HomeMy WebLinkAboutAWS NATIONAL ACCOUNTS 1-2004G INSURANCF NOT RLQUIRFO
1YORK MAY PROCEED
CLERK OF COUNCIL PARTICIPATING ADDENDUM
DATE: It-Bo-o4 FOR: THE CITY OF SANTA ANA
UNDER THE
WESTERN STATES CONTRACTING ALLIANCE
WIRELESS COMMUNICATION SERVICES AND EQUIPMENT
(� I MASTER PRICE AGREEMENT 10 -00115
A- 2004 -226
THIS Participating Addendum, ( "Participating ADDENDUM ") made and entered into
this 2--�_ day of October, 2004 by and between AWS National Accounts LLC, a subsidiary of
AT &T Wireless (hereinafter "Contractor "), and the City of Santa Ana, a charter city and
municipal corporation organized and existing under the Constitution and laws of the State of
California (hereinafter "City ").
RECITALS
A. The City Council has authorized the City Manager to enter into contracts for
professional or specialized services if the mandates of Santa Ana Municipal Code
Chapter 2, Article 7 have been met.
B. Contractor is the developer or distributor of wireless communications services and
related equipment.
C. City is part of and provides information technology services to the various City
departments, offices, and programs.
D. Contractor and the State of New Mexico, and participating members of Western
States Contracting Alliance (WSCA), entered into that certain Western States
Contracting Alliance, Wireless Communication Service and Equipment Master
Price Agreement, Number 10 -00115 dated July 3, 2001, (the WSCA Master
Agreement).
E. Pursuant to terms and conditions negotiated by the Western States Contracting
Alliance and AT & T Wireless, the City is authorized to purchase Services and
Equipment from Contractor under the WSCA Master Agreement upon execution
of this Participating Addendum.
F. Contractor and the City desire to enter into this Participating Addendum to clarify
certain respective rights under the WSCA Master Agreement.
G. In undertaking the performance of this Addendum to Agreement, Contractor
represents that it is knowledgeable in its field and that any services performed by
Contractor under this Addendum and Agreement will be performed in compliance
with such standards as may reasonably be expected from a professional consulting
firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
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1. SCOPE OF SERVICES
Contractor shall perform those services as set forth in Exhibit A (the WSCA Master
Agreement and all attachments referenced therein) to this Agreement.
2. TERM/EXTENSION OF PARTICIPATING ADDENDUM
Subject to Section 3 of this Participating Addendum, this Participating Addendum shall
be in effect from the date it is fully executed until the expiration or earlier termination of
the WSCA Master Agreement. Contractor agrees to provide at least 30 days notice to
City of Contractor's intent to terminate the WSCA Master Agreement.
In the event the WSCA Master Agreement is terminated prior to the term of this
Participating Addendum, and provided the City is in compliance with all terms and
conditions of the Agreement at that time, Contractor will, at the City's request, continue
to provide Service and Equipment to the City under the terms and conditions stated
herein for no less than 180 days from the date of termination (the "Extension Period ") in
order to allow the City to negotiate a new contract for wireless service and equipment
with Contractor or another vendor. During the Extension Period, Contractor will provide
the City with the Service Discount applicable at the time WSCA Master Agreement
terminated. The City will be bound by the terms and conditions of this Agreement during
the Extension Period.
3. NON - APPROPRIATION
The City's obligation hereunder shall not at any time exceed the amount certified by the
terms and conditions of the payment schedule for the City for the purpose and period
stated in such certification.
Except as may be provided by City ordinances governing emergency procedures, officers
and employees of the City may not request, and the City is not required to reimburse the
Contractor for, Services or Equipment beyond the agreed upon contract scope unless the
changed scope is authorized by amendment and approved as required by law.
THIS SECTION CONTROLS AGAINST ANY AND ALL OTHER PROVISIONS OF
THIS PARTICIPATING ADDENDUM.
4. SERVICE ORDERS
The Telecommunications Services unit of the City shall prepare and issue Wireless
Communications Service Orders (Service Order) for Services and or Equipment under
Agreement. All Service Orders will reference the WSCA Master Agreement, #10 -00115
and the City Agreement Number.
Contractor shall designate a point of contact who shall be responsible for receiving,
handling and communicating on City Service Orders for the duration of this Agreement.
City upon issuing and Contractor upon accepting a valid Service Order will be bound by
the terms and conditions of the WSCA Master Agreement including, without limitation,
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the obligation to pay Contractor for Service and Equipment provided.
5. PRICE AGREEMENT NUMBER
All Service Orders issued by the City shall include WSCA Master Agreement number:
10 -00115
6. PAYMENT: INVOICE FORMAT
a. Payment. The City shall make monthly payments to Contractor in arrears
for all Services and Equipment, as specified in the WSCA Master Agreement.
b. Approval by Telecommunication Services unit of the City. No charges
shall be incurred under this Participating Addendum, nor shall any payments become due
to Contractor, until reports, billing, services, or both, required under this Participating
Addendum, are received from Contractor and approved by Telecommunications Services
unit of the City as being in accordance with this Participating Addendum. City may
withhold payment to Contractor in any instance in which Contractor has failed or refused
to satisfy any material obligation provided for under this Participating Addendum.
7. LATE PAYMENTS
In No event shall City be liable for interest or late charges for any late payments. This
Section 7 specifically supercedes the reference in Section 6.B of the WSCA Master
Agreement to payment of interest on late payments.
8. PRIMARY CONTACT
Participating Entity's primary contact for this Participating Addendum is:
Name:
Tom Gergen
Title:
Manager, Information Services
Address:
City of Santa Ana
20 Civic Center Plaza M -12
P.O. Box 1988
Santa Ana, CA 92702 -1988
Telephone:
(714) 647 -6958
Fax:
(714) 647 -5406
E -mail:
tgergen @ci.santa - ana.ca.us
9. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in
person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile
or other telegraphic communication in the manner provided in this Section, to the
following persons:
To City:
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V
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M -30)
P.O. Box 1988
Santa Ana, CA 92702 -1988
telefacsimile (714) 647 -6956
With courtesy copies to:
Manager, Information Services
City of Santa Ana
20 Civic Center Plaza (M -12)
P.O. Box 1988
Santa Ana, California 92702 -1988
telefacsimile (714) 647 -5406
and,
City Attorney
City of Santa Ana
20 Civic Center Plaza (M -29)
P.O. Box 1988
Santa Ana, California 92702 -1988
telefacsimile (714) 647 -6515
To Contractor: as specified in the WSCA Master Agreement
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and
transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or
other communication shall be effective or deemed to have been given three (3) days after
it has been deposited in the United States mail, duly registered or certified, with postage
prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender,
demand, delivery, or other communication shall be effective or deemed to have been
given twenty -four (24) hours after the time set forth on the transmission report issued by
the transmitting facsimile machine, addressed as set forth above. For purposes of
calculating these time frames, weekends, federal, state, County or City holidays shall be
excluded.
10. ORDER OF PRECEDENCE
The parties acknowledge and agree that:
(a) In the event of a conflict between the terms contained in the WSCA Master
Agreement and this Participating Addendum, the terms and conditions of this
Participating Addendum will control as between Contractor and the City; and
(b) This Section 10 specifically supercedes Section 5 of the WSCA Master
Agreement
This Participating Addendum and the WSCA Master Agreement together with its
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exhibits, set forth the entire agreement between the parties with respect to the subject
matter of all previous communications, representations or agreements, whether oral or
written, with respect to the subject matter hereof. Terms and conditions inconsistent with,
contrary or in addition to the terms and conditions of this Participating Addendum and
the WSCA Master Agreement, together with its exhibits, shall not be added to or
incorporated into this Participating Addendum or the WSCA Master Agreement and its
exhibits, by any subsequent Purchase Order or otherwise, and any such attempts to add or
incorporate such terms and conditions are hereby rejected. The terns and conditions of
this Participating Addendum and the WSCA Master Agreement and its exhibits shall
prevail and govern in the case of any such inconsistent or additional terms.
11. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Contractor,
Contractor may not assign, transfer, delegate, or subcontract any interest herein without
the prior written consent of the City and any such assignment, transfer, delegation or
subcontract without the City's prior written consent shall be considered null and void.
Nothing in this Agreement shall be construed to limit the City's ability to have any of the
services which are the subject to this Agreement performed by City personnel or by other
Contractors retained by City.
12. TERMINATION /TERMINATION FOR CONVENIENCE.
a) In addition to any other rights provided in this Agreement, at anytime the City may
terminate this Participating Addendum in whole or in part by giving AWS thirty (30)
days written notice; provided, however, the City dose not have the right to terminate a
specific order for convenience after it has been issued if the product is ultimately
accepted.
b) Upon termination of this Participating Addendum, Contractor will submit an invoice
to City for an amount that represents the value of Services actually performed or
Equipment delivered prior to the effective date of termination for which Contractor
has not been previously compensated. Upon approval and payment of this invoice by
City, City shall be under no further obligation to Contractor monetarily or otherwise.
13. INTERRUPTION OF SERVICE.
Contractor may interrupt service for nonpayment of charges by any City, only if (1) the
City has failed to remit payment within 120 days after an invoice has been received by
the City from Contractor and (2) Contractor has provided the City 30 Days' written
notice prior to interrupting service.
14. DISCRIMINATION
Contractor shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and
prohibited by applicable law, in the recruitment, selection, training, utilization,
promotion, termination or other employment related activities. Contractor affirms that it
is an equal opportunity employer and shall comply with all applicable federal, state and
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local laws and regulations
15. JURISDICTION - VENUE
This Agreement and all questions relating to its validity, interpretation,
performance, and enforcement shall be government and construed in accordance with the
laws of the State of California. This Agreement has been executed and delivered in the
State of California and the validity, interpretation, performance, and enforcement of any
of the clauses of this Agreement shall be determined and governed by the laws of the
State of California. Both parties further agree that Orange County, California, shall be the
venue for any action or proceeding that may be brought or arise out of, in connection
with or by reason of this Agreement.
16. QUALIFIED PERSONNEL
Work under this Participating Addendum shall be performed only by competent
personnel under the supervision of Contractor. Contractor will comply with City's
reasonable requests regarding assignment of personnel, but all personnel, including those
assigned at City's request, must be supervised by Contractor.
17. RESPONSIBILITY FOR EQUIPMENT.
City shall not be responsible for any damage to persons or property as a result of the use,
misuse or failure of any Equipment furnished by Contractor, or by any of its employees,
even though such Equipment be furnished, rented or loaned to Contractor by City.
18. LIABILITY OF CITY.
CITY'S OBLIGATIONS UNDER THIS PARTICIPATING ADDENDUM SHALL BE
LIMITED TO THE PAYMENT OF THE COMPENSATION PROVIDED FOR IN
SECTION 6 OF THE WSCA MASTER AGREEMENT. NOTWITHSTANDING ANY
OTHER PROVISION OF THIS PARTICIPATING ADDENDUM, IN NO EVENT
SHALL CITY BE LIABLE, REGARDLESS OF WHETHER ANY CLAIM IS BASED
ON CONTRACT OR TORT, FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT
OR INCIDENTAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST
PROFITS, ARISING OUT OF OR IN CONNECTIN WITH THIS PARTICIPATING
ADDENDUM OR THE SERVICES PERFORMED IN CONNECTION WITH THIS
PARTICIPATING ADDENDUM.
19. MISCELLANEOUS PROVISIONS
a) Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective parties to each of the terms of this
Agreement, and shall indemnify City fully, including reasonable costs and attorney's
fees, for any injuries or damages to City in the event that such authority or power is not,
in fact, held by the signatory or is withdrawn.
b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully
set forth in the body of this Agreement.
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IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date
of execution by both parties belgw.
ATTEST:
PATRICIA E. HEALY
Clerk of the Council
APPROVED AS TO FORM:
JOSEPH W.FLETCHER
City Attorney /
By:
MICHAEL VIGL
Deputy City Attorney
FOR APPROVAL:
6� I A�-
` A
Executive otor of the
Finance & Management Services Agency
CITY NTA A �
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i
DAVID N. REAM
City Manager
Contractor: AWS National Accounts, LLC
a subsidiary of,. AT&T /Wireless
By: Gam'
Name: ,(_.
Title:
Tax ID# 91- 1379052
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WESTERN STATES CONTRACTING ALLIANCE
WIRELESS COMMUNICATION SERVICE AND EQUIPMENT
MASTER PRICE AGREEMENT
10 -00115
This Agreement is made and entered into by AWS National Accounts, LLC, subsidiary of
AT &T Wireless ( "contractor ") as agent for companies that operate commercial mobile radio
telecommunication systems in the geographical areas covered by this agreement ( "Carriers ")
and the New Mexico State Purchasing Agent ( "NMSPA ") on behalf of the State of New
Mexico and the participating members of the Western States Contracting Alliance as well as
other authorized purchasers.
The parties agree as follows:
"Advertised Plans and Prices" means locally advertised plans and prices. Such
plans and/or prices shall appear on the contract's web site and available to local
purchasing entities at the time of the advertisement.
"Agreement Administrator" refers to the individual appointed by the NMSPA to
administer this agreement on behalf of the State of New Mexico, the participating
WSCA states and other authorized purchasers.
"Announced Promotion Prices" are prices offered nationally (or to one or more
states) to specific categories of customers (including WSCA Participants) for
defined time periods under defined Terms and Conditions.
"Documentation" refers to manuals, handbooks, and other publications and listed
in the SES or supplied with equipment listed in the SES or supplied in connection
with services.
"Educational Discount Price" means the price offered nationally or to one or more
states which is limited to educational customers only.
"Equipment" refers to wireless devices and accessories used to access the
contractor's wireless communication services. All such equipment shall be listed in
the contractor's SES.
"FCC" means the Federal Communications Commission or successor federal
agency. In the event of deregulation, this term applies to one or more state
regulatory agencies or other governing bodies charged to perform the same, or
similar, role.
"General Price Reduction Price" means the price offered to WSCA members under
the WSCA agreement at prices lower than SES pricing. Selection and pricing of
General Price Reduction items shall be by mutual agreement of the parties. Either
party can propose additions or deletions to the listing of General Price Reduction
Items.
EXHIBIT q
"Large Order Negotiated Price" means the price offered to specific procuring
agencies or classes of procuring agencies under defined additional Terms and
Conditions. Selection and pricing of Large Order Negotiated Prices shall be by
mutual agreement of the parties. Large Order Negotiated Prices shall apply only to
those items which meet the applicable additional Terms and Conditions (e.g.,
order quantity, time limitation, product configuration) negotiated by the parties.
"Lead State" means the State conducting the cooperative solicitation and centrally
administering any resulting price agreement. New Mexico is the lead state for this
price agreement.
"Lease" means an agreement approved by the participating entity that entitles
procuring agencies to use contractor's equipment without rights of ownership.
"License" means a FCC document that authorizes wireless communication services
in a given geographic area.
"Participating Addendum" means an bilateral agreement executed by the
contractor and a Participating State or political subdivision of a State that clarifies
the operation of the price agreement for the State or political subdivision
concerned, e.g. ordering procedures specific to a State or political subdivision, and
may add other specific language or other requirements. The terms and conditions
contained in any participating addendum shall effect only the purchases of
procuring agencies within the jurisdiction of the participating entity signing the
participating addendum. A participating addendum shall have no effect
whatsoever on any other participating addendum or the scope of this agreement.
One electronic copy of each participating addendum shall be filed with the
agreement administrator within five (5) days after execution.
"Participating State" or "Participating Entity" means a member of WSCA or a
political subdivision of a WSCA member who has indicated its intent to participate
by signing an Intent to Contract, or who subsequently signs a Participating
Addendum where required, or another state or political subdivision of another state
authorized by WSCA to be a party to the resulting price agreement through the
execution of a participating addendum.
"Permissive Price Agreement" means that placement of orders through the price
agreement is discretionary with Purchasing Entities. They may satisfy their
requirements through the price agreement without using statutory or regulatory
procedures (e.g. invitations for bids) to solicit competitive bids or proposals.
Purchasing Entities may, however, satisfy requirements without using the price
agreement so long as applicable procurement statutes and rules are followed.
"Price Agreement" means a indefinite quantity contract which requires the
contractor to furnish products or services to a purchasing entity that issues a valid
purchase order.
"Purchasing Entity" means a Participating State or another legal entity, such as a
political subdivision, properly authorized by a Participating State to enter into a
contract for the purchase of goods described in this solicitation. Unless otherwise
limited in this solicitation or in a Participating Addendum, political subdivisions
of Participating States are Purchasing Entities and Participants authorized to
purchase the goods and/or services described in this solicitation. For New Mexico
purchasing entities include all state agencies and local public bodies. New
Mexico State agency means any department, commission, council, board,
committee, institution, legislative body, agency, government corporation, or
educational institution. Local public body means a political subdivision of the
state and the agencies, instumentalities and institutions thereof including all cities,
counties, courts and public schools.
"Products" refers to equipment and documentation or any other item furnished
under this agreement but not to services.
"Purchase Order" means an electronic or paper document issued by the
purchasing entity which directs the contractor to deliver products or services
pursuant to this agreement.
"Servicing Subcontractors" refers to contractor authorized subcontractors who
may be assigned by the contractor to provide products or services for a purchasing
entity. The applicable participating addendum shall include a list of potential
servicing subcontractors authorized by contractor to provide products or services
in a given geographic region.
"Services" means any FCC licensed or authorized wireless services. This includes
the transmission of voice, data or video content as well as optional two -way radio,
messaging, voice mail, Internet access and/or related services. Wireless device
maintenance, training and technical support services are included.
"Services and Equipment Schedule" or "SES" refers to a complete list, grouped
by major product categories, of the serves and products provided by the contractor
which consists of an item number, item description and the Purchasing entity's
price for each service or product or service. Such schedule shall be established and
maintained on the contractor's Internet web site.
"Service and Equipment Schedule (SES) Prices" mean the prices offered to
purchasing entities exclusive of Announced Promotional Prices, Education
Discount Prices, General Price Reductions, or Large Order Negotiated Prices.
"WSCA" means the Western States Contracting Alliance, a cooperative group
contracting consortium for state government departments, institutions, agencies and
political subdivisions (i.e., colleges, school districts, counties, cities, etc.,) in the
states of Alaska, Arizona, California, Colorado, Hawaii, Idaho, Minnesota,
Montana, Nevada, New Mexico, Oregon, South Dakota, Utah, Washington and
Wyoming. The WSCA directors may authorize the use of the price agreements by
any state or political subdivision of a state subject to the approval of the local state
director and appropriate statutory authority.
..
