2013-117ORDIlVANCE NO. 2013-117
AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR,
AUTHORIZING, AND APPROVING THE EXPENDITURE OF FUNDS FOR THE
PURCHASE OF SCHWEITZER ENGINEERING LABOR.ATORIES, INC. (SEL)
ICON EQUIPMENT, FACTORY SET UP AND TESTING, AND ON-SITE TRAINING
FROM SCHWEITZER ENGINEERING LABORATORIES, 1NC., WHICH IS
AVAILABLE FROM ONLY ONE SOURCE AND 1N ACCORDANCE WITH
CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH
PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE
BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5224-PURCHASE OF
SEL ICON EQUIPMENT FOR DENTON MUNICIPAL ELECTRIC IN AN AMOUNT
NOT TO EXCEED $261,903).
WHEREAS, Section 252.022 of the Local Government Code provides that
procurement of items that are only available from one source, including; items that are
only available from one source because of patents, copyrights, secret processes or natural
monopolies; films, manuscripts or boolcs; electricity, gas, water and other utility
purchases; captive replacement parts or components for equipment; and library materials
for a public library that are available only from the persons holding exclusive distribution
rights to the materials; and need not be submitted to competitive bids; and
WHEREAS, the City Council wishes to procure one or more of the items
mentioned in the above paragraph; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The following purchase of materials, equipment or supplies, as
described in the "File" listed hereon, and on file in the office of the Purchasing Agent,
and the license terms attached are hereby approved:
FILE
NUMBER VENDOR AMOUNT
5224 Schweitzer Engineering Laboratories, Inc. $261,903
SECTION 2. The City Council hereby finds that this bid, and the award thereof,
constitutes a procurement of items that are available from only one source, including,
items that are only a�ailable from one source because of patents, copyrights, secret
processes or natural monopolies; films, manuscripts or boolcs; electricity, gas, water and
other utility purchases; captive replacement parts or components for equipment; and
library materials for a public library that are available only from the persons holding
exclusive distribution rights to the materials; and need not be submitted to competitive
bids.
SECTION 3. The acceptance and approval of the above items shall not
constitute a contract between the City and the person submitting the quotation for such
items until such person shall comply with all requirements specified by the Purchasing
Department.
SECTION 4. The City Manager is hereby authorized to execute any contracts
relating to the items specified in Section 1 and the expenditure of funds pursuant to said
contracts is hereby authorized.
SECTION 5, The City Council of the City of Denton, Texas hereby expressly
delegates the authority to take any actions that may be required or permitted to be
performed by the City of Denton under File 5224 to the City Manager of the City of
Denton, Texas, or his designee.
SECTION 6. This ordinance shall become effective immediately upon its
passage and approval.
PASSED AND APPROVED this the ��� day of , 2013.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY: ����� �� �, �
6-ORD e 5224
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND SCHWEITZER ENGINEERING LABS
(FILE 5224)
THIS CONTRACT is made and entered into this �day of � A.D., 2013,
by aiid between Schweitzer En�ineerin� Laboratories, Inc. a corporation, h se address is 2350
NE Hoplcins Court, Pullman, WA 99163, hereinafter referred to as "Supplier," and the CITY OF
DENTON, TEXAS, a home rule nzunicipal corporation, hereinafter referred to as "City," to Ue
effective upon approval of the Denton City Council and subsequent execution of this Conhact by
the Denton City Manager or his duly authorized designee.
For and in consideration of the covenants and agreements contained herein, and for the
mutual benefits to be obtained hereby, the parties agree as follows:
SCOPE OF SERVICES
Supplier shall provide products in accordance with the Supplier's proposal in response
thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit
"D". The Contract consists of this written agreement and the following items which are attached
hereto and incorporated herein by reference:
(a) Special Tenns and Conditions (Exhibit "A")
(b) City of Denton Standard Terms and Conditions Special Terms and Conditions
(Exhibit "B")
(c) Form CIQ — Conflict of Interest Questionnaire (Exhibit "C").
(d) Suppliez's Proposal. (Exhibit "D");
These documents make up the Contract documents and what is called for Uy one shall be as
binding as if called for by all. In the event of an inconsistency or conflict in any of the
provisions of the Contract documents, the inconsistency or conflict shall be resolved Uy giving
precedence first to the written agreement then to the contract documents in the order in which
they are listed above. These documents shall Ue referred to collectively as "Contract
Documents."
FILE 5224
_,
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
SCHWEITZER ENGIlYEERING
LABORATORIES, INC.
BY:
A�JTHORIZED SIGNAT
Date: O`l (/1 � Zp !.�
Name: Ronald A. Schwartz
Title: Senior Vice President
509-332-1890
PHONE NUMBER
509-334-4946
FAX NUMBER
CITY OF D T , XAS
BY:
Date: �J'��1� % l% � �
Name: �7ED,P��� ��t/��'dt�L
Title: �/7-l/ %��f�/I.�CY�.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
�
BY:
APPR ' ED AS O LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY: i .
FILE 5224
Exhib'rt A
Special Terms and Conditions
uantities
The quantities indicated on Exhibit D are estimates based upon the best available information.
The City reserves the right to increase or decrease the quantities to meet its actual needs without
any adjustments in the bid price. Individual purchase orders will be issued on an as needed
basis.
Prodnct Changes During Contract Term
The supplier sha11 not change speciiications during the contract term without prior approval.
Any deviation in the specifications or change in the product must be approved in advance by the
City of Denton. Notice of a change shall be submitted in writing to
dentonpurchasin�(a�citvofdenton.com, with the above file number in the subject line, for review.
Products found to have changed specifications without notification, and acceptance, will be
returned at the supplier's expense. Products that have been installed will be replaced at the
supplier's expense.
Contract Terms
The contract shall be for a one (1) year period from award date. The City and the Contractor shall
have the option to renew this contract for an additional two (2) one-year periods.
The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and
sha11 automatically renew each year, from the date of award by City Council, unless either party
notifies the other prior to the scheduled renewal date in accordance with the provision of the
section titled "price adjustments", or the section(s) titled "termination". At the sole option of the
City of Denton, the Contract may be further extended as needed, not to exceed a total of six (6)
months.
Total Contract Amount
The contact total For services shall not exceed $261,903. Pricing shall be per Exhibit D attached.
FILE 5224
Exhibit B
Citv of Denton
Standard Purchase Terms and Conditions
These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other
requirements included in the City of Denton's solicitation are applicable to Contracts/Purchase Orders
issued by the City of Denton hereinafter referred to as the City or Buyer and the Seller herein after
referred to as the Bidder, Contractor or Supplier, Any deviations must be in writing and signed by a
representative of the City's Procurement Department and the Supplier. No Terms and Conditions
contained in the Sellers Proposal response, Invoice or Statement shall serve to modify the terms set forth
herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these
written provisions will take precedence.
By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be
governed by the following terms and conditions, unless exceptions are duly noted and fuliy negotiated.
Unless otherwise specified in the Contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a
Solicitation to purchase Goods, and Sections 9, 10, ] 1 and 22 shall apply only to a Solicitation to
purchase Services to be performed principally at the City's premises or on public rights-of-way.
1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in
the Solicitation and in the Contractor's Offer in strict accordance with the terms, covenants, and conditions of the
Contract and all applicable Federal, State, and local laws, rules, and regulations.
2. EFFECTiVE DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of
the date the contract is signed by the City, and shall continue in effect until all obligations are performed in
accordance with the Contract.
3. CONTRAC'I'OR TO PACKAGE DELIVERABLES: The Contractor will package deliverables in accordance
with good commercial practice and shall include a packing list showing the description of each item, the quantity
and unit price untess otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping
container shall be clearly and permanently marked as follows: (a) Tl�e Contractor's name and address, (b) the City's
name, address and purchase order or purchase release number and the price agreement number if appiicable, (c)
Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing
the packing list. The Contractor shall bear cost of packaging. Deliverables shall be suitably packed to secure lowest
transportation costs and to conform to al] the requirements of common carriers and any applicable specification. The
City's count or weight shall be final and conclusive on shipments not accompanied by packing lists.
4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to ship the
deliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables.
5. TITLE & RISK OF LOSS: Title to and risk of loss of the deliverables shall pass to the City only when the City
actually receives and accepts the deliverables.
6. DELIVERY TERMS AND TRAIVSPORTATION CHARGES: Deliverables shall be shipped F.O.B. point of
delivery unless otherwise specified in the Supplemental Terms and Conditions, Unless otherwise stated in the Offer,
the Contractor's price shall be deemed to include all delivery and transportation charges. The City shall have the
right to designate what method of transportation shall be used to ship the deliverables. The place of delivery shall be
that set forth the purchase order.
7. RIGHT OF INSPECTION AND REJECTION: The City expressIy reserves all rights under law, including, but
not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to
reject defective or non-conforming deliverables. if the City has the right to inspect the Contractor's, or the
Contractor's Subcontractor's, facilities, or the deliverables at the Contractor's, or the Contractor's Subcontractor's,
premises, the Contractor shall furnish, or cause to be fumished, without additional charge, all reasonable facilities
and assistance to the City to facilitate such inspection.
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8. NO REPLACEMENT OF DEFECTIVE TENDER: Every tender or delivery of deliverables must fully comply
with all provisions of the Contract as to time of detivery, quality, and quantity. Any non-complyu�g tender shall
constitute a breach and the Contractor shall not have the right to substitute a conforming tender; provided, where the
time for performance has not yet expired, the Gontractor may notify the City of the intention to cure and may then
make a conformin� tender within the time allotted in the contract.
9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the sites where the
Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and
efficient manner, irf accordance with and subject to the applicabie security laws, rules, and regulations. The
Contractor acknowledges that it has satisfied itself as to the nature of the City's service requirements and
specifications, the location and essential characteristics of the work sites, the quality and quanrity of materials,
equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which
could in any way affect performance of the Contractor's obligations under the contract. The Contractor hereby
releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the
actual site or service conditions differ from expected conditions.
10. WORKFORCE
A. The Contractor shall employ only orderly and competent workers, skilled in the performance of the services
which they will perform under the Contract.
B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while engaged in
participating or responding to a solicitation or while in the course and scope of delivering goods �r services under a
City of Denton contract or on the City's property .
i. use or possess a firearm, including a concealed handgun that is licensed under state law, except as
required by the terms of the conlxact; or
ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances, nor may
such workers be intoxicated, or under the influence of alcohoI or drugs, on the job.
C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or
disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or
was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from
Contract services, and may not employ such worker again on Contract services without the City's prior written
consent.
Immigration: The Contractor represents and warrants that it shall comply with ihe requirements of the Immigration
Refonn and Control Act of 1986 and ]990 regarding employment verification and retention of verification forms for
any individuals hired on or after November 6, 1986, who will perform any labor ar services under the Contract and
the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 ("IIRIRA) enacted on September 30,
1996.
11. COMPLIAHCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS: The
Contractor, it's Subcontractors, and their respective employees, shall comply fully with all applicable federal, state,
and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the
servicas, including but not limited to those promulgated by the City and by the Occupational Safety and Health
Administration (OSHA), in case of conflict, the most stringent safety requirement shall govern. The Contractor shall
indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgments, fines,
panalties and liability of every kind arising from the breach of the Contractor's obligations under this paragraph.
Environmental Protection: The Respondent shall be in compiiance with all applicable standards, orders, or
regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et seq.) and the Federal Water
Pollution Control Act, as amended, (33 U.S.C. § 125 l et seq.).
12. INVOICES:
A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase
release after each delivery. If partial shipments or deliveries are authorized by the City, a separate
invoice must be sent for each shipment or delivery made.
B. Proper Invoices must include a unique invoice number, the purchase order or delivery order
number and the master agreement number if applicable, the Department's Name, and the
name of the point of contact for the Department. Invoices shall be itemized and transportation
charges, if any, sha11 be listed separately. A copy of the bill of lading and the freight waybill, when
FILE 5224
applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax
identification number on the invoice must exactly match the infortnation in the Vendor's registration with the City.
Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's
invoice.
C. Invoices for labor shall include a copy of all time-sheets with trade ]abor rate and deliverables order number
clearly identified. Invoices shali also include a tabulation of work-hours at the appropriate rates and grouped by
wark order number, Time billed for labor shall be limited to hours actuaily worked at the work site.
D. Unless otherwise expressly authorized in the Contract, the Contractor sha11 pass through all
Subcontract and other authorized expenses at actual cost without markup.
E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount.
The City will furnish a tax exemption certificate upon request.
13. PAYMENT:
A. Al[ proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30)
calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable,
whichever is ]ater.
B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at
the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum
lawful rate; except, if payment is not timely made for a reason for which the City may withhold
paymeot hereunder, interest shall not aecrue until ten (10) calendar days after the grounds for
withholding payment have been resolved.
C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial
shipment or delivery, as stated above, provided that the invoice matches the shipment or delivety.
D. The City may withhold or set off the entire payment or part of any payment otherwise due the
Contractor to such extent as may be necessary on account of:
i. delivery of defective or non-conforming deliverables by the Contractor;
ii, third pariy claims, which are not covered by the insurance which the Contractor is required to
provide, are filed or reasonable evidence indicating probable filing of such claims;
iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment;
iv. damage to the property of the City or the City's agents, employees or contractors, which is not
covered by insurance required to be provided by the Contractor;
v. INTENTIONALLY OMITTED
vi. failure of the Contractor to submit proper invoices with purchase order number, with all required
attachments and supporting
documentation; or
vii. failure of the Contractor to comply with any material provision of the Contract Documents.
Any such amounts withheld shall be limited to the Purchase Order that is not in compliance, and shaIl be
paid within thirty (30} days of correction and acceptance by the City of the non-complying Purchase Order.
City shall compensate Contractor for any non-cancellable ohligations, expenses incurred prior
to City's written notice, and/or any custom products developed for� City by Contracto�.
E. Notice is hereby given that any awarded firm who is in arrears to the City of Denton for delinquent taxes, the City
may offset indebtedness owed the City through payment withholding.
F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer
of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for
payments made by credit card or electronic funds transfer.
G. The awarding or continuation of this contract is dependent upon the availability of funding, The City's payment
obligations are payable only and solely from funds Appropriated and available for this contract. The absence of
Appropriated or other lawfully availabla funds shall render the Contract null and void to the extent funds are not
Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City
shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fisca]
year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to
permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriallon of funds,
there wili ba no penalty nor removal fees charged to the City.
FILE 5224
14. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid
by the Contractor, unless otherwise stated in the contract terms.
15. FINAL PAYMEI�TT AND CLOSE-DUT:
A. If a DBE/MBE/WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor
is required to submit a Contract Close-Out MBE/WBE Compliance Report to the Purchasing Manager no later than
the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be
withheld if the Contractor is not in compliance with the requirements as accepted by the City.
B. The making and acceptance of final payment will constitute:
i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously
asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, {3) arising
from failure of the Contractor to comply with the Contract or the tern►s of any warranty specified herein, (4) arising
from the Contractor's continuing obligations under the Contract, including bul not limited to indemnity and
warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor
against the City other than those previously asserted in writing and not yet settled.
16. SPECIAL TOOLS & TEST EQUIPMENT: If the price stated on the Offer includes the cost of any special
tooling or special test equipment fabricated or required by the Contractor for the purpose of filling this order, such
special tooling equipment and any process sheets related thereto shall become the property of the City and shall be
identified by the Contractor as such.
17. RIGHT TO AUDIT:
A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the
Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract
period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case
records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other
evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also
require all Subcontractors, material suppliers, and other payees to retain all books, records, docutnents and other
evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records
will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City
unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable
cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5)
business days of receipt of an invoiee.
