IA 20190 I TEL 703 871 8500 I FAX 703 871 8505 I www,cmulson%com DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF fw federated wireless 2.1 Network for the City of Tulcwila carahsoft In order to develop the private wireless design, Federated Wireless, using geographic information system (GIS) mapping provided by the City of Tukwila and assumed student usage requirements, initiated a rigorous desktop RF design using the industry standard ATOLL software suite. Network design is an iterative process of assigning frequencies, transmitter locations and refining RF parameters to evaluate ideal radio locations to ensure sufficient signal strength throughout the targeted neighborhoods. The building clutter types of the neighborhoods of Allentown, Tukwila Hill, and TIB were characterized and input into the design tool. This information affects radio signal propagation and is used to estimate student density and network capacity requirements. Allentown has primarily single-family homes. Tukwila Hill has primarily apartment buildings and townhouses while TIB has single-family homes in the north and apartment buildings in the south. Apartment buildings are assumed to have a higher concentration of students. Please see Figure 2 below. •1:1.1.rt. FIGURE 2: EXAMPLE OE BUILDING CLUTTER CII ARACTERIZATI ON Federated Wireless evaluated radio signal coverage for RSRP, SINR and Best Server for each site. Figure 2 is included for reference purposes only. The design process resulted in seven (7) sites having a total of eight (8) eNodeB CBRS radios that will be deployed throughout the city to address the broadband connectivity requirements of the students. Following the site survey, the current design includes seven sites. The Tukwila Community Center, Cascade View Elementary School, Impact Puget Sound Charter School, and The Confluence will have 4G CBRS radios mounted on the rooftops. The Municipal Water Reservoir will have 4G CBRS radios mounted on a new monopole. Point-to-point microwave radios will be deployed at the Tukwila Police Department to provide connectivity to The Confluence, Impact Puget Sound Charter School, and Municipal Water Reservoir. The Municipal Water Reservoir will have an intermediary point to point connection to The Confluence. The core will be located in the server room of the Tukwila City Hall. Allen Town Tukwila Hill TIB TIB TIB Point to Point Core AllenTown Tukwila Hill Cascade View TIB Site 2 Point to Point Core Tu J44 L ""-,2104,0116,,,,,waft.4.440, lia CommunityCenter Municipal Water Reservoir Cascade View Elementary School Impart Puget Sound Charter School The Confluence Tukwila Police Department Tukwila City Hall 12424 42nd Ave 5, Tukwila, WA 98158 15000-14944 57th Ave 5, Tukwila, WA 98168 13601 32nd Avenue 5., Tukwila WA 98168 3438 5 148th St., Tukwila, WA 98168 3631 5 152nd St, Tukwila, WA 98188 15005 Tukwila international Blvd, Tukwila, WA 6200 Southcenter Blvd, Tukwila, WA 98188 5 5 67 8168 30 NA ROOFTOP MONOPOLE ROOFTOP ROOFTOP ROOFTOP ROOFTOP. NA 11493 SU NSIF1' 11 ILLS ROAI) I SUIT LI 100 I RUSTON, VIRGINIA 20190 I TiF.L. 703 871 8500 FAX 703 871 8505 I www.cARAilsovr.com DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF w. federated wireless carahsoft. A new monopole will be installed in the Tukwila Hill neighborhood at the Municipal Water Reservoir. Figure 3 below shows the location of the radios and the resultant RF coverage. DL RSRP coverage for a 20MHz LTE Channel at 3500 MHz LSE: Coveraacbv RSRP level (DLI 0 RSRP Level (Oi) e•85 ASPP Level (DLL Id0rn) .00 RSRP Level IOU (dBen1 RSRP Level IOU (dam) r.-100 'LL RSRP Level DJ (darn) a -90S RSRP Level (01.1(d0m) -110 RSAP Level MU is FIGURE 3: RADIO FREQUENCY COVERAGE Further refinement of our network design was conducted to ensure sufficient network capacity is available. This is accomplished by conducting a simulation of student urilintion. In the simulation, users were assumed to be using Zoom on CBRS enabled 4G LTE Chromebooks. Half of the users are assumed to be on audio calls (80kbps uplink and downlink) and half the users are on video calls (300kbps uplink and downlink). Based on this simulation, approximately 900 simultaneous users can be supported with die proposed design. CBRS allows for the use of two different configurations for die radio interface. Each of the configurations allows for the following throughput figures (per 20 MHz carrier): Configuration 1: • Max DL/UL throughput of —107/35 Mbps • Target DL/UL throughput of —95/22 Mbps Configuration 2: • Max DL/UL throughput of —150/18 Mbps • Target DL/UL throughput of —135/12 Mbps The max values are achieved under ideal conditions such as users very close to the base station or lab environment while the target values should be obtained when designing for a particular RSRP and SINR. In the case ofTukwila, Configuration 1 was used for the design since we assumed a symmetric traffic model. Also, two (2) 20 MHz carriers per radio were considered, so the throughput per sector would be double the figures shown above. In site 2, one (1) radio will be split into two (2) 20 MHz carriers to serve two (2) sectors. These sectors will not have double the throughput. Upon award, the final stage of network design will include a formal field survey of the sites. A review of backhaul connectivity, 1493 SUNSI-:1 I 1II I,S ROAD I SI:I IA. 100 I RI'S l'ON, VIRGINIA 20190 I TEL 703 871 8500 I IN 703 871 8505 I vk WW.CARAIISCAT COM DocuSign Envelope ID: Fo76e5o6-F3e5-41 DocuSIgn Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF federated wireless carahsoft power availability, and coustructabilityxre required to confirm assumptions and/or make design oodUcations to reflect information uncoveed during the physical surveys. See Figure 4 and 5 below. Federated Wireless' proposed turnkey PWN includes the following: � 4G edge packet core run ' on a Dell server • Eight (8) 4G Category B CBIS radios with GPS and mounting brackets • RAN managernerit software and server • Timing server • One thousand two hundred (1200) SIMs, device licenses for core, and device connectivity management services • Spectrum Access System services • Professional site survey, network configuration, pre -provisioning, shipment, installation, and commissioning services for the private wireless starter network ° Managed service operation for all network components provided by Federated Wireless with 24/7/365 NOC support ° Maintenance and onsite break -fix per SLO GPS antenna � Cam v 1 2 3 4 5 " 7 a o 10 EPC RANI Management System msswitch worw NTP Server 0 � FwNetwork Operations Center FIGLJRE 4: ILLUSTRATES THE TOPOLOGY OF TIIENETWORK UEING CONSIIED DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF tw federated wireless carahsoft. Cat6 Sita Silo 2 CBRS Chromebook with SIM FicuRE 5: ILLUSTRATES THE TOPOLOGY O[ IIIENEIWORK BEING CONSIDERED 2.2 Design Considerations and Assumptions Note the following assumptions and considerations for the network design: • It is expected that core network will be installed in a location where fiber/internet connectivity is currendy available and that it will have the space and conditions for the installation of such elements and future core expansion. • A site survey and visit to Tukwila is to be performed before the RF design is finalized and approved by the City of Tukwila. • It has been assumed that at the time of installation, internet/fiber connectivity and 120 VAC power will be available at each of the radio locations by the City of Tukwila, • The default configuration to be used for each 4G base station is single sector with a directional propagation pattern using 2x20MHz channels in a N=1 reuse pattern. Once the RF design is done, adjustments to this configuration will be done on a per site basis. • The network capacity has been designed assuming no other devices on the network are being used other than the school board provided 4G/LTE CBRS enabled Cluomebooks. • Spectrum Management: Federated Wireless' cloud -based SAS solution will be used to allow the radios to use the CBRS spectrum. • Security: The solution is to be deployed and configured following the best security practices including but not limited to the provision of a NGFW and secure management of SIMs and subscriber information. • Privacy: Access to the network will only be allowed to devices that are using one of the SIMs provisioned for the network. 