The contractor shall deliver wireless communication services and products to procuring
agencies in accordance with the terms of this agreement. This Agreement is a "price
agreement ". Accordingly, the contractor shall provide services or products only upon the
issuance and acceptance by contractor of valid "purchase orders ". Purchase orders may be
issued to purchase services or to purchase or lease products listed on the contractor's
SES.
A. A purchasing entity may purchase or lease any quantity of product or
service listed in the contractor's SES at the prices stated therein. For large
orders, contractor and purchasing entity may negotiate quantity price
discounts below the SES price(s) for a given purchase order.
B. Contractor may offer authorized educational institutions educational price
discounts that result in prices below the SES listed prices.
3. Title_Paacage
F1.
Title to purchased equipment shall pass to the purchasing entity upon acceptance.
This agreement is not a non - exclusive permissive price agreement. Purchasing entities
may obtain wireless communication services and equipment from other sources during
the agreement term. The NMSPA and WSCA make no express or implied warranties
whatsoever that any particular number of purchase orders will be issued or that any
particular quantity or dollar amount of products or services will be procured.
Each purchase order that is accepted by the contractor will become a part of the agree-
ment as to the products and services listed on the purchase order only; no additional terms
or conditions will be added to this agreement as the result of acceptance of a purchase
order. In the event of any conflict among these documents, the following order of
precedence shall apply:
A. the terms and condition of this agreement;
B. exhibits to this agreement;
C. executed participating addendum(s);
D. the list of products and services contained in the purchase order
including any service, lease or maintenance agreements;
E. the request for proposals document 10 -00115 ; and
F. contractor's proposal including best and final offer.
. -
All payments under this agreement are subject to the following provisions:
A. Acceptance
A purchasing entity shall determine whether all services and products
delivered meet the contractor's published specifications. No payment shall
be made for any products or services until the services and products have
been accepted in writing by the purchasing entity. Unless otherwise agreed
upon between the purchasing entity and the contractor, within fifteen (15)
days from the date the purchasing entity receives written notice from the
contractor that payment is requested for services or within fifteen (15) days
from the receipt of products, the purchasing entity shall issue a written
certification of complete or partial acceptance or rejection of the products or
services.
B. Payment oflnvoice
Payments shall be submitted to the contractor at the address shown on the
invoice. Payment shall be tendered to the contractor within thirty (30) days
of the date of certification. After the thirtieth day from the date that written
certification of acceptance is issued, interest shall be paid on the unpaid bal-
ance due to the contractor at the rate of one and one -half percent per month.
The purchasing entity shall make a good -faith effort to pay within thirty (30)
days after date of certification. Payments may be made via a purchasing
entity's "Purchasing Card".
In the event an order is shipped incomplete (partial), the purchasing entity
must pay for each shipment as invoiced by the contractor unless the
purchasing entity has clearly specified "No Partial Shipments" on each
purchase order.
C. Payment of Taxes
Payment of taxes for any money received under this agreement shall be the
contractor's sole responsibility and shall be reported under the contractor's
federal and state tax identification numbers. If a purchasing entity is not
exempt from sales, gross receipts, or local option taxes for the transaction,
the contractor shall be reimbursed by the purchasing entity to the extent of
any tax liability assessed.
D. Invoices
Invoices shall be submitted to the purchasing entity.
The agreement is effective on July 1, 2001 for a term of three (3) calendar years and may
be mutually renewed for two (2) additional one -year terms unless terminated pursuant to
the terms of this agreement. In no event shall this agreement remain in effect longer than
five (5) years from the effective date.
The following provisions are applicable in the event that the agreement is terminated.
A. Termination for Convenience
At any time, the NMSPA may terminate this agreement, in whole or in part,
by giving the contractor (30) days written notice; provided, however, neither
the NMSPA nor a purchasing entity has the right to terminate a specific
purchase order for convenience after it has been issued if the product is ulti-
mately accepted. At any time, contractor may terminate this agreement, in
whole or in part, by giving the agreement administrator thirty (30) days
written notice. Such termination shall not relieve contractor of warranty or
other service obligations incurred under the terms of this agreement.
B. Termination for Cause
Either party may terminate this agreement for cause based upon material
breach of this agreement by the other party, provided that the non- breaching
party shall give the breaching party written notice specifying the breach and
shall afford the breaching party a reasonable opportunity to correct the
breach. If within thirty (30) days after receipt of a written notice the
breaching party has not corrected the breach or, in the case of a breach which
cannot be corrected in thirty (30) days, begun and proceeded in good faith to
correct the breach, the non - breaching party may declare the breaching party
in default and terminate the agreement effective immediately. The non-
breaching party shall retain any and all other remedies available to it under
the law.
C. A Purchasing entity's Rights
in the event the agreement expires or is terminated for any reason, a
purchasing entity shall retain its rights in all products and services accepted
prior to the effective termination date.
D. The Contractor's Rights
In the event the agreement expires or is terminated for any reason, a
purchasing entity shall pay the contractor all amounts due for products and
services ordered and accepted prior to the effective termination date or
ordered before the effective termination date and ultimately accepted.
�.= :...... ..
A. The terms of this agreement and any purchase order issued for multiple
years under this agreement is contingent upon sufficient appropriations
being made by the Legislature or other appropriate governing entity.
Notwithstanding any language to the contrary in this agreement or in any
purchase order or other document, a purchasing entity may terminate its
obligations under this agreement, if sufficient appropriations are not made
by the governing entity to pay amounts due for multiple year agreements.
The purchasing entity's decision as to whether sufficient appropriations
are available shall be accepted by the contractor and shall be final and
binding.
B. A purchasing entity shall provide sixty (60) days notice, if possible, of its
intent to terminate for non - appropriation. Such termination shall relieve
the purchasing entity, its officers and employees from any responsibility or
liability for the payment of any further amounts under the relevant
purchase order.
A. Contractor shall ship all products F.O.B. destination. Risk of loss or
damage to the products shall pass to the purchasing entity upon delivery to
the purchasing entity. Contractor agrees to assist the purchasing entity with
the processing of claims for such loss or damage and to expedite the
processing of claims for such loss or damage and to expedite replacement
of lost or damaged products. Destination charges shall be included in the
product price on the SES.
B. Whenever a purchasing entity does not accept any product and returns it to
the contractor, all related documentation furnished by the contractor shall
be returned also. The contractor shall bear all risk of loss or damage with
11.
12.
respect to returned products except for loss or damage directly attributable
to the negligence of the purchasing entity.
Unless otherwise agreed upon by the purchasing entity, the purchasing
entity will deliver returned products to the contractor's closest business
location at the expense of the purchasing entity.
C. Unless otherwise arranged between the purchasing entity and contractor,
all shipments of products shall be shipped second day delivery by certified
carrier.
Wireleca Program Dmerip Linn
A. Service will be provided by contractor in accordance with the AWS Wireless
Services Program, Information Navigator and Extranet Advantage program
descriptions, attached.
B. The parties acknowledge and agree that the attached program descriptions
may be modified by contractor, from time to time, with the prior approval
of the agreement administrator. Such approval shall not be unreasonably
withheld.
Patent, Copyright, Trademark and Trade. Secret Tndemnifiration
A. The contractor shall defend, at its own expense, the State of New Mexico,
WSCA, participating entities and purchasing entities against any claim that
any product or service provided under this agreement infringes any patent,
copyright or trademark in the United States or Puerto Rico, and shall pay
all costs, damages and attorneys' fees that a court finally awards as a result
of any such claim. In addition, if any third party obtains a judgment against
a purchasing entity based upon the contractor's trade secret infringement
relating to any service provided under this agreement, the contractor agrees
to reimburse the State for all costs, attorneys' fees and the amount of the
judgment. To qualify for such defense and/or payment, the State of New
Mexico, participating entity or purchasing entity shall:
1. give the contractor prompt written notice of any claim;
2. allow the contractor to control the defense or settlement of
the claim; and
3. cooperate with the contractor in a reasonable way to
facilitate the defense or settlement of the claim.
B. If any service becomes, or in the contractor's opinion is likely to become
the subject of a claim of infringement, the contractor shall at its option and
expense:
1. provide a purchasing entity the right to continue using the
service;
2. replace or modify the service so that it becomes non- infring-
ing; or
3. ternrinate the service and refund an amount equal to the
depreciated value of the returned product, less the unpaid
portion of the purchase price and any other amounts which
are due to the contractor.
C. To the extent allowed by law, contractor agrees to pass - through to purchasing
entity any manufacturer warranties.
13. Pdre. Gi 7arantPes
The procuring agencies shall pay the lower of the prices contained in the SES or an
announced promotion price, educational discount price, general price reduction price or
large order negotiated price. Only general price reduction price decreases will apply to all
subsequent orders accepted by contractor after the date of the issuance of the revised
prices. Contractor agrees to maintain SES service and product prices in accordance with
the volume price discount guarantees filed with the agreement administrator.
The contractor agrees to maintain the SES in accordance with the following provisions:
A. The SES prices for products and services will conform to the guaranteed
prices discount levels.
B. The contractor may change the price of any product or service at any time
without prior written notice, based upon list price changes, but the
guaranteed price discount levels shall remain unchanged during the agreed
period.
C. The contractor may make service and product model changes, add new
services or products, product upgrades or services to the SES at any time
and the pricing for the same shall incorporate, to the extent possible,
similar or comparable price discount levels provided herein, as agreed by
the parties.
D. The contractor agrees to delete obsolete and discontinued products from
the SES on a timely basis.
E. Major service or product model changes shall be incorporated in the SES
as soon as possible after the announcement. In conjunction therewith or as
soon as possible, the parties shall negotiate a price discount level for the
new services or products as comparable as possible to the price discount
level contained in the SES for similar services or products.
F. The SES shall be maintained by the contractor on an Internet web site
provided by the contractor.
Contractor may make product substitutions either to the internal system components,
options or accessories as long as the substitute item is the same or better technology at the
same or lower price. Delivery order modifications will not be required. The invoice will
reflect the actual product shipped NOT the product ordered. To effect administrative
savings, procuring agencies are instructed to make payments in accordance with this
paragraph without requiring a delivery order modification. The following note will appear
on the invoice.
"In accordance with the Product Substitutions paragraph in the Master Price
Agreement, contractor has substituted a product on this order. The
substitution is the same or better technology at the same or lower price."
fC IR..TiSmf.`iSTS.Td : i
The contractor agrees to maintain a toll -free technical support telephone line. The line
shall be accessible to purchasing entity personnel who wish to obtain competent technical
assistance regarding the operation of products supplied by the contractor.
We "MMM.Malre
Notwithstanding any language to the contrary in this agreement or in any purchase order
or other document, a purchasing entity may terminate its obligations under this
agreement, or any extension thereof, for convenience by giving contractor sixty (60) days
written notice of its intent to terminate a purchase order. The purchasing entity shall pay
for the services rendered and accepted prior to the date of termination. Such termination
shall relieve the purchasing entity, the purchasing entity's State, and its officers and
employees from any responsibility or liability for the payment of any further amounts
under the relevant purchase order. Procuring agencies may not terminate a purchase
order for convenience in order to acquire functionally equivalent product(s) or services
from a third party.
10
Contractor agrees to activate wireless services and deliver products to procuring agencies
within five (5) business days after receipt of a valid purchase order.
.. -
A party shall be excused from performance under this agreement for any period that the
party is prevented from performing as a result of an act of God, strike, war, civil
disturbance, epidemic, or court order, provided that the party has prudently and promptly
acted to take any and all steps that are within the party's control to ensure performance.
Subject to this provision, such non - performance shall not be deemed a default or a ground
for termination.
Contractor agrees to maintain detailed records pertaining to the price of services rendered
and products delivered for a period of three years from the date of acceptance of each
purchase order. These records shall be subject to inspection by the purchasing entity and
appropriate governmental authorities within the purchasing entity's state. The purchasing
entity shall have the right to audit billings either before or after payment. Payment under
this agreement shall not foreclose the right of the purchasing entity to recover excessive
or illegal payments.
The contractor and its agents and employees are independent contractors and are not
employees of the State of New Mexico or any participating entity. The contractor has no
authorization, express or implied to bind the State of New Mexico, WSCA or any
participating entity to any agreements, settlements, liability or understanding whatsoever,
and agrees not to perform any acts as agent for the State of New Mexico, WSCA, or
participating entity, except as expressly set forth herein. The contractor and its agents and
employees shall not accrue leave, retirement, insurance, bonding, use of state vehicles, or
any other benefits afforded to employees of the State of New Mexico or participating
entity as a result of this agreement.
The contractor may subcontract communication services as well as installation, training,
warranty or maintenance services. However, the contractor shall remain solely
responsible for the performance of this agreement. All purchasing entity payments for
products or services shall be make directly to the contractor. If subcontractors are to be
used, the name of the authorized subcontractor(s) shall be identified in the applicable
participating addendum(s).
11
The contractor shall hold the State of New Mexico, participating entities and its agencies
and employees harmless and shall indemnify the State of New Mexico, participating
entities and its agencies and employees against any and all claims, suits, actions, liabili-
ties and costs of any kind, including attorney's fees for personal injury or damage to
property arising from the acts or omissions of the contractor, its agents, officers,
employees or subcontractors. Contractor shall not be liable for damages that are the result
of negligence by the State of New Mexico, the participating entities, their respective
agencies, and/or their respective employees.
F W11MITIl"I n
The agreement shall only be amended by written instrument executed by the parties.
%T .`%Ti. —JER I_ p - n
This agreement incorporates all of the agreements of the parties concerning the subject
matter of this agreement, and all prior agreements have been merged into this agreement.
No prior agreements, verbal or otherwise, of the parties or their agents shall be valid or
enforceable unless embodied in this agreement.
001115riTm fro a .MS 3W.TKOTIf
If any term or condition of this agreement shall be held invalid or unenforceable, the
remainder of this agreement shall not be affected and shall be valid and enforceable.
A party's failure to require strict performance of any provision of this agreement shall not
waive or diminish that party's right thereafter to demand strict compliance with that or
any other provision. No waiver by a party of any of its rights under this agreement shall
be effective unless express and in writing, and no effective waiver by a party of any of its
rights shall be effective to waive any other rights.
Contractor agrees to maintain and support a contractor supplied Internet website for
access to the SES, service selection assistance, problem resolution assistance, product
descriptions, product specifications, coverage description and other aides in accordance
contractors proposal. In addition, contractor agrees to provide electronic commerce
assistance for the electronic submission of purchase orders, purchase order tracking,
payment by purchase card and reporting by September 30, 2001.
r • 9,..... , . .... ,
12
30.
31
32.
The contractor agrees to abide by all applicable laws, regulations, and executive orders
pertaining to equal employment opportunity, including federal laws and the laws of the
state in which it's primary place of business is located. In accordance with such laws,
regulations, and executive orders, the contractor agrees that no person in the United States
shall, on the grounds of race, color, religion, national origin, sex, age, veteran status or
handicap, be excluded from employment with or participation in, be denied the benefits
of, or be otherwise subjected to discrimination under any program or activity performed
by the contractor under this agreement. If the contractor is found to be not in compliance
with these requirements during the life of this agreement, the contractor agrees to take
appropriate steps to correct these deficiencies.
The contractor's liability to a purchasing entity for any cause whatsoever shall be limited
to the purchase price paid to the contractor for the products and services that are the
subject the purchasing entity's claim. The foregoing limitation does not apply to Para-
graphs 12 and 23 of this agreement or to damages resulting from personal injury caused
by the contractor's negligence. In no event shall the contractor be liable for any indirect,
special or consequential damages arising out of this agreement or the use of the products
purchased by the purchasing entity hereunder, even if the contractor has been advised of
the possibility of such damages.
A. This price agreement shall be governed and the resulting price agreement
construed in accordance with the laws of the lead state. The construction
and effect of any participating addendum or order against the price
agreement shall be governed by and construed in accordance with the laws
of the purchasing entity's state. Venue for any claim, dispute or action
concerning the construction and effect of the price agreement shall be in
the Lead State. Venue for any claim, dispute or action concerning an order
placed against the price agreement or the effect of a participating
addendum or shall be in the purchasing entity's state.
B. The New Mexico Procurement Code, Sections 13 -1 -28 through 13 -1 -199
NMSA 1978, imposes civil and misdemeanor criminal penalties for its
violation. In addition, the New Mexico criminal statutes impose felony
penalties for bribes, gratuities and kick - backs.
Contractor shall appoint a primary representative to work with the agreement
administrator to maintain, support and market this agreement. The NMSPA reserves the
right to require a change in contractor's then - current primary representative if the
13
assigned representative is not, in the opinion of the NMSPA, serving the needs of the
State of New Mexico and the participating entities adequately.
The contractor, upon final payment of the amount due under this agreement, releases the
NMSPA, State of New Mexico and participating entities' officers and employees, from all
contractual liabilities, claims and obligations whatsoever arising from or under this
agreement. The contractor agrees not to purport to bind the State of New Mexico or any
participating entity to any obligation, unless the contractor has express written authority
to do so, and then only within the strict limits of the authority.
�
Any confidential information provided to or developed by the contractor in the
performance of this agreement shall be kept confidential and shall not be made available
to any individual or organization by the contractor without the prior written approval of
the participating entity.
The contractor wan-ants that it presently has no interest and shall not acquire any interest,
direct or indirect, which would conflict in any manner or degree with the performance of
services required under this agreement.
Replacement parts may be refurbished.
The contractor agrees that equipment supplied by the contractor meets all applicable FCC
Certifications. Improper, falsely claimed or expired FCC certifications are grounds for
termination.
38. I'Arpmin
Contractor agrees to not to provide services or products to any governmental entities in a
geographic area for which contractor does not have appropriate FCC licenses or other
appropriate authorizations.
The contractor shall not assign, sell or transfer any interest in this agreement or assign any
claims for money due or to become due under this agreement without the prior written
14
0t
approval of the NMSPA , which approval shall not be unreasonably withheld. Contractor
shall not sublet rights or delegate responsibilities without prior written approval of the
agreement administrator.
The NMSPA shall appoint an agreement administrator whose duties shall include but not
be limited to the following:
A. The administrator shall provide instructions concerning the contents
of the contractor's website.
B. The administrator will facilitate dispute resolution between the
contractor and procuring agencies. Unresolved disputes shall be
presented to the NMSPA for resolution.
C. The administrator shall promote the use of the agreement by
WSCA members and other participating entities.
D. The administrator shall advise the NMSPA regarding the
contractor's performance under the terms and conditions of the
agreement.
E. The administrator shall receive and approve quarterly price
agreement utilization reports and the administration fee payments.