B. Failure to compty with the provisions of this section shall be a material breach of the Contract and shall
constitute, in the City's sole discretion, grounds for ternunation thereof. Each of the terms "books", "records",
"documents" and "other evidence", as used above, shall be construed to include drafts and eIectronic files, even if
such drafts or electronic files are subsequently used to generate or prepare a final printed document.
The City shall have the right to audit and copy only those records of Contractor relating to time and expenses or
non-fixed price projects.
18. SUSCONTRACTORS:
A. If the Contractor identified Subconiractors in a DBE/MBE/WBB agreed to Plan, the Coniractor shall comply with
all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as
provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan,
unless the substitute has been accepted by the City in writing. No acceptance by the City of any 5ubcontractor shall
constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a
Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract
Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month.
B. Work performed for the Cantractor by a Subcontractor shall be pursuant to a written contract between the
Contractar and Subcontractor. The terms of the subcontract may not conflict with the terms of the
Contract, and shall contain provisions that:
i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the
provisions, specifications and terms of the Contract;
ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior
written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting,
that the Subcontractor post a payment bond in form, substance and amount acceptable to the City;
FILE 5224
rii. require Subcontractors to submit all invoices and applications for payments, including any claims for
additional payments, damages or otherwise, to the Contractor in sufficient tnne to enable the Contractor to include
same with its invoice or application for payment to the City in accordance with the terms of the Contract;
iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in
the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear;
and
v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor
is required to indemnify the City.
C. The Contractor shall be fully responsible to the CiTy for all acts and omissions of the Subcontractors just as the
Contractor is responsible for the Contractor's own acts and omissions, Nothing in the Contract shall create for the
benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor
shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such
5ubcontractor except as may otherwise be required by law.
D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later
than ten (10) calendar days after receipt of payment from the City.
19. WARRANTY-PRICE:
A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders
by others for like deliverables under similar terms of purchase.
B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation,
communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with
any other firm or with any competitor.
C. In addition to any other remedy available, the City may deduct from any amounts owed to the Contractor, or
otherwise recover, any amounts paid for items in excess of the Contractor's current prices on orders by others for
like deliverables under similar terms of purchase,
20. WARRANTY — TITLE: The Contractor warrants that it has good and indefeasible title to all deliverables
furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and
encumbrances. The Contractor shall indemnify and hold the City harmless from and against all adverse title claims
to the deliverables.
21. WARRANTY — DELIVERABLES: The Contractor warrants and represents that all deliverables sold the City
under the Contract shall be free from defects in , workmanship or manufacture, and conform in all material respects
to the specifccations, drawings, and descriptions in the Solicitation, to any samples furnished by the Contractor, to
the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and
regulations, and industry codes and standards. Unless otherwise stated in the 5olicitation, the deliverables shall be
new or recycled merchandise, and not used or reconditioned.
A. Recycled deliverables shall be clearly identified as such.
B. T'he Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by taw; and
any attempt to do so shall be without force or effect.
C. Contractor warrants that products are free from defects in material and workmanship for ten (10) years after
shipment for all Contractor products, including Contractor-manufactured control enclosure structures and panels.
This warranty is conditioned upon proper storage, installation, connection, operation and maintenance of products,
prompt written notice to Contractor of any defects and, if required, prompt availability of products to Contractor for
correction. This warranty shall be void in its entirety if the City fails to implement required product upgrades,
modifies products without prior written consent to and subsequent approval of any such modifications by Contractor
or uses products for any applications that require product listing or qualification not specifically included in the
Contractor written quotation or proposal. If any product fails to conform to this warranty, the City properly notifies
Contractor of such failure and the City returns the product to Contractor factory for diagnosis (and pays all expenses
for such return), Contractor shall correct any such failure by, at its sole discretion, either repairing any defective or
damaged product part(s) or making available, freight prepaid, by Contractor (Carriage Paid To (CPT) customer's
place of business) any necessary replacement part{s) or product(s). Any product repair or upgrade shall be covered
by this warranty for the longer of one (1) year from date of repair or the remainder of the original warranty period.
D. If the Contractor is unable or unwilling to repair or replace detective or non-conforming deliverables as required
by the City, then in addition to any other available remedy, the City may reduce the quantity of deliverables it may
be required to purchase under the Contract from the Contractor, and purchase conforming deliverables from other
sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the
City to procure such deliverables from another source.
FILE 5224
E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate manufacturer's warranty,
the Contractor shall transfer and assign such manufacturer's warranty to the City. If for any reason the
manufacturer's warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the
City to the fullest extent to enforce such manufacturer's warranty for the benefit of the City.
22. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City
under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with
generally accepted indushy standards and practices, the terrns, conditions, and covenants of the Contract, and all
applicable Federal, State and local laws, rules or regulations.
A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and
any attempt to do so shall be without force or effect.
B. Unless otherwise specified in the Coniract, the warranty period shall be at least one year from the Acceptance
Date. If during the warranty period, one or more of the above wananties are breached, the Contractor shall promptly
upon receipt of demand perform the services again in accordance with above standard at no additional cost to the
City. All costs incidental to such additional performance shall 6e borne by the Contractor. The City shall endeavor
to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the
breach warranty, but failure to give timely notice shall not impair the City's rights under this section.
C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required
by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be
required to purchase under the Contract from the Contractor, and purchase conforming services from other sources.
In such event, the Contractor shaIl pay to the City upon demand the increased cost, if any, incurred by the City to
procure such services from another source.
D. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CONTRACTOR'S WARRANTIES FOR
DELNERABLES AND SERVICES SHALL BE EXCLUSNE AND 1N LIEU OF ALL OTHER
WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED (INCLUDING WARRANTIES
OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE AND WARRANTIES
ARiSING FR�M COURSE OF PBRFORMANCE OR DEALING OR USAGE OF TRADE), EXCEPT
TITLE AND PATENT INFRINGEMENT. Contractor shall, whenever possibie, pass the original
manufacturer warranty to Buyer for non-Contractor products. Contractor does not warrant non-
Contractor products, including non- Contractor control enclosure structures, and non- Contractor products
within Contractor panels, control enclosure structures and systems, and products or prototypes provided
by Contractor for testing, marketing, or loan purposes.
23. ACCEPTANCE OF INCOMPLETE OR NUN-CONFORMING DELIVERABLES: If, instead of requiring
immediate correction or removal and replacement of defective or non-conforming deliverables, the City prefers to
accept it, the City may do so.. If any such acceptance occurs prior to final payment, the City may deduct such
amounts as are necessary to compensate the City for the diminished value of the defective or non-conforming
deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the
Contractor.
24. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to quesCion the other
party's intent to perform, demand may be made to the other pariy for written assurance of the intent to perform. In
the event that no assurance is given within the time specified after demand is made, the demanding parly may treat
this failure as an anticipatory repudiation of the Contract.
25. STOP WORK NOTICE: The City may issue an immediate Stop Work Notice in the event the Contractor is
observed performing in a manner that is in violation of Federal, State, or local guidelines, or in a manner that is
determined by the City to be unsafe to either Life or property. Upon notification, khe Contractor will cease all work
until noti�ed by the City that the violation or unsafe condition has been corrected. 'I`he Contractor shall be liable far
all costs ineurred by the City, subject to the limits of liability in Section 3 l, as a result of the issuance of such Stop
Work Notice.
26. DEFAULT: The Contractor shall be in default under the Contract if the Cont�actor (a) fails to fully, timely and
faithfully perform any of its material obligations under the Contract, (b) faIls to provide adequate assurance of
performance under Paragraph 24, (c} becomes insolvent or seeks relief under the bankruptcy laws of the United
States or {d) matces a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be
submitted by the Contractor to the City.
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27. TERMI1�iATION FOR CAUSE: In the event of a default by the Coniractor, the City shall have the right to
terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after
the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides
evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition
to any other remedy available under law or in equity, the City shall be entitled to recover ali actua[ damages, costs,
losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of
cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful
rate. Additionally, in the event of a default by the Contractor, the City may remove the Contractor from the City's
vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3)
years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy
provided by law.
28. '�'ERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in
part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of
termination, the Contractor shall promptly cease al1 further work pursuant to the Contract, with such exceptions, if
any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or
otherwise legally available for such purposes, for all goods delivered and services performed and obligations
incurred prior to the date of termination in accordance with the terms hereof.
29. FRAUD: Praudulent statements by the Contractor on any Offer or in any report or deliverable required to be
submitted by the Contractor to the City shall be grounds for the termination of the Contract far cause by the City and
may result in legal action.
30. DELAYS:
A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it
is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the
Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and
execute an amendment to the Contract. The Contractor must assert its right to an adjusiment wiihin thirty (3�)
calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled
under the Dispute Resolution process specifted in paragraph 49. However, nothing in this provision shall excuse the
Contractor from delaying the delivery as notified.
B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if,
while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions,
sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default
or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will
be extended; provided, however, in such an event, a conference will be held within three (3) business days to
establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform.
31. IIYDEMNITY:
A. Definitions:
i. "Indemnifted Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of
every character, type or description, including all reasonable costs and expenses of litigation, mediation or
other alternate dispute resolution mechanism, including attorney and other professional fees for: (1)
damage to or loss of the property of any person (including, but not (imited to the City, the Conlractor, their
respective agents, officers, employees and subcontractors; the officers, agents, and employees of such
subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation,
loss of services, or loss of income or wages to any person (including but not limited to the agents, officers
and employees of the City, the Contractor, the Contractor's subcontractors, and third parties}, ii. "Fault"
shall include the sale of defective or non-conforming deliverables, negligence, willful misconduct or a
breach of any legally imposed strict liability standard.
B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE
CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS
HARMLESS FROM AND AGAINST ALL 1NDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF,
OR RESULTING FROM THE FAULT OF THE CONTftACTOR, OR THE CONTRACTOR'S AGENTS;
EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S
OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT
THE RIGHTS OF THE CITY OR THE CONTR.ACTOR (1NCLUDING, BUT NOT LIMITED TO, THE
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RIGHT TO SEEK CONTRIBUTION} AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR
AN INDEMNIFIED CLAIM: In no event, whether as a result of breach of contracY, indemnity, warranty,
tort (including negligence), strict liability or otherwise, shall Contractor be liable for any special,
consequential, incidental, or liquidated damages, including without limitation any loss of proiit or revenues,
loss of use of products or associated equipment, damage to associated equipment, cost of capital, cost of
substitute products, facilities, services or replacement power, downtima costs or claims of the City's
customers for such damages.
Notwithstanding any term in this Contract, Contractor's liability to City of Denton or its insurers for any
loss or damage regarding this Contract shall be limited as follows: i) for those claims covered by
Contractor's insurance where City of Denton has been named as an additional insured upon the applicable
insurance policy, Contractor's liability shall be limited to ihe amount of the applicable insurance policy; ii)
for all other clairns except those arising as a result of Contractor's violation of applicable law or patent
infringement, Contractor's liability shall in no event exceed $1,000,000, whether as a result of breach of
contract, indemnity, warranty, tort (including negligence), strict liability or otherwise.
32. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance
requirements detailed in Attachment A. The successful Firm shail procure and maintain insurance of the types and in
the minimum amounts acceptable to the City of Denton. The insurance shall be written by a company licensed to do
business in the State of Texas and satisfactory to the City of Denton.
A. General Requirements.
i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as
submitted to the City and approved by the City within the procurement process, for the duration of the
Contract, including extension options and hold over periods, and during any warranty period.
ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsemants required to
the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after
written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer
to disqualification from consideration for award. The Contractor must also forward a Certificate of
Insurance to the City whenever a previously identified policy period has expired, or an extension option or
hold over period is exercised, as verification of continuing coverage.
iii. The Contractor shall not commence work until the required insurance is obtained and until such
insurance has been reviewed by the City. Approval of insurance hy the City shall not relieve or decrease the
liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of
the Contractor.
iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the
subcontractors commencing work on the project.
v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do
business in the State of Texas at the time the policies are issued and shall be written by companies with
A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the
Texas Workers' Compensation Insurance Fund.
vi. In the event that the Contractor performs services on-site, all endorsements naming the City as
additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance
sha11 contain the solicitation number and the following information:
City of Denton
Materials Management Department
901B Texas Street
Denton, Texas 76209
vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown
on any policy. It is intended that policies required in the Contract, covering both the City and the
Contractor, shali be considered primary coverage as applicable.
viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry
Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability
Insurance is provided, it shall folIow the form of the primary coverage.
x. The City reserves the right to review the insurance requirements set forth during the effective period of
the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when
deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims
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history of the industry or financial condition of the insurance company as well as the Contractor.
xi. Thc Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the
term of the Contract or as required in the Contract.
xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated
in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance.
xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion
of the aggregate limits below occurrence limits for all appIicable coverage's indicated within the Contract.
xiv. The insurance coverage's specified in within the solicitation and requirements are required minimums
and are not intended to limit the responsibility or liability of the Contractor.
B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument.
33. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or
concerns the Contract, or which could have a material adverse affect on the Contractor's ability to perform
thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of
notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit,
or other action; the names and addresses of the claimant{s); the basis thereof; and the name of each person against
whom such claim is being asserted, Such notice shall be delivered personally or by mail and shall be sent to the City
and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney
Street, Denton, Texas 7620L.
34. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to
be given under the Contract shall be in writing and sha11 be deemed deiivered three {3) business days after
pastmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered
by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by
first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address
specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the
City shall be addressed to the City at 9�1B Texas Street, Denton, Texas 76209 and marked to the attention of the
Purchasing Manager.
35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the
Contractor to the City shall become property of the City upon receipt, Any portions of such material claimed by the
Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is
subject to the Texas Public Information Act, Chapter 552, and Texas Government Code.
36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Conixactor represents and warrants to the
City that: (i) the Contractor shall provide the City good and indefeasible ritle to the deliverables and (ii) the
deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe,
directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of
any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or
operation of the deliverables and the Confractor does not know of any valid basis for any such claims. The
Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability,
damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or
resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's'
ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of
any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this
Contract, In the event of any such claim, the City shall have the right to monitor such claim or at its option engage
its own separate counsel to act as co-counsel on the City's behalf. Further, Contractor agrees that the City's
specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this
paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will
not impact such warranties of Contractor.
37. CONFIDEPTTIALITY: In order to provide the deliverables to the City, the City and Contractor may require
access to certain of the Conri'actor or City's, and/or its licensors', confidential information (including inventions,
employee information, trade secrets, confidential know-how, confidential business infortnation, and other
information which the City or its {icensors consider confidential) (collectively, "Coniidential Information"). The
Contractor and City acknowledges and agrees that the Confidential Information is the valuable property of the
Contractor/City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the
Confidential Information will substantially injure the affected party and/or its licensors. The Contractor and City
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(including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential
Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the
Con�idential Information without the prior written consent of the other party or in a manner not expressly permitted
under this Agreement, unless the Confidentia! Information is required to be disclosed by law or an arder of any court
or other governmental authority with proper jurisdiction, provided that either party promptly notifies the the other
before disclosing such information so as to permit the Contactor/City reasonable time to seek an appropriate
protective order. The City and Contractor agrees to use protective measures no less stringent than the
City/Contractor uses within its own business to protect its own most valuable information, which protective
measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the
Confidential Information.