2.3 Solution Architecture Overview The Federated Wireless Private Wireless as a Service (PWaaS) Solution operates in multiple layers including the following: • On -Customer -Premise Portion 11493 St: NtiET I I ILLS P.DA I) 1 SUITE 100 I It-LISTON, VIRGINIA 20190 j TEL 703 871 500 I FA X 703 871 8505 J WWW.CARAI.ISOFt%CoNt DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF federated ca ahsoft. wireless o Radio .Access Network (RAN) Layer o Core Network Layer o Network Connectivity Layer o Device Layer • Cloud Portion o Spectrum Management Layer o NOC for Federated Wireless Remote Monitoring and Support 2.3.1 On -Customer -Premise Portion The RAN Laver is powered by 4G/LTE CBRS Radios included in the solution package (indoor and outdoor radio options are offered). The RAN Layer is designed to connect to the customer's end devices that are equipped with SIMs supplied with the solution. RAN Management Software is deployed on local compute HW. This software enables the connection and communication between the radios and the Federated Wireless Spectrum Management Layer hosted in the cloud. The RAN Layer deployment is designed and implemented by Federated Wireless based on requirements developed by our services team working closely with the customer. Prior to delivery, our services team conducts a site survey of the customer premises, identifying location and physical attributes. From there a radio network deployment is designed by Federated Wireless to maximize coverage. The specific 4G/LTE CBRS Radios which power the private RAN Layer are identified later in this document. The Core Network Layer is powered by fully functional 3GPP compliant 4G -/LTE core network software running on an edge compute device deployed at the customer premise. The core network software includes control plane and user plane network functions. These network functions support multiple data transfer types including Real Time, Data Only, Internet of Things (loT) and Fixed Wireless Access (F\VA). More details of this layer, the network functions and the data transfer types are provided later in this document. The Network Connectivity Layer provides local network connectivity of PWaaS Components within the On -Customer Premise Portion of the PWaaS Solution This layer also provides connectivity to the Cloud Portion of the PWaaS Solution via the custorner's PDN connection. Federated Wireless delivers and deploys a Network Switch and an optional Firewall when necessary to connect to the customer's Local Area Network (LAN). The Network Switch and optional Firewall serve as the demarcation point connection to the customer's on -premises LAN. The customer is responsible for providing data connectivity to the PDN. Bandwidth requirements for this data connectivity depend on the customer's use case requirements of the PWN. Federated Wireless can offer bandwidth recommendations to the customer upon request. For deployments in remote areas with no access to a customer premise LAN, optional cellular and satellite modems are available to serve as backhaul devices for these deployments. The Device Layer is powered by Federated Wireless SIMs or eSIMs delivered with the soludon. These SIMs are pre -configured to interface with the Private Wireless RAN and Core Network Layers. The SIMs include software licenses required for connecting the devices to the private wireless network. These SIMs can be inserted and used within the customer's devices which must also be equipped with the proper 4G/LTE CBRS radio technology supported by the RAN (e.g., mobile phones, tablets, laptops, IoT devices, etc.). The network design assumes the student use of 4G/LTE CBRS enabled Chromebooks. For example, CTL offers a Chromebook that could be purchased by the school board for this use case. More details on the CTL Chromebook can be located here: Imps: / ictl.nct /products 'ul cht mhn 1 n1-21-1AS-Ite. The Federated Wireless services team works with every customer in advance to provide guidance on appropriate device types supported by the 4G/LTE CBRS RAN Layer. 2.3.2 Cloud Portion Federated Wireless Cloud -Based Spectrum Management Service provides the SAS functionality to the Private Wireless network deployed at the customer site. The Federated Wireless Spectrum Management Service ensures the customers PWaaS network operates without interfering with CBRS incumbents and ensures robust spectrum for the customer. 11493 SU NSF.T 1 ILLS Row 1 SurrE 100 1 RESTON, VIRGINIA 20190 I TEL 703 871 8500 I FAN 703 871 8505 I \VW \V.CARAHSOFT.COM DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF federated carahsoft. wireless The SAS starts with a database of the base stations operating within the band. These base stations are the CBSDs. They all operate on specific channel assignments. The SAS is cloud -based, and the FCC has set up the rules governing how it coordinates channel assignments. The SAS database knows everything pertinent about these CBSDs: their tier status, where they ate located geographically, and other important details to coordinate channel assignment and help prevent or manage interferences. First on the to-do list is making sure nobody gets in the way of the important work of the military arid the radar systems operadng within this band. Those are the incumbents. To make that work, the SAS uses special sensors known as Environmental Sensing Capability (ESC). These sensors are set up along coastal regions, and their role in life is to detect incumbent activities, predominantly shipborne radar activity. Although their military functions are incredibly important to the nation, these incumbent users leave behind a lot of excess capacity within the 3.5 GHz band of the spectrum. Because the ESC tracks when this use is happening, it also helps the SAS know when unused channels are available for others. CBSDs that want to use the spare space on the spectrum put in requests to the SAS, and the SAS can grant requests when the channels are free. When an ESC sensor detects that a radar system is in use, it alerts the SAS. The SAS, in turn, automatically communicates with CBSDs in the area that are using the affected channels, causing the devices to move to a different channel. It's like a traffic cop directing cars to switch lanes so that an ambulance can get through. 2.4 Spectrum Access System (SAS) 0 Incumbent For existing users like Department of Defense personnel and US Naval Radar, incumbents get permanent priority and site-specific protection for registered sites. 3Mhz 30Mhz 3013Mhz Ghz 30Ghz 300Ghz Priority Access License 02 Orn g Izations can request up to four PALs for three yearsain a limited geographic area. Only the lower 100MHz of the band is for sale. General Authorized Access The remainder of the spectrum, 03 open for general use. FIGURE 6: CBRS SPECTRU M Efts / PRIORITY The FCC's three-tier system, as shown in Figure 5 above, gives highest priority to the users in Tier 1. Those in Tiers 2 and 3 are not allowed to interfere with the operations of those in Tier 1. Tier 2 comes next in line. The PAL users there are protected from interference by the General Authorized Access (GAAs) in Tier 3. Up to seven (7) PAL licenses are awarded within each U.S. County. With that 70 MHz spoken for, that frees up at least 80 MHz of frequencies that are available for GAA use if Tier 1 incumbents aren't using them. Plus, the GAAs have access to the 70 MHz of frequencies of the PAL licensees when they aren't in active use. So, to put it simply, the GAAs are essentially second or third in line, but opportunistic based on their location near Tier 1 and Tier 2 users. They are gaining access to a valuable spectrum and have plenty of good reasons to sign up for that status. In the case of CBRS, the SAS plays the role of a traffic facilitator. SAS in a specific location will be sure various tiers of users are 1 I 493 SUNSET 1'1 ILLS ROAD I SUITE 100 I REST() N, VI REIN IA 20190 I TEL 703 871 8500 I MX 703 871 8505 I www.cmtm isoFT.coNi DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF fw federated wireless ca ahsoft in the right places, all able to make use of the spectrum, all getting along well. 2.5 Network Operation Support Center The Network Operation Center Support. Federated Wireless provides 24x7x365 Support & Monitoring of its offered solution from its state-of-the-art support and NOC in Arlington VA. Federated Wireless' proven NOC capability has operated for 5 years, supporting private wireless networks with a 99.999% (5 9's) CBRS spectrum system SLA with over 150,000 connected CBRS radios. Our customers appreciate the ability to call the center 24/7 for live support. See Figure 7 below. 