F. The administrator shall periodically verify the service and product
prices in the SES conform with the contractor's volume price
guarantees. The administrator may appoint an auditor to perform
this task.
a' NO I
Certain paragraphs of this agreement including but not limited to Patent, Copyright,
Trademark, and Trade Secret Indemnification; Indemnification; and Limit of Liability shall
survive the expiration of this agreement. Wireless service agreements, equipment lease
agreements, warranty and maintenance agreements that were entered into under the terms
and conditions of this agreement shall survive this agreement.
15
Contractor may lease equipment to procuring agencies in accordance with terms and
conditions approved by the appropriate governing authority for the purchasing entity's
jurisdiction. Such approval shall be indicated in the participating addendum.
F .1
This agreement shall be entered into and be binding upon the successors and assigns of the
parties.
45. Notification
Either party may give written notice to the other party in accordance with the terms of this
paragraph 45. Any written notice required or permitted to be given hereunder shall be
deemed to have been given on the date of delivery if delivered by personal service or hand
delivery or three business days after being mailed.
To NMSPA:
New Mexico State Purchasing Agent
Purchasing Division
Joseph M. Montoya State Building, Room 2016
1100 St. Francis Drive
Santa Fe, New Mexico 87505 or
P.O. Drawer 26110
Santa Fe, New Mexico 87502 -0110
To Contractor:
AWS Business Marketing
P.O. Box 97061
Redmond, Washington 98073 -9761
Either party may change its representative or address above by written notice to the other
in accordance with the terms of this Paragraph 45. The carrier for mail delivery and
notices shall be the agent of the sender.
46. Administration Reporting and Fees
The contractor agrees to provide periodic price agreement utilization reports to the
agreement administrator in accordance with the following schedule:
Perim[ End
June 30
Report Dii
July 31
September 30
October 31
December 31
January 31
March 31
April 30
The periodic report shall include the gross revenue (equipment purchases, service fees,
16
47
lease and maintenance agreement payments) for the period subtotaled by purchasing entity
name or identifying number, within the purchasing entity's state name. The periodic report
shall include the total active lines in operation at the end of the period subtotaled by
purchasing entity name, within purchasing entity's state name.
The report shall be accompanied with a check payable to Western States Contracting
Alliance for an amount equal to one -tenth of one percent (0.0010) of the gross revenue
for the period.
The reports and checks shall be addressed and delivered as follows:
Mr. Terry Davenport
Purchasing Division, Room 2016
1100 St. Francis
Santa Fe, New Mexico 87505
Mr. Terry Davenport
Purchasing Division
P. O. Drawer 26110
Santa Fe, New Mexico 87502 -0110
The failure to file the utilization reports and fees on a timely basis shall constitute
grounds for the removal of the contractor's primary representative, suspension of the
price agreement or termination of the price agreement for cause.
The contractor agrees to credit procuring agencies for service outages/overloads in
accordance with the following procedures.
A. The purchasing entity should contact the contractor as soon as possible
after they are alerted to the problem for quick resolution.
B. The purchasing entity needs to provide the following information; called
number, the service subscribed to, the difficulty experienced, and the
approximate time the call was placed.
C. The credit will be issued by the contractor's customer service
representative and will appear on the procuring agencies' next monthly
invoice as a line item on a separate page exclusively for credits. The
contractor can also instruct the purchasing entity to deduct the credit
amount from their current invoice if that would be more in line with the
procuring agencies' satisfaction and requirements.
D. A credit memo will be sent to the procuring agencies' billing manager by the
contractor and will contain the following information;
- Credit Date of Issue
-Bill payer Number credit was applied to
-The invoice number and date
17
48.
49
- Reason for Credit
- Amount of credit issued
A. Any of the following shall constitute cause to declare the contract or any
order under this contract in default:
(1) Nonperformance of contractual requirements; or
(2) A material breach of any term or condition of this contract.
B. A written notice of default, and an opportunity to cure, shall be issued by
the party claiming default, whether the lead state (in the case of breach of
the entire agreement), a participating state (in the case of a breach of the
participating addendum), the purchasing entity (with respect to any order),
or the contractor. Time allowed for cure shall not diminish or eliminate
any liability for liquidated or other damages.
C. If the default remains after the opportunity for cure, the non - defaulting
party may:
(1) Exercise any remedy provided by law or equity;
(2) Terminate the contract or any portion thereof, including any orders
issued against the contract;
(3) Impose liquidated damages, as specified in the solicitation or contract;
(4) In the case of default by the contractor, and to the extent permitted by
the law of the Participating State or Purchasing Entity, suspend contractor
from receiving future solicitations.
A. The contractor agrees to assist the agreement administrator or designee
with web site product and pricing audits based on mutually acceptable
procedures.
B. The contractor agrees to assist participating states with invoice audits to
ensure that the contractor is complying with the agreement in accordance
with mutually agreed procedures set forth in the participating addendum.
18
I
The contractor agrees to proactively monitor calling volumes and patterns. The contractor
shall immediately report unusual calling volumes and patterns to the purchasing entity
that is invoiced for the airtime. Should the purchasing entity's representative declare such
activity as fraudulent, the contractor will immediately deactivate the service.
51. Extensions
Unless prohibited by provision in a participating addendum, contractor may, at the sole
discretion of contractor, offer wireless services to non -profit organizations, religious
schools, government employees and students within the governmental jurisdiction of the
entity completing the participating addendum with the understanding that the
governmental entity has no liability whatsoever concerning the equipment or for payment
of services. It is further understood that the contractor is under no obligation to report the
revenue or pay an administration fee on the sales from such organizations and
individuals.
Ca'TTMUNTMP Moo
Contractor agrees to participate in the Federal Communications Commission's E -rate
discount program established pursuant to the Telecommunications Act of 1996, in
accordance with the Schools and Libraries Division (SLD) of the Universal Service
Administration Corporation (USAC) requirements.
Contractor is currently unable to program/reprogram wireless devices to support
connectivity to designated long distance telephone service carriers.
IN WITNESS WHEREOF, the parties have executed this agreement as of the date of execution by
the New Mexico State Purchasing Agent, below.
State of New Mexico Contractor
State Purchasing Agent AT &T A'reless Services National Accounts, LLC
BY �M
BL
Louis T. Higgins Title: d/.c.Ll 1 ti (�
Date: fo -M.2 I Date:
19
AMENDMENT #1
WESTERN STATES CONTRACTING ALLIANCE
AWS National Accounts, LLC
MASTER PRICE AGREEMENT #10 -00115
This bilateral Amendment #1 is entered into by AWS National Accounts, LLC, subsidiary of
AT &T Wireless ( "Contractor") and the New Mexico State Purchasing Agent ( "NMSPA ") on
behalf of the State of New Mexico and the participating members of the Western States Contracting
Alliance and other authorized purchasers. This Amendment #1 to the Master Price Agreement (the
"Agreement") is effective on date signed by NMSPA ( "Effective Date "), and is issued to modify
the Agreement as enumerated in the following:
Paragraph 7, Agreement Term, is amended to read as follows: The agreement is effective on
July 1, 2001 for a term of four (4) calendar years (through June 30, 2005) and m ay b e
mutually renewed for one (1) additional one -year term unless terminated pursuant to the
terms of this agreement. In no event shall this agreement remain in effect longer than five (5)
years from the effective date.
IN WITNESS WHEREOF, the Parties have caused this Amendment #1 to be signed by their duly
authorized representatives, in two (2) original counterparts, on the date(s) indicated below.
STATE OF NEW MEXICO AWS National Accounts, LLC
gew By nMesre-
oter- Q&V DeueloPment
o St urchasing Agent 1t le:
Date: S'��'O.2 Date: it byD
WSCA Master Amend 8 -11 -2003
AT &T Wireless Information Navigator® Advantage Attachment
1. Definitions. These following capitalized terms will have the meanings set forth below
1.1 "Documentation" means the user manual(s) and other printed or on -line help
materials accompanying each delivery of WIN Advantage.
1.2 "Foundation Account Number" means an account number assigned by contractor
to Purchasing Entity for billing purposes that include no fewer than 50 Corporate Responsibility
Users.
1.3 "Product Support" means a service whereby contractor shall provide telephonic,
technical product support on WIN Advantage for up to three (3) of Purchasing Entity's registered
individuals.
2. License.
2.1 Grant of License. Contractor grants to Purchasing Entity a non - exclusive, non-
transferable license to use WIN Advantage pursuant to the terms and conditions of the Agreement
(the "License ").
2.2 Authorized Use. Purchasing Entity may use WIN Advantage on up to ten (10)
computer terminals for the sole purpose of using the Reports and Tools.
2.3 Restrictions. Purchasing Entity will not (a) use WIN Advantage on a network;
(b) modify, translate, disassemble, decompile, reverse engineer or in any other way derive any
source code from WIN Advantage, nor will it merge WIN Advantage with another computer
program; (c) use WIN Advantage in the operation of a service bureau; (d) sell, license, publish,
display, distribute, or otherwise transfer WIN Advantage or any copy thereof, in whole or in part, to
a third party; nor (e) export WIN Advantage outside of the United States, without contractor's prior,
written consent.
2.4 Compact Discs and Copies. At no charge, Purchasing Entity will receive one (1)
WIN Advantage compact disc per month for each of its Foundation Account Numbers. Upon
Purchasing Entity's request, contractor will provide Purchasing Entity additional WIN Advantage
compact discs for Purchasing Entity's current or prior month's information for $25 each.
Purchasing Entity, solely to enable it to use WIN Advantage, may make one archival copy of WIN
Advantage as part of its usual software back -up procedures. Purchasing Entity will have no other
right to copy WIN Advantage. Any copies of WIN Advantage made by Purchasing Entity are the
exclusive property of contractor.
2.5 Ownership. Purchasing Entity acknowledges and agrees that nothing in the
Agreement conveys or provides Purchasing Entity with an ownership interest in and to WIN
Advantage, and Purchasing Entity agrees to make no claim of ownership in and to WIN Advantage.
2.6 Modifications and Reverse Engineering. Purchasing Entity acknowledges and
agrees that only contractor will have the right to alter, modify, maintain, enhance or otherwise
modify WIN Advantage.
3. Installation and Product Support.
3.1 Initial Installation and Training. Initial installation of WIN Advantage and up to
four (4) hours of initial training on WIN Advantage will be provided by contractor to Purchasing
Entity at no charge.
3.2 Product Support. Contractor will provide Product Support to Purchasing Entity at
no charge for three (3) months following completion of the initial installation. After this three -
month period expires, contractor will provide Purchasing Entity with Product Support based upon a
per call fee. Purchasing Entity will pay $90 per hour for this Product Support, pro rated, with a ten
(10) minute minimum charge for each such call placed by Purchasing Entity. Contractor reserves
the right to change the fee for this time -based Product Support at any time.
4. Incorporation of Agreement The terms, conditions and defined terms set forth in all
documents comprising the Agreement (including, without limitation, this Attachment, the Cover
Page, the Program Description, together with any additional attachments thereto, and the General
Terms and Conditions) apply throughout all such documents.
AT &T Wireless Program Description
Service.
1.1 Provision of Service. Contractor, through companies that operate commercial
mobile radio telecommunications systems in the geographic areas covered by the Agreement ( "Carriers "), will
provide commercial mobile radio Services more particularly described in the Agreement ( "Service ") to the
Purchasing Entities and their respective W -2 employees who either (a) receive Service under the Purchasing
Entity's account ( "Corporate Responsibility Users" or "CRUs ") or (b) receive Service under individual
accounts in accordance with the Employee Benefit Program described herein ( "Individual Responsibility
Users" or "IRUs ") (at times, Corporate Responsibility Users and Individual Responsibility Users are referred
to together as "End Users "). Service includes wireless voice telecommunications services ( "Voice Service ")
and wireless data telecommunications services ( "Wireless Data Service ").
1.2 Availability/Interruption. Service will be available only within the operating range
of each Carrier's wireless system ( "Service Area "). Contractor may from time to time add or delete Service
Areas upon written notice to NMSPA. Service is subject to: (a) transmission limitation, reduction in
transmission speed, or interruption caused by weather, your Equipment, terrain, obstructions such as trees or
buildings, and other conditions; (b) temporary suspension due to governmental regulations or orders, system
capacity limitations, system repairs or modifications, or contractor's efforts to combat potential fraud;
(c) interruption for nonpayment of charges by any Purchasing Entity; and (d) call blocking for certain
categories of numbers (e.g., 976, 900 and certain international destinations) or access to certain websites if, in
contractor's sole discretion, contractor is experiencing excessive billing, collection or fraud problems with
access to those numbers or sites.
2. Payment.
2.1 Charges. Each Purchasing Entity will pay: (a) Service charges for all calls
processed through Numbers and all actual kilobytes transmitted through the Equipment (even if the connection
is dropped or the data is not actually received) including, without limitation, local airtime charges, long
distance charges, features charges, and roaming charges; (b) Equipment charges; and (c) any applicable
federal, state and local sales, public utilities, gross receipts, or other taxes, surcharges, assessments, recoveries
or fees imposed upon such Purchasing Entity, contractor, or a Carrier as a result of the purchase or use of
Equipment or Service under this Agreement, except taxes based on contractor's or the Carrier's net income.
Specific charges may differ by Service Area. Contractor will charge 800, 866, 877, 888 and other "toll free"
calls at domestic airtime or roaming rates. Each Purchasing Entity may receive a separate bill for some long
distance charges. Due to delayed reporting between Carriers, Service usage may be billed in a subsequent
month and this usage will be charged as if used in the month billed. Billing cycle end dates may change from
time to time. For rate plans where a billing cycle covers less than or more than a full month, contractor may
make reasonable adjustments and proration.
2.1.1 Purchasing Entities Tax - Exempt Status. With respect to
§2.1(b) of this Program Description, and §6 (c) above, contractor acknowledges that certain
Purchasing Entities may be tax- exempt. Contractor will accord the proper tax - exempt status to
each Purchasing Entity that properly establishes such status. Notwithstanding this tax-exempt
status, each Purchasing Entity shall pay: (a) any taxes not covered by its tax- exempt status; and
(b) any and all regulatory fees, assessments and charges including, without limitation, universal
service fees and all other similar, government- imposed fees, assessments and/or charges that the
Purchasing Entity may be legally subject to as a result of the purchase or use of Service under
this contract.
2.2 Voice Service. The length of a call is measured during the time that the End User is
connected to the wireless system, which is approximately from the time the End User presses "Send" or
another appropriate key to initiate or answer a call until approximately the time the End User presses "End" or
another appropriate key to terminate the call. Airtime usage on each call is billed in full minute increments,
with partial minutes of use rounded up to the next, and charged as a, full minute. If an incoming call has been
19
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forwarded to another phone number, the Purchasing Entity will be charged for the entire time that the switch
handles the call. For calls made from or received in the End User's local area, Purchasing Entity will not be
charged for busy or uncorrected calls if the End User presses "End" or "No" within a reasonable time. If
Equipment is used as a pager, the Purchasing Entity will be charged for messages as described in the selected
rate plan. If a selected calling plan or rate plan includes a predetermined allotment of services (for example, a
predetermined amount of airtime, data, or text messages), unused allotment of such services from one billing
cycle will not carry over to any other billing cycle.
2.3 Wireless Data Service. Unless the selected Wireless Data Service rate plan
provides otherwise, Wireless Data Service usage is aggregated over a billing cycle, with any partial kilobyte of
data used in that billing cycle being rounded up to a full kilobyte.
3. AT &T Wireless Program Eligibility Requirements. Participating Entity must at all times
meet the following program eligibility requirements throughout the term of the Agreement in contractor
markets set forth in the Agreement ( "Contractor Markets ").
3.1 Minimum Subscription Requirement. Participating Entity must have at least fifty
(50) separate End Users subscribing to Service at all times. If contractor reasonably determines that a
Participating Entity will not achieve this subscription level within ninety (90) days of the date of the
Agreement or will not maintain this subscription level during the term of this agreement, then that
Participating Entity will be in default under §86 of this agreement; provided, however, that for purposes of
breach of this section only, the notice period will be sixty (60) days.
3.2 Minimum Revenue Requirement. Participating Entity must use a volume of
Service such that contractor will realize service revenue for Qualified Charges, as defined in §4.1 below
( "Service Revenue ") of at least $45,000 per term year. If Participating Entity fails to achieve this revenue
requirement in any term year, then that Participating Entity will be in default under §8B of this Agreement.
4. Service Discount. Contractor will provide Service to each Participating Entity with pricing
and discounts applied in accordance with the Service and Equipment Schedule. This "Service Discount" is
applied to a rate plan's Qualified Charges only. Contractor is not liable for any damages resulting from any
failure by contractor or its billing vendors to properly calculate and apply the Service Discount. Contractor
and Purchasing Entity will reconcile any miscalculation on the following month's invoice.
4.1 "Qualified Charges" For the purpose of determining the amounts against which
the Service Discount is applied, the following undiscounted Service charges are "Qualified Charges ": (a)
one -time charges for Service activation and conversion, (b) monthly wireless access charges, (c) home wireless
airtime charges, (d) roaming airtime charges incurred by Numbers provisioned from Contractor Markets while
roaming in other Contractor Markets, (e) charges for detail billing, (f) charges for tethering, and (g) charges for
additional wireless service features such as voice mail, but excluding enhanced features such as directory
assistance or fee -based information services where contractor or Carrier pays a fee to a third -party vendor for
use of the feature. To the extent there is any material conflict between the definition of Qualified Charges set
forth in this §4.1, and any other reference to charges against which the Service Discount might apply found
elsewhere in this Agreement, the definition set forth in this §4.1 will control.
4.2 "Non - Qualified Charges" refers to the following charges to which the Service Discount
will not apply: (a) charges for long distance service, (b) all charges for local landline interconnect, toll
services and other charges arising from or related to wireless operators providing long distance service, (c) all
charges for Equipment, (d) roaming charges in areas other than Contractor Markets, (e) all taxes, and (f) all
other charges not described in §4.1 above, including without limitation recoveries for universal service
assessments.
5. Equipment Pricing. Contractor will provide Purchasing Entity Equipment pursuant to the
SES.
6. AT &T Employee Benefit Program ( "Employee Benefit Program "). Purchasing Entities
current W -2 employees may participate in the Employee Benefit Program. All such W -2 employees
20
participating in the Employee Benefit Program will be Individual Responsibility Users under the contract.
6.1 Employee Benefit Program Requirements. Each Individual Responsibility User
participating in the Employee Benefit Program: (a) must enter into and be individually responsible for
complying with a separate agreement with contractor for Service and Equipment (an "IRU Service
Agreement ") including, without limitation, the corresponding obligation to pay for all charges incurred
thereunder; (b) must be individually responsible for complying with all of the terms and conditions of his or
her chosen rate plan; and (c) must follow the activation procedures and processes established by contractor
from time to time.