38. OWNERSHIP AND USE OF DELIVERABLES:
Contractor retains all its intellectual property rights. All documents, designs, drawings, plans, specifications and
other work product (collectively "Work Product") prepared by Contractor in performing services for the City shall
not be deemed "works made for hire" for the City. To the extent that any such Work Product is prepared by
Contractor while performing the Project, Contractor hereby grants the City a perpetual, worldwide, non-exclusive,
non-transferable, personal, revocable, limited license to use, copy and modify such Work Product for internal
business purposes only
39. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally
developcd material unless otherwise specifically provided in the Contract. When material not originatly developed is
included in a report in any form, the source shall be identified.
40, ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that
the City has entered into the Contract, except to the extent reyuired by law.
41. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or
retained to solicit or secure the Contract upon any agreement or understanding for comrnission, percentage,
brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies
maintained by the Contractor far the purpose of securing business. Far breach or violation of this warranty, the City
shall have the right, in addirion to any other remedy available, to cancel the Contract without liability and to deduct
from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage,
brokerage or contingent fee.
42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is
determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the
Contractor to any officer or employee of the City of Denton with a view toward securing the Conlract or securing
favorable treatment with respect to the awarding or amending ar the making of any determinations with respect to
the performing of such eontract. In the event the Contract is canceled by the City pursuant to this provision, the City
shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred
by the Contractor in providing such gratuities.
43. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No ofFicer, employee, independent
consultant, or elected official of the City who is involved in the development, evaluation, or decision-making
process of the perforniance of any solicitation shall have a financial interest, direct or indirect, in the Contract
resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any
officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation
of this provision, with the kn�wledge, expressed or implied, of the Contractor shall render the Contract voidable by
the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire (Exhibit C).
44. INDEPENDENT CONTRACTOR: The Contract shall not be consirued as creating an employer/employee
relationship, a parinership, or a joint venture. The Contractor's services shall be those of an independent contractor.
The Contractor agrees and understands that the Contract does not grant any rights or privileges established for
employees of the City of Denton, Texas for the purposes of income tax, withholding, social security ta�ces, vacation or
sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and
control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform
the services hereunder according to the attached specifications at the general direction of the City Manager of the City of
FILE 5224
Denton, Texas, or his designee under this agreement.
45. ASSiGNMENT-DELEGATIOIY: The Contract shall be binding upon and ensure to the benefit of the City and
the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract
shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the
City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this
paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a pariy hereto; it
being the intention of the parties that there are no third party beneficiaries to the Contract.
46. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a
waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in
writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of
default by the other party shall operate as, or be consirued to be, a permanent waiver of any rights or obligations
under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of
a similar or different character.
47. MODIFiCAT10NS: The Contract can be modifieci or amended only by a writing signed by both parties. No
pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to
change the terms, covenants, and conditions of the Contract.
48. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of
the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the
trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been
substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair
to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the
Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall
control, unless otherwise defined in the Contract.
49. DISPUTE RESOLUTION:
A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negoriate prior to
prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a
statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between
representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as
agreed by the parties. Each pariy shall include, at a minimum, one (1) senior level individual with decision-making
authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to
negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not
succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below.
Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed
directly to mediation as described below.
B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the
parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of
the dispute. Should they choose this option; the City anc! the Contractor agree to act in good faith in the selection of
the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract
prevents the parties &om reIying on the skills of a person who is trained in the subject matter of the dispute or a
contract interpretation e�cpert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation
of the mediation process, the mediator shaLl be selected by the Denton County Alternative Dispute Resolution
Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from
the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the
parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to
represent them or otherwise assist them in the mediation.
50. JURISDICTION AND VENUE: The Contract is made under and shall be governed by the laws of the State of
Texas, including, when applicable, the Uniform Commarcial Code as adopted in Texas, V.T.C.A., Bus. & Comm.
Code, Chapter l, excluding any rule or principle that would refer to and apply the substantive law of another state or
jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the
parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be
construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief &om
any competent authority as contemplated herein.
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51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way
affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be
deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract
did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to
replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken
provision. The provisions of this section shall not prevent this entire Contract from being void should a provision
which is the essence of the Contract be determined to be void.
52. HOLIDAYS: The following holidays are observed by the City
New Year's Day (observed)
MLK Day
Memorial Day
4th of July
Labor Day
Thanksgiving Day
Day After Thanksgiving
Christmas Eve (observed)
Christmas Day (observed)
New Year's Day (observed)
If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday,
it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 4:00 pm,
Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not
within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized
designee.
53. SiJRVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on
the parties, including but not linnited to the warranty, indemnity, and confidentiality obligations of the parties, shall
survive the expiration or terminarion of the Contract.
54. 1vON-SUSPEIVSION OR DEBARMENT CERTIFICATION:
The City of Denton is prohibited from contracting with or making prime or sub-awards to parties that are suspended
or debarred or whose principals are suspended or debaned from Federal, State, or City of Denton Contracts. By
accepting a Contract with the City, the Vendor certiFies that its firm and its principals are not currently suspended or
debarred from doing business with the Federal Government, as indicated by the General Services Administration
List of Parties Excluded from Federal Procurement and Non-Procurement Programs, the State of Texas, or the City
of Denton.
55. EQUAL OPPORTUNITY
A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory
employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or
national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from
this RFQ.
B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall
engage iu any discriminatory employment practice against individuals with disabilities as defined
in the ADA.
56. BUY AMERICAPT ACT-SUPPLIES (Applicable to certain federally funded requirements)
The following federally funded requirements are applicable, in addition to the specific federally funded
requirements.
A. Definitions. As used in this paragraph —
i. "Component° means an article, material, or supply incorporated directly into an end product.
ii. "Cost of components" means -
(l) For components purchased by the Contractor, the acquisition cost, inciuding transportation costs to the place of
incorporation into the end product (whether or not such costs are paid to a domestic frm), and any applicable duty
FILE 5224
(whether or not a duty-free entry certificate is issued); or
{2) For components manufactured by the Contractor, all costs associated with the manufacture of the component,
including transportation costs as described in paragraph (1) of this defmition, plus aIlocable overhead costs, but
excluding profit. Cost of components does not include any costs associated with the manufacture of the end product.
iii. "Domestic end product" means-
{1) An unmanufactured end product mined or produced in the United States; or
{2) An end product manufactured in the United States, if the cost of its components mined, produced, or
manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign
origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in
sufiicient and reasonably available commercial yuantities of a satisfactory quality are treated as domestic. Scrap
generated, collected, and prepared for processing in the United States is considered domestic.
iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use.
v. "Foreign end product" means an end product other than a domestic end product.
vi. "United States" means the 50 States, the District of Columbia, and outlying areas.
B. The Buy American Act (41 U.S.C. l0a - lOd) provides a preference for domestic end products for supplies
acquired for use in the United States.
C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract;
but will consider for approval foreign articles as domestic for this product if the articles are on a list
approved by another Governmental Agency. The Offaror shall submit documentation with their Offer
demonstrating that the article is on an approved Governmental list.
D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign
end products in the provision of the Solicitation entitled "Buy American Act Certificate".
57. RIGHT TO INFORMATION: The City of Denton reserves the right to use any and all information presented in
any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the
submittal does not affect this right.
58. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by
the State of Texas, any and all fees and taxes are the responsibility of the respondent.
59. PREVAiLING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's
Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting
discrimination in the employment practices.
http://www.access. gpo, �ov/davisbacon/tx.html
60. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall
comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable
laws at all times, including, without limitation, the following: (i) §36.02 of the T'exas Penal Code, which prohibits
bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public
servants. The Respondent shall give al] notices and comply with all laws and regulations applicable to furnishing
and performance of the Contract.
61. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on-site compliance
with the Federal Tax Reform Act of 1986, Section 170b, amending Section 53U of the Revenue Act of of 1978,
dealing with issuance of Form W-2's to common law employees. Respondent is responsible for both federal and
State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall
ensure compliance with all federal and State ta�c laws and withholding requirements. The City of Denton shall not be
liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or
State withholding requirements. Contractor shall indemnify the City of Denton and shall pay all costs, penalties, or
losses resulting from Respondent's omission or breach of this Section,
62. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug-Free
Work Place Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug-
free work environment; and the final rule, government-wide requirements for drug-free work place (grants), issued
by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to
implement the provisions of the Drug-Free Work Place Act of 1988 is incorporated by reference and the contractor
shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be
issued.
FILE 5224
63. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be
liable for all damages to government-owned, leased, or occupied property and equipment directly caused by tha
Respondent and its employeas, agents, subcontractors, and suppliers, including any delivery or cartage company, in
connection with any performance pursuant to the Contract. The Respondent shall notify the City of Denton
Procurement Manager in writing of any such damage within five (5) calendar days. Damages which are directly
caused by dhe Respondent shall be covered under the Respondent's applicable insurance policies. flny damages
which are not covered under the insurance policies of the Respondent will be subject to the Section 3 of this
Contract.
64. FORCE MAJEURE: The City of Denton, any Customer, and the Respondent shall not be responsible for
performance under the Contract should it be prevented from performance by an act of war, order of legal authority,
act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event
of an occurrence under this Section, the Respondent will be excused from any further performance or observance of
the requirements so affected for as long as such circumstances prevail and the Respondent continues to use
commercially reasonable efforts to recommence performance or observance whenever and to whatever extent
possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by
telephone (to bc confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe
at a reasonable level of detail the circumstances causing the non-performance or delay in performance.
65. NON-WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract
will not affect the right of such Parly to require performance in the future. No delay, failure, or waivar of either
Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude,
cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the
Contract will not be construed as a waiver of any continuing or succeeding breach.
66. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract
is in any way intended to constitute a waiver by the City of Denton of any immunities from suit or from liability that
the City of Denton may have by operation of law.
67. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical
records, and any other records or books relating to the performances called for in the Contract. The Respondent shali
retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State
Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The
Respondent sball grant access to al] books, records and documents pertinent to the Contract to the CPA, the State
Auditor of Texas, and any federal govemmental entity that has authority to review records due to federal funds
being spent under the Contract.
FILE s2z4
Exhibit C — NOT APPLICABLE
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor or other erson doin business with local overnmental entit
This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE
USE ONLY
This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received
person who has a business relationship as defined by Section 176.001(1-a) with a local governmental
entity and the person meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not
later than the 7th business day after the date the person becomes aware of facts that require the
statement to be filed. See Section 176.006, Local Government Code.
A person commits an offense if the person knowingly violates Section 176.006, Local Government
Code. An offense under this section is a Class C misdemeanor.
� Name o# person who has a business relationship with local governmental entity.
2
� Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not
later than the 7'" business day after the date the originally filed questionnaire becomes incomplete or
inaccurate.)
3
Name of local government officer with whom filer has an employment or business relationship.
Name of O�cer
This section, (item 3 including subparts A, B, C& D), must be completed for each officer with whom the filer has an
employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach
additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than
investment income, from the filer of the questionnaire?
� Yes � No
B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from
or at the direction of the local government officer named in this section AND the taxable income is not received
from the local governmental entity?
� Yes � No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the
local government o�cer serves as an o�cer or director, or holds an ownership of 10 percent or more?
QYes 0 No
D. Describe each affiliation or business relationship.
4
Signature of person doing business with the governmental Date
entity
FILE 5224
EXHIBIT D
��..����T��� �i� .�'a�������� �;,.i�Qr��l�������, ���.
2350 NE Nopk[ns Caurt • Pullman, WA 99163-56Q3 USA
Phane: E509� 332-t890 � �ax: {Sp9} 33b-4d45
� lnte�et: vrww.sefinc.c�m
To: Denton Municipal Electric ;� Proposal:
901 CTexasStreet ICN1066f
Denton Texas 76209 ,' �� �
Attn: Coy Werner
Payment Terms:
Net 30 Days
FILE 5224
Delivery:
60 Days
Item Description
1 SEL-ICON network consisting of attached equipment lists and network diagrams
2 SELU on site training per the attached addendum
3 Quantity 28 singlemode GigE SFPs (10 Km)
ICON nodes and circuits will be pre-provisioned and tested at SEL's Solutions
Delivery Center in Pullman WA prior to delivery, and labeled for specific site
installation unless specifically stated otherwise.
12-Feb-2013
Shipping Point
Total Price
$250,862.75
$ 6,000.00
$ 5,040.00
SEL-5051 NMS software is a one time fee. The software may be copied and
distributed as required in order to provide necessary engineering, management, and
operational support ofthe optical network. There is no annual recurring licensing
fee. 5oftware upgrades with new features will be available from time to time for a
nominal upgrade fee.
� �f�: c�.
l/
� �'�al. �-'� se�
By: Ken Fodero
Title: R&D Manager
Date: 12-Feb-2013
Signature:
By:
Title:
Date:
Signature:
TOTAL: � $ 261,902.75
Purchaser's Acceptance
�
8001-01 01 `�19 shelf
_....... . �_....._
. � ___.... .. .
1 ' HV AC DC 110-240V 80W Power Module for 19" sh�
8011-02 i �Z iTerminal Block
N1V DC 24/48 80W Power fvl'odule for 19' shelf. Ter
8011-03 { D3 I.glock
8020-01 s 01 !LineModule.MustaddSFPs
........., __ _..,_._ _, _,_ __... _.._. __
8030-01 s 01 :ServerModule
8049-01 � 01 Access Module Cover
�. .
8050-01 � 01 �Quattro Module
, _ , __ _,
8051-01 ; 01 ;Nx64F C37.94 MM (single sub-module slot)
. . .,� ...... . . .. .. .... .... . .._. � ... _. ,, _ ._:.._......
8053-01 01 ;Async Data (single sub-module slot)
8057-01 i o1 ;DS-1(dual sub-module slot, quad DS-1 interfaces)
i
,..,,., . .w_. .;.. ..._....._......... , ,.....,_�.. . . ..__. _,._,,,.. ....:..._.
8065-01 01 2 Port 4W VF (single sub-module slot)
� _. ...: ... ..
8066 01 � 01 Single Port FXS (single sub module slot)
� , _ _,.. .. _..,..., . . ._: . .,. _.__ ..
8067-01 E 01 ' 2 Port FXO (single sub-module slot)
M~�8099-01Mµ� 01 !Sub-ModuleCover�����������,�,��. �T��}� ,-
�'.� - � �' �; � :
�.P�� ��,��. ..., . ��, :OC9��� �,.
8120 1 IOC-48, 1310nm LC Connector = 21<m
_..... _. .. .,_,., .._�._ � . ._.. - ° _..._�.. �............
8121 OC-48, 1310 nm LC Connector- 15Km
.. _,..... . '-._ ,,_ ....,,_,. , _................. �. _ ___
8122 ' ' OC-48, 1310 nm LC Connector = 40Km
r_.._ ...�. � __�. . _.. _ _ .. _. ... .
8123 OC-48, 1550 nm LC Connector - 80Km
__._.._. i.....__ ,. ___ ____ __...
8124 ' OC-48, 1550 nm LC Connectar = 1001(m
_ __..
505113WX4 ? SEL-5051 system software (one time fee)
._.._... ,....._, _. .m� ...... . ... ...... ..�_,......._.. ., ..,.... _.._.._..._._�
505120XX4 ; !SEL-5051 node license
_ , _ _ __ _
8190 i MSE ,Manufacturing System Engineering
� 9191 i� MAWT �Manufacturing Assembly Wire and Test� �
..:.,.._: . .,.,.., _:_,... .._....- .._�.., .,.� .��.,......,.,,
8192 ;TBD
_. __ _
8029 t 01 :OC-48 Encryption Module w/ FO patchcords
_ . ___ � _.... .