24/7 Customer Support and Monitoring RAN and Core monitoring Currently Reactive monitoring Periodic reporting Single pane of glass dashboard KPIs Monitored System uptime • Throughput • Alarms, events and logs • Connection status CBRS status FIGURE 7: FEDERATE') WIRELESS NOC 3 General Project Plan This is a general project plan and steps below may not be required. The actual project plan will be developed in coordination with the Customer and tailored to the Customer's project. Project Discussion and Development • Use cases • Coverage/capacity • Vendors & Relationship • Devices/endpoint needs and ownerships • Power/FH/BH • Roles & Responsibilities Design and Planning • Spectrum Planning • Site Survey • RF Design • Design reviews and approval with Customer • Full System Network Design along with BOM Site Acquisition (Would be additional scope) • Zoning • Regulatory • NEPA • ESA review • ROW access • Permitting • Structural analysis 11493 SU NSIrl' 11 ILLS ROAD I SUITE 100 RESTON, VIRGINIA 20190 TEL 703 871 8500 FAx 703 871 8505 WWW.CA t,\ LI SOFT.c 01\1 DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-278C-4AF5-8E40-63C2476E2DEF federated ca ahsoft. wireless • Construction drawings Installation and Project Management • Procurement • Pre -construction walks • Drawing revisions • Actives and passive infrastructure Installation • Installing, Provisioning & Commissioning • SIM Management • KPI and Optimization Operations and Closeout • Full Solution Network Acceptance and handoff • NOC Monitoring • L2 and L3 (field support & mobilization) • Performance Assurance Additional Services (Would be additional scope) • End user device onboarding • Annual inspections and KPI optimization • Additional use case Support and solutions development ,,,,,gaZAISIASS06010004110p. 4g144.**(6),Ant,4001400t**4 '4,044Mk ST(0\11 tt: 11.,0004f 010441%010AV d 1.& 014004A.***ISKAW MAW PfV, ,174,1,,,, AldOlerkagek figlaVie,4,"4." gli°I;"*". 44494"00k*OtSkakieti . kVigelikatiWAW........ • Pi„4.4 oject Discussion and Development 1.4 . NO,NANNOVR weeks "0:009000,T4000tR0000v k00 00000000 0,000 ,104 Vat'eaill4VgitgilVdtdotiAleadir,:, esign and Planning 3 weeks e Acquisition (if recplired) BD nstallation and Project Management 6 weeks • perations and Closeout -4 weeks dditional Services BD *There is overlap within phases and total project duration will be less than the sum of the individual phases. 4 Turnkey, Carrier Grade, Managed Services Federated Wireless' turn -key managed service solution includes our Network Operations Center (NOC) support capabilities to ensure that network elements will be monitored and maintained to meet agreed service levels. This capability is a Federated Wireless strength - we pro -actively manage the network and provide spectrum management support which is not provided by typical System Integrators (SIs). • Software/Hardware Licenses —Annual licenses for core and hardware • Spectrum Allocation and Management — Federated Wireless' cloud -based SAS solution will be used to allow the radios to use the CBRS spectrum • Customer/Technical Support for Network — Access to the MyFederated.com ticketing systems to track and monitor any open issues as well as technical phone support 11493 S0 NSF:T1lii.1.,S ROAD I SWAT. 100 I RESTON, VIRGINIA 20190 I TEL 703 871 8500 I FA X 703 871 8505 I WWW.CARAHSOFr.COM DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF w federated vvireless carahsoft e • NOC & Network Monitoring/management — Continuous (24x7x365) network monitoring through Federated Wireless NOC • Warranty/RMA— warranty for hardware devices including RMA for in -warranty hardware • On-site Support — One site visit per year for on-site network break fixes — additional site visits available for additional cost • Network Optimization — Network configuration and optimization as needed • Partner & Vendor Management and Support— Vendor and partner management on your behalf 5 Price The .rice of the ro osed 4G outdoor .tivate wireless network is shown below: Cost Type 4G PW Network License Fees & Managed Services Total Year 1 Year 2 Year 3 Equipment & List Price $ 993,800.00 $ 93,900.00 $ 93,900.00 $ 93,900.00 $ 1,275,500.00 Deployment Costs Net Price $ 799,646.74 $ 59,770.05 $ 59,770.05 $ 59,770.05 $ 978,956.89 *License Fees & Managed Services Based on 3 Year Term Commitment 5.1 Scope of Work The Federated Wireless pricing presented above includes the following installation services: • Tukwila Community Center- Installation of a wall rack enclosure in IDF room, mounting of associated power and networking equipment, installation of CBRS radio on roof mounted sled mounted mast with associated ballast, installation of 280' 3/4" external conduit raceway for power and ethernet, installation and termination of twisted pair DC cable to CBRS radio, installation of Category 6 cabling to CBRS radio, proper grounding of radio and installed rack in IDF room, and cross connection of multirnode fiber to main MDF. • Municipal Water Reservoir- Sourcing, transporting, and installation of 60ft monopole, installation of enclosure on the pole, mounting of associated power and networking equipment, installation of CBRS radios on provided pole, installation of raceway for power and ethernet, installation and termination of twisted pair DC cable to CBRS radios from pole enclosure, installation of Category 6 cabling to CBRS radios from pole enclosure, proper grounding of radio, cross connection of single -mode fiber, installation of Point -to -Point radio on separate sled and mast on water building, cross connect Point -to -Point to CBSD cabinet via conduit by others, installation of other end on Confluence building, AC power from substation building including site trenching and wall penetration(s), and Sled installation on substation roof, network and power conduit from pole enclosure to roof mounted sled Point -to -Point radio. Construction services for monopole installation such as, but not limited to, restoration, vac truck, flaggers, and permits for monopole installation are not included. • Cascade View Elementary School- Installation of pole mount on west side of the gym, mounting of associated power and networking equipment, install CBRS radio on provided pole, installation of 135' 3/4" conduit for power and ethernet, installation and termination of twisted pair DC cable to CBRS radio, installation of Category 6 cabling to CBRS radio, proper grounding of radio and installed rack in IDF room, and cross connection of single -mode fiber in main MDF. 11493 SUNSET 11 ILLS ROA D I sL,rrE 100 I RESTON, VIRGINIA 20190 TEL 703 871 8500 ix 703 871 8505 I WW1\ .CAR A I I SOPT.CONI DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF federated 'ca rahsoft wireless • Impact Puget Sound Charter School- Installation of enclosure on wall near mast on stairwell, mounting of associated power and networking equipment, installation of CBRS radios on mast, installation and termination of twisted pair DC cable to CBRS radios from pole enclosure, installation of Category 6 cabling to CBRS radios from wall enclosure, proper grounding of radios, cross connection of single -mode fiber, and installation of Point -to -Point radio under CBRS radio (installation of other end located at the Justice Center). • The Confluence- Installation of sled on Southeast corner of The Confluence, mounting of associated power and networking equipment, installation of CBRS radios on sled, installation and termination of twisted pair DC cable to CBRS radios, installation of Category 6 cabling to CBRS radios, proper grounding of radios, installation of additional sled on Southwest corner of the Confluence, installation of Point -to -Point radios, and installation of power for all four (4) radios from closest IDF or electrical room. A formal site survey is required to confirm scope of work. • Tukwila Police Department- Installation of sled on Justice Center roof, mounting of associated power and networking equipment, installation of two (2) Point -to -Point radios on sled, installation, and termination of AC power to Point -to - Point Radios, installation of Category 6 cabling to Point -to -Point Radios, proper grounding of radios, and installation of Point -to -Point radios. A formal site survey is required to confirm scope of work. • Tukwila City Hall- Installation of servers in customer provided rack, installation of switches in customer provided rack, mounting of associated power and networking equipment, and cross connection of single -mode fiber in data closet, as needed. 