6.2 Employee Benefit Program Features. Under the Employee Benefit Program, the
following will apply: (a) Individual Responsibility Users may choose from any Service rate plan available to
its corresponding Purchasing Entity (provided they qualify for the chosen rate plan); (b) Individual
Responsibility Users will receive the Service Discounts provided for in this contract, which will be applied to
their monthly invoices; (c) Individual Responsibility Users will receive the Equipment pricing set forth in this
contract; (d) Service Revenue incurred by Individual Responsibility Users will contribute to the Measured
Annual Service of All W SCA participants; and (e) Individual Responsibility Users and their usage contribute
to the program eligibility requirements set forth in §2 above.
6.3 WIN Advantage Exclusion. Individual Responsibility Users' account information
will not be included in WIN Advantage (as defined in §7 below).
6.4 Purchasing Entities' Representation and Warranty. Each Purchasing Entity
represents and warrants that all its Individual Responsibility Users are current W -2 employees of such
Purchasing Entity or the corresponding Participating Entity.
6.5 Marketing Assistance. Purchasing Entity will participate with contractor in efforts
to obtain eligible employees' subscription to the Employee Benefit Program.
6.6 Financial Responsibility. Each Purchasing Entity is not liable for any charges
incurred by Individual Responsibility Users under any IRU Service Agreement.
7. Billing Services and Invoicing Options. Each Purchasing Entity will receive certain billing
analysis tools using the AT &T Wireless Information Navigator® Advantage software (together with all
updates and modifications thereto "WIN Advantage "). With respect to Service, each Purchasing Entity will
have the invoicing options set forth below.
7.1 Corporate Invoicing. Under corporate invoicing, contractor will provide an invoice
each month through WIN Advantage consolidating all Corporate Responsibility Users' Service charges for the
preceding monthly billing cycle. The applicable Purchasing Entity will promptly notify contractor of any
Numbers to be added or deleted from such Purchasing Entity's invoice.
7.2 Corporate Responsibility User Invoicing ( "End User Invoicing "). Under End
User Invoicing, contractor will provide an invoice each month to Purchasing Entity's Corporate Responsibility
Users setting forth such Corporate Responsibility Users' Service charges for the preceding monthly billing
cycle.
8. Incorporation of Agreement. The terms, conditions and defined terms set forth in all
documents comprising the contract including, without limitation, this Program Description, together with any
attachments thereto, apply throughout all such documents. Attachments to this Program Description include:
AT &T Wireless information Navigator Advantage Attachment, Extranet Advantage Attachment, AT &T
Wireless Mobile Internet Service Attachment, AT &T Wireless Business Solutions - BlackBerryn Attachment,
AT &T Wireless Connectivity Option — Permanent Virtual Circuit Attachment, and AT &T Wireless
Connectivity Option — Frame Relay Attachment.
21
rh 21103 ( lindI W ogaam Pv +itw, - --_4 ?-akA .dtk
AT &T Wireless Mobile Internet Service Attachment
1. AT &T Wireless Mobile Internet Service.
Pursuant to the terms and conditions of this Exhibit,
contractor will provide Service to Purchasing Entities through
Equipment that accesses contractor's GSM/GPRS network
( "Wireless Mobile Intemet Service"). Except as specifically
provided for in this Exhibit, the term "Service" under the
Agreement will include Wireless Mobile Internet Service.
2. Availability. Wireless Mobile Intemet Service is
available for purchase in select Contractor Markets set forth
in § 13 below, as may be modified by contractor from time to
time. Contractor may choose to block access to certain
websites if, in contractor's sole discretion, contractor is
experiencing excessive billing, collection or fraud problems
with access to those sites.
3. Rate Plans. Purchasing Entities may choose from
specific Wireless Mobile Internet Service rate plans found in
the SES, as may be modified by contractor from time to time.
These AT &T Wireless Mobile Internet Plans and AT &T
Wireless Mobile Internet Plans with Voice are only available
for use with Wireless Mobile Internet Equipment (see §4
below).
4. Equipment. With respect to Wireless Mobile
Internet Service, Purchasing Entities may purchase available
Wireless Mobile Intemet Equipment the list of which is found
in the SES, as may be modified by contractor from time to
time. The term "Wireless Mobile Intemet Equipment" means
the SIM (Subscriber Identity Module) Card and wireless
receiving and transmitting equipment that contractor has
authorized to be programmed with a Number for use with
Wireless Mobile Internet Service. Except as specifically
provided for in this Extdbit, the term "Equipment" under the
Agreement will also include Wireless Mobile Internet
Equipment. Wireless Mobile Internet Equipment is
incompatible with TTY, which may prevent emergency calls.
5. Discounts.
5.1 Service Discounts. Qualified Charges
incurred in connection with Wireless Mobile Internet Service
receive the Service Discount. Regardless of the method
Purchasing Entity has selected to receive the Service
Discount, Service Discounts related to Wireless Mobile
Intemet Service can only be applied through a direct credit to
an End User's invoice.
5.2 Equipment Pricing. Contractor will
provide Purchasing Entities with Wireless Mobile Intemet
Equipment at the prigs set forth in the SES, as may be
modified by contractor from time to time.
6. Eligibility Requirements. Subject to any
restrictions set forth in the Agreement, Purchasing Entity's
End Users, together with their respective Wireless Mobile
Internet Service usage will count towards all Purchasing
Entity's eligibility requirements under the Agreement.
7. WIN Advantage Exclusion. Wireless Mobile
Internet Service information will not be included in WIN
Advantage.
S. Extranet Advantage Limitation. Purchasing
Entities will not be able to purchase, order or activate
Wireless Mobile Intemet Service or Wireless Mobile Intemet
Equipment through Extranet Advantage.
9. Additional Terms and Conditions for Wireless
Mobile Internet Service. In addition to the terms and
conditions of the corresponding Wireless Mobile Internet
Service rate plans, the following terms and conditions apply
to Wireless Mobile Internet Service:
9.1 Charges. When using contractor's
network, for all incoming and outgoing voice Wireless
Mobile Internet Service, the length of the call will be
measured during the time that the call is connected to
contractor's system, which is approximately from the time the
End User presses "Send" or other key to initiate or answer a
call until approximately the time the first party terminates the
call. Purchasing Entity is responsible for all data usage sent
through contractor's network and associated with the
Wireless Mobile Internet Equipment; regardless of whether
the Wireless Mobile Internet Equipment actually receives the
information. In some cases contractor's network will re-send
certain packets to ensure complete delivery, in these cases
Purchasing Entity will be responsible for paying for the re-
sent packets. Utilizing compression solutions may or may not
impact the amount of kilobytes for which Purchasing Entity is
billed. Wireless Mobile Intemet Service will be calculated
and billed in kilobytes. Anew data session starts every time
an End User accesses contractor's data network. It ends
when such End User leaves contractor's data network (e.g. by
switching to voice mode or using a function outside of the
data browser). In some cases, if the End User leaves
contractor's data coverage area or accepts a voice call while
in data mode, and resumes data activity within a brief period
of time, the data session will continue. At the end of every
data session, or once every 24 hours if a session lasts longer
than 24 hours, contractor's system will create a billing record.
The usage for that billing record will be rounded up to the
next kilobyte and a cost will be associated with that billing
record and rounded to the nearest cent. One megabyte equals
1024 kilobytes. One kilobyte equals 1024 bytes.
W SCA Admin E,&bit WMIS 1201
9.2 Use of Service and Equipment.
Purchasing Entities consent to receiving advertising, alerts
and other broadcast messages. Each Wireless Mobile Intern e[
Service can only have a limited number of active promotions
and features. The Wireless Mobile Internet Equipment has
been manufactured to operate exclusively with Wireless
Mobile Internet Service provided by contractor. The Wireless
Mobile Intemet Equipment will only accept a SEA Card
provided by contractor and cannot be activated with any other
wireless carrier.
9.3 Equipment Compatibility. All Wireless
Mobile Internet Equipment sold by contractor to Purchasing
Entities will be compatible with contractor's Wireless Mobile
Internet Service and will meet federal standards. To the
extent Purchasing Entities obtain other wireless receiving and
transmitting equipment that it intends to use with contractor's
Wireless Mobile Intemet Service, the respective Purchasing
Entity is responsible for ensuring that such equipment is
compatible with contractor's Wireless Mobile Internet Service
and meets federal standards.
9.4 Billing for Wireless Mobile Internet
Equipment. Wireless Mobile Internet Equipment can only
be billed via a separate equipment invoice or "SEI."
10. General Terms and Conditions. In addition to the
terms and conditions set forth elsewhere in the Agreement,
the following terms and conditions apply to all Service:
10.1 Toll Free Calls. Contractor will charge
800, 866, 877, 888 and other "toll free" calls at domestic
airtime or roaming rates. Purchasing Entities are liable for
such charges under the Agreement.
10.2 Certain Taxes. A portion of the monthly
charges may constitute charges for Internet access and other
data- centric services that may not be taxable under the federal
Intemet Tax Freedom Act and/or applicable state's laws as
currently in effect. If applicable, tax for this portion will not
be added to the invoice.
10.3 Billing Cycle Issues. With respect to
Service, billing cycle end dates may change from time to
time. For Service rate plans where a billing cycle covers less
than or more than a full month, contractor may make
reasonable adjustments and proration. If a selected Service
calling plan or rate plan includes a predetermined allotment
of services (for example, a predetermined amount of airtime,
data, or text messages), unused allotment of such services
from one billing cycle will not carry over to any other billing
cycle.
11. Changes to Numbers. Purchasing Entities have no
ownership rights to a Number, any Internet protocol address
or any e-mail address provisioned by contractor to be used
with Service, and Purchasing Entities agrce that contractor
may change any such Number, Internet protocol address or e-
mail address at any time with or without prior notice. The
definition of the tern "Number" under the Agreement is
expanded to include data and/or messaging number(s)
activated with Service or transferred under the Agreement
12. Additional Disclaimers. In addition to the
disclaimers set forth in the Agreement, CONTRACTOR
MAKES NO REPRESENTATIONS OR WARRANTIES
THAT SERVICE WILL BE ERROR -FREE,
UNINTERRUPTED, OR FREE FROM UNAUTHORIZED
ACCESS (INCLUDING THIRD PARTY HACKERS OR
DENIAL OF SERVICE ATTACKS).
13. Contractor Markets Where Wireless Mobile
Internet Service is Available. Wireless Mobile Internet
Service is available in the following Contractor Markets, as
may be modified by contractor from time to time:
Arizona: Phoenix; Tucson
Florida: Fort Lauderdale; Miami; Orlando;
St. Petersburg; Tampa; West Palm Beach
Michigan: Detroit; Flint; >.V" Lansing
.. Nevada: Las Vegas
• Ohio: Toledo
• Oregon: Portland
Washington: Bellingham; Bremerton; Centralia;
Ellensburg; Olympia; Richland - Kennewick; Seattle;
Spokane; Tacoma; Yakima
14. Incorporation of Agreement. The terms,
conditions and defined terms set forth in all documents
comprising the Agreement including, without limitation, this
Exhibit, apply throughout all such documents.
WSCA Admin Exhlit WMIS 1201
Western States Contracting Alliance
AT &T Wireless
AT &T Wireless Business Solutions - BlackBerryT Attachment
1. AT &T Wireless Business Solutions —
BlackBerry (the "BlackBerry Solution "). Pursuant to the
terms and conditions of the Agreement and this
Attachment, Contractor (also referred to herein as "AWS ")
will provide the BlackBerry Solution to Purchasing Entities
and their respective End Users through Equipment that
accesses the AT &T Wireless GSMTMVGPRS network. Each
such Purchasing Entity understands and agrees that the
BlackBerry Solution is a type of AT &T Wireless Mobile
Internet Service; accordingly, to the extent Purchasing
Entity orders, pays for, or otherwise receives the benefit
of the Blackberry Solution, Purchasing Entity will also
be bound by the terms and conditions of the AT &T
Wireless Mobile Internet Service Attachment which is
part of this Agreement. Such terms and conditions of the
AT &T Wireless Mobile hitemet Service Attachment
(including, without limitation, terms and conditions relating
to service availability, program eligibility requirements, and
WIN AdvantageTM software and Extranet Advantage
restrictions) apply to the provision by AWS of the
BlackBerry Solution unless otherwise stated herein.
Except as specifically provided for in this Attachment, the
term "Service" under the Agreement will include the
BlackBerry Solution, which in mm includes the Third Party
Software (as defined in §2 below) and the Professional
Services (as defined in §3 below).
2. Third Party Software. The BlackBerry Solution
incorporates and utilizes third party software. Purchasing
Entity understands that, in order to subscribe to the
BlackBerry Solution, Purchasing Entity must have, and
comply at all times with the terms and conditions of. (a) the
BlackBerry Enterprise Server (Microsoft® Exchange®
v2.1 or higher or Lotus® DominoTm v2.0 or higher) for
Purchasing Entity's network server, as well as Client
Access Licenses for each of Purchasing Entity's End
Users, and (b) the BlackBerry Desktop Software for each
of Purchasing Entity's End Users. Purchasing Entity may
purchase the BlackBerry Enterprise Server and Client
Access Licenses from AWS; Purchasing Entity will receive
the BlackBerry Desktop Software from AWS as part of the
BlackBerry Solution. hi addition, Purchasing Entity may
purchase, on an annual basis, BlackBerry Software
Upgrade Assurance in order to be eligible to receive
periodic upgrades to the Blackberry Enterprise Server and
Client Access Licenses. The BlackBerry Enterprise Server,
Client Access Licenses, BlackBerry Desktop Software, and
BlackBerry Software Upgrade Assurance will be referred
to collectively in this Attachment as the "Third Party
AWS WSCA Blackberry attachment 073102
Software". Pricing for the Third Party Software is
described in the AWS printed materials associated with the
BlackBerry Solution as may be modified by AWS from
time to time, all of which is incorporated herein by
reference (the " BlackBerry Collateral "). Purchasing Entity
understands and agrees that, as long as Purchasing Entity
subscribes to the BlackBerry Solution, Purchasing Entity
will be bound by the terms and conditions of the Third
Party Software, which are incorporated herein by this
reference. Such terms and conditions may be found on the
compact discs containing the Third Party Software and/or
associated documentation. In the event that Purchasing
Entity fails to comply with the terms and conditions of the
Third Party Software, such failure will be deemed a default
of a material provision of the Agreement, and AWS will be
entitled to terminate the Agreement.
3. Professional Services. At Purchasing Entity's
request, AWS or its authorized contractors will provide
BlackBerry Enterprise Server installation and other
professional services relating to the BlackBerry Solution
(collectively, "Professional Services ") to Purchasing Entity.
Pricing, terms and conditions for the Professional Services
are described in the BlackBerry Collateral.
4. Rate Plans. To use the BlackBerry Solution
Purchasing Entity must subscribe to Wireless Data Service
under select "BlackBerry Access Plans." These
BlackBerry Access Plans are GSMTm /GPRS rate plans
within each AWS Market that are found in the SES and/or
at the AT &T Wireless WSCA Site, as may be modified by
AWS from time to time. Blackberry Access Plans are only
available for use with a compatible BlackBerry Wireless
Handlheld" device (a ` BlackBerry Handleld'7. As part of
the Blackberry Solution, Purchasing Entity may also
subscribe to Voice Service under an AT &T Wireless GSM
Local Network Plan as set forth in the SES and/or the
AT &T Wireless WSCA Site, and as may be modified by
AWS from time to time.
5. Equipment. In order to subscribe to the
BlackBerry Solution, Purchasing Entity must purchase a
Blackberry Handheld from AWS for each of its End Users.
The list of available BlackBerry Handhelds is found in the
SES and/or at the AT &T Wireless WSCA Site, as may be
modified by AWS from time to time. Except as
specifically provided for in this Attachment, the term
"Wireless Mobile Internet Equipment" (as defined in the
AT &T Wireless Mobile hitemet Service Attachment) will
include the Blackberry Handheld.
6. Discounts.
6.1 Service Discounts.
6.1.1 Measured Annual Service
Discount. Qualified Charges incurred in connection with
Voice Service under the BlackBerry Solution will receive
the Service Discount described in the Agreement. .
Notwithstanding the provisions of the Agreement
including, without limitation, the AT &T Wireless
Mobile Internet Service Attachment, Purchasing Entity
understands and agrees that Qualified Charges
incurred in connection with Wireless Data Service
under the BlackBerry Solution will not receive the
Service Discount.
6.1.2 Service Discount Application.
Service Discounts related to Qualified Charges in
connection with Voice Service under the BlackBerry
Solution can only be applied through a direct credit to an
End User's invoice.
6.1.3 Definitions. For purposes of the
Agreement, the definition of "Qualified Charges" shall not
include charges for the Third Party Software and the
Professional Services. Rather, any and all such charges
shall be included in the definition of "Non- Qualified
Charges" set forth in the Program Description.
6.2 Equipment Discounts. Notwithstanding
anything to the contrary in the Agreement, Purchasing
Entity will not receive the Equipment discount set forth in
the SES with respect to BlackBerry Handhelds.
7. Employee Benefit Program. Individual
Responsibility Users subscribing to the BlackBerry
Solution will also be bound by the terms and conditions of
all applicable Third Party Software (including, without
limitation, the BlackBerry Desktop Software).
8. Additional Terms and Conditions for the
BlackBerry Solution. In addition to the terms and
conditions of the specific AT &T Wireless GSM/GPRS rate
plans available for the BlackBerry Solution, and to the
terms and conditions set forth elsewhere in the Agreement,
the following terms and conditions apply specifically to the
BlackBerry Solution:
8.1 Charges. In addition to the provisions of
the Master Price Agreement regarding payment of charges,
Purchasing Entity acknowledges and agrees that it will
also pay all charges associated with the BlackBerry
Solution, including, without limitation, all charges related
to the Third Party Software and the Professional Services.
8.2 Voice Service Under The BlackBerry
Solution. When using the AT &T Wireless GSM /GPRS
network, for all incoming and outgoing Voice Service, the
length of the call will be measured during the time that the
call is connected to AT &T Wireless' system, which is
approximately from the time the End User initiates or
answers a call, whether through the Trackwheel
navigational tool or other appropriate selection mechanism,
until approximately the time the first party terminates the
call.
8.3 Equipment Compatibility. The
BlackBerry Handhelds sold by AWS to Purchasing Entity
will be compatible with the BlackBerry Solution and will
meet federal standards.
8.4 Limited Warranty for Professional
Services. Notwithstanding anything to the contrary in the
Agreement, AWS warrants that the Professional Services
will be performed in a professional and workmanlike
manner. This limited warranty does not apply to conditions
resulting from improper use, external causes (including,
without limitation, services or modifications not performed
by AWS), or operation outside the environmental and other
parameters specified for the BlackBerry Enterprise Server.