235-0103 � ,GPS Antenna SV 35d6 Gain
� . ..._... .._� , �. __._ _ ....._.. __.__ __. ____.
915900043 ; Bullet GPS Antenna Mounting Kit
_..... ..... .__. � _� _..__ ._.
200-2005 � ;Gas Tube Coaxial Surge Protector
_ __. ... . _.. _....
200-2006 ! Surge Protector Mounting Bracket
�. _ .........�_�_�...�� ...�....�.._._, �_. .
C960-8 � �8' RG-6 Cable, TNC Connectors on Both Ends
_�_... __._.> . � ....... ...... . ....... . . _...._ _,.. _ .....
C960-75 � !75' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
EXHIBIT D
� $690.00
P��._
If. '
$300.00
ninal '_' u".�,'..
$300.00
_._...
$1,522.50
__.._ ____
$162.00
$153.00
$450.00
$240.00
$240.00
$855.00
_ .....�,.....
$1,206.00
_ __._._.__
$1,496.25
__.. ,.....,.._...�..
$1,948.50
_.
$2,805.75
-_
$4,250.00
. ,, .. ,.. _.
$6
37.50
$SOO.OD
~ : $750.00�
,.__ .$0.00...__.
$187.50
__.... ........
$93.75
$75.00
$4.50
�..�.._.....
$27.75
_._.___._. .
$39.75
TOTAL$
1 7
30 .�.,.� _ . . _.._
1 �.._,..._ ._... .,,.,. 5,.�.....,
_.
��� `� � �-,�
_ � �. �
�-�
_.
2 2
101.75 � $9,202.25
i._ .�1
8001-01 i 01 19" shelf
__ .
: YHV AC%DC 110-240V 80W Power Module for 19 s
8011-02 i Oz iTerminal Block
..,.,.., ;.....�_ ,.._�.,.:� .�,....., _.. __...,..., �
MV DC 24%48 80W Power Module far 19 shelf. TE
8011-03 ; 03 jglock
__..._. _..
8020-01 01 'LineModule.MustaddSFPs
_ . __ :. _ ........ . .. ..__...... ____ . _ _..
8030-01 � 01 ';Server Module
_._
8049-01 � 01 ;Access Module Cover
_. . _ . _ __.
_-_ _ .
8050-01 ; 01 Quattro Module
8051-01 j Ol Nx64F C37 94 MM (single sub-module slot)
8053-01 01 �Async Data (single sub-module slot)
...,_..v. �_.._.w.. �_ _....,.._ __ .._._. . �. . ,..._ . .... �� �
8057-01 � 01 DS-1(dual sub-module slot, quad DS-1lnterFaces)
.,.�, .._��..,.. ,
. .,� ..,., .,._. _ _
8065-01 01 2 Port 4W VF �single sub-module slot)
..�...,�_ .. ........ . ._ .... .._.__ ._,
8066-01 . Ol Single Port FXS (single sub module slot)
8067-01 ! 01 2 Port FXO (single sub-module slot)
.�,..�.�,�_�....�, ..,�.:.,__. ,._.
8099-01 ! V 01 Sub-Module Cover
8120 0C-48, 1310nm LC Connector = 2Km
_._.._.�._�. . .e�.��.�. �.� . � . .._ .__.�.�...._�__� . .,..�. �-_._._..� .__._.
8121 � 'OC-48, 1310 nm LC Connectar = 151<m
_._._ ;_. . _ ___ _. _ _. . ....._.... _.....,.... _ .....
8122 � iOC-48, 1310 nm LC Connector = 40Km
�.__... ..�__.. ._ . �;_ _ ._._�_. ,.,.�.�_� _� ...._._ �.�.��_ .�_
8123 i OC-48, 1550 nm LC Connector = 80Km
_ ._....._ ..__ :. _ __ .. _..._..__. „ .._
8124 � ;OC-4S, 1550 nm LC Connector' 100Km
� _ �. _._ . .. ,.� __.._ __ �.
505113WX4 ; SEL-5051 system software (one time fee)
_�. __ _.... __. _...__._._.�.____. ....._...
505120XX4 ; SEL-5051 nade license
._.... . � .._ _.
8190 , MSE ManufacturingSystemEngineering
.....,. �.._.,,. ......:.�._.� ._.,_..___ ..,,,,..,
� -_, ._.
9191 r MAWT ;ManufactunngAssemblyWireandTest
_.�.r_.w�...�.. �.���._,;.w. _. .,...,,,.,_ _�,.,._... ...:._.,..,�.�.
8192 i TBD
.. _ _ _ _
8029 � 01 OC-48 Encryption Module w/ FO patchcords
_ °-:,......_ _:5 �. ,� _ .
235-0103 'GPS Antenna, SV 35dB Gain
_ _ . __,_......... � .. _...__ _ _ __
915900043 ` ' Bullet GPS Antenna Mounting Kit
...__._.... .. .... _......_.. ............
200-2005 � Gas Tube Coaxial Surge Protector
_.._ s_____ �� _.___. ____ ___.. ......_.
200-2006 ' Surge Protector Mounting 8racket
. _ _ _ _ .. _.�.... ..� ._ ._.
C960-8 ' 8 RG-6 Cable, TNC Connectors on Both Ends
_ . __. _.. _ .
C960-75 , ! 75' RG-6 Cable TNC Connectors on Both Ends
FILE 5224
EXHIBIT D
$690.00
$300.00
$300.00
>1,522.50
__.._._,.,
$450.00
$11.25
$156.00
$162.00
$153.00
$450.40
$240.00
$240 00
$240.00
_ _.__._._.....
$1,496.25
$1,948.50
_.......
$2,805.75
$4,250.00
$637.50
$500.00
$750.00,
$0.00
$187.50
,...... _.. ..... �.__. _..
$93.75
_........
$75.00
;.._ _
� $4.50
,__- -- .�.� _ __._
t__
$27J5
' $39J5
TOTAL$
2
1
1
1
1
2
$8,658.50
EXHIBIT D
�
8001-01 j 01 `19" shelf � $690.00
. . .._ .. ___ _.. . _.._... _._._.E. .. __.._.._ .. .
� HV AC%OC 110-244V 80W Power Module ior 19" shef '�
8011-02 � �Z `Terminal Block $30000
; .,..,. .�.... . . . .,. .._. ...... �.. � . . . � . __.
fv1V DC 24/48 80V11 Power Module for 19 s'f'ielf. Terminal i
8011-03 € 03 � glock $300.OD
__ ; __.._.__....._ _ _
8020-01 ` Ol ; Line Module. Must add SFPs ; $1,522.50
.. .. . . ....... . . ,,.. _._... ___ _____
__ _._._ _ ;...,. _. _ .
8030-01 � 01 Server Module � $450.00
8049-01 [ 01
4Access Module Cover ; $11.25
_._. . _ _
HO50-01 ( 01 sQuattro Module ; $156 00
_ . __ _ _ .. ,
8051-01 Q1 Nx64F C37 94 MM (single sub-module slot) $162 00
..� .. .. . :. . . ... ...... .�.__... .. ,._._ ._........�..� �.�....w_�.. ... ...._..,_.. °�_.
8053-01 ? 01 ;Async Data (single sub module slot) , $153.00
8057-01 ? o1 ' DS-1(dual sub-module slot, quad DS-1 interFaces) $450.00
_.��,�.�,w .__..m,,.�.��.: �. � � .,...,. . . ..,,_ ..,_. _.. _ ... ,_....,_���....,,,...
8065-01 ; Ol ! 2 Port 4W VF (single sub-module slot) � $240 00
_,_ . ... ,.. . . � . _... ... . .. ... ... . ,_... . .. , ., ._.,.,....�.� �.......� . . ....... . . . . ...... . . . ... ..._, ...�_._. .:
8066-01 01 Single Port FXS (single sub-module slot) $240.00
� ,,,:, , ;., ,... . :....:_ .�...._...... ,.. .,...... .�. , ...
8067-OS ; Ol 2 Port FXO (single sub module slot) $240.00
.,,.. . .,. _....�.,__.�_,_,... _.. �. _ _.. _._.�
8099-01 � 01 ;Sub-ModuleCover � $11.25
��F,.-,-.�� � � ���� � � �� ��� $ �'' S ,x.� i . �' � � � ��s::,
a�.zcs�+c- °�,,.r=- �- °°s � ..4s.m...,.�.�s. � _'� .:-*�;.,_�.-.�.:,.� . �,.,.ud
- „ ��. ��r �..�. ._,-; � _,., . _ ��, - . . �.m ..w,... ., F � ,.- _ . ., ., - �
8120 ;OC-48, 1310nm LC Connector = 2Km $855.00
--°- � �, _ _ _ ..__., . . , _ - __.... . . ......- - ,. .,...... _.... .. _ ._ . ..._..
8121 i ! OC-48, 1310 nm LC Connector - 151<m $1,206.00
:....._.. _.. __ _. .
8122 F ',OC 48, 1310 nm LC Connector 40Km $1496 25
_._.. � .._, _� �.. _ ...... . _. .. .. ..�,..., __ -_ _ .� _ _�. _ ., __
8123 OC-48, 1550 nm LC Connector 80Km $1,948.50
. , . _.,,... ,. . ...... _ _ __._.... ---._ . . _ _._..... . _.,, ,, ,
8124 ; '; OC-48, 1550 nm LC Connector = 100Km ` $2 805 75
505113WX4 { SEL-5051 system software (one time fee) $4,250.00
.._�... ...r_. _. .. .... . .. � _. _...�r_.. , m
505120XX4 � ' SEL 5051 node license $637.50
� ,_..,_.. _ _ _ _ ��� ....... .... �
8190 ' MSE ; Manufacturing System Engineenng $S00 00
.__ __._.. . . � . . ... ... .... .......��_,.._ . �.... . . � �...._ ... ._ . ... _ _,. ........,.,.�� ,.,..�..�,.
9191 +; MAWT i Manufacturing Assembly Wire and Test $750.00
.. ., _ ._, _.._.-._... ,..,_:.�.�.._._.._�._.,._..,,, ;. �. , --. ....,..,.
8192 !TBD ` $0.00
_ -- _. . . .... .. _.. ._... _ _ ...
8029 ; 01 ;OC 48 Encryption Module w/ FO patchcords � $2,250.00
_ __.
235 0103 f ; GPS Antenna SV 35dB Gain ? $187 50
.. . _.._ _., t...___. ;. _... . _ .. .. ...._.._ _ _. °
915900043 " ! Bullet GPS Antenna Mounting Kit $93J5
. _. ... _...� � . ,....... _.......,- ._,.,_.._�.� _. � _._ .. _ � ... , -- _.__... �. �._, _..___ �.... .�
200-2005 i ! Gas Tube Coaxial Surge Protector $75A0
_ _ __.._ _._.. _.._,..__ .
`._ _ _..
200-2006 ; ' Surge Protector Mounting Bracket $4.50
....�..... �, _,_�. _..._._ . . ___ , __._
C960-8 i 8' RG-6 Cable, TNC Connectors on Both Ends ! $27J5
_ __._ . . �..__._. . . , _._._. , _ , ... .... ._... . _ ... .. ..... ..... ..._.., �.., _
C960J5 ; ; 75 RG-6 Cable, TNC Connectors on Both Ends ; $39J5
TOTAL$
FILE 5224
1
2 I z
.00
�
' ;19"shelf
8001-01 �_....... �1 ;..
'� '`HV AC DC 110-240V 80W Power Module for 19" s
8011-02 = 0z Terminal Block
IVIV DC 24%48 80VN Power fVladule for 19" sheY�.'Ti
! ....
8011-03 ; 03 iBlock
__._ ... _ __
8020-01 01 ' Line Module. Must add SFPs
_ _. _ _. _ _.__
8030-01 � 01 �Server Module
8049-01 E Ol !Access Module Cover
_ _ _ _...... _
8050-01 � 01 'Quattro Module
___ _ _...
8051-01 j 01 ' Nx64F C37.94 MM (single sub-module slot)
., ...... __ ...
8053-01 01 ;Async Data (single sub-module slot)
8057-01 01 ', DS-1 (dual sub-module slot, quad DS-1 interfaces)
�,.. _,.,. v� .: , .. . . , . � _. _ ....,,.�..� �„�, ., ,w, .. , :- ,,._.. � .. , . .. ._
8065-01 01 ', 2 Port 4W VF (single sub-module slot)
8066 01 f 01 Single Port FXS (single sub module slot)
� ._
8067 01 01 2 Port FXO (single sub module slat)
,.w.___� _{__ ..... .... ....... �_..,,..... ___ ..-.,. ..:,._,......,_�
8099-01 i 01 !Sub-Module Cover
-�.�-..:;M,�. � �,-�,„c� -^��a��� � � ���,.�,x$ - •: ,� '�� •� -wtt
� �.„. s��_.. �. _ , �.�-._ .e _�.
8120 y OC-48, 1310nm LC Connector = 2Km
_ ..... . .. ......... ;._ _.._._,_.._..,. ,.,.� ��._....�����.__� �....,. .._ . _ ._
8121 !OC-48, 1310 nm LC Connector-151(m
._ . __. .. - _._. .. . �._._._. _ ,...,.._.,_. „ ,__..� _ _ �
8122 OC-48, 1310 nm LC Connector- 40Km
8123 ! �iOC-48, 1550 nm LC Connector= 80Km�
......_. ; . .. �..._
_..... _.. _.
8124 � ; OC-48, 1550 nm LC Connector SOOKm
505113WX4 f ;SEL-5051 system software (one time fee)
....,.,... � ., ... �-. .._ .. .. . � � .. ., ,, , ..___ _.. _ . . . . _m
505120XX4 � ;SEL-5051 node license
r.. _ .. _.... .
8190 I MSE ManufactunngSystemEngineering
�.�..��.,�..�...�, ..�........__. _..�,.�,..__ ...._.�_.��.,_-- .�::.,..
9191 ; MAWT ' Manufacturing Assembly Wire and Test
� _,....., � .,...... ..,_ >,...:,,,_� .�,,.�.....w..�.. _.. .�,. .... _ _...
8192 !TBD
'._.._. _ _.. _
8029 01 ! OG48 Encryption Module w/ FO patchcords
..._
235-0103 � i GP5 Antenna, SV 35d8 Gain
. .. ,....._. _ , ......_ ,..... . . _.
915900043 � ,Bullet GPS Antenna Mounting Kit
_ . _._ _. .. .... .. _...�_ _..,_,...�._ . _ _ ....._... _
200 2005 � Gas Tube Coaxlal Surge Protector
� .. _ ... . _ _..
200 2006 i Surge Protector Mounting 8racket
_ � _. � �� . . . _� _�
C960-8 ;8 RG-6 Cable TNC Connectors on Both Ends
, _ - _ ...._ .
C960-75 � ! 75' RG-6 Cable, TNC Connectors on 6oth Ends
FILE 5224
EXHIBIT D
' $690.00
i $300.00
nal ;..�_. w...... m. _..__
$300.00
$1,522.50
_. .__ ..
� $450.00
, $11.25
$153.00
$450.00
$240.00 �
� $240.00 u
^� 4T . $240 00 �
$11.25
�
� ��
,. ��.
$855.00
_�._ . _�._.. . .........
� $1,20fiA0
; $1,496.25
$1,948.50
$2 805.75
�_
$4,250.00
.�.. $637 50..�,
_ $500.00
�.. ._.... $750.00'.,..
_50.00_,. _�
$187.50
_.,...