5.2 Professional Services The following professional services are included in the proposal: A&E surveys, structural analysis, zone drawings, and construction drawings from zone drawings to the six (6) sites: Tukwila Community Center, Municipal Water Reservoir, Cascade View Elementary School, Impact Puget Sound Charter School, The Confluence, and Tukwila Police Department for site acquisition, NEPA, and SHPO. Structural mapping will be included for the five (5) rooftop sites: Tukwila Community Center, Cascade View Elementary School, Impact Puget Sound Charter School, The Confluence, and Tukwila Police Department. The network will not be deployed until the process for site acquisition, NEPA, and SHPO are completed. Services not listed, including, but not limited to, tribal consultations, notice fees, building permit, and zoning fees are not included in the price. 5.3 Assumptions/Exclusions The Federated Wireless pricing presented above includes the following assumptions and exclusions: • Term is 3 years • Prices exclude taxes; taxes to be calculated at time of invoice • Consumer end device(s) are not included in these costs unless specifically stated • SIMs/eSIMs will be provided. Customer is responsible to install • Site Acquisition services such as but not limited to zoning, permits, boundary surveys, flood plain mapping, and structural designs are not included unless specifically stated • Proposed locations are available and pass structural analysis • Construction services such as but not limited to laying conduit, pulling fiber or power cables, trenching, sidewalk repair/replacement, road repair/replacement, potholing and make ready services are not included unless specifically stated 11493 Su Nsr:r 1-1111ti ROAD SUITR 100 I RESTON, VIRGINIA 20190 TEL 703 871 8500 I FAX 703 871 8505 www.cARAtISOFT.COM DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF fed era ted wireless carahso t • It has been assumed that at the time of installation, internet/fiber connectivity and power will be available at each of the radio locations by the City of Tukwila unless specifically stated • Customer is responsible for ensuring availability of and paying for power, backhaul and internet • Customer has space, including rack space as needed, for all required components • Development of self-sustaining infrastructure or any mounting mechanism to mount antennas, radios or radio and backhaul infrastructure is not included unless specifically stated • Subcontractors can be urilind, as needed • No union labor will be required • Work to be performed on weekdays only (excluding holidays) during standard business hours • Only the devices specifically stated will be supported as part of the Managed Services • No manias are required • Customer facility has 120 V AC power and sufficient EIVAC • No patch and paint work required • No core drills are required 6 Conclusion Federated Wireless is the global leader in managing spectrum and deploying private 4G / 5G wireless systems. We provide customers the benefit of our industry-leading experience managing CBRS spectrum, designing private 4G and 5G wireless networks, and deploying private wireless systems for enterprises across multiple industries and use cases. Clients trust us to make sure their wireless networks get properly and efficiently planned, installed, integrated, and operated to serve their specific requirements. We gather key information about our customer's site and use cases to quickly provide them a RF study, network design, and deployment plan tailored to their needs. Our CPI certified deployment services and CPI training services take care of installation and commissioning of the network. Our experienced team can discuss and consult on the following: • Use Case Needs Analysis • Current Connectivity Challenges • CBRS Spectrum Availability • Overview of 4G / 5G Private Wireless Solution — RAN Overview — Core Overview - UE / CPE Support Overview - Managed Services Overview • Private Wireless Use Case Examples Federated Wireless and Carahsoft appreciates the opportunity to provide our solution to the City of Tukwila. We look forward to further discussions. 11493 Su Ntilfl' H ILLS ROA n SLATE 100 RUSTON, VIRGINIA 20190 TEL 703 871 8500 FAX 703 871 8505 I www.cARAH somcom DocuSign Envelope ID: oF93 oocuSisnEnvelope ID: o^m2Fm-27so-4*ponE4o-6ocu4rnEoosr This Customer Agreement is by and between Federated Wireless, Inc. ("Company" or "Federated Wireless") and the customer (the "Customer") identified on a signed order form ("Order Form"). This Agreement governs the provision of Private Wireless Services ordered by Customer pursuant to the Order Form ("Ordered Services"). Company and Customer cotlectively shall be referred to herein as the "Parties" and each individually as a "Party.' This Agreemerit is effective upon the Customer's execution of the Order Form ("Effective Date"). Customer's electronic or written execution of ari Order constitutes acceptance of the terms of this Agreement with respect to the Ordered Services. Recitals A. Company combines Third Party Hardware Products, Third Party Software and services into a single private-wireless- as-a B. Customer desires to purchase the Ordered Services on the terms and conditionset forth herein and in the Order Form. 1. Definitions. The following terms used in this Agreement shall have the meanings set forth in this Section 1. 1.1 "Affihiate" means any corporation or other entity that controls, is controlled by, or is under common control with a Party. A corporation or other entity shall be deemed to controt another if it owns or controls, directly or indirectly, more than fifty percet (50%) of the voting stock or other ownership nterest of the corporation or entity or has the right to direct the management of such entity. 1.2 "Documentation" mearis all user manuals, training materials, services descriptions and specifications made available by Company to Customer, arid any succeeding changes thereto. 1~3 "Marks" means all proprietary indicia, trademarks, tradenames, symbols, logos and/orbrarid names adopted from time to time to identify Company or any of its products or services. 1.4 "Managed Private Network" means the network Company manages to provide Private Wireless Services. 1.5 "SAS Services" means the Company's proprietary web -based Citizen's Broadband Radio Service Spectrum Access System which is deployed within the Managed Private Network to provide the Private Wireless Services. 1.6 "Third Party Hardware Products" means any (a) third -party hardware ordered by Customer pursuant to an Order Forrn and (b) third -party hardware components which are incorporated within the Managed Private Network. 1,7 "Third Party Software" means any (a) third party software licensed by Customer from a third party software licensor pursuant to an Order Form and (b) third - party software which is incorporated within the Managed Private Network. 2. Term and Renewal. This Agreement (and the Ordered Services) shall commence as of the Effective Date Commercial Agreement PROPRIETARY AND CONFIDENTIAL and, unless earlier terminated as provided herein, shall continue for the term set out in an Order Form (the "Initial Term"). Unless earlier termiriated or provided otherwise in the Order form, this Agreement and the Ordered Services shall automatically renew for successive one-year terms (each, a "Renewal Term" and, collectively with the Initial Term, the "Term"}, unless either Party provides written notice af its intention not to renew this Agreement at Ieast thirty (30) days prior to the erid of the Initial Term or any subsequent Renewal Term. 3. Appointment; Rights Granted. 3.1 Company's Performance; Rights Granted. Subject to the terms and conditions of this Agreement, Company shall provide the Ordered Services and perform such services in a manner consistent with industry standards reasonably applied to the performance of such services. In addition, CompanyherebyQra"tsu,CushomerthehDhtto access the SAS Services duririg the Term. Nothing in this Agreement will preclude Company from providing the Ordered Services to any other customer. 3.2 Limitations on Use. Except as provided in this Agreement, no license is given to Customer to the Ordered Services, including (without limitation) the SAS Services, or to any software, whether in source code or object code form, comprising or iricorporated or embedded into the Ordered Services. Without the express written authorization from Company, Customer shall not and will not permit any third party to: (a) copy' duplicate or reproduce all or any portion of the Ordered SeMces (including the SAS Services) for any purpose; (b) decompile, disassemble, re -program, analyze, reverse engineer the Ordered Services (in whole or in part) or otherwise attempt to reconstruct, identify or discover any underlying ideas, underlying user interface techniques or algorithms, or source code, or disclose any of the foregoing (except to the extent such restriction is prohibited by law); (c) modify, adapt, translate, prepare derivative works of alt or any portion of the Ordered Services or attempt to do so; (d) remove, obscure or alter Company's product identification, copyright notices, Marks or other Page 1 onn SignEnv*opmm`Fo7sosos-Faoo-41 oocuSignEnvelope ID: 64852F81-27BC-4AF5-oE40-63C2476EzuEF proprietary rightnotices affixed to or contained within the Ordered Serviceor Documentation; (e) use the Ordered Services, including (without limitation) the SAS Services, Documentation or any information contained therein or otherwise provided by Company for the purposes of developing any products or services competitive with the Ordered Services; or (f) otherwise use the Ordered Services in a manner inconsistent with this Agreement. 