8.5 Additional Limitations of Liability.
8.5.1 Professional Services.
Notwithstanding anything to the contrary in the Agreement,
in no event shall the aggregate liability of AWS to
Purchasing Entity for breach of §8.4 above or otherwise
arising from, out of, relating to, or in connection with the
Professional Services (including, without limitation, any
third party claims) exceed the amounts paid by Purchasing
Entity to AWS for the Professional Services.
8.5.2 Third Party Software.
Notwithstanding anything to the contrary in the Agreement,
in no event shall the aggregate liability of AWS to
Purchasing Entity arising from, out of, relating to, or in
connection with the Third Party Software (including,
without limitation, any third -party claims) exceed the
amounts paid by Purchasing Entity to AWS for the Third
Party Software.
8.6 Privacy. In addition to the provisions of
the Agreement, Purchasing Entity understands and agrees
that: (a) although the law generally prohibits the
unauthorized interception of and/or access to electronic
data, privacy carrot be guaranteed; and (b) AWS will not
be liable for any unauthorized interception of and/or access
to electronic data.
8.7 Purchasing Entity's Notices to End
Users. In addition to the provisions of the Agreement
relating to Service and Equipment generally, Purchasing
Entity specifically agrees that it will advise all of its End
User that they must read all collateral materials concerning
the Blackberry Solution and use of the BlackBerry
Handheld, including, without limitation, the AT &T
Wireless Welcome Guide at
AWS WSCA Blackberry attachment 073102A °19 111cr A oi_ ,_i.,......_....,.t...._... 0:73101 a_..
ww,%v.attwireless.com/welcomeguide/terms, the rate plan
collateral, and any documentation related to the B1ackBerry
Handheld and the Third Party Software. AWS will make
copies of such materials available to Purchasing Entity
upon request. Purchasing Entity will also provide to End
Users, and advise End Users to read, any additional
materials relating to the B1ackBerry Solution reasonably
requested by AWS from time to time to be so provided.
9. Incorporation of Agreement. The terms,
conditions and defined terms set forth in all documents
comprising the Agreement (including, without limitation,
this Attachment) apply throughout all such documents.
AWS W SCA Blackberry attachment 073102
AT &T Wireless Connectivity Option — Permanent Virtual Circuit Attachment
1. Wireless Connectivity Option - PVC. Pursuant to the terms and conditions of this
Attachment, Contractor will provide AT &T Wireless Connectivity Option - PVC to Purchasing
Entities.
2. Definitions. In addition to the defined terms found elsewhere in the Agreement, the
following definitions apply to WCO PVC:
2.1 "Activation Date" means five (5) business days after the Order Due Date.
2.2 "Agreement" means WSCA Master Price Agreement #10- 00115, any applicable
Participating Addendum, this Attachment, and all corresponding Supplements.
2.3 "APN" means access point name.
2.4 "CSU /DSU" means a Channel Service Unit/Data Service Unit.
2.5 "kbps" means kilobits per second.
2.6 "Order Due Date" means thirty (30) calendar days after AT &T places the order and
writes it to the AISE Order Writer System.
2.7 "Persistent Connection' means a persistent physical or logical connection such as a
virtual private network or a frame relay connection.
2.8 "PVC" means a permanent virtual circuit.
2.9 "Supplement" means an AT &T Wireless Connectivity Option — PVC Connection and
Information Supplement, substantially similar in form and substance to Exhibit "A" attached hereto.
2.10 "Wireless Connectivity Option — PVC" and "WCO PVC" mean a PVC that will
connect a Purchasing Entity's router to a terminating router on the AT &T Wireless network.
3. Term. The initial term of this Attachment with respect to each Purchasing Entity begins on
the Supplement Effective Date set forth in the corresponding Supplement, and continues throughout
the term of the applicable Participating Addendum. After the initial term this Attachment will
automatically continue from month to month until: (a) terminated by either party upon thirty (30) days
written notice to the other party; or, (b) the Participating Addendum or the Agreement is terminated.
In no case will the term of the Attachment be later than that of the Master Price Agreement or
any applicable Participating Addendum.
WSCA WCO PVC Attachment 03 -28 -2003 (final)
4. Purchasing Entity's Responsibilities.
4.1 Complete and Sign Supplement. Each Purchasing Entity must complete and sign a
Supplement for each location at which it wants WCO PVC. Each such Purchasing Entity is subject to
the terms and conditions of the Agreement.
4.2 Complete and Sign AT &T Frame Relay Service InterCorporate PVC
Authorization. Each Purchasing Entity must complete and sign the AT &T Frame Relay Service
InterCorporate PVC Authorization which is substantially similar in form and substance to Exhibit "B"
attached hereto.
4.3 Install PVC. Each Purchasing Entity must have a current subscription to AT &T
Frame Relay Services with an available PVC at its premises prior to the Order Due Date. Purchasing
Entity understands and agrees that Contractor is not responsible for configuration and /or support of
Purchasing Entity's router and/or CSU /DSU.
4.4 Use. Purchasing Entity agrees that it will use WCO PVC only to connect to the
AT &T Wireless network, and only in conjunction with a wireless service product provided by or
through Contractor under the Agreement. Purchasing Entity will not resell WCO PVC.
4.5 Security. Purchasing Entity will be responsible for maintaining security for
connectivity between Purchasing Entity and the AWS network. If the connectivity is achieved through
a Persistent Connection, then Purchasing Entity must comply with all reasonable security requirements
and procedures established by Contractor and provided to Purchasing Entity and must use an industry
standard virus protection program on all networks that Purchasing Entity maintains that may be
accessed by the Persistent Connection. All interconnections shall be subject to, and shall go through
the appropriate Contractor firewall. If Contractor security believes that connection is insecure, a logical
or physical audit may occur. Contractor will gather information relating to Purchasing Entity's access
to Contractor networks, systems or applications. This information may be collected, retained, and
analyzed to identify potential security risks. Purchasing Entity understands and agrees that Contractor
has the right to suspend or terminate the Persistent Connection in its sole discretion without notice. In
the event of termination or suspension of the Persistent Connection, Purchasing Entity shall not be
responsible for performance of any obligations pursuant to this Agreement that cannot reasonably be
performed without the Persistent Connection. The Persistent Connection referenced above will be
maintained for as long as necessary (but in any case shall terminate immediately upon termination or
expiration of the Agreement).
4.5.1 Notwithstanding anything in this Agreement to the contrary and without
limitation as to nature or amount of damages, Purchasing Entity shall be liable for all loss, costs
and damages, caused to the Contractor network or other facilities through the Persistent
Connection.
5. Contractor's Responsibilities.
5.1 PVC Installation. Contractor will provide installation of a WCO PVC only which
will connect Purchasing Entity's router to a terminating router on the AT &T Wireless network.
WSCA WCO PVC Attachment 03 -28 -2003 (final) 2
1.
6. Qualified Charges. Charges incurred or in anyway associated with the WCO PVC are not
Qualified Charges as defined in the Program Description. As such, all charges associated with WCO
PVC are not eligible for the Service Discount nor are they subject to the Administrative Fees under the
Master Price Agreement or any individual Participating Addendum.
Charges /Payments.
7.1 Monthly Recurring Charge. Purchasing Entity must pay the monthly recurring charge
per location as defined in the table below (respectively, the "Monthly Recurring Charge ").
7.2 Custom APN and IP Addresses. A custom APN and public IP addresses are
required for the WCO PVC. Purchasing Entity must obtain the custom APN from Contractor, and may
obtain the public IP addresses from Contractor or provide their own in accordance with Section 7.2.1.
Purchasing Entity will pay a set -up charge of $1,000 for the requisite custom APN regardless of
whether Purchasing Entity obtains the public IP addresses from Contractor. If Purchasing Entity
obtains public IP addresses from Contractor, they are available for a monthly recurring charge in
accordance with the chart below. The initial set -up charge includes the APN and IP set -up charge.
Following the initial set -up, each additional IP block will also incur a $1000 set -up charge:
Setup Charge Monthly
Recurring Charge
Public IPs within
$1,000
PVC Speed
PVC Only Option
Monthly Recurring Charge
56 Kbps
$75
128 Kb s
$150
192 Kb s
$225
256 Kb s
$300
384 Kb s
$450
512 Kb s
$600
768 Kb s
$900
7.2 Custom APN and IP Addresses. A custom APN and public IP addresses are
required for the WCO PVC. Purchasing Entity must obtain the custom APN from Contractor, and may
obtain the public IP addresses from Contractor or provide their own in accordance with Section 7.2.1.
Purchasing Entity will pay a set -up charge of $1,000 for the requisite custom APN regardless of
whether Purchasing Entity obtains the public IP addresses from Contractor. If Purchasing Entity
obtains public IP addresses from Contractor, they are available for a monthly recurring charge in
accordance with the chart below. The initial set -up charge includes the APN and IP set -up charge.
Following the initial set -up, each additional IP block will also incur a $1000 set -up charge:
Setup Charge Monthly
Recurring Charge
Public IPs within
$1,000
$90 per account
a Range — 30 Block
(( $378 per account
Public IPs within
a Range — 62 Block
Public IPs within
a Range — 126 Block
Public IN within
a Range — 254 Block
Public IN within
a Range — 510 Block
Public IPs within
a Range — 1022 Block
$1,000
$186 per account
$1,000
(( $378 per account
$1,000 i $762 per account
$1,000
$1,539 per account
j $1,000
( $3,066 per account
WSCA WCO PVC Attachment 03 -28 -2003 (final) 3
7.2.1 Customer - Provided IP Addresses. If Customer provides its own IP addresses,
Purchasing Entity will pay the $1,000 APN set -up charge per account, per range of IP
addresses, but will not pay Contractor a monthly recurring charge for those IP addresses. If
Purchasing Entity is using multiple IP ranges, then multiple set -up fees will be charged to and
paid by Purchasing Entity.
7.3 Early Termination Charge. If this Attachment is terminated within six (6) months
of the Activation Date for any reason other than a breach by Contractor, Purchasing Entity will pay
Contractor all charges incurred as of the termination date, plus an early termination charge equal to
$25 per location.
7.4 Order Cancellation Charge. If Purchasing Entity cancels its order for WCO PVC
before the Order Due Date, it will pay Contractor a fee of $550 per location cancelled.
7.5 Order Due Date Delay Charge. Purchasing Entity will pay $550 per WCO PVC
location if any of the following occurs: (a) Purchasing Entity requests a delay in the Order Due Date;
(b) Purchasing Entity has not otherwise met its responsibilities under §4 of this Attachment.
7.6 Expedited Order Due Date Charge. Purchasing Entity must pay $800 per location if
Purchasing Entity requests and receives an expedited Order Due Date. Not all Order Due Dates can be
expedited. Purchasing Entity and Contractor will work together to determine if the Order Due Date can
be expedited.
7.7 Order Change Charge. Purchasing Entity must pay $125 per location if Purchasing
Entity initiates any of the following actions between the time the WCO PVC order is placed and the
Purchasing Entity's Activation Date: (a) upgrade speed of connection; (b) downgrade speed of
connection; (c) change from CDPD to GPRS.
8. Support. Contractor will provide Purchasing Entity WCO PVC support through a toll free
number to the applicable Purchasing Entity Care representative twenty -four (24) hours per day, seven
(7) days a week.
9. Warranty Disclaimer. FOR PURPOSES OF WARRANTIES, "SERVICE" INCLUDES
WCO PVC.
10. Priority and Relationship to the Agreement. This Attachment covers items relating to the
provision of the WCO PVC. In the event of any expressly conflicting provisions between this
Attachment and the remainder of the Agreement with respect to the subject matter of this Attachment,
the terms and conditions of this Attachment shall control. Except as expressly set forth herein, this
Attachment shall not modify or amend any provisions of the Agreement. The terms, conditions and
defined terms set forth in all documents comprising the Agreement including, without limitation, this
Supplement, apply throughout all such documents.
WSCA WCO PVC Attachment 03 -28 -2003 (final) 4
Exhibit A
WESTERN STATES CONTRACTING ALLIANCE
Wireless Communication Services and Equipment
Master Price Agreement #10 -00115
AT &T Wireless Connectivity Option - PVC Connection and Information Supplement
Purchasing Entity Legal Name ( "Purchasing Entity ") DB /A Main Telephone Number
Street Address City State ZIP Code
Primary Contact Name and Email Address Primary Contact Telephone Number
Check one: ❑ State Agency ❑ Other (please describe)
Participating Entity:
Participating Addendum (Date Signed):
Contractor and Purchasing Entity hereby agree to the terms and conditions of the Master Price
Agreement, the Participating Addendum, the AT &T Wireless Connectivity Option — PVC Attachment (the
"WCO Attachment'), and this Supplement. The terms, conditions and defined terms set forth in the above -
referenced documents apply throughout all such documents. Purchasing Entity will complete one (1)
Supplement for each location at which it wants the WCO PVC installed.
Contractor and Purchasing Entity agree to the following with respect to the WCO PVC Attachment:
Supplement Effective Date:
Order Due Date:
Activation Date:
The AT &T Wireless WCO PVC will be installed at the following location in accordance with the following
specifications:
Location
Address
❑ GPRS or ❑ CDPD
City
State
Speed: ❑ 56 kbps ❑ 128 kbps ❑ 192 kbps ❑ 256 kbps ❑ 384 kbps ❑ 512 kbps ❑ 768 kbps
on behalf of itself and its Affiliates:
By (Authorized Signature):
Print Name and Title of Person Signing:
WSCA WCO PVC Attachment 03 -28 -2003 (final)
AT &T Wireless Connectivity Option — Frame Relay Attachment
1. Wireless Connectivity Option - Frame Relay. Pursuant to the terms and conditions of this
Attachment, Contractor will provide AT &T Wireless Connectivity Option - Frame Relay to
Purchasing Entities.
2. Definitions. In addition to the defined terms found elsewhere in the Agreement, the
following definitions apply to WCO Frame Relay:
2.1 "Activation Date" means five (5) business days after the Order Due Date.
2.2 "Agreement" means WSCA Master Price Agreement #10- 00115, any applicable
Participating Addendum, this Attachment, and all corresponding Supplements.
2.3 "APN" means access point name.
2.4 "CSU /DSU" means a Channel Service Unit/Data Service Unit.
2.5 "kbps" means kilobits per second.
2.6 "Order Due Date" means thirty (30) calendar days after AT &T places the order and
writes it to the AISE Order Writer System.
2.7 "Persistent Connection" means a persistent physical or logical connection such as a
virtual private network or a frame relay connection.
2.8 "PVC" means a permanent virtual circuit.
2.9 "Supplement" means an AT &T Wireless Connectivity Option — Frame Relay
Connection and Information Supplement, substantially similar in form and substance to Exhibit "A"
attached hereto. The Supplement includes a choice between a one (1) PVC option and a two (2) PVC
option.
2.10 "Wireless Connectivity Option —Frame Relay" and "WCO Frame Relay" mean a
frame relay network port, a digital local access link, and a PVC that will connect a Purchasing Entity's
router to a terminating router on the AT &T Wireless network.
3. Term. The initial term of this Attachment with respect to each Purchasing Entity begins on
the Supplement Effective Date set forth in the corresponding Supplement, and continues throughout
the term of the applicable Participating Addendum. After the initial term this Attachment will
automatically continue from month to month until: (a) terminated by either party upon thirty (30) days
written notice to the other party; or, (b) the Participating Addendum or the Agreement is terminated.
In no case will the term of the Attachment be later than that of the Master Price Agreement or
any applicable Participating Addendum.
WSCA WCO Attachment 03 -28 -2003 0 nal)`uor n AICO e.,...,h.. ent 03 29 200q a ,.
4. Purchasing Entity's Responsibilities.
4.1 Complete and Sign Supplement. Each Purchasing Entity must complete and sign a
Supplement for each location at which it wants WCO Frame Relay. Each such Purchasing Entity is
subject to the terms and conditions of the Agreement.
4.2 Install Router and Related Hardware. Each Purchasing Entity must install, at
Purchasing Entity's sole expense: (a) a 56 kbps router or Tl router and CSU/DSU; and (b) the inside
wiring between the demarcation point of the private line termination to the Purchasing Entity's
CSU /DSU at its premises prior to the Order Due Date. Purchasing Entity understands and agrees that
Contractor is not responsible for configuration and/or support of Purchasing Entity's router and/or
CSU /DSU.
4.3 Access.
4.3.1 Prior to Order Due Date. Each Purchasing Entity must provide Contractor
and/or its designees' access to its premises for testing and other required activities prior to the
Order Due Date.
4.3.2 Installation Access. Each Purchasing Entity must provide Contractor access to
its premises during normal business hours to install, inspect, maintain, repair, remove, or
otherwise deal with any components between the Purchasing Entity's router and Contractor's
router, including without limitation, the frame relay port, the digital local loop, the PVC
(collectively, the "Components ") necessary to provide the WCO Frame Relay, Purchasing
Entity authorizes Contractor or its designee to make connections and perform other tasks that
are necessary or desirable to enable Contractor to provide the WCO Frame Relay including
connecting and making necessary attachments to Purchasing Entity's router and/or CSU /DSU.
4.4 Use. Purchasing Entity agrees that it will use WCO Frame Relay only to connect to
the AT &T Wireless network, and only in conjunction with a wireless service product provided by or
through Contractor under the Agreement. Purchasing Entity will not resell WCO Frame Relay.
4.5 Security. Purchasing Entity will be responsible for maintaining security for
connectivity between Purchasing Entity and the AWS network. If the connectivity is achieved through
a Persistent Connection, then Purchasing Entity must comply with all reasonable security requirements
and procedures established by Contractor and provided to Purchasing Entity and must use an industry
standard virus protection program on all networks that Purchasing Entity maintains that may be
accessed by the Persistent Connection. All interconnections shall be subject to, and shall go through
the appropriate Contractor firewall. If Contractor security believes that connection is insecure, a logical
or physical audit may occur. Contractor will gather information relating to Purchasing Entity's access
to Contractor networks, systems or applications. This information may be collected, retained, and
analyzed to identify potential security risks. Purchasing Entity understands and agrees that Contractor
has the right to suspend or terminate the Persistent Connection in its sole discretion without notice. In
the event of termination or suspension of the Persistent Connection, Purchasing Entity shall not be
responsible for performance of any obligations pursuant to this Agreement that cannot reasonably be
performed without the Persistent Connection. The Persistent Connection referenced above will be
maintained for as long as necessary (but in any case shall terminate immediately upon termination or
expiration of the Agreement).