$93.75
�._.�........._
$75.00
$4,50
$27.75
$39.75
TOTAL$
1
. ry� �_�,9__�..
a.�.� ..., , �.._ 2
��a s ��,.�._" ��
� � < '�
__.,..,...... _....
2 2
$7,640.75
1
1
1
�
8001-01 ` 01 19" shelf
_
� HV ACJDC 110 240V 801N Power Mo ule for 19" s
8011-02 E �Z ;Terminal8lock
...,...,. z d:,.�.., w,w �,.,...., ��. ... . �
MV DC 24 48 80W Power Module for 19 `shelf. Tf
8011-03 ! 03 ,glock
_._.. _ _
8020-01 � Ol , Line Module Must add SFPs
. . ......,, . .. ., ..... . . _ .. .:.. _ .. .._ , _ _ __ __ , __....... _._
8030-01 I 01 'Server Module
8049-01 � 01 ;Access Module Cover
8050-01 i 01 iQuattro Module
8051-01 ; 01 Nx64F C37,94 MM (single sub-module slot)
, : _._� _.,..
8053-01 01 Async Data (single sub module slot)
. , _. .I , . _ _ ...., ..._. .. . . . ....... . _ ... .. ._.._... �,�»� _...... ,.
8057-01 � Ol DS-1(dual sub-module slot, quad DS-1 interfaces)
_,.�......w .:.,..>....,, . ............ . ... ...._.._ . _..... _....w,.,�.
8065-01 i 01 2 Port 4W VF (single sub-module slot)
., r . .� . ._
8066-01 � 01 Smgle Port FXS (single sub module slot)
, , __,.:,, i„ ,,. , ,,,.. :. ,. .._.. „ .... , .....,. ... .,,.._�� .r..�....�,..:.:
8067�01 �� 01 ! 2 Port FXO (single sub module slot)
_._....n.. --- - ,, w.... ,.
8099-01 � 01 45ub-Module Cover
� �`" � � .��
� �.��` - .. �_ � _ -�'�,�m.���� �
8120 � �OC-48, 1310nm lC Connector = 2Km
__.... __._ , __ _ - _. _.... . � ..... ......��...._... ..._
8121 OC-48, 1310 nm LC Connector - 151<m
---___ .____ _ .... . .. . ... _.... _ _ _ L ____. _ . ..........
812Z ' OC 48, 1310 nm LC Connector- 40Km
_ ... . ...__.. ., . . . _
8123 ; OC-48, 1550 nm LC Cannector= 80Km
�..._ ,.._._. _. . _ __ __ ___. . ._ ......_.....
8124 IOC-48, 1550 nm LC Connector 1001<m
505113WX4 SEL 5051 system software (one time fee)
._..._ W,� . �, . ... _.. . _ . M. .. _ .. _ . _.. ,. . _ ���..�� � _.. �
505120XX4 � iSEL-5051 node license
. . . . _ � ...... _...._..._
8190 � MSE Manufactunng System Engmeenng
_. ,. .....� , i .,,... w . _...�,��ww.�.. � ..__ ., .._�.. � _._ .......... .........
9191 z MAWT i Manufacturing Assembly Wire and Test
{ ...... . . , ... ... .. _..,. _ _,.._...,.�.. �.,... .,
8192 !TBD
;._ _ _ _.
8029 i 01 `OC-48 Encryption Module w/ FO patchcords
� _ _. __ _
235-0103 � ;GPS Antenna SV 35d6 Gain
.....,..,.. _ _.. _ __ __
915900043 ? i Bullet GPS Antenna Mounting Ktt
_ �___ �.; ... .... _.... � _� _.._ � . .. �...
200-2005 ! ' Gas Tube Coaxial Surge Protector
_.. � ._. _ . _.... . __ _ . ,....... ... _.. . .. _. _ _
200-2006 i Surge Protector Mounting Bracket
__. ..._._ . _. ....._..__ . .� _,. _. , _ __...... ._....
C960 8 8 RG-6 Cable, TNC Connectors on Both Ends
_ '_.._... _,. _..... ........_...., .. __. _..... _.
C960-75 ; ; 75' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
EXHIBIT D
$690.0o i
$300.40 1
$300.00 1
$1,522 50 1
_.-_ _ _ _ _ .............
$450.00 1
$11.25 5
_.. __
$156.00 2
$162.00 . .
$153 00. . . . �.1
$450.00
$240.00 ._ _....�
$240 00..... .., � ,..�.,_.4.
� $240.00
S11.25�, .., __._WN°3
, $855 00
,._ _.. ._...... . . . __.. __........_...
$1,206.00 2
...... __
$1,496.25
_ _ . . .�._._,� . .. .. _.
$1,948.50
___ _.._ _._ .........
$2,805.75
_ __ _
_ i $4,250.00
;...... _.._ -� _. ...�.� � �
f $637 50 1
_. _ .
, _ _ _ _... .
$500.00 1
�.�.. _�._....... _ .._ _...... _._ . . _ - - _�_.�.�„ ........_.
S�so.00 1
...,.. . _ _ ._�...�µ.._:.,° .... .. ..._
$0.00
__ _. ..___ ...
$2,250 00
4�'�`� �
' $187 50
__ __ __...
„ $93 75
$75.00 . ..� . . .��. __.�..
.. _... .� _ __.
; $4.50
;__ . ,,...,...__�._._.
$27.75
_.. _ .. _. _.... _ _._... ___.._.... ...._...
$39.75
TOTAL $ $9,077.f
1
4
3
2
$9,077.00
EXHIBIT D
�
8001-01 01 :19" shelf
�.. _ _.._.__..
� ; HV ACJDC 110-240V 80W Power Module or 19 s elf.
8011-02 E �Z ;Terminal Block
. �..__._,.., _ ��.,� �_:._.......�.,�.,...... _... .,,_,...
` ; MV DC 24/48 SOW Power Module for 19' shelf. Terminal
8011-03 � 03 ;Block
_...__._ _ _
8020-01 , Ol ;Line Module. Must add SFPs
_.__.. : _ _ :. __._ _.__.._.._ . _ ..__._._. _.._ __
8030-01 ! 01 �Server Module
8049-01 � 01 Access Module Cover
. _ . . __..... __ .
8050-01 ' 01 Quattro Module
� . _ . __
8051-01 ; Ol `Nx64F C37.94 MM (single sub-module slot)
�.,,�,... _�_. _.__<_,,.�
�.._ _ _._ . ; �:...,,.� . �..,._.: . .�.., _.. _ .. _
8053-01 01 Async Data (single sub module slot)
8057-01 �� � 01 �DS-1 (dual sub-module slot, quad DS-1 fnterfaces)
, „�..,.,._ .,,._ _;..,,_., _.__ ,M�....,, . ,.:...._<.���� ... .... ,,_,..,
8065-01 i 01 ' 2 Port 4W VF (single su6 module slot)
.....,..._., ;��_. �..,.....�._.„.� w_ �_.,, .:., _,.. . .�,.� _ .._ ._. . �.._., ., . _..,_.�.
8066 01 OS Singie Port FXS (single sub-module slot)
..__ __ __ _ � . ....
8067-01 01 2 Port FXO (single suh module slot)
�..�.<...__. . ,_�. . _.,_..� .�__... _ ......�.,... ..�_.__._�w..�.,,. _ . ,.
8099-01 = al <Sub Module Cover
� �.
r. � ,,.P a � �,
� :�;�.��-���.�,� ��,�� � _ �.�. ����`� . _ .�-,.�, . �
8120 ( ;OC-48,1310nmLCConnector=2Km ��
� _.-- , _._ _. _, ,,..,._�...��.�_�_��...�.�...., . . ..L,_..,- _ . . �.�. ..._ _ .,
8121 ! OC 48, 1310 nm LC Connector � 15Km
_....._ �__.__ _____ _ _ .._.. _
8122 OC 48, 1310 nm LC Connector 40Km
�. � _._ __ ,.. _ . .......�_�._ __.. . , ... 4 __ _... . ._.�._.
8123 OC 48, 1550 nm LC Connector - 80Km
t._ _.._;. ___ _.__._.. _._ ..,__.,.,...... . , . ___.._.. ._..___
8124 j :OC-48, 1550 nm LC Connector = 100Km
505113WX4 4 ; SEL-5051 system software (one time fee)
. �...... ..._..._ . _ ,. ..... _. ___._ _. �,.._...� W.r � �_._ .. . �._.._._ . a_
505120XX4 ; SEL-5051 node license
,..__ _
_....__ _ _. _ .__ _ _
8190 � MSE Manufacturing System Engineering
�.m..�._..;.�. ..�. �...__W_. .���.. _�...,. _..w... � . . _,.,v.. �..�.,.
9191 ! MAWT �ManufactunngAssemblyWireandTest
__�..�.. _ �. _ .,,. ;��..�.. �..... _ ,,.,.. . .. ,. __.. _, ,.,.,....� ...,-:.,
8192 i TBD
_ , _ __ ......_.. ..._ _._. _ __
8029 ` 01 ;OC 48 Encryption Module w/ FO patchcords
' _.: .; _ .� _ _._
235-0103 = i GPS Antenna, SV 35dB Gain
_. .__... ._. ; ._. _ ; _ _ .. . . _.__ . � .. _.. _ ..__ _- . ..........
915900043 ? ; Bullet GPS Antenna Mounting Kit
_ �...__ __ _ . _ ..... _..._.._..�. .._.. .._..
200-2005 ! Gas Tube Coaxial Surge Protedor
____. _ _ �,. g -. _._._ ..... .... . .... g . _ . � ._ -- _ _.
200-2006 ; ?Sur e Protector Mountin Bracket
..�..... __... _..._. _....._�. ._ _.
C960 8 i 8' RG-6 Cable, TNC Connectors on Both Ends
� _._... ....... . .... _._._.... ..__..._._ ... ..��
C960-75 , ; 75' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
$300.00
$300.00
$1,522,50
_._.___..
$450.00
$450.00
$240.00
$240.00
$240w00
$11.25
� �.
���:.
$855.00
$1,206.00
$1,496 25
$1,948.50
52.805.75
$637.50
$500.00
$750.00
.50.00�...
_......_._.....
$2,250.00
$187.50
_. .._... ..._.
$93.75
$75.00
----___._
$4.50
_._........�._��
$27.75
_.
$39.75
TOTAL$
2
2
2
2
�
8001-01 � 01 ;19" shelf
_
__.,_
� HV AC/DC 110 24aV 80VN Power Module o
8011-02 � 02 ;Terminal Block
..,.��.,m �,,. ,,. _.. :..... ��...,..w..�.�..w��.�..,_.
� ;MV DC 24/48 80W Power Module for 19" sl
SD11-03 j 03 �glock
�
_. _
8020-01 i Ol ;Line Module Must add SFPs
..__ ....._._. _; _ _ . ___ _....._. ..,,.......
8030-01 ', 01 Server Module
, _ __
8049-01 ; O1 ;Access Module Cover
_ _; . �_ __
8050-01 � Ol ;Quattro Module
8051-01 E Ol Nx64F C37.94 MM (single sub-module slot)
. __„_.,_ € . .... . ......... „ ..::�.�_�.,.,...� . , , ., , .......,
8053-01 � 01 Async Data (single sub-module slot) m
8057-01 j 01 ;DS-1(dual sub-module slot, quad DS-1 inte
���_�..,w�,. ,... . „__,_, . ,..._.... ...._-°_-_ __.,. _._.....,�.,..
8065-01 i Ol 2 Port 4W VF (single sub-module slot)
8066-01 !� 01 ;Single Port FXS (single sub-madule slot)
_. . , .. ., ,. . .T,.,,..m._.�......,.,.
8067-01 i Ol 2 Port FXO (single sub module slot)
.�..�,._..�..�,. ,�.. ,. , . __..� _..... . �., ........._.,.,, .,.
8099-01 ; Ol ;Sub-Module Cover
8120 [ ':OC-48, 1310nm LC Connector = 2Km
_. �.._. ..� .., ._ ._... �� .� _..._ ,. ,.,._._�_.� ....._._. _..
8121 ` ; OC 48, 1310 nm LC Connector 151<m
_...... _..._...,.... ... __ _. _.._.._
8122 < OC-48, 1310 nm LC Connector = 40Km
. .. �_.__.. .�� _ .. _ _-___� _.... . _ . _.
8123 � ;OC 48, 1550 nm LC Connector= 80Km
_....,.... , ti_ _ _.__ __._ . _ ..
8124 ( `OC-48, 1550 nm LC Connector = 100Km
__
505113WX4 SEL 5051 s stem software one time fee)
��_.�__...._.,_.�.��._ �_. Y_. , r_s_ .�.,._ . _..._..._r..
505120XX4 i ;SEL-5051 node license
_- _._.. _. _ _ _
8190 ? MSE ;ManufactunngSystemEngineering
..,..,..m.,�.w _ �. ,_.v,. . .. .., . r, .. . .._. � ... ........ ,...,.., � .._�
9191 MAWT Manufacturing Assembly Wire and Test
--.
�, .,. �.� ..._..�. _..�._ � _ ...,
H192 � TBD
__ __ _ ____ _..
8029 i 01 ;OC-48 E�cryption Module w/ FO patchcords
235-0103 � ;GPS Antenna, SV 35dB Gain
......... . ..... � �. . :_ _ . .. _._..__ . . . ....__ . ._... _,,...... �. .....,
915900043 1 � Bullet GPS Antenna Mounting Klt
_° - -�...��... ,.._ _ _... .. �.... .... __... . . , ..... . .........
200-2005 , Gas Tube Coaxial Surge Protector
_ . . , _ _ : _ ._._ . _...__.. . ._ ....,..... � .
200-2006 ! !Surge Protector Mounting Bracket
_._.... ; ........ s.. _..._ _..... � __ _. ...._.
C960 8 ' 8' RG-6 Cable, TNC Connectors on Both Ends
-___ ;.._._ _ , _. ,. ..._ ............ ....__ __._ ___._ ......
C960-75 , ';75' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
EXHIBIT D
shelt.
`ermina
$300.00
$300.00
$1,522.50
$162.00
$153.00
$450.00
$240.00
$240.00
$855.00
___ ,.....
$1,206 00
$1,496.25
_..._._.., ...�._.�
$1,948.50
__.._._
$2,805.75
$4,250.00
$637.50
$500.00
$750.00
$0.00 � �
$187.50
_ __ ... _
^ $93.75
$75.00
_ __...._... __.......
$4.50
_._. _.. �_. ...
$27.75
_ _. ._..__._. _
$39.75
TOTAL$
z,
$8,516.75
2
8001-01
8011-02
8011-03
8020-01
_._.__
8030-01
8049-01
__.. ....
8050-01
8051-01
8053-01
8057-01
8065-01
8066-01
5067-01
8099-01
�
Ol '19" shelf
`HV AC%DC 110-240V 80W Power Modu e for 19' sl
0z :Terminal elock
_...mm,. , _ _-...__. �.. ___..
°IVIV DC 24 48 80W Power Module for 19' shelf. Te
03 ?elock
_ ... __ _ _ _ _. .
Ol Line Module. Must add SFPs
� -- __....__. _._..,.... _
Ol Server Module
_._._ _ ._ _ _
01 ;Access Module Cover
_ _ . _ �.... _.. _ _ � - _ ._
Ol Quattro Module
_ _ __._ _
Ol ! Nx64F C37.94 MM (single sub-module slot)
01 'Async Data (single sub-module slot) �M tl
01 '.DS-1(dual sub-module slot, quad DS-1 Interfaces)
_...., . . . -:.::,.:,_,.:m.� �.�. :.,...
01 i2 Port4W VF (single sub module slot)
�.�..� , ..,,,�x�. _. ._..m.__,�.r��__._. _._.__.�..__ .w.,, ......