3.3 Accounts. Customer may need a Company account ("Account") to access the SAS Services. An Account will be assigned to Customer by an administrator of Company. Customer is responsibte for maintaining the corifidentiality of alt secure login information, passwords for accessing Account information at all times. Customer is entirely responsible for all activities that occur under Customer's Account. Customer shall immediately notify Company of any unauthorized use of Customer's Account or any other breach of this Agreemerit or any security breach known to Customer. Company shall have no Ilability for any toss or damage arising from Customer's failure to comply with these requirements. 4. Third Party Hardware Products; TNrd'Partv Software; Support Services. 4.1 Third Party Hardware Products Responsibilities. If the Ordered Services include Third Party Hardware Products which Customer will own and control, title and risk of Ioss will transfer upori shipment to Customer from a supplier or delivery if provided by a field services provider, as applicable. If Customer will not own Third Party Hardware Products identified in an Order Form, Customer will (a) not assign or sublease any Third Party Hardware Procluct or permit any security interest, lien or encumbrance in relation to the Third Party Hardware Product and (b) keep the Third Party Hardware Products in good working order, reasonable wear and tear excepted, and will bear the entire risk of Ioss, theft, destruction or damage to the Third Party Hardware Product from any cause whatsoever. If Customer's equipment or software is incompatible with any Third Party Hardware Products or Third Party Software, Customer is responsible for any special interface equipment, software, or facilities necessary to achieve compatibility. 4.2 Third Party Software License(s) If the Ordered Services include licensing of Third Party Software, the Third Party Software will be governed by the terms and conditions of the Third Party Software license(s). 4.3 Access. Customer must provide Company, or its representative, with access to its premises to install, if ordered, and maintain as provided in this Agreement, the Third Party Hardware Products and Third Party Software. Customer must provide, at Cu,ton`er', expense, as appropriate, the following (collectively, "Premises Requirements"): (a) Appropriate space, power, and environmental coriditioriing; and (b) reasonabte access rights Commercial Agreement PROPRIETARY AND CONFIDENTIAL and/or rights of way from third parties, as may be required for the installation and maintenance of the Third Party Hardware Products at and onto Customer's premises. If Customer requests any modifications in the installation of any Third Party Hardware Products, Customer will pay a modification charge that reflects any additional cost or expense or nconvenience to Company in implementing such modification (a "Modification Charge"). Customer will pay a Modification Charge if Customer does not provide the necessary Premise Requirements prior to the scheduled installation date. In addition to the Modification Charge, Company may charge Customer for the reasonable time and materials incurred and documented by Company that are incurred because of Customer's failure to timety provide all Premise Requirements plus anythird party charges assessed against Company as a result thereof. 4.4 Termination Effects. Upon termination of the Ordered Services or this Agreement, Customer shall return all Third Party Hardware Products which were not purchased and discontinue use of alt Third Party Software. If Customer does not promptly return such Third Party Hardware Products, Customer will be liable for the cost of replacement. 4.5 Support Services. If Ordered Services include Beyond Demarcation PointSupport (as defined in 6,2) and/or Warranty Support (as defined in 10.1)` Company will assign employees and subcontractors with qualifications suitable for such support. Company may replace employees and subcontractors with other suitabty qualified employees or subcontractors. While on Customer's premises, Company's employees and subcontractors will comply with all reasonable security practices prescribed by Customer to the extent notified in advance ofsuch practices in writing. 5. Compliance. 5.1 Regulatory Requirements. In providing the SAS Services and aperating the Managed Private Network, Company complies with the Federal Communications Commission ("FCC") Citizens Broadband Radio Service, 47 C.F.R. § 96 (2015) as well as the laws, regulations and policies of any other applicable regulatory bodies. Customer will fulfill any applicable FCC or other regulatory requirements, tncluding full compliance with all appticable laws, regulations, and policies related to Customer's use of the Ordered Services. 5.2 Cooperation with Law Enforcement. Customer understands that Company may be required by law enforcement agencies to disclose information regarding Customer's use of the Ordered Services arid that Company may and/or may be compelled to compty with such requests. 5.3 Authority to Operatthe Private Wireless Services. The Parties ackriowledge and agree that Company's ability to make available the OrderedServices is conditioned on Con`pany', license or authority ("Operating License") to Page 2 DocuSign Envelope ID: ro7695o6-F395-41 v*uEuE-Fz'/Cu^/urvv opvvaionEnvelope ID: o^oszro1-27an~mro'os40-eoc247neuosr provide the SAS Services and operate the Managed Private Network which is controlled by the FCC. If the Operating License issued by the FCC is suspended or terminated for any reason, Company shall have no obligations under this Agreement to provide the Ordered Services and may terminate this Agreement immediately upon written notice to Customer. 5.4 Data and DataSecurity. Customer acknowledges that use of the Managed Private Network enables Customer to process information and data about connected devices, including, but not Iimited to, IP addresses, metadata and performance metrics and other device data ("Device Data"). Company processes Device Data in orderto provide the Ordered Services, including to provide support, diagnostic and maintenance services, and to provide analytics, including comparisons and benchmarks across devices on an aggregated basis. By using the Ordered Services, Customer authorizes the processing of Device Data pursuant to this Agreement by Company and its sub - processors (which include Company's third -party cloud hosting providers). Customer acknowledges arid agrees that itis Customer's sole responsibility to provide notice to, and obtain all necessary corisents from, end users ofthe Managed Private Network regarding the processing of data in accordance with this Agreement, and for any additional processing done by Customer or on Customer's behalf. Customer represents and warrarits that Customer wilt comply with all applicable privacy and data protection laws and regulations regarding such data processing. Company shall maintain reasonable security measures, controls and procedures and written policies designed to protect Device Data from unauthorized access, use, alteration ar disclosure. 6. Managed Private Network. 6.1 Composition; Demarcation. Customer acknowledges that the Managed Private Network consists of (a) Company-owned hardware and software components and (b) components consisting of Third Party Hardware Products and Third Party Software (referred to as "Third Party Components"). Company will be responsible for provisioning the Ordered Services up to the Demarcation Point and Customer is responsible for providing and maintaining any necessary equipment, software, wiring, and facilities on Customer's side of the Demarcation Point. "Demarcation Point" means the physical demarcation point between the Managed Private Network and the Customer equipment as determined by the Company. In light of the foregoing and subject to the Pass -Through Warranties (as defined in Section 10.1), Company will not have any Ilability or responsibility with respect to damages, lack of connectivity, loss of data, functionality or programs due, or residing on, any of the Third Party Components, including before the Demarcation Point. 