WSCA WCO Attachment 03- 28- 2003(fina1 )WSC-4 WCOAttaeliment 03 28 -2002 a
4.5.1 Notwithstanding anything in this Agreement to the contrary and without
limitation as to nature or amount of damages, Purchasing Entity shall be liable for all loss, costs
and damages, caused to the Contractor network or other facilities through the Persistent
Connection.
5. Contractor's Responsibilities.
5.1 One PVC Installation. If Purchasing Entity chooses the one (1) PVC option, then
Contractor will provide installation of WCO Frame Relay with one (1) PVC that will connect
Purchasing Entity's router to a terminating router on the AT &T Wireless network.
5.2 Two PVC Installation. If Purchasing Entity chooses the two (2) PVC option, then
Contractor will provide the installation of a WCO Frame relay with two (2) PVCs that will connect
Purchasing Entity's router to the terminating router on the AT &T Wireless network.
6. Qualified Charges. Charges incurred or in any way associated with WCO Frame Relay are
not Qualified Charges as defined in the Program Description. As such, all charges associated with
WCO Frame Relay are not eligible for the Service Discount nor are they subject to the Administrative
Fees under the Master Price Agreement or any individual Participating Addendum.
7. Charges /Payments.
7.1 Monthly Recurring Charge. Purchasing Entity must pay the monthly recurring charge
per location as defined in the table below (respectively, the "Monthly Recurring Charge ").
7.2 Custom APN and IP Addresses. A custom APN and public IP addresses are
required for WCO Frame Relay. Purchasing Entity must obtain the custom APN from Contractor, and
may obtain the public IP addresses from Contractor or provide their own in accordance with Section
WSCA WCO Attachment 03 -28 -2003 (finallumr,e ]AIGO t4eehment 03 28 2003 a
WCO Frame Relay with one (1)
WCO Frame Relay with two (2)
PVC Option "WCO 1 PVC "(Local
PVCs Option "WCO 2 PVCs °(Local
(Access, Port & PVC)
Access, Port & 2 PVCs)
Connectivity
Speed
f Monthly Price
Monthly Price
- --
F Kbps
- - - - --
349
-- --
�N /A
1128 Kbps
$549
$639
192 Kbps
- -
$679
- - - --
N/A
:256 Kbps
$799
1$939
1384 Kbps
jS1099
($1199
�512Kbps
($1349
($1439 �
X768 Kbps
K
$1849
$1949
x768
- — —
1.544 Mbps
-- -- - -- - -- -- -
I N/A
- - - -- - - - -- - -- - - --
$3199
7.2 Custom APN and IP Addresses. A custom APN and public IP addresses are
required for WCO Frame Relay. Purchasing Entity must obtain the custom APN from Contractor, and
may obtain the public IP addresses from Contractor or provide their own in accordance with Section
WSCA WCO Attachment 03 -28 -2003 (finallumr,e ]AIGO t4eehment 03 28 2003 a
7.2.1. Purchasing Entity will pay a set -up charge of $1,000 for the requisite custom APN regardless of
whether Purchasing Entity obtains the public IP addresses from Contractor. If Purchasing Entity
obtains public IP addresses from Contractor, they are available for a monthly recurring charge in
accordance with the chart below. The initial set -up charge includes the APN and IP set -up charge.
Following the initial set -up, each additional IP block will also incur a $1000 set -up charge:
Public IN within
a Range — 30 Block
I Public IPs within
a Range — 62 Block
Public IPs within
a Range — 126 Block
Public IN within
a Range — 254 Block
Public IN within
a Range — 510 Block
Public IPs within
a Range — 1022 Block
Setup Charge Monthly
Recurring Charge
$1,000
$1,000
$1,000
$1,000
$1,000
$1,000
$90 per account
$186 per account
$378 per account
$762 per account
$1,539 per account
$3,066 per account
7.2.1 Customer - Provided IP Addresses. If Customer provides its own IP addresses,
Purchasing Entity will pay the $1,000 APN set -up charge per account, per range of IP
addresses, but will not pay Contractor a monthly recurring charge for those IP addresses. If
Purchasing Entity is using multiple IP ranges, then multiple set -up fees will be charged to and
paid by Purchasing Entity.
7.3 Early Termination Charge. If this Attachment is terminated within six (6) months
of the Activation Date for any reason other than a breach by Contractor, Purchasing Entity will pay
Contractor all charges incurred as of the termination date, plus an early termination charge equal to: (a)
$825 per location for a 1 PVC WCO Frame Relay, 56 kbps; or (b) $1025 per location for a 1 PVC
WCO Frame Relay, all other connectivity speeds; or (c) $1050 per location 2 PVCs WCO Frame
Relay, all speeds.
7.4 Order Cancellation Charge. If Purchasing Entity cancels its order for WCO Frame
Relay before the Order Due Date, it will pay Contractor a fee of $550 per location cancelled.
7.5 Order Due Date Delay Charge. Purchasing Entity will pay $550 per WCO Frame Relay
location if any of the following occurs: (a) Purchasing Entity requests a delay in the Order Due Date;
(b) the router and/or CSU/DSU are not installed and configured by the Order Due Date; (c) Purchasing
Entity's premises are not made available to Contractor and the local access providers prior to the Order
Due Date; or (d) Purchasing Entity has not otherwise met its responsibilities under §5 of this
Attachment.
WSCA WCO Attachment 03 -28 -2003 (fna1)3C4 WOO . O Attnahf:rent03 28 2003.tee
7.6 Expedited Order Due Date Charge. Purchasing Entity must pay $800 per location if
Purchasing Entity requests and receives an expedited Order Due Date. Not all Order Due Dates can be
expedited. Purchasing Entity and Contractor will work together to determine if the Order Due Date can
be expedited.
7.7 Order Change Charge. Purchasing Entity must pay $125 per location if Purchasing
Entity initiates any of the following actions between the time the WCO Frame Relay order is placed
and the Purchasing Entity's Activation Date: (a) upgrade speed of connection; (b) downgrade speed of
connection; (c) change from WCO Frame Relay with one (1) PVC to WCO Frame Relay with two (2)
PVCs or vice versa; (d) change from CDPD to GPRS.
8. Support. Contractor will provide Purchasing Entity WCO Frame Relay support through a
toll free number to the applicable Purchasing Entity Care representative twenty -four (24) hours per
day, seven (7) days a week.
9. Ownership. All Components installed or provided by Contractor are and will remain the
property of Contractor, and may be removed by Contractor at any time the WCO Frame Relay or the
associated service or application is disconnected. Purchasing Entity authorizes Contractor to make an
exchange or modification of any Components or software. All Components installed or provided by
Purchasing Entity shall remain the property of Purchasing Entity.
10. Warranty Disclaimer. FOR PURPOSES OF WARRANTIES, "EQUIPMENT" INCLUDES
WCO FRAME RELAY COMPONENTS AND "SERVICE" INCLUDES WCO FRAME RELAY.
11. Priority and Relationship to the Agreement. This Attachment covers items relating to the
provision of the WCO Frame Relay. In the event of any expressly conflicting provisions between this
Attachment and the remainder of the Agreement with respect to the subject matter of this Attachment,
the terms and conditions of this Attachment shall control. Except as expressly set forth herein, this
Attachment shall not modify or amend any provisions of the Agreement. The terms, conditions and
defined terms set forth in all documents comprising the Agreement including, without limitation, this
Supplement, apply throughout all such documents.
WSCA WCO Attachment 03 -28 -2003
Exhibit A
WESTERN STATES CONTRACTING ALLIANCE
Wireless Communication Services and Equipment
Master Price Agreement #10 -00115
AT &T Wireless Connectivity Option - Frame Relay Connection and Information
Supplement
Purchasing Entity Legal Name ( "Purchasing Entity") D/B /A Main Telephone Number
Street Address
State
ZIP
Primary Contact Name and Email Address Primary Contact Telephone Number
Check one: ❑ State Agency ❑ Other (please describe)
Participating Entity:
Participating Addendum (Date Signed):
Contractor and Purchasing Entity hereby agree to the terms and conditions of the Master Price
Agreement, the Participating Addendum, the AT &T Wireless Connectivity Option — Frame Relay Attachment
(the "WCO Attachment'), and this Supplement. The terms, conditions and defined terms set forth in the
above - referenced documents apply throughout all such documents. Purchasing Entity will complete one (1)
Supplement for each location at which it wants WCO Frame Relay installed.
Contractor and Purchasing Entity agree to the following with respect to the WCO Attachment:
Supplement Effective Date:
Order Due Date:
Activation Date:
The AT &T Wireless WCO Frame Relay will be installed at the following location in accordance with the
following specifications:
Location
Address
A. One PVC:
Speed: ❑ 56 kbps
OR
B. Two PVCs:
Speed: ❑ 128 kbps
(2 x 56 kbps)
City
❑ GPRS or ❑ CDPD
❑ 128 kbps ❑ 192 kbps ❑ 256 kbps
❑ 2 GPRS or ❑ 2 CDPD or
❑ 256 kbps ❑ 384 kbps ❑ 512 kbps
(2 x 128 kbps) (2 x 192 kbps) (2 x 256 kbps)
State
❑ 384 kbps ❑ 512 kbps ❑ 768 kbps
❑ 1 GPRS and 1 CDPD
❑ 768 kbps ❑ 1.544 mbps
(2 x 384 kbps) (2 x 768 kbps)
(Note: When Purchasing Entity orders two PVCs the connectivity speed checked is actually the sum of the connectivity speeds of each of the PVCs.)
WSCA WCO Attachment 03 -28 -2003 (final)WSCA 3AIGOAaaelimeni 03 29 2004
on behalf of itself and its Affiliates:
By (Authorized Signature):
Print Name and Title of Person Signing:
AWS National Accounts, LLC, on behalf of itself and the Carriers:
By (Authorized Signature):
Print Name and Title of Person Signing:
WSCA WC:O Attachment 03 -28 -2003 final
FOR:
PARTICIPATING ADDENDUM
UNDER THE
WESTERN STATES CONTRACTING ALLIANCE
WIRELESS COMMUNICATION SERVICES AND EQUIPMENT
MASTER PRICE AGREEMENT 10 -00115
Scope:
Unless otherwise defined, all capitalized terms in this Participating Addendum shall have the meanings ascribed to them in the Western
States Contracting Alliance, Wireless Communication Services and Equipment Master Price Agreement, X 10 -00115 (the "WSCA Master
Agreement").
The following are authorized Purchasing Entities under this Participating Addendum: (Replace these instructions with a brief
description of the jurisdiction of the governmental entity signing this addendum. For example, the jurisdiction of a state may
include all state agencies, universities, public schools and political subdivisions of the state. The jurisdiction of a political
subdivision such as a county generally includes all governmental entities within the county.)
2. Changes:
(Insert changes that clarify the operation of the WSCA Master Agreement or are otherwise mandated by the Participating
Entity's ap plicable statutes and/or regulations. If no changes are agreed upon by the parties, include a statement that no changes
are required.)
3. Lease Agreements: NONE
4. Primary Contact: Participating Entity's primary c ontact for this Participating Addendum is:
Name:
Address:
Telephone:
Fax:
E -mail:
5. Subcontractors: The following subcontractor(s) are authorized to perform services: NONE.
6. Price Agreement Number: All Purchase Orders issued by Purchasing Entities within the jurisdiction of this Participating
Addendum shall include WSCA Master Agreement number: 10 -00115
7. Purchase Orders: All Purchasing Entities issuing valid Purchase Orders will be bound by the terms and conditions of the
WSCA Master Agreement including, without limitation, the obligation to pay Contractor for Service and Equipment provided. The
parties acknowledge and agree that orders submitted to Contractor from a Purchasing Entity through the Purchasing Entity's B usiness
Procurement Card are authorized Purchase Orders under the WSCA Master Agreement.
8. Order of Precedence: The parties acknowledge and agree that:
(a) In the event of a conflict between the terms contained in the WSCA Master Agreement and this Participating Addendum, the
terms and conditions of this Participating Addendum will control as between Contractor and the Participating Entity; and
(b) This §8 specifically supercedes §5 of the WSCA Master Agreement
This Participating Addendum and the WSCA Master Agreement together with its exhibits, set forth the entire agreement between the
parties with respect to the subject matter of all previous communications, representations or agreements, whether oral or written, with
respect to the subject matter hereof. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this
Participating Addendum and the WSCA Master Agreement, together with its exhibits, shall not be added to or incorporated into this
Participating Addendum or the WSCA Master Agreement and its exhibits, by any subsequent Purchase Order or otherwise, and any such
attempts to add or incorporate such terms and conditions are hereby rejected. The terms and conditions of this Participating Addendum
and the WSCA Master Agreement and its exhibits shall prevail and govern in the case of any such inconsistent or additional terms.
IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below.
Participating Entity: Contractor: AWS National Accounts, LLC
By: By:
D - 10 1 15ModelPA.doc
PARTICIPATING ADDENDUM
WESTERN STATES CONTRACTING ALLIANCE
WIRELESS COMMUNICATION SERVICES AND EQUIPMENT
AT &T WIRELESS
MASTER PRICE AGREEMENT
10 -00115
1. Scope: All eligible purchasers within this government or education entity (State of
California, including its authorized employees, representatives and any tax funded entity
including cities, counties, courts, public schools and institutions of higher education) are
authorized to purchase products and services under the terms and conditions of this price
agreement.
2. Changes: Changes to the terms and conditions of the signed Master Price Agreement are as
follows:
a. Paragraphs 1 through 19 of the California General Provisions (CAGY) for Western States
Contracting Alliance, AT &T Wireless, become a part of this Participating Addendum.
b. Paragraph 6 is modified as follows: Sub - paragraphs B, C, D are hereby deleted; Paragraph 4,
Subparagraphs a, b, and c, of the CAGP are substituted therefore.
c. Paragraph 8.13 is modified as follows: The words "except non - appropriation" are hereby
added following the word `reason" in the first line.
d. Paragraph 9 is deleted; Paragraph 3 of the CAGP is substituted therefore.
e. Paragraph 12 is hereby modified to add Paragraph 5 for CAGP.
f Paragraph 18 is modified as follows: The words "Unless otherwise agreed to mutually by both
parties," are hereby added at the beginning of the paragraph.
g. Paragraph 20 is deleted; Paragraph 6 of CAGP is substituted therefore.
h. Paragraph 29 is deleted; Paragraphs 9 and 16 of CAGP is substituted therefore.
i. Paragraph 31 is deleted; Paragraph I and Paragraph 8 of CAGP are substituted therefore.
j. Paragraph 39 is deleted; Paragraph 2 of CAGP is substituted therefore.
k. State and Contractor agree that the following is in addition to the terms found in Section 46 of
the WSCA Master Agreement:
The Contractor shall submit a check payable to State for an amount equal to one -tenth
of one percent (0.001) of the Qualified Charges for the quarterly period. Reports and
to fee delivery will be in accordance with the following schedule:
N
t r^ Period Ending Report Due
_ Q June 30 July 31
:. September 30 October 31
December 31 January 31
March 31 April 30
All reports shall state the sales under the Participating Addendum. The report shall be
accompanied with a check payable to State of California for the calculated
administrative fee.
1. Paragraph 51 is hereby deleted in its entirety.
m. Section 3 of the AT &T Wireless Program Description that is incorporated into the WSCA
Master Agreement is deleted and replaced with the following as it pertains to this
Participating Addendum only:
"3. AT &T Wireless Program Eligibility Requirements.
Participating Entity must be migrating to this Agreement from a prior
wireless services agreement or agreements with Contractor pursuant to
which such Participating Entity incurred Service Revenue of at least
fifty million dollars ($50,000,000) during the thirty (30) month period
, W.)
immediately preceding the Effective Date of this Participating
Addendum.
n. Section 6 of the AT &T Wireless Program Description that is incorporated into the WSCA
Master Agreement is deleted.
o. Activation Fee Waiver -- Contractor will waive the start of service charge (Activation Fee)
for Corporate Responsibility Users activating new service on the AT &T Wireless Voice
Rate Plans found in the SES or at the AT &T Wireless WSCA Site for the term of the
Participation Addendum.
3. Term: Notwithstanding §7 of the WSCA Master Agreement, in no event shall this
Participating Addendum remain in effect beyond June 30, 2006.
4. Lease Agreements: A lease agreement has not been approved.
5. Primary Contact: The primary contact individual for this participating addendum is as follows:
Jennifer Herrera
Contract Negotiations Section
707 Third Street, 2 n Floor, West Sacramento, CA 95605
(916) 375-4429
(916) 375 -4505 (fax)
iennifer.herrera @ dgs.ca.eov
6. Price Agreement Number: All purchase orders issued by procuring agencies within the
jurisdiction of this participating addendum shall include the following price agreement
number: 10 -00115
This Addendum and the Price Agreement together with its exhibits, set forth the entire agreement
between the parties with respect to the subject matter of all previous communications,
representations or agreements, whether oral or written, with respect to the subject matter hereof.
Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this
Addendum and the Price Agreement, together with its exhibits, shall not be added to or
incorporated into this Addendum or the Price Agreement and its exhibits, by any subsequent
purchase order or otherwise, and any such attempts to add or incorporate such terms and
conditions are hereby rejected. The terms and conditions of this Addendum and the Price
Agreement and its exhibits shall prevail and govern in the case of any such inconsistent or
additional terms.
IN WITNESS WHEREOF, the parties have executed this Addendum as of the date of execution
by both parties below.
State of California
Contra ct ti al Accounts, LLC
BY,="
B y'
1
RUSS GUARNA
Name: Dan Moore
Director, Offer Development
ACQUISITIONS BRANCH MANAGER
Title:
Date: C:31
Date: 2-1p
KA
CALIFORNIA GENERAL PROVISIONS
FOR
WESTERN STATES CONTRACTING ALLIANCE
AT &T W IRELESS
1. Applicable Law
This contract shall be governed by and shall be Interpreted in
accordance with the laws of the State of California; venue of any
action brought with regard to this contract shall be in Sacramento
County, Sacramento, California. The United Nations Convention
on Contracts for the International Sale of Goods shall not apply to
this contract.
2. Assignment
This contract shall not be assignable by the contractor in whole or
in part without the written consent of the State. For the purpose
of this paragraph, State will not unreasonably prohibit contractor
from freely assigning Its right to payment, provided that contractor
remains responsible for its obligations hereunder.
Should the State desire financing of the assets provided
hereunder, the contractor agrees to assign to a State - designated
lender Its right to receive payment from the State for the assets in
exchange for payment by the lender of the cash purchase price
for the assets. Upon notice to do so from the State - designated
lender at any time prior to payment by the State for the assets,
the contractor will execute and deliver to the State - designated
lender an assignment agreement and any additional documents
necessary for fine State selected financing plan. The State -
designated lender will pay the contractor according to the terms
of the contractor's Invoice upon acceptance of the assets by the
State.