01 ',Single Port FXS (single sub-module slot)
� �.. ...,...._.� .�_� :.:... ., ...... . . _ _ _.,_..
01 2 Port FXO (single su6-module slot)
....., ... .,_. _.... _...�. .,_ ,......._.� ._,. � �......
Ol Sub-Module Cover
8120 � OC-48, 1310nm LC Connectar= 2Km
__�_..�� __..{..__. .. ... .��. �. ._--- _......�_.�� __........._,.� ._.� .._.��
8121 ; ! OC-48, 1310 nm LC Cannector =151<m
__ _ __ _ __ _......._ . _ . _ _... _ ..__
8122 ; �OC-48,1310nmLCConnector=401<m
__... _ __ . , ... . , __ �..�_.., .._ _ _. ,. � �. �..........
8123 ( !OC-48, 1550 nm LC Connector = 80Km
_ _..... _ _ . . ,. . . __ . _ . ..... __. _ ._. . _ . . _
8124 � ; OC-48, 1550 nm LC Connector 100Km
_ _ . ._..... .
_ ___
505113WX4 � SEL-5051 system software (one time fee)
_ __ __ ,__�__ : �, . . ...,., .._ _ _ _ __. . W .� � _ � _._..._. , . _ . _.� ___
505120XX4 ! SEL-5051 node license
�. , .._ __.. ,. _ _ ____
8190 � MSE jManufacturingSystemEngineering
.�.�._._... .._ .V...; ..<< ._.:,. ..... �. ,_. ._r...,_.�,�.......,., ..w.._..,_
9191 ` MAWT 'ManufacturingAssembly Wire and Test
_.,.�,..� � :............�.�..��,.... ._,:_, .....,_, ..,... .��.....,._
8192 ` !TBD
, ___ _ ._. _..._.._.__
8029 i 01 ;OC-48 Encryption Module w/ FO patchcords
235-0103 j iGPS Antenna, SV 35dB Gain
_�_ ._ _ . __ .......... _____.._, ..._� ___ _ - ._ __
915900043 j : Bullet GPS Antenna Mounting Kit
200-2005 �" � '_Gas Tube Coaxial Surge Protector �
_.... v . . _ _..
200 2006 i Surge Protector Mounting Bracket
� __
C960-8 �8' RG-6 Cable, TNC Connectors on Both Ends
_.. }... _ _ . _. _.._. _.... _ _.__.,.. __
C960-75 E 75' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
EXHIBIT D
� $690.00
_.. ....
� ��� $300.00
inal _—..__..��„
} $300.00
. ... _ _ _
$1,522.50
_ $450.00
$162.00
$153.00
$450.00
$240.00
$240.00
$240,00
$11.25
$855.00
.�...�.
$1,206.00
__..
$1,496.25
$1,948.50
_ _..... _.....,..
S2.805.75
$637.50
$500.00
$187.50
_........ __...__...
$93.75
$75 00
$4.50
$27.75
_. .._... ..
$39.75
TOTAL$
1
2
$9,534.50
2
EXHIBIT D
�
8001-01 � 01 �19"shelf
,_ __..._ .
� ; HV AC/DC 110-240V 80W Power Modu e for 19 s e.
8011-02 - 0z Terminal Block
_., ,,.
€
;� � NIV DC 24%48 80W Power Module�for 19" shelf. Termina
8011-03 ; 03 ', Block
_..._ _.. __
8020-03 € Ol ' Line Module. Must add SFPs
__ _ . _ _ _._ _ . _........ „_ ...,. ......_ ...._..
8030-01 E 01 1Server Module
_ _ _.
8049-01 � 01 ;Access Module Cover
____m. . .. _ ._ _ _ _. ...
8050-01 � 01 ;Quattro Module
$300.00
$300.00
$1,522.50
..__
$450.00
_......
$11.25
8051-01 01 Nx64F C37.94 MM (single sub-module slot) $162.00
? ._ � . _...._. _ ., „_.,.. _,._�,..,.,,..,� ...:�.. :.. ..._. . ,...,. .,.
8053-01 = 01 Async Data (single sub module slot) $153 00
,. _...._ . .,.._._..,. � _,_ � .._ ., . . ___,_ _ _ _ .._.. .,,. . � �,, ..
8057-01 � 01 � ; $450 00
� ; DS-1(dual sub-module slot, quad DS-1 interfaces) �
., ...:. _.,., _..._.,.w.w. ,�,.,,.w .. .....:......��r..�..
8065-01 01 2 Port 4W VF (single sub module slot) $240.00 �
_:.,_...,_ „_, , . .._ ,. ,....�,,..�...,.......� ..M� .. �,.._, .. _._ . ...._ __. _ .... . ., w._. .
8066-01 ! 01 Single Port FXS (single sub-madule slot) $240.00
.� ......... .... . �_,,.,.. :....
°, ..... . ....
8067-01 01 2 Port FXO (single sub module slot) $240 00
,..,„._ ...:,w... �.„,„.,..,..,_,....,.._.__...�.�.„.,..., .� . . _. . ... �_. ,.___ . _ _ . _ ._ .-.,, .� ,._.... ........
8099-01 � 01 �'Sub-Module Cover ; $11.25
� ,
_ �
° -�`�...�.�� � �� : � �� � � ��,� �s#
,.. -w.��.„�'�„� �- .�„h ��� �� �� �� � � , , :W �:
�,.� ., __ _ A_...� . .��, :-�
8120 4 OC-48, 1310nm LC Connector = 2Km ; $855 00
_.�.._.� _.;., _. _ _ _ ._. . . �_.___ . __. _._ _ .___..� . _.....__ a.._ __..__. .. _ _ _�_
8121 ' OC-48, 1310 nm LC Connector - 151<m $1,206A0
... __ _ .. .... . .. ..... __ ... _ . _ __.._,_,..,
8122 ' OC-48, 1310 nm LC Connector - 40Km $1,496 25
s_ �..._. ,. ... __.._. ,. _.�.._. _ _. _�..- - �_..
8123 ` ' OC-48, 1550 nm LC Connector - 801<m $1,948.5�
_ ....... � . _ .. . . _.:.... . _. _...... _._..__._ . _ _�.,_„_, , _... __.
8124 � ' OC-48, 1550 nm LC Connector = 100Km ; $2,805 75
_ __..._... _._.
505113WX4 ; !;SEL-5051 system software (one time fee) $4 250 00
_. �. .. Wr �. ._.. ,, .,.�.�,
505120XX4 : _ �SEL-50��._.. ..... _.�.. �. ...,. , .
_.. .., . �
51 node license ; $637 50
,.__ ____ . _ _ -
8190 ; MSE '�ManufacturingSystemEngineering ! $500.00
_ �_._...�__, ;.,._., ...:.. ........ ...- . ._.,..�.,....._.�..�.w. _ . ...., _,._ ��..,. ...,,., .,�..„.�..,,�.
9191 $ MAWT � Manufactunng Assembly Wire and Test $750.00
8192 --��,...-... , . .TBD _.., ,.�»_,, _,,..... _:,..._,._...��,�,� '
_ _ _ ....
8029 I 01 ; OC-48 Encryption Module w/ FO patchcords
__ � -_ - _....... .. _
235-0103 ; �GPS Antenna, SV 35d6 Gain
, . ......_. __.. _ ___ __ . . __..__ ,_ . _ _ ....._._...
�.--- = -- g Kit
915900043 ; Bullet GPS Antenna Mountin
200-2005 ' !Gas Tube Coaxial Surge Protector
;.___ a._ _.._... _..__._ .,_,_..,....... . __ . __.. .
200 2006 i !Surge Protector Mounting Bracket
_...._.. _,� .�.�.... ,. . _. �.. _..__._ .. .,�,......
C960-8 ± ' 8' RG-6 Cable, TNC Connectors on Both Ends
_.. . . _, ....... _ . . ..... _._._..___.... __ _
C960-75 � ';JS RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
$187.50
__ ..._ _.._.__....
. .,_ $93 75 . ..�...
$75.00
_.. _.._..,_ , _�.._....
$4.50
_ _ _. _ .._.......
$27.75
_..
$39 75
TOTAL$
2
1
2
1
1
1
$9,305.75
EXHIBIT D
�
8001-01 � 01 ;19" shelf
E HV AC/DC 110-240V SOW Power Mo u e or 19 shel#.
8011-02 € �Z Terminal Block
_�...._.. _..__:_, .,.m..��.., w,_ .. _,:
; MV DC 24/48 SOW Power Nlodule for'19" shel�. Termina
8011-03 � 03 glack
!
_ _
8020-01 01 'Line Module. Must add SFPs
_ . . _.___ __.:_ ... ........ .._ _ _ _..._ _..___. _..._.
8030-01 ( 01 'Server Module
_ ... , __
8049-01 01 iAccess Module Co�er
_. _ _ _.�. _.
8050-01 i 01 €Quattro Module
,. _ __. __
8051-01 ; 01 ? Nx64F C37.94 MM (single sub-module slot)
...., _ ;.. � � . .....,. . „..,,� ..,�..,. � �..�,w.. .,, . . _
8053-01 � Ol ;Async Data (single suh module slot)
m. _._,,.,_, � �,��_�� � � .,. .,,.,. _ . . ,. ,.....,_. _. _.�......�. . , . . ,...,m..�. _�.�,,.,,_..
8057-01 � 01 DS-1 (dual sub-module slot, quad DS-1 interFaces)
_�....,_._.. � �. ._..�.._ . ..,. .v.:,,. ..... �._w., ,.., _..
8065-01 ���"MOl �Z Port4W VF (single sub-module slot)
_., r...__ _.._.. .. �..... ._..._ ,� . �.._.�. w..._..,.._ ._._ �
8066-01 01 iSingle Port FXS (single sub-module slot}
, , ....., _. ��. , __„ .....r,,,.,�. �...� ...:..:.. ....
8067 Ol , Ol ; 2 Port FXO (single sub-module slot)
._....___ _.. . .,,. , ..,.,_,._.�...._.....�...,,�_ _.._ . _ ._ ___... _ _...
8099-01 � 01 ;Sub-Module Cover
8120 � OC 48 1310nm LC Connector = 2Km
_....... _. .�..�. � . . �. ... . . _ .. �.. -- _.� �_. _ ...
8121 i ;OC 48 1310 nm LC Connector 151(m
__ ,. _ .._ ._.. . .. _._ __
8122 j ;OC481310nmLCConnector=40Km
8123 € OC-48, 1550 nm LC Connector= 80Km
_. ..... ,.. . . ...... _._. _ _ ... . _.. .. , , _.....
8124 OC-48, 1550 nm LC Connector — 100Km
__ _. _., . . . � .
505113WX4 j SEL-5051 system software (one time fee)
�. . �._ __ d_ _. ._._ � _..._... .. . ..,_. ,.. �.._ . __ r
505120XX4 ! SEL-5051 node license
8190 MSE Manufacturing System Engineermg
a_ .... ...�..., .. .._,�.. ��....._. . _ ,..._. _ .w._..__ ..._......
9191 : MAWT '; ManufactunngAssembly Wire and Test
.�.w....�.. , .:.,.:. ;. .. � ,_. ...,.. , ....._.��,...,.,
8192 'TBD
— _..._. __
8029 j Ol ; OC-48 Encryption Module w/ FO patchcords
„ n� � _,..,.._ > _
235-0103 �. ' GPS Antenna, SV 35d6 Gain
__ .. � ,..._ ; _ __ _ .. _.._..__ _.... _._.
915900043 j Bullet GPS Antenna Mounting Ktt
.. . ..__ . ;_ .�......�� _ _ . _ ....... �,_..�.. __.._...
200-2005 � 'Gas Tube CoawalSurge Protector
. ._.._..� .� ..... . , _ _ _ _ _.......... .,..__ ___.
200-2006 i ISurge Protector Mounting Bracket
�. ,,.. . � _ _ ;.. _..... � ._.. _.. _ _._.. � ..... � ._ _....
C960-8 i ! 8 RG-6 Cable TNC Connectors on Both Ends
. ......... ;...... '_ __ _. . ._.... _
C960-75 { ' 75' RG-6 Ca61e, TNC Connectors on Both Ends
FILE 5224
$300.00
$300.00
- _.. .
$450.00
$156.00
__
$162.00
..:..........
$153 00,
$450A0
$240.00
$240.00�
$240 00
$11.25
�°-._m.��
$855.00
$i io6 00
$1,496.25
$1,948.50
$2,805.75
$4,250.00
_.. ��__.......,
$637.50
$500.00
$750.00
$0.00
$187.50
$93 75
$75.00
�..... _._.
$4.50
�__ _._.....
$27.75
__.. _.__
$39.75
TOTAL$
1
z ==.1�_ Z �.�� �
�
8001-01 ° 01 ;19" shelf
_._..__ . �......... _ -- .._._.
____ _. _ ___
:. HV AC DC 110-240V 80W Power IVlodufe for 19' s
8011-02 [ �Z ;Terminal Block
.�� �„.�-� �.... � ., .,. ...,,,_ .,, ., �...�
..,,,. .,.
€ ��; IVIV DC 24%48 80W Power Module �or 19 shelf. TE
8011-03 ; 03 ;glock
(
_._ .... ,
_ _ __.
SOZO-01 ; 01 ; Line Module. Must add SFPs
_ _._ - .__ ._ . � _._,_ _ ._ .,....... � . .._...,.. _
8030-01 z Ol Server Module
__ . _
8049-01 � O1 `Access Module Cover
8050-01 i 01 ��,QuattroModule ��� �`" _ . .
8051-01 ; 01 ! Nx64F C37.94 MM (single sub-module slot)
.,, _,.,-, , .,... _...:: ,._..� _.._. _,_._.___., ...,.,...,.�.„....,. .
8053-01 j Ol ;Async Data (single sub module slot)
... .__ .,,. {.....�.,:. _....,...�.�....�...w. , , ,__.._.... ___ ___ _.__._��.. _..�,:..„.�
8057-01 � 01 '
,DS-1(dual sub-module slot quad DS-1 interfaces)
m. . . , _ _...� ...... . � .....
� � 2 Port 4W VF (single sub-module slot)
8065-01 � 01
.. �.._._. � ._..., ,........ _.... __.,� ... . .. . . ...........:.m.�.�......,,_.
8066-01 ; 01 '�Single Port FXS (single sub-module slot)
��m8067-01 ;� 01 ' 2 Port FXD (single sub module slot)
__� . ._ . .._..... , .. . ....... ........�.,.�..��. ..__.._,._._ .._...� .,�,..
8099-01 i 01 sSub-Module Cover
�,.�...Y�� ���s�.� .. ".�`z_-,�� a" "� .�° s.��'�,� r��,*S � �r -�
� _, .s_„�,.,�,,.�._�,u.., �..�'�.,--. _ , �:_5 _. .....�,..
8120 ' OC-48, 1310nm LC Connectar = 2Km
_, . _....., ... . ._ . ..,.. �_. . _. _. _ . .._ V ��..... _ __ _
8121 OC-48, 1310 nm LC Connector - 151<m
_ __ — _ _ , _.._,...._ _._.... _. _ _--
8122 ' ' OC 48 1310 nm LC Connector = 40Km
.�,.�__ . _._. � __ _._.. , . .� _ .._- ,_��_� .._ _ ,_..
8123 ' OC-48, 1550 nm LC Connector = 801<m
_ ..... . ,.. ....,.. � __. ._.... _.. ...