6.2 Support beyond Demarcation Point. In addition to the Warranty Support provided iri Section 10.1, if Commercial Agreement PROPRIETARY AND CONFIDENTIAL requested by Customer Company may assist Customer with insta|Ung, activating, configuring and/or helping facilitate repair of Third Party Components on Customer' equipment ("Beyond Demarcation Point Support"). Customer agrees to pay Companys then current time and materials rates for any Beyond Demarcation Point Support performed by Company personnel, or Company's representatives, and agrees that Company may bill Customer for any third -party charges it incurs to provide Beyond Demarcation Point Support. 6.3 Installation and Maintenance. Installation of the Managed Private Network will be considered complete once the Managed Private Network is functional and available for its intended use as determined bythe Company. Installation fees for the Managed Private Network shall be forth in the Order Form. For the avoidance af doubt, the Term will not be delayed or postponed due to problems with Third Party Hardware Products or lack of readiness to accept or use the Ordered Ser -vices. 6.4 Updates and Releases. Company may periodically update the Managed Private Network in order to: (a) fix bugs and make other corrections; and (b) implement new functionality or modules as necessary to maintain the Ordered Services. Software updates will be automatically deployed and Company will provide advance notice of updates that introduce significant new or different functionality; provided, Company reserves the right to immediately distribute software patches to the Managed Private Network. The Ordered Services include those new releases that Company makes generaily available to its other customers for no additional fees. 7. Payment. 7.1 Fees; Taxes. For the Ordered Services, Customer shal! pay to Company the fees set forth in an Order Form. Upori execution of an Order Form, fees for Ordered Services are non -cancellable and non-refundable. If the Ordered Services are ordered through the Amazon Marketplace, Customer's order shall also be subject to its terms and conditions. The Company has the right to modify fees with respect to a Renewal Term. Price modifications for a Renewal Term must be presented to the Customer in writing at least sixty (60) days prior to the end of the Term. Customer shall pay ar reimburse Company for alI applicable taxes or duties imposed or levied by any taxing authority in connection with the Ordered Services, but excluding any taxes based on Company's property,neLincnme, franchise, license, or capital stock. Customer shall not reduce any fees or charges owed to Company as a result of any such taxes or duties. 7.2 Invoices. Company shall invoice Customer for the Ordered Services as per the Order Form terms. Unless provided oterwise in an OrdForm, all payments are due net thirty (30) days after Customer's receipt of invoice (the "Due Date"). Any payment not made by Customer by the Due Page 3 ounuaignEnvelope ID: rornosoo-Fnuo-41 oncuSiunEnvelope ID: s^xaupV1-2reC-4AFoos*o-6oCx*rosuosF Date will be subject to interest from the Due Date through the date paid at a rate which is the Iesser of orie-and-one-half percent (1Y2%) per month, or the maximum rate allowabte at law. If Customer disputes any part of any irivoice, Customer must provide Company with written notice of the dispute containing a detailed description of the request for each spedficitemJisputedbytheDueDate("Di,puted|tem"). If Customer falis to provide Company with such written notice of the dispute within such timeframe, then Company shall not be obligated to investigate or revise the invoice. Customer shall not set off or withhold any amount from Company, except for Disputed Items in accordance with this Section. 7.3 Faiture to Pay. Failure to pay any fees or other charges or amounts (including Taxes) due, leo Disputed Items, to Company on or before the Due Date and after written notification byCompany shall bpabreach vfthis Agreement ("Failure to Pay"). Notwithstanding anything contained in this Agreement, in the event that a Failure to Pay is not cured within fifteen (15) days, Compariy may suspend provision of the Ordered Services and/or terminate this Agreement immediately upon written notice to Customer. Company shall be entitled to recover reasonable attorneys' fees and costs incurred by Company in collecting all unpaid amounts hereunder foliowing a Failure to Pay. 8. Intellectual Propertv Rights. 8.1 Company Intellectual Property Rights. Customer acknowledges and agrees that, as between the Parties, Company will own and retain all right, title and interest in and to the Ordered Services and Documenmtion, including, without limitation, all improvements, modifications and enhancements thereto and derivative works thereof, and all intellectual property right5 related to anyoftheforpgoing(ool|ecGve|y,the"Cnmpony|P,). Except as expressly set forth in this Agreement, no right, title or interest in the Company IP i, granted or transferrd to Customer. 8.2 Feedback. Customer may provide feedback ("Feedback") to Company with respect to the Ordered Services. Company wilt have the full, unencumbered right, titte and interest to use and otherwise fully exploit the Feedback. 9. Confidentialitv 9.1 Definition. "Confidential Information" means any non-public information disclosed by either Party to the other that has been identified as confidentiat or that by the nature of the information or the circumstances surrounding disclosure ought reasonably to be treated as confidential, including without limitation, the terms of this Agreement, Accourit login credentials, information abouta Pa�y�bbusiness, vendorsnperabons,orcustomers, anda|| Company property. Commercial Agreement PROPRIETARY AND CONFIDENTIAL 9.2 Nondisclosure and Nonuse. Each Party shall treat Confidential Information as confidential and safeguard such Confidential Information using the same care it uses to protect its own confidential information but no Iess than the standard of care a reasoriable person would under similar circumstances. The Parties agree not to use such Confidential Information except for the purposes set forth in the Agreement and shall disclose such Confidential lnformation only to those directors, officers, employees and agents of such Party (a) who have a need to know such information for purposes of such Party's performance under this Agreement, and (b) who have been informed of their obligation to maintain the confidential status of such Confidential Information and are bound by obligations no less restrictive than those set forth herein to keep such information confidential and restricting the use of such information. The receiving Party will promptly notify the disclosing Party if the receiving Party learns of any unauthorized possession, use or disclosure of the Confidential Information and will be responsible for any breach of this Section 9 caused by any of its Affiliates, employees, officers, directors, partneo, shareholders, agents, attorneys, third -party advisors, successors and permittedassi8ns(coUectively,"nepesentatives^). 9.3 Exceptions to Confidential Treatment. Confidential lnformation shall not include information that: (a) is publicly available at the time disclosed, (b) is or becomes publicty available through no fault of the receiving Party, or its Representatives, (c) is rightfully communicated to the receiving Party by persons not bound by confidentiality obligations, (d) is already in the receiving Party's possesionf,eeofanyconHdentia[itynb|igation,'at the time of disclosure, or (e) is independently deve!oped by the receiving Party without reference to or use, in whole or in part, of any of the disclosing Party's Confidential Information. The receiving Party may disclose Confidentiat lnformation to the Iimited extent necessary to comply with law or the order of a court of competent jurisdiction or other governmental body having authority over such Party, provided that the Party making the disclosure will first have given notice to the other Party and seeks confidential treatment of such disclosure to the maximum extent permitted by applicable Iaw, unless the Party is prohibited by law or such court or body from providing such notification. 