3. Termination for Non - Appropriation of Funds
a) If the term of this contract extends into fiscal years
subsequent to that In which it is approved, such continuation
of the contract is contingent on the appropriation of funds for
such purpose by the Legislature. If funds to effect such
continued payment are not appropriated, contractor agrees
to take back any affected goods furnished under this
contract, terminate any services supplied to the State under
this contract, and relieve the State of any further obligation
therefor.
b) State agrees that if paragraph a) above is invoked, goods
shall be returned to the contractor in substantially the same
condition in which delivered to the State, subject to normal
wear and tear. State further agrees to pay for packing,
crating, transportation to contractor's nearest facility and for
reimbursement to the contractor for expenses incurred for
their assistance in such packing and crating.
4. Payment Provisions
a) Required Payment Date
Payment will be made in accordance with the provisions of
the California Prompt Payment Act, Government Code
Section 927 at seq. Unless expressly exempted by statute,
the Act requires state agencies to pay properly submitted.
undisputed invoices not more than 45 days after 1) the date
of acceptance of goods or performance of services; or ii)
receipt of an undisputed invoice -- whichever is later.
b) Taxes
Unless otherwise required by law, the State of California is
exempt from Federal excise taxes.
c) Invoices shall be submitted to the procuring agency.
November 1, 2002
5. Violation of Copyright Laws
Contractor certifies that it has appropriate systems and controls
in place to ensure that state funds will not be used in the
performance of this contract for the acquisition, operation or
maintenance of computer software in violation of copyright laws.
6. Examination and Audit
Contractor agrees that the State shall have the right to review and
copy any records and supporting documentation pertaining to
performance of this contract. Contractor agrees to maintain such
records for possible audit for a minimum of three (3) years after
final payment. Contractor agrees to allow the auditor(s) access
to such records during normal business hours and to allow
Interviews of any employees or others who might reasonably
have information related to such records.
7. Priority Hiring Considerations
If this contract includes services in excess of $200,000, the
contractor shall give priority consideration in filling vacancies in
positions funded by the contract to qualified recipients of aid
under Welfare and Institutions Code Section 11200 in
accordance with PCC Section 10353.
8. Covenant Against Gratuities
The contractor warrants that no gratuities (in the form of
entertainment, gifts, or otherwise) were offered or given by the
contractor, or any agent or representative of the contractor, to
any officer or employee of the State with a view toward securing
the contract or securing favorable treatment with respect to any
determinations conceming the performance of the contract. For
breach or violation of this warranty, the State shall have the right
to terminate the contract, either in whole or in part, and any loss
or damage sustained by the State in procuring on the open
market any items which contractor agreed to supply shall be
borne and paid for by the contractor. The rights and remedies of
the State provided in this clause shall not be exclusive and are In
addition to any other rights a nd remedies provided by law or in
equity.
9. Nondiscrimination Clause
a) During the performance of this contract, contractor and Its
subcontractors shall not unlawfully discriminate, harass or
allow harassment, against any employee or applicant for
employment bemuse of sex, sexual orientation, race, color,
ancestry, religious creed, national origin, disability (including
HIV and AIDS), medical condition (cancer), age, marital
status, and denial of family care leave. Contractor and
subcontractors shall insure that the evaluation and treatment
of their employees and applicants for employment are free
from such discrimination and harassment. Contractor and
subcontractors shall comply with the provisions of the Fair
Employment and Housing Act (Government Code, Section
12990 at seq.) and the applicable regulations promulgated
thereunder (California Code of Regulations, Title 2, Section
7285.0 et seq.). The applicable regulations of the Fair
Employment and Housing Commission implementing
Government Code Section 12990 (a -f), set forth in Chapter 5
of Division 4 of Title 2 of the California Code of Regulations
are incorporated into this contract by reference and made a
part hereof as if set forth in full. Contractor and its
subcontractors shall give written notice of their obligations
under this clause to labor organizations with which they have
a collective bargaining or other agreement.
10 -00115
1
CALIFORNIA GENERAL PROVISIONS
FOR
WESTERN STATES CONTRACTING ALLIANCE
AT &T WIRELESS
b) The contractor shall include the nondiscrimination and
compliance provisions of this clause in all subcontracts to
perform work under the contract.
10. National Labor Relations Board Certification
Contractor swears under penalty of perjury that no more than one
final, unappealable finding of contempt of court by a federal court
has been issued against the contractor within the immediately
preceding two-year period because of the contractors failure to
comply with an order of the National Labor Relations Board. This
provision is required by, and shall be construed in accordance
with, PCC Section 10296.
11. Assignment of Antitrust Actions
Pursuant to Government Code Sections 4552, 4553, and 4554,
the following provisions are incorporated herein:
a) In submitting a quote to the State, the supplier offers and
agrees that if the quote is accepted, it will assign to the
State all rights, title, and interest in and to all causes of
action i t m ay In ave u rider S action 4 o f t he Clayton Act (15
U.S.C. 15) or under the Cartwright Act (Chapter 2,
commencing with Section 16700, of Part 2 of Division 7 of
the Business and Professions Code), arising from
purchases of goods, material, or seances by the supplier for
sale to the State pursuant to the solicitation. Such
assignment shall be made and become effective at the time
the Stale tenders final payment to the supplier.
b) If the State receives, either through judgment or settlement,
a monetary recovery for a cause of a ction assigned u rider
this chapter, the assignor shall be entitled to receive
reimbursement for actual legal costs incurred and may,
upon demand, recover from the State any portion of the
recovery, including treble damages, attributable to
overcharges that were paid by the assignor but were not
paid by the State as part of the quote price, less the
expenses Incurred in obtaining that portion of the recovery.
C) Upon demand in writing by the assignor, the assignee shall,
within one year from such demand, reassign the cause of
action assigned under this part if the assignor has been or
may have been injured by the violation of law for which the
cause of action arose and
1) the assignee has not been Injured thereby, or
ii) the assignee declines to file a court action for the
cause of action.
12. Drug -Free Workplace Certification
The contractor certifies under penally of perjury under the laws of
the State of California that the contractor will comply with the
requirements of the Drug-Free Workplace Act of 1990
(Government Code Section 8350 at seq.) and will provide a
drug -tree workplace by taking the following actions:
a) Publish a statement notifying employees that unlawful
manufacture, distribution, dispensation, possession, or use
of a controlled substance is prohibited and specifying
actions to be taken against employees for violations, as
required by Government Code Section 8355(a).
b) Establish a Drug-Freer Awareness Program as required by
Government Code Section 8355(b) to inform employees
about all of the following:
1) the dangers of drug abuse in the workplace;
It) the person's or organization's policy of maintaining a
drug -free workplace;
November 1, 2002
iii) any available counseling, rehabilitation and employee
assistance programs; and,
iv) penalties that may be imposed upon employees for
drug abuse violations.
c) Provide, as required by Government Code Section 8355(c),
that every employee who works on the proposed or resulting
contract:
1) will receive a copy of the company's drug -free policy
statement; and,
it) will agree to abide by the terms of the company's
statement as a condition of employment on the
contract.
13. Forced, Convict and Indentured Labor
In accordance with PCC Section 6108, contractor warrants that
no foreign -made equipment, materials, or supplies furnished to
the State pursuant to this contract are produced in whole or in
part by, or with the benefit of, forced labor, convict labor,
Indentured labor under penal sanction, abusive forms of child
labor or exploitation of children in sweatshop labor
14. Recycling
Contractor hereby certifies under penalty of perjury that a
percentage (0% to 100 %) of the materials, goods, supplies
offered, or products used In the performance of this contract meet
or exceed the minimum percentage of recycled material as
defined in PCC Sections 12161 and 12200.
15. Child Support Compliance Act
For any contract in excess of $100,000, the contractor
acknowledges in accordance with PCC Section 7110, that:
a) The contractor recognizes the importance of child and family
support obligations and shall fully comply with all applicable
state and federal laws relating to child and family support
enforcement, including, but not limited to, disclosure of
information and compliance with earnings assignment
orders, as provided in Chapter 8 (commencing with Section
5200) of Part 5 of Division 9 of the Family Code; and
b) The contractor, to the best of Its knowledge is fully
complying with the earnings assignment orders of all
employees and is providing the names of all new employees
to the New Hire Registry maintained by the California
Employment Development Department.
16. Americans with Disabilities Act
Contractor assures the State that it complies with the Americans
with Disabilities Act (ADA) of 1990, which prohibits discrimination
on the basis of disability, as well as all applicable regulations and
guidelines Issued pursuant to the ADA. (42 U.S.C. 12101 at
seq.)
17. Purchase Orden: Funded in Whole or Part by the Federal
Government
All contracts (including individual orders), except for State
construction projects, which are funded In whole or In part by the
federal government may be canceled with 30 days notice, and
are subject to the following:
a) It is mutually understood between the parties that this
contract (order) may have been written before ascertaining
the availability of congressional appropriation of funds, for
10.00115
ME
CALIFORNIA GENERAL PROVISIONS
FOR
WESTERN STATES CONTRACTING ALLIANCE
AT &T WIRELESS
the mutual benefit of both parties, in order to avoid program
and fiscal delays which would occur if the contract (order)
were executed after that determination was made.
b) This contract (order) is valid and enforceable only if
sufficient funds are made available to the State by the
United States Government for the fiscal year during which
the order was generated for the purposes of this program.
In addition, this contract (order) Is subject to any additional
restrictions, limitations, or conditions enacted by the
Congress or any statute enacted by the Congress which
may affect the provisions, terms or funding of this contract
(order) in any manner.
c) It is mutually agreed that if the Congress does not
appropriate sufficient funds for the program, this contract
(order) shall be amended to reflect any reduction in funds.
The department has the option to void the contract (order)
under the 30 -day cancellation clause or to amend the
contract to reflect any reduction of funds.
18. Debarment Certification (Federally Funded Service Contracts
Over $10,000)
The prospective recipient of Federal assistance funds is required
to certify that neither it nor its principals are presently debarred,
suspended, proposed for debarment, declared ineligible, or
voluntarily excluded from participation in this transaction by any
Federal department or agency. The contractor is required to
complete the Debarment Certification before entering into a
contract.
19. Order of Precedence
In the event of any Inconsistency between this Participating
Addendum and Master Price Agreement No. 10- 00115, the
following order of precedence shall apply:
a) executed participating addendum(s);
b) the terms and conditions of the Master Price Agreement;
c) exhibits to the Master Price Agreement;
d) the list of products and services contained in the purchase
order,
e) the Request for Information (or similar) document; and
f) Contractor's Response to the Request for Information (or
similar document),
November 1, 2002 3 10 -00115
`i
AT &T WIRELESS
SERVICES AND EQUIPMENT SCHEDULE "SES"
FOR THE WESTERN STATES CONTRACTING ALLIANCE
WIRELESS COMMUNICATION SERVICE AND EQUIPMENT
MASTER PRICE AGREEMENT
#10 -00115
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement')
1. Equipment Pricing and Discounts.
With respect to Equipment found in this Services and Equipment Schedule (`SES ") or at the AT &T
Wireless web site found at httt)s: //www.attws.com/ebwp/fom login ihtml (the "AT &T Wireless WSCA Site'),
AWS will provide Participating Entities with Equipment and Accessories discounts as specified below. Equipment
models may change from time to time, as provided for in the WSCA Master Agreement.
Equipment discounts:
1. Except as otherwise noted herein, Contractor (also referred to herein as "AT &T Wireless" and "AWS ") will
provide Participating Entities a fifty - dollar ($50) discount off the retail Equipment price; provided, however,
that in no case will the discounted Equipment price be less than $0.00 (the "Equipment Discount ").
2. AT &T Wireless will waive the thirty -six dollar ($36) start of Service fee for bulk orders of one hundred (100)
or more new activations from a single Purchasing Entity.
3. From time to time, AT &T Wireless may offer additional discounts for bulk Equipment orders of five hundred
(500) or more from a single Purchasing Entity.
4. In general, the Equipment Discount will not apply to data - centric devices such as modems, replacement SIM
Cards and kits, and certain other accessories. AT &T Wireless will notify WSCA when such Equipment
Discounts do not apply. In that regard, the Equipment Discount does not apply to the BlackBerry Handholds.
5. AWS will provide Purchasing Entities a twenty -five percent (25 %) discount off the retail prices for Accessories
found at the AT &T Wireless WSCA Site (the "Accessories Discount ").
6. Review the AT &T Wireless WSCA Site carefully as the Equipment Discount and the Accessories Discount
may already be reflected in the price shown thereon.
2. Service Discount.
Subject to a corresponding Participating Entity's continued program eligibility, AWS will provide such
Participating Entity with a discount on Service (the "Service Discount ") based upon the annual volume of Qualified
Charges for all WSCA Participating Entities under the WSCA Master Agreement. The Service Discount will be ten
percent (10 %) for the first six months of the WSCA Master Agreement and will thereafter be determined at six-
month intervals beginning six months after the effective date of the WSCA Master Agreement. To determine the
annual volume of Qualified Charges and the applicable Service Discount amount, Contractor will multiply the
volume of all WSCA Participating Entities' Qualified Charges for the applicable six -month period by two (2) and
match that amount with the discount table below. From time to time, Contractor may introduce new Products,
Services and /or rate plans that, while available to Participating Entities, may not receive the Service Discount, or
may receive a modified Service Discount. Contractor will advise WSCA when such Products, Services and /or rate
plans do not receive the Service Discount, or receive a modified Service Discount.
WSCA SES 5 -9 -2003 final Page 2 of 14
w
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 C'WSCA Master
Agreement')
Annual Volume of Qualified
Charges
Service Discount on
Voice Service
(TDMA and GSM),
and Wireless Data
Service (CDPD and
GPRS
$200,000—
$399,999
20/.
$400,000—
$699,999
3%
$700,000—
$1,099,999
4%
$1,100,000—
$1599,999
5%
$1,600,000—
$2,199,999
6%
$2,200,000—
$2,899999
70/.
$2,900,000—
$3,699,999
8%
$3,700,000—
$4,699,999
90/6
$4,700,000—
$5,999,999
100/6
$6,000,000—
$7,999,999
11%
$8,000,000—
$10,999,999
12%
$11,000,000—
$14,999,999
13%
$15,000,000 —
$17,999,999
140/6
$18,000,000+
15%
The Service Discount will be applied from the day Service is activated or electronically associated with the
corresponding Participating Entity's WSCA Foundation Account Number. Service and Equipment Discounts may
take two billing cycles to be reflected.
Neither the acceptance by AWS of any payment, partial payment or any other performance by any
Participating State and /or Purchasing Entity, nor any act or failure of AWS to act or to exercise any rights, remedies
or options in any one or more instances will be deemed a waiver of any such right, remedy or option or of any
breach or default by such Participating State and/or Purchasing Entity then existing or thereafter arising. No
claimed waiver by AWS of any rights, remedies or options will be binding unless the same is in a writing signed by
AWS.
3. Voice and Data Service Rate Plans.
A. Available Rate Plans. Participating Entities may choose from specific Voice Service rate
plans as may be modified by AWS from time to time, and specific Wireless Data Service rate plans, as may be
modified from time to time, as found in this SES and at the AT &T Wireless WSCA Site. Participating Entities may
also choose from any other generally available Voice Service and Wireless Data Service rate plans within each
AWS Market provided the Participating Entity and the end user qualify. Each Participating Entity must comply
with all of the terms and conditions related to such rate plan, all of which are incorporated into this WSCA Master
Agreement. All rate plans available in AWS Markets require long distance services provided by AT &T Wireless.
Rates, terms and conditions of any rate plan are subject to change. Any provisions of the Service agreements
governing the rate plans which, by their terms, are to exist for a specified period of time will survive any termination
or expiration of this Agreement, including terms related to early cancellation fees.
B. Regulatory Programs Fee. A Regulatory Programs Fee of $1.75 per line of service will be
added to each monthly bill for each new Corporate Responsibility User ( "CRU ") and Individual Responsibility User
( "IRU "), and for those CRUs and IRUs changing calling plans. This Regulatory Programs Fee will also apply to
IRUs whose individual service contracts have expired. For purposes of this Regulatory Programs Fee, "new" CRUs
and IRUs, and those changing calling plans include such CRUs and IRUs moving to WSCA froma pre- existing
wireless service agreement with the corresponding Participating Entity or Purchasing Entity. This Regulatory
Programs Fee will help fund AWS' compliance with various government - mandated programs. The charge is not a
WSCA SES 5 -9 -2003 final Page 3 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master price Agreement, #10 -00115 ( "WSCA Master
Agreement')
tax or government- required charge and will appear in the "Current Monthly Charges" section of the bill. For CRUs,
this fee will begin after January 1, 2004. For IRUs, this fee will begin after April 1, 2003.
C. Bonus Minutes. Subject to the terms and conditions set forth in the corresponding rate plan
brochures, AT &T Wireless will provide Customer with Bonus Minutes on any AT &T Wireless mLife Local Plan
with a Monthly Service Charge of $29.99 or higher or AT &T Wireless Group Calling Plans. See below for how
many Bonus Minutes* are available. .
Bonus Minutes
AT &T Wireless mLife Local Plans
Monthly Service Charge
$29.99
38 Bonus Minutes
Monthly Service Charge
39.99
60 Bonus Minutes
Monthly Service Charge
49.99
90 Bonus Minutes
Monthly Service Charge
$74.99
150 Bonus Minutes
Monthly Service Charge
f9 9.99
210 Bonus Minutes
Monthly Service Charge
149.99
330 Bonus Minutes
Monthly Service Charge
199.99
480 Bonus Minutes
Monthly Service Charge
299.99
720 Bonus Minutes
AT &T Wireless Group Calling Plans
Monthly Service Charge
$49.99
53 Bonus Minutes
Monthly Service Charge
69.99
75 Bonus Minutes
Monthly Service Charge
89.99
120 Bonus Minutes
Monthly Service Charge
$199.99
180 Bonus Minutes
*Unused Bonus Minutes cannot be carried over to any subsequent month. It may take up to two full billing cylces
for Bonus Minutes to be reflected on your bill. Bonus Minutes are subject to change at any time.\
Prior Version of Bonus Minutes. CRUs and IRUs currently on eligible calling plans no longer being
offered for new activations or calling plan changes will receive 15% Bonus Minutes in addition to the Included
Minutes in the calling plan. These Bonus Minutes are calculated on the respective calling plan's Included Minutes
only, not promotional minutes. Included Minutes refers to the number of minutes included in the calling plan on a
monthly basis. Unused Bonus Minutes cannot be carried over to any subsequent month. In the event Bonus
Minutes results in a partial minute, that partial minute will round up to the next full minute. Bonus Minutes are
subject to change at any time.