8124 ( ! OC 48, 1550 nm LC Cannector 100Km
- _. _ _ __ . , _
505113WX4 { SEL 5051 system software (one time fee)
_ . __ .... , _ ._ .�... . _, � _._..,.., _ _. _
5a5120XX4 ; ?SEL-5051 node license
, _......_ ,.. . _
8190 � MSE +ManufacturingSystemEngineering
... ._ ._ _ . �. ._..._ _. .� .,.,. ,,_.m.M..�.��..._..., _..__...
9191 MAWT Manufacturing Assembly Wire and Test
�..�..,�.:,�._....... _ ...... ... .... _<,�.,�..�„„..�.,...�_,
8192 TBD
_.._. _ ._ _ _..._ _._.. _ _ __ ___
8029 � Ol i0C 48 Encryption Module w/ FO patchcords
, _ ___ _ _
235-0103 � ; GPS Antenna SV 35dB Gain
_.........._...._...._............._..r----_ _ _ . . . �. . _ ..... . --_._._ __._
915900043 ( : Bullet GPS Antenna Mounting Kit
___ <__.�,._ .._._.�_.. _.,.__..��.��..__�_�.�. _ . ,_._ .. . _. _Y
200-2005 i Gas Tube Coaxial Surge Protector
_ .,._.... �.,,....,.._ _ . . . :, _ ___ g_..._.... . _...__ , _....
200-2006 : Surge Protedor Mountin Bracket
__�,.. : •-- _._,_._ ....M �._._._ .� _.. . � _.
C960-8 8 RG-6 Cable TNC Connectors on Both Ends
< ,. ;_ . _.._. ____....._ _..._ _ _._..._
C960-75 � i75' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
r�:r�r�u
na
$300.00
$300.00
$1,522.50
_____...�_.._ ..
$450.00
$11.25
_
$156.00
. $162.00rv
__ ..f..— ....�__
$153 00
$450.00
... ,:,.,-�$240.00....:,.
� -- $240 00 � ���
� $240 00�
$11.25
� .�- �_ ._. �.
$855.00 �
$1,206.00
_ . _....�._.....
$1,49615
, _ __... �.......
$1,948.50
_ . __. . .___ _ _.
$2,805.75
�_
$4,250.00
,.,._. ,_.._...,,.,
$637.50
t _
$500.00
$750.00
$0.00
_ „. _
$2,250.00
$187 50
_ __
$93.75
__ . ,. ._�._._�... ..-..
$75 00
__ ..._
$4.50
.. �_..$27.75
_ _ _ . ........... .. ..........
$39.75
TOTAL$
2
$8,S1fi.75
3
1
Z .
75
�
8001-01 ' 01 !19"sheff
,
; HV AC/DC 110-240V 801N Power Mo u e or 19 s
8011-02 ' �Z �iTerminalBlock
����'µ� �� NIV DC 24J48 80VN Power Nlodule for'19" she�f. Te
8011-03 � 03 lglock
1
;....... __ __
8020-01 � 01 ; Line Module. Must add SFPs
_- . ._ ... _ .. � _ . ... . . ...... .. ........ . .. _ -
8030-01 � 01 ';Server Module
_ _ _....
8049-01 O1 ';Access Module Cover
_ _. . .
8050-01 j 01 !Quattro Module
8051-01 E 01 ; Nx64F C37 94 MM (single sub-module slot)
,.,,K,.. , ,,. _ _._ .......... .. :... ._...,_,..���..,,
8053-01 i 01 Async Data (single sub-module slot)
_..�_.._ ..... , ;..: :.....,...,�.�,..� �....,,w ... v _.. _ �,_.�.._._. .__� _ ,
8057-01 � 01 ; DS 1(dual sub-module slot, quad DS-1 interfaces)
_...�..,_, � � .,__ ;.� _. ..�. _ _ , . -.w. u..,,....M�.��.,: , , .�..
8065-01 01 2 Port4W VF (single sub-module slot)
�. � .. �, w... ._.w � ..w .... .. . ... .. . ..._�� _ __.._..__._._. �._.,,, -..-.._.... �
8066-01 ( 01 ;Single Port FXS (single sub-module slot)
w____�.�.._.. ,.. .__ �_.m...�..,.�.__��.,..w...,..., .,.,M... _....,.
8067-01 € 01 2 Port FXO (single sub module slot)
�,..w�_., _ �...��_._,. .�..____�. __. _.., �._�...... . �_......,.� ,�.�.,,
8099-01 � 01 i5ub-MaduleCover
8120
^�- .8121 _�
.____._. ____
8122
��� 8123��
___... __-_
8124
505113WX4
�505120XX4
8190
��9191,���
8192�
8029
OC-48, 1310nm LC Connector = 2Km
�OC-48, 1310 nm LC Connector 151<m �
_... _s... ..._,._, ,. ......... . ........... _ __
OC-48, 1310 nm LC Connector = 40Km
' OC-48, 1550 nm LC Connector = SOKm
. . ..._._,_ . . . . ....._ _. _. , _,. . .. .. _ .... . .. __.._.._....
OC-48, 1550 nm LC Connector = 100Km
�SEL-5051 system software (one time fee)
_ ,SEL-5051 node�l�ie � �.. � � ___ ......... ....�....
ense
.. ._._. _ . . _ _ . _ _ _._
MSE Manufacturing System Engineering
;_ ._ ...,_ ..,., ......... .,�..�.��.�.��,,.
MAWT i Manufacturing Assembly Wire and Test
.,., . �.. .�.w .. w. _. . � ._. ..............
TBD
_ _,
Ol OC-48 Encryption Module w/ FO patchcorc
235-0103 t iGPS Antenna, SV 35d8 Gain
- - __ � _ ,.. _.. _,_,.. � _ � .....
___
915900043 ; ' Bullet GPS Antenna Mounting Kit
._.._. � _�_ .. �_ �_...._ �� _. ._� . .��� .__ _,...._. �_. _,_ ._ ,.
200-2005 j ; Gas Tube Coaxial Surge Protector
_., ti_ ...... .__� _...._ _ _ __.
_._
200-2006 � `:Surge Protector Mounting Brecket
.. .._ ,.�.._ . . ._ >. .. _. _ . ....�.. , ..,._...���_ �.__,.
C960-8 F �; 8' RG-6 Cable, TNC Connectors on Both Ends
k .......... . >.. _. _ _...__ __.. . .. ., ....._ ,
. ...., _.. , ,
C960-75 'JS' RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
EXHIBIT D
$690.00
$300.00
$300.00
$450.00
$11.25
$156.00
_...... ...... _.
$162.40
$153.00
$450.00
$240.00
$240A0
$855.00
_.._.. �. , ._.. .
$1,206.00
_ _......_ , ._.....
$1,496.25
$1,948.50
_..,..... __.._. ,
$2,805.75
$4,250.00
$637.50 �
$500 00 �'
$750.00 VIT
.......,_
$0.00
_.......
_
$2,250.00
$187.50
$93.75
$75.00
. _
$4.50
$27J5....._._
_ .._. _,. _.....
$39.75
TOTAL$
4
..,.,... _4
4
_...._...
__...._ 4-
4
20
_5
.�._.____, __Z..,
3 ._...._ �. 10
__.,.__� ___...10
1 � �-_.,,,.10
� �,..�
Fm. �''� _ _ .,r
Z�_.� � . ..����_�.._.4�
_..___ _. _..
4
� ._w�. _„ � ��.,,.4.,
16.75
2
_.... ..
�....�...
2__
2
....�.
2
_.........
2
�
8001-01 � 01 419" shelf
.....-�---- - -- -- --- ---
8011-02 € 02 Terminal Block
_.-_..... � ,,.,..,. . ,..�,._,,,...-._ . ..,..,.
' MV DC 24/48 801N Power fvlodule for 1!
8011-03 � 03 glock
_ _
8020-01 E 01 I Line Module. Must add SFPs
.. ...__ E ____ _.._.._ ___.__ ._..�. ._. __._.
8030-01 ; 01 !Server Module
, _
8049-01 � O1 ;Access Module Cover
8050-01 ; 01 {Quattro Module
_ _�_
8051-01 j Ol i Nx64F C37 94 MM (single sub-module s
__,�__._ , ,. ,�...�.� . ..,.: .,...,.. _...,.,.�_
8053-01 01 ,Async Data (single sub module slot)
. ._.._ ._._._,, ,. _.._ .. , ... .. . ..._ �,_.._,.
8057-01 � Ol ! DS-1(dual sub-module slot, quad DS-1 i
....._- ,..,.._ �,__ � � ...— __.� m,.�.�_.�,". _ _, . _��
8065-01 i 01 2 Port 4W VF (single sub-module slot)
...._,_,�..._„s.,...���..Mw..,. . .. ..__.,._ „_ _..�.. ...,.,.�.�.�
8066-01 ; Ol Single Port FXS (single sub-module slot)
...�..... . _. ,. ..,...._„�...w.. .,.. ..._�_ _..._,..,.
8067-01 € 01 ' 2 Port FXO (single sub-module slot)
,... _.. __....... .... ...�. .�,....
8099-01 . Y Ol iSub-Module Cover
8120
_ ......_._...,._.._,
8121
., ,� _...� .. ......�
8122
8123 .
_....
8124
505113WX4
505120XX4
8190
~µ� 9191
_.... ,8192...........
_ . ...8029 ... . .
235-0103
_ _., _ ..._._.__.
915900043
__�....��..._...
200-2005
__.___ ...__.
200-2006
C960-8
__.. _........
C960-75
EXHIBIT D
' OC-48, 1310nm LC Connector = 2Km
,�,..� ._ . . _ _ ..,�. .,�.._. ..._.� .� _ . ., .. _�.._..._ _� . .
� OC 48, 1310 nm LC Connector = 151<m
;_ ___ . __ , , . __ __..........
>OC-48, 1310 nm LC Connector = 40Km
� �OC-48, 1550 nm LC�Connector 80Km ����� '��'� �
_ . . . . _ _:_ __ _ . .... ..._,. _..... _.... . __. _ _ . .............._..,...
iOC-48, 1550 nm LC Connector = 100Km
__ _y �._ (— � � _....
`SEL-5051 s stem software one time fee
`SEL-5051 node license � -".._��. . . �.___
_ _..._.. - _ _ _.... .,
MSE ;Manufacturing System Engineering
_ ,_ _._._.�., _..,_....._�w......,.. _ _.....�. _. _ _ .....:.....:.�.,....
MAWT � Manufactunng Assembly Wire and Test
01 ;OC-48 Encryptfon Module w/ FO
GPS Antenna, SV 35dB Gain
_. _ _ ..._.�, _- - __ .. _......
'; Bullet GPS Antenna Mounting Krt
_.,......� .__ _____� _....__��. �._� __.
+Gas Tube Coaxial Surge Protector
__ , _ _ _____ _..__...... --.. ...__...
Surge Protector Mounting Bracket
.. ____... ..._.., ���_....�. _ .._._ ___....
! 8 RG-6 Cable, TNC Connectors on 8oth Ends
_.... _ _ ___..._._ �._......, _ ..
75 RG-6 Cable, TNC Connectors on Both Ends
FILE 5224
$690.00
__
$300.00
$300.00
$1,522.50
$450.00
__.
$11 25
$156.00
- ._.. .
$162.00
_.......,_....
$153 00
$450.00
$240.00
$240.00
$855.00
$1,206.00
_.__...- --_-
$1,496,25
$1,948.50
______._._._
$2,805.75
_ ...... _
$4,250.00
$637.50
$187.50
$93 75
$75.00
__.
$4.50
_ ._.,._.
$27.75
_....... _
$39.75
TOTAL$
1
EXHIBIT D
Description SEL University will provide the following training on the APP ICON,
Communication Multiplexer Application training. Training will occur on
mutually agreeable dates in 2012-2013.
Arrangements SEL University will ship all txaining manuals and other materials for the course
to a designated City of Denton loca�ion approximately one week prior to the
training course.
1. The SEL University instructor will arrive one day prior to the start of
training to set up. City of Denton will provide facility access to the SEL
University instructor to accommodate set up.
2. City of Denton:
A. Training room with flip charts and white boards
B. Each student should have a scientific calculator capable of performing
computations involving complex numbers. A laptop computer per
student with the following software and requirenlents. See below.
C. Projector for connection to the instructor's laptop computer
D. Lunch/breaks at customer's discretion
3. SEL University will provide:
A. Training manuals or reference rnaterials for 8 students maximum.
B. Certificate of attendance
C. CD-ROM with lab exercises, application guides, and technical papers.
D. Equipment, test sets and cables as needed.
Personnel One instructor in the West region will lead the course. Instructors may be
substituted or added at any time. Depending on course.
The cost for the 2 day APP ICON course is $5,000 USD plus the
reimbursement material/equipment shipping expenses not to exceed a total
Fees and Terms of $1000 USD.
and Conditions
A purchase order or alternative payment arrangement is required two weeks
prior to the training date sent to the attention of Jolynn Kress at 23 50 NE
Hopkins Court, Pullman, WA 99163. Any training provided Uy SEL
University is subject to the standard SEL University Terms and Conditions,
attached. SEL will invoice upon completion of the training, as long as credit
has been already been established with SEL.
Agenda
Day 1
Integrated Communications Optical Network
SEL ICON Overview
SEL-5051 Network Management System Software Introduction
Network Topology Provisioning
Day 2
Serial Channel Provisioning
FILE 5224
EXHIBIT D
Provisioning an Ethernet Channel
ICON Testing and Maintenance
Additional requirements:
A laptop computer with a working CD-ROM drive, USB and/or serial ports. Please check with your IT
department and verify you have administrator rights to the laptop you are bringing to the course!
You will also need to install SEL-5051 Network Management System (NMS) Software. This software installation
will be completed during the course; please ensure that you have administrator rights for your computer.
FILE 5224
SALES TERMS FOR SCHWEITZER ENGINEERING LABORATORIES, INCEXHIBI��urred in collection of amounts due from Buyer, including without
1. General Terms. Unless otherwise agreed by SEL in writing, these limitation legal fees and other costs (including without limitation
terms ("Terms") shall govern all sales of Products and Services to disbursements and the allocated cost of in-house counsel).