10. Warranties. 10.1 Pass -Through Warranties. If the Ordered Services include Third Party Components for which Company is entitled to warranties and indemnities from the manufacturers, lessors or licensors of such items, Company shall pass through to Customer the benefits of such warranties arid indemnities ("Pass -Through Warranties") to the extent that Company is expressly authorized to do so pursuant to ariy agreements between Company and such Page 4 DocuSign Envelope ID: FD7695D6-F395-41 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF manufacturers, lessors or licensors (each a "Warranty Provider"). Iri connection with the Pass -Through Warranties, or any other warranties relatecl to Third Party Components, Company shall use commercially reasonable efforts (a) to remotely facilitate warranty claims by Customer in order to hand-off resolution to the applicable Warranty Provider and (b) to pmvide, when mutually agreed by the Parties, additional support ("Warranty Support"), including re- installation of Third Party Components; provided, however, any such non -remote Warranty Support shall be subject to the execution of an Order Form setting forth the terms, including fees, with respect to such support. 10.2 Company Warranties. Company represents, warrants and covenants that: (a) it will comply withal applicable laws, rules and regulations in the performance of the Ordered Services; (b) it has the rights and powerto Iicense and/or provide the Orclered Services and has all ownership rights. governmental authorizations, licenses and consents necessary and/or legaily required to perform its obligations under this Agreement; (c) it will use commercially reasonable efforts to make the SAS Services provided via the Managed Private network available 99% of the time during any calendar month; and (d) its personnel are competent, appropriately qualified, and shall perform the Ordered Services n a pri professional manner. 10.3 WARRANTY DISCLAIMER. THE FOREGOING WARRANTIES ARE IN LIEU OF, AND THE PARTIES EXPRESSLY DISCLAIM, ALL OTI-IER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE AND ANY IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. COMPANYNY SPECIFICALLY DISCLAIMS ANY WARRANTY THAT THE OPERATION OF THE ORDERED SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. FOR THE AVOIDANCE OF DOUBT, EXCEPT AS OTHERWISE SET FORTH HEREIN, COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY TI-IIRD PARTY HARDWARE PRODUCT OR THIRD PARTY SOFTWARE, INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY, (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, (C) WARRANTY OF TITLE, (D) OR WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PEFORMANCE, USAGE OF TRADE OR OTHERRWISE. 11. Indemnification. 11.1 Indemnification by Customer. Customer shall defend, indemnify and hold harmless Company and its officers, directors, owners, employees, agents and vendors (each, a "Customer Indemnified Party"), from and against all Iosses, Ilabilities, expenses, damages, and costs of every kind and description including, without limitation, reasonable legal fees (co!Iectively, 'Losses") incurred in connection with Commercial Agreement PROPRIETARY AND CONFIDENTIAL actions, claims, demands, suits or proceedings made or brought by a third party ("Claims") against any Company Indemnified Party arising from Customer's marketing, use or other exploitation of the Ordered Services except as expressly permitted by this Agreement. 11.2 Indemnification by Company. Company shall defend, indemnify and hold harmless Customer and its officers, directors, owners, employees, agents and vendors (each, a "Company Indemnified Party" and, together with the Customer Indemnified Parties, the "Indemnified Parties") from and against alT Losses incurred in connection with Claims against any Customer lndemnified Parties arising from any aliegation that the use of the Ordered Services as contemplated hereunder infringes or misappropriates a patent, trademark, copyright or other proprietary right of such third party that is enforceable in the United States. Company shall not be liable, and shall have no obligation under this Section 11.2, for any Claim based upon: (a) any modifications to the Ordered Services by a Company Indemnified Party which modifications have not been approved in writing by Company; (b) any combination of the Ordered Services with other products or services, data or other materials to the extent such Claim would have been avoided but for such combination; (c) Company's implementation of a Customer originated design or modification to the extent such Claim would have been avoided butforsuch implementation; and (d) Customer's use of the Ordered Services Services otherthan as expresslypermitted by this Agreement or the Documentation or as otherwise approved by Company. 113 Indemnity Procedure. The Indemnified Party shall provide the indemnifying Party with (a) prompt written notice of any Claim for which it seeks indemnification hereunder; (b) reasonable information and assistance in settling and/or defending the Claim; and (c) sole authority and control of the defense and/or settlement of the Claim; provided, that, neither Party may settle any Claim without the Indemnified Party's prior written consent, which shall not be unreasonably withheld, conditioned or delayed. 11.4 IP Claim Infringement Remedy. If the use of the Ordered Services by Customer has become, or in Company's opinion is likely to become, the subject of any claim of infringement, Company may at its option and expense (a) procure for Customer the right to continue using the Ordered Services as set forth hereunder, (b) replace or modify the Ordered Services to make the Ordered Services non -infringing so long as the modified Ordered Services have at Ieast equivalent functionality; (c) substitute an equivalent for the Ordered Services; or (d) if options (a), (b), or (c) are not reasonably practicable, terminate this Agreement (subject to a refund of pre -paid fees (if any) for the remaining part of the then -current term). 11.5 Exclusive Remedy for Indemnification. The remedies set forth in this Section 11 sha!I be the exclusive Page 5 DocuSign Envelope ID: Fo7695o6-F395-41 onu msnEnvemprxzn*onzFm mEzuE, remedies of the Parties with respect to infringement or misappropriation of third -party intellectual property rights of any kind. 12. LIMITATIONS OF LIABILITV. 12.1 Exclusion of Damages; Cap. EXCEPT FOR LIABILITY ARISING OUT OF (A) EITHER PARTY'S INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 11; (8) EITHER PARTY'S BREACH OF SECTION 9; AND (C) CUSTOMER'S BREACH OF SECTION 3.2, NEITHER PARTY (NOR ANY OF ITS SUPPLIERS, OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES) WILL BE LIABLE FOR (U ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS) ARISING OUT OF THIS AGREEMENT OR ANY DELAY OR INABILITY TO USE THE ORDERED SERVICES OR (lI)ANY DAMAGES IN EXCESS OF TI -IE AGGREGATE FEES PAID (PLUS AMOUNTS PAYABLE) TO COMPANY HEREUNDER FOR THE ORDERED SERVICES IN THE TWELVE (12) MONTH PERIOD PRIORTO TNE DATETHE CLAIM FIRSTAROSE, IN EACH CASE WHETHER BASED IN CONTRACT, � TORT, LIABILITY, E, AND EVEN IF EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. 12.2 Acknowledgment. Customer acknowledges that Company has entered into this Agreement in reliance on the above limitations ofliability, and that the same constitute a basis of the bargain between the parties. The Parties have agreed that the limitations specified above will apply even if any limited remedy specified in this Agreement is found to have failed of its essential purpose. 13. Termination. 13.1 Termination for Cause. In 'addition to Companys right to terminate this Agreement as provided in Sections 4.3, 7.3 and 11.4 either Party may terminate this Agreement for cause by written notice to the other Party upori the occurrence of any of the foliowing events: (a) the material breach by Customer of any term, provision, representation, or warranty of this Agreement that remains uncured thirty (30) clays after Company provides notice to Customer thereof; (b) either Party becomes insolvent or subject to any proceeding under the federal bankruptcy laws or other similar laws for the protection of creditors, and, if such proceeding is involuntary, such event continues for forty-five (45) days after its iristitution; or (c) iri the event that criminal or otherwise improper activity is or may be associated with Customers use of the Ordered Services, in Company's reasonable discretion. In the event Company terminates the Agreement under Sections 7.3 or for cause under this Section 13.1, Customer shall immediately pay all unpaid fees owed for Services through the remainder ofthe then -current Term. 13.2 Rights Upon Expiration or Terminadon. Upon expiration or any termiriation of this Agreement: (a) alt Commercial Agreement PROPRIETARY AND CONFIDENTIAL Iicenses granted hereunder shall terminate immediately; (b) each Party will promptly ceae using and destroy or return to the other Party (at such other Party's election) alt items that contain any Confidential Information of the other Party; and (c) Customer shall immediately pay any outstanding invoices. Termination or expiration of this Agreement shall not release either party from: (1) any Ilability which has already accrued to the other Party hereto at the time of termination or expiration; or (ii) any liability which thereafter may accrue with respect to any act or omission prior to termination or expiration. 