D. Additional Minutes Offer for Certain Rate Plans. Current AT &T Wireless Regional
Advantage and AT &T Wireless Digital Advantage Calling Plan customers with a monthly recurring charge of at
least $39.99 will continue to receive two hundred (200) additional monthly Included Anytime Minutes. This
promotion is not available for any new activations or calling plan changes. Participating Entities may choose
between these 200 additional Included Minutes OR currently advertised promotions; provided, however, that such
promotions may not be combined with this 200 Additional Minutes offer.
E. Rate Plans. The following rate plans are available to Participating Entities and are subject to
the restrictions and pricing as specified in this SES, the AT &T Wireless WSCA Site, and the corresponding rate
plan brochures and related printed materials.
Voice Service Rate Plans Using AT &T Wireless' TDMA and GSM /GPRS networks:
a AT &T Wireless mLife" Local Plans
b. AT &T Wireless mLife " National Plans
c. AT &T Wireless mLife Digital One Rate
d. AT &T Wireless Group Calling
e. AT &T Wireless mLife Shared Advantage
f. AT &T Wireless National Pooled Minutes Calling Plans
g. AT &T Wireless Flat Rate Advantage
h. AT &T Wireless Business Local $16.99 Calling Plan (availability tentatively scheduled
for May 20, 2003)
i. AT &T Wireless National Flat Rate
WSCA SES 5 -9 -2003 final Page 4 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement')
2. Wireless Data Service Rate Plans Using AT &T Wireless' Cellular Digital Packet
Data (CDPD) Network:
a. Occasional Use Government CDPD Plan No Kbps
Included
$ 8.00 /month
Kbps Charge In AT &T Wireless CDPD Service Area
5.50/Kbps
Kbps Charge In Non -AT &T Wireless CDPD Service Areas
5.50 /Kb s
One Time Activation Fee
$45.00
b. Government 1 Low Use CDPD Plan Includes 500 Kbps
$ 16.00 /month
Additional Kbps Charge In AT &T Wireless CDPD Service
Area
50 /Kbps
Kbps Charge In Non -AT &T Wireless CDPD Service Areas
50/Kbps
One Time Activation Fee
$45.00
c. Government 2 Moderate Use CDPD Plan Includes 1000
Elips
$26.00 month
Kbps Charge In AT &T Wireless CDPD Service Area
50/Kbps
Kbps Charge In Non -AT &T Wireless CDPD Service Areas
50/Kbps
One Time Activation Fee
$45.00
d. Government 3 Heavy Use CDPD Plan Includes 2000
Ebps
$34.00 month
Kbps Charge In AT &T Wireless CDPD Service Area
50/Kbps
Kbps Charge In Non -AT &T Wireless CDPD Service Areas
50/Kbps
One Time Activation Fee
$45.00
e. Government Unlimited CDPD Plan
$49.00 /month
K t's Char a In AT &T Wireless CDPD Service Area
0.00/Kb s
Char
Kb s a In Non -AT &T Wireless CDPD Service Areas
5.50/Kbps
One Time Activation Fee
$45.00
3. AT &T Wireless mLife Local Calling plan (GSM, TDMA, or Multi -Band)
a. AT &T Wireless mLifeLocal$19.99
$19.99 /month
Included Minutes
45
Additional Home Minutes Peak/Off -Peak
$0.45
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
WSCA SES 5 -9 -2003 final
Page 5 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -0011 S ( "WSCA Master
Agreement')
b. AT &T Wireless mLife Local $29.99
$29.99 /month
Included Minutes
250
Additional Home Minutes Peak/Off -Peak
$0.45
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Intern et Service
b. AT &T Wireless mLifeLocal $39.99
$39.99 /month
Included Minutes
400
Additional Home Minutes Peak/Off -Peak
$0.40
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
c. AT &T Wireless mLife Local $49.99
$49.99 /month
Included Minutes
600
Additional Home Minutes Peak/Off -Peak
$0.40
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic / Intemational
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
d. AT &T Wireless mLife Local $74.99
$74.99 /month
Included Minutes
1000
Additional Home Minutes Peak/Off -Peak
$0.35
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic/Intemational
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
WSCA SES 5 -9 -2003 final Page 6 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement')
e. AT &T Wireless mLife Local $99.99
$99.99 /month
Included Minutes
1400
Additional Home Minutes Peak/Off -Peak
$0.30
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
f. AT &T Wireless mLife Local $149.99
$149.99 /month
Included Minutes
2200
Additional Home Minutes Peak/Off -Peak
$0.30
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
. AT &T Wireless mLife Local $199.99
$199.99 /month
Included Minutes
3200
Additional Home Minutes Peak/Off -Peak
$0.25
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Intemet Service
It. AT &T Wireless mLife Local $299.99
$299.99 /month
Included Minutes
4800
Additional Home Minutes Peak/Off -Peak
$0.25
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Intemet Service
I. AT &T Wireless mLife National $19.99
$19.99 /month
Included Minutes
30
Additional Home Minutes Peak/Off -Peak
$0.45
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
WSCA SES 5 -9 -2003 final Page 7 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( °WSCA Master
Agreement')
One Time Activation Fee
1 $36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
$0.45
'. AT &T Wireless mLife National $29.99
$29.99 /month
Included Minutes
200
Additional Home Minutes Peak/Off -Peak
$0.45
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail Three Wa Calling
$0.00
See Matrix Below For Optional Mobile Intemet Service
k. AT &T Wireless mLife National $39.99
$39.99 /month
Included Minutes
350
Additional Home Minutes Peak/Off -Peak
$0.40
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /Intemational
$0.0350.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Wa Calling
$0.00
See Matrix Below For Optional Mobile Intemet Service
1. AT &T Wireless mLife National $49.99
$49.99 /month
Included Minutes
500
Additional Home Minutes Peak/Off -Peak
$0.40
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail Three Way Calling
$0.00
See Matrix Below For Optional Mobile Intern Service
m. AT &T Wireless mLife National $74.99
$74.99 /month
Included Minutes
900
Additional Home Minutes Peak/Off -Peak
$0.35
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /Intemational
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
WSCA SES 5 -9 -2003 final Page 8 of 14
P
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement')
n. AT &T Wireless mLife National $99.99
$99.99 /month
Included Minutes
1200
Additional Home Minutes Peak/Off -Peak
$0.30
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /Intemational
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
o. AT &T Wireless mLife National $149.99
$149.99 /month
Included Minutes
2000
Additional Home Minutes Peak/Off -Peak
$0.30
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail Three Way Calling
$0.00
See Matrix Below For Optional Mobile Internet Service
. AT &T Wireless mLife National $199.99
$199.99 /month
Included Minutes
3000
Additional Home Minutes Peak/Off -Peak
$0.25
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix Below For O tional Mobile Intemet Service
. AT &T Wireless mLife National $299.99
$299.99/month
Included Minutes
4500
Additional Home Minutes Peak/Off -Peak
$0.25
Domestic Long Distance Minutes
$0.00
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /Intemational
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
See Matrix De For Optional Mobile Internet Service
?? A Long Distance charge of $.20 per minute will apply when long distance call
originates outside the AT &T Wireless Network.
WSCA SES 5 -9 -2003 final
Page 9 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement')
4. Mobile Internet Equipment and Data Service Options for use with GPRS data networks:
NovaTel Merlin PCMCIA Type II Wireless Internet
modem with AT &T Wireless Mobile Internet Connection
software
$299.99
Equipment discount
not applicable
Service Activation Fee (may not only be one time if
$36.00
modem is suspended)
$299.99
Public IP Monthly Charge (Dynamically Assigned)
$3.00 Per IP /month.
(Note: Customer may elect to pay a one -time set up charge
Service discount does
of $1,000 and provide AT &T Wireless the customer's IP
not apply. Monthly
range. This eliminates the $3.00 per month per IP charge
charge is not a
and provides more secure access.
Qualified Charge.
Other Equipment
Price
Siemens SX56 Pocket PC Phone
$549.99
Sierra Wireless Air Card 710 (Equipment discount not
$299.99
applicable)
$0.0065
Sierra Wireless Air Card 750 with Communication
$349.99
Manager for IBM 1.0 Software (Equipment discount not
$0.0030
applicable)
$44.99 /month
Sierra Wireless Air Card 750 Enterprise Edition with
$349.99
Communication Manager 1.0 Software (Equipment
$64.99 /month
discount not applicable)
$0.0015
Wireless Data Service Options for Mobile Internet Equipment Using AT &T Wireless GPRS
Data Network.
AT &T Wireless
Business Capped Data
AT &T Wireless
Business Pooled Data
Included In
Plan Data MB
Out of Plan
Data Per KB
$19.99 /month
$24.99 /month
3 MB
$0.0065
$29.99 /month
$34.99 /month
10 MB
$0.0030
$39.99 /month
$44.99 /month
20 MB
$0.0020
$59.99 /month
$64.99 /month
40 MB
$0.0015
$74.99 /month
$79.99 /month
60 MB
$0.0013
$99.99 /month
$104.99 /month
100 MB
$0.0010
S. AT &T Wireless BlackBerry Solution: Rate Plans, Software and Equipment.
AT &T Wireless BlackBerry Solution Handheld and Software Pricing:
BlackBerry 5810 Wireless Handheld (Equipment discount does not
apply)
$249.99
BlackBerry 6210 Wireless Handheld (Equipment discount does not
apply)
$399.99
BlackBerry 6710 Wireless Handheld (Equipment discount does not
apply)
$499.99
BlackBerry Enterprise Service Lotus includes 20 client licenses
$2,999.00
BlackBerry Enterprise Service Exchange includes 20 client licenses
$4,999.00
WSCA SES 5 -9 -2003 final Page 10 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement')
BlackBerry Client Access Licenses 10 Pack
$490.00
BlackBerry Software Upgrade Assurance For Blackberry Enterprise
Server 1 year
$450.00
BlackBerry Software Upgrade Assurance End User For 10 Pack I
Year
$75.00
Installation Service For BlackBerry Enterprise Service
$2,999.00
AT &T Wireless BlackBerry Solution Access Rate Plans *:
AT &T BlackBerry Access Basic Wireless
Data Service Rate Plan
$39.99 per month
Data Usage Included in Plan
3MB
Additional On -Net Data Usage
$0.0065/Kb
Roaming Data Service
$0.01270/Kb
Activation Fee
$36.00
AT &T BlackBerry Access Prerrium Wireless
Data Service Rate Plan
$49.99 per month
Data Usage Included in Plan
$6MB
Additional On -Net Data Usage
$0.0048/Kb
Roaming Data Service
$0.01270/Kb
Activation Fee
$36.00
*These `BlackBerry Access Plans" are the only rate plans available in connection with the BlackBerry Solution.
Optional Voice Service Rate Plans for the BlackBerry Solution
AT &T Wireless GSM Local Network $19.99 Plan
$19.99 /month
Included Minutes
60
Additional Home Minutes Peak/Off -Peak
$0.40
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates pei KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
AT &T Wireless GSM Local Network $39.99 Plan
$39.99 /month
Included Minutes
575
Additional Home Minutes Peak/Off -Peak
$0.40
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates peE KB: Domestic /International
$0.0350.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail, Three Way Calling
$0.00
WSCA SES 5 -9 -2003 final Page l t of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ("WSCA Master
Agreement')
AT &T Wireless GSM Local Network $59.99 Plan
$59.99 /month
Included Minutes
1035
Additional Home Minutes Peak/Off- -Peak
$0.40
Domestic Long Distance Minutes
$0.20
Roaming Rate Minutes
$0.69
Out of Plan Data Rates per KB: Domestic /International
$0.03/$0.07
One Time Activation Fee
$36.00
Included Features: Call Forwarding, Call Waiting, Caller ID,
Voice Mail Three Way Calling
$0.00
Please see the AT &T Wireless Business Solutions - BlackBerryTm Attachment for further details on the
BlackBerry Solution.
6. AT &T Wireless Mobile Internet Plan $82.99 Unlimited
The AT &T Wireless Mobile Internet Plan $82.99 Unlimited is a custom rate plan for AT &T Wireless'
Government customers. It provides unlimited GPRS data usage on the AT &T Wireless network for a fixed monthly
charge. Roaming charges and certain other charges will apply. See the Rate Chart, Important Information and
Explanation of Rates and Charges, below, for details.
AT &T Wireless Mobile Internet Plan $82.99 Unlimited Rate Chart
Service Charge
$82.99
-Monthly
Included Megabytes
Unlimited
per additional kilobyte
Not Applicable
-Charges
Domestic Data Roaming Charges
$0.0127 per kilobyte
International Data Roaming Charges
$0.0195 per kilobyte
Activation Charge
$36
-Early Cancellation Fee
$175
To see a corresponding coverage map, please click on the following link:
httn://www.attws.com /Qeneral/ coverage maps/coveraeemaps.isp?offertvpe= 400 &manname =esm-
nat. eif &zipbox= true &showdetails = false);
IMPORTANT INFORMATION
02003 AT &T Wireless. All rights reserved. AT &T Wireless Mobile Internet Plan $82.99 Unlimited: Available to
current W -2 employees ofAT &T Wireless government customers on a qualified business agreement (a "Business
Agreement'). For complete details, see your employer's Business Agreement, AT &T Wireless Welcome Guide and
coverage map, or contact your AT &T Wireless representative.
EXPLANATION OF RATES AND CHARGES
Except as provided for in your Business Agreement, the followingfees and charges apply to AT &T Wireless Mobile
Internet Plan $82.99 Unlimited: Activation - $36 per line; Reconnection - $25 per line; Returned Check Charge -
will not exceed $20. Early Cancellation Fee: $175 (applies after the first 30 days ofservice). Other charges,
surcharges, universal connectivity charge, and federal, state and local taxes apply.
Activation may be subject to credit approval; deposit may be required; minimum one -year contract may be required.
Compatible device and activation fee required. Your device has been manufactured to operate exclusively on our
network, and cannot be activated with any other wire less carrier. Next Generation multi -band phones cannot be
used with another customer's SIM card.
WSCA SES 5 -9 -2003 final Page 12 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10 -00115 ( "WSCA Master
Agreement n)
Roaming rates apply when downloading or sending data outside ofAT &T Wireless' domestic GSMTm /GPRS
network. For Next Generation multi -band phones, roaming not available on other carriers' domestic GSMTm1GPRS
networks.
You will be charged for all data usage sent through our network and associated with the device, regardless of
whether the device actually receives the information. Utilizing compression solutions may or may not impact the
amount of kilobytes for which you are billed. Mobile Internet service will be calculated and billed in kilobytes. One
megabyte equals 1024 kilobytes. One kilobyte equals 1024 bytes. All data usage will be compiled once every 24
hours. Our system will then create individual billing records representing (a) the data usage for each data gateway
accessed (e.g. WAP, RIM) while on our network (b) the combined usage for other carrier's domestic networks and
(c) the data usage for international networks. Each billing record will be rounded up to the next kilobyte and the
charge will be rounded up to the nearest cent. In some situations billingfor data usage may be delayed; any
delayed usage will create additional billing records for the actual day of the usage. Included data megabytes can be
used anywhere on the AT &T Wireless GSMTM /GPRS network.
Ifyour device supports voice service, you will automatically receive voice service priced at $0.40 per minute for
local calls from your Home Coverage Area unless you decline or select an optional voice service plan. If you sign
up for an eligible voice service on your compatible device, there is no activation fee or early cancellation fee for
such voice service and your voice service will be subject to the terms and conditions associated with such service.
Availability, timeliness and reliability ofservice are subject to radio transmission limitations caused by system
capacity, system repairs and modifications, your equipment, terrain, signal strength, weather and other conditions.
Network speed is no indication ofthe speed at which your device sends or receives data. Actual device speed will
vary based on device configuration, compression and network congestion. Not all features, service options or offers
are available on all devices, on all rate plans or available for purchase or use in all areas. Additional hardware,
software, a special network connection, and /or Internet access from your compatible PC may be required.
The end user's principal residence must be within an eligible AT &T Wireless area. For corporate responsibility
customers, the end user's principal residence or principal business address must be within an eligible AT &T
Wireless area. (Please ask your Sales Representative for address verification.)
Internet Protocol (" IP') addresses for services provided on the AT &T Wireless GSMTmIGPRS network will be
assigned dynamically per session from a private pool and not all protocols will be supported. Other IP addressing
options are availablefor additional cost. Our systems will assign you a unique subscriber ID and, if applicable, a
phone number. Third parties will have access to your subscriber ID, zip code and your device model when you
browse their web sites. Any information you involuntarily or voluntarily provide third parties is governed by their
policies.
The AT &T Wireless Mobile Internet Rate Plan $82.99 Unlimited may be used with wireless devices for the following
purposes: (t) Internet browsing; (ti) e-mail; (iii) intranet access (including access to corporate intranets, e-mail and
individual productivity applications like customer relationship management, sales force and field service
automation). The Plan may not be used with service devices or with host computer applications. Such prohibited
uses include, but are not limited to, web camera posts or broadcasts, continuous jpeg file transfers, automatic data
feeds, telemetry applications, automatedfunctions or any other machine -to- machine applications. Data sessions
cannot be used as a substitute forprivate lines or frame relay connections. AT &T Wireless reserves the right to
deny or terminate service, without notice, to any person that uses AWS' network in any manner prohibited above or
when usage adversely impacts AWS' network or service levels.
Eligibility requirements, pricing, features and service areas are subject to change without notice. Service is subject t
the Terms and Conditions available atwww.attwireless.com/Welcomeguidelterms, in the quick start guide included w
your device, and/or available at point -of- purchase. GSM is a trademark of the GSM Association. We have a
WSCA SES 5 -9 -2003 final Page 13 of 14
AT &T WIRELESS
Services and Equipment Schedule for Western States Contracting Alliance, Wireless
Communication Service and Equipment Master Price Agreement, #10-00115 ( "WSCA Master
Agreement')
commitment to privacy and encourage you to learn about our practices by reading our Privacy Policy at
www. attwireless. com/pri vacv.
Ifyou have any questions, please call toll free to the AT &T Wireless Customer Care department 1866293-4634.
4. General Applicability of Rate Plan Brochures.
All rate plans discussed in this SES are subject to the terms and conditions set forth in their corresponding
rate plan brochures and related printed materials, all of which are incorporated into the WSCA Master Agreement by
this reference. With respect to the AT &T Wireless Mobile Internet Plan $82.99 Unlimited plan, the corresponding
terms and conditions are set forth above.
WSCA SES 5-9-2003 final Page 14 of 14