Buyer by Schweitzer Engineering Laboratories, Inc. ("SEL, Inc."), 3. Delivery, Documentation and Disclosure of Information. Delivery
and/or by E. �. Schweitzer Manufacturing, a Division of Schweitzer dates are approximate, based upon prompt receipt of all necessary
Engineering Laboratories, Inc. ("EOS"), (collectively, "SEL"). For the information from Buyer and do not constitute a contractual
purposes of these Terms and unless stated otherwise, "Products" obligation. If drawing approval is required, drawings must be
shall mean the products manufactured by SEL, including SEL systems, returned on schedule to maintain estimated shipping dates. SEL shall
specified on the SEL sales order acknowledgment, including without pack and ship Products according to its standard procedure, and all
limitation any accessories, enclosed documentation and embedded shipments shall be sent to Buyer using the SEL standard freight
software, and "Services" shall mean any SEL training, consulting, forwarder or carrier. euyer shall pay for any increased costs due to
technical support and any other services specified on the SEL sales special packing, shipment (including special carriers) or insurance
order acknowledgment, except for projects governed by an SEL requests, as well as any detention charges. For Products sold to
Engineering Services Proposal and related terms. By accepting Buyers within the United States, title and risk of loss or damage shall
delivery of Products or Services, Buyer agrees to be bound by these pass to Buyer upon delivery to Buyer's place of business. Buyer must
Terms. No order shall be deemed accepted until the SEL sales order unpack and examine Products immediately and, if damage is
acknowledgment has been sent to Buyer. SEL shall have the right to discovered, (i) maintain Products at place of examination, (ii) retain
cancel any order at any time for failure of Buyer to agree to these shipping container and packing material, (iii) notify carrier of any
Terms or for any material breach by Buyer of these Terms, including apparent damage in writing on carrier's delivery receipt and request
without limitation failure to pay any amounts due, violation of the carrier to make an inspection, (iv) notify SEL within three (3) days of
then-current SEL Software License Agreement or noncompliance delivery and (v) send SEL a copy of carrier's inspection report. For
with the then-current SEL credit requirements. Products sold to Buyers outside the United States, title and risl< of
2. Prices, Taxes and Payment Terms. Prices shall be the prices in loss or damage shall pass to Buyer at SEL factory upon delivery to the
effect on the date of the SEL sales order acknowledgment. Prices are freight forwarder or carrier. euyer shall have a reasonable tirne after
subject to change without notice. Each quotation or proposal is valid receipt of Products to inspect and reject or accept Products, In any
for sixty (60) days from its date. For sales to Buyers within the United event, acceptance shall be deemed to have occurred no later than
States, prices include freight prepaid to Buyer's place of business. For thirty (30) days after shipment. Buyer may not return any Product
sales to Buyers outside the United States, prices are exclusive of any without prior written consent of SEL. When applicable, SEL shall
freight, packing or insurance charges and any customs, sales, use, provide Buyer with one (1) copy of instructions for each Product.
value-added, property or similar taxes, tariffs or duties. For Services Buyer may not reproduce such instructions. Buyer may order
performed on a time and expense basis, charges shall include actual additional copies from SEL. All instructions and related
time and expenses incurred in the previous calendar month. For documentation shall be in English. Although SEL or its
Services performed on a fixed-price basis, charges shall include the representatives may from time to time provide translations of such
price of major deliverables substantially completed in the previous instructions and documentation as a courtesy, the English version
calendar month. For Services, additional charges may result from shall govern in the event of, and SEL shall not be liable for, any
additional or changed Services due to changes in budget or schedule, discrepancies. Any information, suggestions or ideas transmitted by
unusual conditions or any other reasons not evident in the proposal. Buyer to SEL in connection with performance hereunder shali not be
Payment terms are net thirty (30) days from date of invoice. All regarded as proprietary or confidential, unless identified in writing by
payments shall be made in the currency specified on the SEL sales Buyer and acknowledged in writing by SEL.
order acknowledgment. Buyer must meet the then-current SEL credit 4. Intellectual Property. Buyer shall not challenge the validity of any
requirements. If, in the judgment of SEL, the financial condition of SEL intellectual property, including without limitation any
Buyer at any time prior to delivery does not justify the payment trademarks, service marks, trade dress, patents, copyrights, trade
terms, SEL may require payment in advance or postpone or cancel secrets or licenses. Buyer acknowledges that SEL intellectual
any outstanding order, whereupon SEL shall be entitled to receive property is the sole property of SEL. By sale of Products or Services to
reasonable cancellation charges. Delays in delivery or non- Buyer, SEL does not transfer any SEL intellectual property rights
conformities in any installments shall not relieve Buyer of its (including without limitation rights to designs or other worl<
obligation to pay any remaining installments. SEL may, at its sole product). Buyer shall not remove or alter any trademarl<s, service
discretion, impose a late charge equal to the lesser of 1.5% per marks or trade dress that identify SEL, nor use any trademarl<s,
month or the highest applicable rate allowed by law on all amounts service marks, trade dress or any other intellectual property that, in
not paid when due. Any payment made by Buyer shall be applied to the sole discretion of SEL, is confusingly similar to those of SEL. Any
amounts due before being applied to current orders. software (including firmware) included with Products is owned by
Notwithstanding the foregoing, Buyer's failure to pay amounts due SEL (or its licensors} and is licensed, not sold, to Buyer. Software shall
shall be deemed a material breach of these Terms, and any be provided subject to the then-current SEL Software License
acceptance by SEL of late payments shall not be deemed a waiver of Agreement. Buyer may use the software only with Products and only
such breacl�.��T� ���4extent allowed by law, SEL shall recover all costs as intended by SEL.
5. Product Warranty and Services Commitment. SEL warrants �HIBITdewntime costs or claims of Buyer's customers for such damages. If
Buyer that Products are free from defects in material and SEL or its subcontractors or suppliers provide Buyer with advice or
workmanship for five (5) years after shipment for E05 Products, two other assistance, including input of customer-provided or customer-
(Z) years for panels, and for ten (10) years after shipment for all requested settings and advice related thereto, concerning any
other SEL Products. This warranty is conditioned upon proper Product or any system or equipment in which any such Product may
storage, installation, connection, operation and maintenance of be installed, the provision of such advice or assistance shall not
Products, prompt written notice to SEL of any defects and, if subject SEL to any liability, whether as a result of breach of contract,
required, prompt availability of Products to SEL for correction, This indemnity, warranty, tort (including negligence), strict liability or
warranty shall be void in its entirety if Buyer fails to implement otherwise. SEL shall not be liable for any claims or losses resulting
required Product upgrades, modifies Products without prior written from any unauthorized access to Products. Buyer confirms that it has
consent to and subsequent approval of any such modifications by SEL read and understood the manuals and instructions for use of
or uses Products for any applications that require product listing or Products and declares its capacity to operate Products accordingly.
qualification not specifically included in the SEL written quotation or Buyer shall indemnify, defend and hold harmless SEL and all related
proposal. If any Product fails to conform to this warranty, Buyer parties from and against any claims, demands, causes of action,
properly notifies SEL of such failure and Buyer returns the Product to losses, costs and expenses, including without limitation legal fees
SEL factory for diagnosis (and pays all expenses for such return), SEL and other costs, arising directly or indirectly from, as a result of or in
shall correct any such failure by, at its sole discretion, either repairing connection with the acts or omissions of Buyer, its officers,
any defective or damaged Product part(s) or making available, freight employees, agents or representatives, including without limitation (i)
prepaid, any necessary replacement part(s). Any Product repair or Buyer's modification or integration of any Product, (ii) Buyer's
upgrade shall be covered by this warranty for the longer of one (1) specifications, (iii) Buyer's relay settings, which may or may not be
year from date of repair or the remainder of the original warranty based on relay setting examples or guides from SEL, (iv) any changes
period. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THIS made by Buyer or others related to design documents produced by
WARRANTY SHALL BE EXCLUSIVE AND IN LIEU OF ALL OTHER SEL, (v) any unauthorized use or reuse of the designs, drawings, plans
WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED and specifications furnished by SEL, (vi) Buyer's failure to fully utilize
(INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR the password protection available in any Product (including without
PARTICULAR PURPOSE AND WARRANTIES ARISING FROM COURSE OF limitation Buyer's failure to use passwords or to change default
PERFORMANCE OR DEALING OR USAGE OF TRADE), EXCEPT TITLE passwords to unique Buyer passwords) or (vii) any breach of these
AND PATENT INFRINGEMENT. SEL shall, whenever possible, pass the Terms by Buyer. Buyer shall maintain commercially reasonable
original manufacturer warranty to Buyer for non-SEL products. SEL insurance (including waiver of subrogation) against liability and
does not warrant non-SEL products, including SEL control enclosure property damage, including without limitation all standard
structures, and non-SEL products within SEL panels, control commercial, environmental and, for any Products used in connection
enclosure structures and systems, and products or prototypes with any nuclear facility or activity, nuclear incident insurance.
provided by SEL for testing or marketing purposes. SEL shall perform 7. Patent Indemnity. SEL shall defend any action brought against
Services in a manner consistent with the degree of care and skill Buyer based on a claim that any Product infringes any United States
ordinarily exercised by members of the same profession currently patent, and SEL shall pay any award or settlement recovered against
practicing under similar circumstances. SEL shall reperform (or, at Buyer in any such action and shall reimburse Buyer for reasonable
SEL's option, pay a third party to reperform) any defective Services costs incurred by Buyer in the defense of any such action, provided
(including Services performed in conjunction with SEL systems) at no that Buyer gives SEL prompt notice of such action, reasonable
cost upon receipt of notice detailing the defect(s) within one (1) year assistance in the defense thereof and full opportunity to control all
of performance of the original Services. aspects thereof, including settlement, and does not tal<e any position
6. Limitation of Liability, Indemnity and Insurance. In no event, adverse to SEL in connection with such action. In the event such
whether as a result of breach of contract, indemnity, warranty, tort Product is held to constitute infringement and use of the Product is
(including negligence), strict liability or otherwise, shall SEL liability to enjoined (or SEL foresees a risk of such event), SEL shall, at its sole
Buyer or its insurers for any loss or damage exceed the price of the discretion, exchange the Product with a non-infringing Product,
specific Product or Service that gave rise to the claim, and any acquire the right for Buyer to continue using it, modify it so that it
liability shall terminate upon the expiration of the warranty period. becomes non-infringing or repurchase it from Buyer for a fair portion
No claim, regardless of form, arising from these Terms may be of the original price. SEL shall not be liable for damages that arise
brought by Buyer more than one (1) year from the date such claim after SEL offers one of the foregoing remedies in good faith. SEL shall
accrues. In no event, whether as a result of breach of contract, not be liable for patent infringement claims arising from custom
indemnity, warranty, tort (including negligence), strict liability or Products, modifications of Products or integrations of Products with
otherwise, shall SEL be liable for any special, consequential, any non-SEL product, and Buyer shall fully indemnify, defend and
incidental or punitive damages, including without limitation any loss hold harmless SEL and all related parties from and against any such
of profit or revenues, loss of use of Products or associated patent infringement claim.
equipment, damage to associated equipment, cost of capital, cost of 8. Transfer to End-User Other Than Buyer. Prior to resale of any
substitute �����, facilities, services or replacement power, Product, euyer shall obtain written authorization from SEL for any
such resale. To obtain such authorization, Buyer shall provide S�HIBITp�rties, including without limitation any terms on any purchase order
initially and on an ongoing basis, with complete and accurate end- form. SEL rejects any representation, express or implied warranty,
user data for each Product. Buyer shall provide the end-user of each course of performance or dealing, trade usage or any different or
Product with all product notices, warnings, instructions, additional terms not set forth herein. SEL reserves the right to
recommendations, bulletins and similar materials provided directly modify or revoke any quote or order to comply with applicable laws
or indirectly by SEL. In the event Buyer transfers to a third party any and market conditions, Any notice pursuant to these Terms shall be
Product or any right or interest therein, Buyer shall indemnify, deemed given when sent by registered or certified mail (return
defend and hold harmless SEL and all related parties from and receipt requested}, overnight delivery or fax (receipt confirmed) to
against any claims against SEL in excess of any SEL obligations under an authorized officer at the address or fax number provided on the
these Terms by such transferee or any other party. Any assignment SEL sales order acknowledgment or, if no such address or fax number
or transfer of any Product without prior written authorization from is provided, at the registered headquarters of the other party. All
SEL shall void the SEL warranty. Buyer may not assign or transfer any rights and duties hereunder shall be for the sole and exclusive
Product where such assignment or transfer would violate any benefit of euyer and SEL, and not for the benefit of any other party.
applicable export laws, regulations or orders. The attempted No failure or delay by either party in exercising any right or remedy,
assignment or transfer by Buyer of these Terms or any rights or or insisting upon strict compliance by the other party with any
duties hereunder without prior written consent of SEL shall not obligation in these Terms, shall constitute a waiver of any right
relieve Buyer of any obligations to SEL. thereafter to demand exact compliance with these Terms. The
9. Contract Variations. If Buyer requires approval of drawings, such invalidity, in whole or part, of any provision in these Terms shall not
approval must be received by SEL no later than ten (10) working days affect the remainder of such provision or any other provision and,
after submittal of drawings by SEL to Buyer. Buyer's failure to comply where possible, shall be replaced by a valid provision that effects as
with this requirement may result in additional costs and delays, close as possible the intent of the invalid provision. Neither party
which shall be Buyer's sole responsibility. Where Buyer's shall be liable for failure to perform or delay in performance of any
specifications lack sufficient detail, SEL reserves the right to design obligation under these Terms (except payment of amounts already
Products in accordance with good commercial practice, as due and owing) where such failure or delay results from any event
determined at the sole discretion of SEL. If at any time Buyer makes beyond its reasonable control. Any modification of these Terms must
changes to its design specifications, the SEL sales order be in a writing signed by an authorized officer of SEL.
acknowledgment shall be subject to renegotiation of price terms and
delivery to reasonably cover any resulting costs or delays. Any order
may be terminated by Buyer only upon written notice and payment
of reasonable termination charges, including without limitation a
reasonable restocking fee plus all costs incurred up to the date of
termination. Any order delayed at Buyer's request shall be subject to
the prices and Terms in effect at the time of release of such delay.
Any such order delayed beyond a reasonable period shall be treated
as a Buyer termination, and Buyer shall be responsible for reasonable
delay and termination costs.
10. Governing Law and Dispute Resolution. The laws of the State of
Washington, USA, excluding conflict of laws principles, shall govern
these Terms. The parties reject any applicability of the United
Nations Convention on Contracts for the International Sale of Goods.
Any, controversy or claim arising out of or relating to these Terms, or
the breach thereof, shall be settled by binding arbitration
administered by the American Arbitration Association in accordance
with its Commercial Arbitration Rules, and judgment on the
arbitration award may be entered in any court of competent
jurisdiction. Arbitration shall be held in Seattle, Washington, or
another location agreed upon by the parties, and shall be conducted
in English. The prevailing party to any dispute shall be entitled to
recover legal fees and other costs (including without limitation
arbitration fees, disbursements, collection costs and the allocated
cost of in-house counsel).
11. Miscellaneous. These Terms constitute the entire agreement
between SEL and Buyer, and supersede any prior or
contemporaneous, verbal or written, agreements, negotiations,
commitmer��,E �g�4esentations or correspondence between the
��rr■■■ SCHWEi��ER Eh9GlI�EEFtiNG LASa�2A"i{)�tlES, it�C.
����i50 NF Hopkiqs Court � Pullma�, VM 99163-5b03 USA EXHIBIT D
Phone:+7.509.332;1890- Fax: +1.509.33Z7990
� w�wwselinc.com • info@selinc:com
Nouember �, 2012
City of Dentnn, Texas
901-B Te�as Street
Denton, Texas 76209
To iNhom It May Coneem;
The intent of this letter is to certify that �chweitzer Engineering Laborat�ri�s, Inc (SEL) is the
sole manufacturer and seiler af the SEL iCC7N Muf#ipfexer. The product is nof availabl�
through 3rd party distributors and �an oniy be purchased directly thraugh SEL. The IGC?N is
the only mulfiipl�x�r available with unique innvvation� such as precise time dis�ribution, reai
fiime latency monifiors and enhanced Ethernet perficarmance thr�ugh `epipe' technal+�gy.
It shvuld alsa be noted fihat the Ci#y of Denton curren�ly uses SEL products for prote�#ive
relaying and metering within yQUr subsfiafians. These prod�a�ts, like the ICQ�l, are ail d�signed
for use in the �arsh substation enviranment and ali carry a'l0 year writt�n warn�nty.
Thank yr�u for your cQntinued infierest in SEL an+� we certainiy vaiue your busines�. If yau
should have any questions or require additional inform�tion; please d�n't hesitate to contact
me at;the number below.
Sincerefy,
.� ,�, .,�- � ��
_���
Thomas M. D�hlm
Senio� Communication Application Engineer
Schweit��r Engineering Laboratories;lnc
_ Phone: 973-i6�-0548
�ErrtaiL tcarn d�hEir�������r�e.cQm
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