13.3 Survival. Sections ��4 5_, s 11 and 14 of this Agreement will survive any expiration or termination ofthis Agreement. 14. General Provisions. 14.1 Publicitv. Neither Party shall issue a press release or make any similar public announcement without the other Party's prior written consent. 14.2 Force Majeure. Except for Customer's payment obligations, neither Party will be responsible for failure to perform its obligations due to an event beyond its reasonable control. 14.3 Assignment. This Agreement and the rights and obligations hereunder may not be assigned or transferred without the prior written consent of the other Party. Notwithstanding the foregoing, either Party shall be free to assign this Agreement without such consent to its Affiliate or to a successor to all or substantially all of its business to which this Agreement relates, whether by merger, purchase, reorganization or otherwise; provided that the assignee agrees to be bound by the terms and conditions of this Agreement. 14.4 Independent Contractors. The relationship of Company and Customer established by this Agreement is that of independent contractors, and nothing contained in this Agreement will be construed to (a) give either Party the power to direct and control the day-to-day activities of the other; (b) constitute the Parties as partners, joint veriturers, co-owners or otherwise as participants in a joint or common uridertaking; or (c) allow Customer to create or assume any obligation on behalf of Company for any purpose whatsoever. 14.5 Amendments. No modification, amendment, supplement to or waiver of this Agreement or any of its provisions shall be bindinpon the Parties hereto uriless made in writing and duly signed by the Parties. 14.6 Equitable Relief. Each Party acknowledges and agrees that any breach of this Agreement with respect to Company's intellectual property rights or either Party's Confidential Information may cause such other Party to incur irreparabte harm and sigriificant injury that would be difficult to ascertain and would not be compensable by damages Page 6 DocuSign Envelope ID: FD7695D6-F395-41 oovusignEnvelope ID: s*yseFu1-2rac-4AFn*E4o-6scz4mE2uE, alone. Accordingly, each Party acknowledges and agrees that, in addition to any and all remedies that the non - breaching Party may have at Iaw or otherwise with respect to such a breach, the non -breaching Party will have the right to seek specific performance, injunction or other appropriate equitable relief without having to post a bond or other consideration in connection therewith. 14.7 Miscellaneous Provisions. A failure or delay of either Party to this Agreement to enforce any of the provisions of this Agreement shall in no way be construed to be a waiver of such provisions. Iri the eventthat any provision of this Agreement shall be held to be irivalid, the remaining provisions of this Agreement shall be unimpaired and the irwalid provisions shali be repiaced by a mutually acceptable provision. There are no intencfed third -party beneficiaries of any provision of this Agreement. Any notice delivered the other Party wiH be deiivered via e-mail or regular mali. In addition, Company may provide notice to Customer under this Agreement by posting a notice on its website. This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior discussions, agreements and representations, whether orai or written and whether or not executed by the Parties. The preamble hereto shali form an integral part of this Agreement. The headings in this Agreement are for convenience only and are in no way intended to describe, interpret, define, or limit the scope, extent, or intent of this Agreement or any of its provisions. This Agreement shail be governed by the laws of the State of Washington without regard to its conflict of laws provisions and the Parties hereby consent to sult in, and to the personal jurisdiction of the federal and state courts located in King County, Washington with respect to any matter arising out of this Agreement. 15. Insurance. During the Term of this Agreement, Company will, at its sole expense, maintain in effect the following insurance coverages with insurance companies that have an A.M. Best's Insurance Rating of A':v||| or better: (a) workers' compensation insurance (or any social scheme to provide insurance or other benefits to insured workers) in compliance with applicable Iaw and (b) to the extent available in the state of Washington, Company will maintain Employer's Liability insurance coverage af at Ieast one million dollars ($1,OOV,0UU)orthe amount required by law, whichever is greater; and (c) commercial general Iiability, public lability, or third -party iability insurance, written on an occurrence (not claims -made) basis, covering Company's services and operations connected with this Agreement and providing coverage for bodily injury, property damage, and contractual liability of not less than five million dollars ($5'000,000) per occurrence and in the annual aggregate (provided in any combination of primary and umbrella/excess insurance). Such insurance shall include Customer as an additional insured. Commercial Agreement PROPRIETARY AND CONFIDENTIAL Page 7 DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF PRICE QUOTATION CARAHSOFT TECHNOLOGY CORP 11493 SUNSET HILLS ROAD I SUITE 100 I RESTON, VIRGINIA 20190 PHONE (703) 871-8500 1 FAX (703) 871-8505 I TOLL FREE (888) 66CARAFI WWW.CARAFISOFT.COM 1 SALES@CARAHSOFT.COM r- nrn kc r‘f4- TO: Joel Bush Chief Technology Officer Tukwila City 6200 Southcenter Blvd. Tukwila, WA 98188 USA FROM: Mark DeMerse Carahsoft Technology Corp. 11493 SunsetHills Road Suite 100 Reston, VA 20190 EMAIL: joetbush@hiltwilawagov EMAIL: Mark.Demerse@carahsoftcom PI-IONE: (703) 871-8626 FAX: (703)871-8505 PHONE: (206) 433-1800 TERMS: Contract Number:05116 NASPO Master Contract Number AR2472 Contract Term: 07/17/2017 to 09/15/2026 Shipping Point FOB Destination Credit Cards: VISA/MasterCard/AMEX Remit To: Same as Above PaymentTerms: Net 30 (On Approved Credit) Sales Tax May Apply QUOTE NO: 38208464 QUOTE DATE: 05/09/2023 QUOTE EXPIRES: 06/08/2023 RFQ NO: SHIPPING: GROUND TOTAL PRICE: 5978,956.89 WA Tax 598,874.65 TOTAL QUOTE: 51,077,831.54 LINE NO. PART NO. DESCRIPTION LIST PRICE QUOTE PRICE QTY EXTENDED PRICE 4G PW NETWORK PVVL-CUST-TUK-491 Custom 4G tu m key private wireless network, 5496,900.00 5399,823.37 COOP 2 5799,646.74 installed for Tukwila Federated Wireless, Inc. - PVVL-CUST-TUK 4G PW NETWORK SUBTOTAL: 5799,646.74 LICENSE FEES AND MANAGED SERVICES 2 PWL-CUST-TUK-AS- Private wireless -as -a -service forinstalled network 593,900.00 559,770.05 COOP 3 5179,310.15 491 for Tukvvila Federated Wireless, Inc. - PWL-CUST-TUK-AS LICENSE FEES AND MANAGED SERVICES SUBTOTAL: 5179,310.15 SUBTOTAL: $978,956.89 TOTAL PRICE: WA Tax: $978,956.89 $98,874.65 TOTAL QUOTE: 51,077,831.54 Please note NASPO terms that can be found achttps://i.vww.naspovaluepotntorg/portfolio/cloud-solutions-2.016-202,6icarahsoft-technology•corporation/ Please also note Federated Wireless terms found in attachment A CONFIDENTIAL PAGE 1 of 1 QUOTE DATE: 05/09/2023 QUOTE NO: 38208464 DocuSign Envelope ID: FD7695D6-F395-410D-BEBE-F277CDA2DF93 DocuSign Envelope ID: 64852F81-27BC-4AF5-8E40-63C2476E2DEF DS Customer agrees to pay the fees set forth in the fee schedule above in quote 38208464 Customer: Company: Carahsoft Technology Name: Name: Mark DeMerse Date: Date: 5/9/23 Signature: Signature: 711c,AA 13/4,N2,2,44, AP Contact: AP Email: AP Phone: CITY OF TUKWILA DocuSigned by: c a t6A, fuiti 1 FRoPpnc4112B409 Allan Ekberg, Mayor 5/10/2023 1 2 : 15 PM PDT DS APPROVED AS TO FORM DocuSigned by: c cE49-gCA/1165E452... Office of the City Attorney