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3.2

3.3

3.4

3.5

3.6

5.1

5.2

This Service Schedule does not entitle you to any future versions or releases of such service which we
may make available during the Initial Term unless separately agreed to in writing by the parties.

Final acceptance of this Service Schedule by us is subject to credit check approval, your acceptance of
the terms and conditions of the Agreement, and our commencement of providing Service to you.

In the event that we are unable to complete Service activation due to delays that you cause, you will be
responsible for all charges and cancellation fees accrued by us in connection with our performance or
attempted performance of our obligations hereunder.

FairPoint provided equipment and hardware may be either a new or refurbished.

Domain Name service is not available in all areas. Domain name availability is limited and not
guaranteed. Domain name registration is limited to the following extensions: .net, .com and .org.
Acceptance of VeriSign Terms of Service required. Additional domain name registration and transfer
fees apply.

Service Period and Billing. The Customer shall purchase the Service for a period of Twelve (12)
consecutive months following the execution of this Agreement and installation of the Service (if not
previously installed and cutover) hereof (“Service Period”). Termination charges will apply to all Service
disconnected prior to the end of the Service Period or any extension thereof. The Service Period and Billing
for the circuits shall begin on the In-Service Date.

Cancellation and Termination Charges.

If the Customer cancels the Service subsequent to execution of this Service Schedule by both parties
and prior to the In-Service Date of the Service, Customer shall pay FairPoint its actual incurred costs
of provisioning the Service up to the point of such cancellation. Cancellation must be in writing to
FairPoint.

Following the In-Service Date, termination charges shall apply to each circuit for which Service is
terminated. If the customer terminates any or all of the circuits covered by this Service Schedule
before the end of the Service Period, the customer must pay a termination charge for each affected
circuit equal to one hundred percent (100%) of the MRC multiplied by the number of months
remaining in the Service Period. Any such termination charge shall be due and payable in one lump
sum within thirty (30) days of billing. Customer is also responsible for all charges incurred up to the
date of any Service terminated.

Termination charges will not apply under the following circumstances:

.1 The Customer and FairPoint agree at any time prior to the end of the Service Period to extend the

Service Period to a longer term commitment.

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.2 The Customer (1) upgrades an existing Service to a new, higher bit rate Ethernet Service at the MRC
rates below, and (2) the Service Period for the upgraded Service is coterminous with or longer than the
Service Period of the existing Service.

Service Type: EDIA Service Upgrades Non-Recurring | Monthiy Recurring
Charge “NRC” _ | Charge “MRC”
Port and Access: 500 Mbps $0.00 $758.28
EDIA EVC: 500Mbps $0.00 $925.13
Total NRC: Total MRC;
$0.00 $1683.41
Port and Access: 700 Mbps $0.00 $822.72
EDIA EVC: 700Mbps $0.00 $1076.05
Total NRC: Total MRC:
$0.00 $1898.77

8.1

8.2

Service Level Agreement and Limited Remedy.

We are committed to providing you with reliable, high quality E-DIA Service, and we offer a Service Level
Agreement (“SLA”). A description of the current Service Level Agreement is available on our web site or
from your sales representative. THE SERVICE LEVEL AGREEMENT IS THE SOLE AND EXCLUSIVE
REMEDY FOR FAILURE OR DEFECT OF E-DIA SERVICE.

Termination and Right to Suspend.

We reserve the right, without penalty or liability, to suspend or terminate the Service (or any portion
thereof) without notice in the event that you or your use of the Service, in our sole judgment, violates any
term or condition set forth in this Agreement, including, without limitation, violates any applicable Laws,
our Acceptable Use Policy (AUP) which is published on our web site (and incorporated herein by
reference), or otherwise adversely affects, may affect or otherwise threatens any portion of our or our
network service provider(s)’ nctwork software, hardware, equipment, or services, or any of our or our
network service provider(s)’ customers or employees. In addition to our rights to suspend or terminate as
set forth above, we reserve the right to immediately terminate the E-DIA Service to you in the event we
cease to offer E-DIA Service to customers, upon not less than thirty (30) days advance notice.

Equipment, Hardware and Software.

Unless covered under separate agreements with us, you shall be responsible to provide for the proper
selection, installation, operation, and maintenance of your equipment, hardware, and software used in
connection with the E-DIA Service, and you shall ensure that such equipment, hardware, and software
are technically and operationally compatible with the E-DIA Service and in compliance with
applicable Federal Communications Commission rules and regulations. If you have chosen to purchase
equipment or hardware, including any software that may be installed thereon (the “Equipment”), and
then title to the Equipment (other than any software that may be installed thereon) shall vest with you
upon payment in full to us for the Equipment. In the event the Equipment is installed at your premises
prior to payment in full, you shall: (a) safeguard the Equipment from loss and damage; (b) obtain
general liability insurance with property loss coverage equal to or greater than the purchase price of the
Equipment, and naming us as additional insured; and (c) maintain full responsibility for the Equipment
if any damage or injury occurs and pay for all repairs, or for the replacement of the Equipment, if it is
irreparable, lost or stolen.

In the event FairPoint provides any software to you in connection with the Services, we grant you a
personal, non-exclusive, non-transferable license, for the duration of the Initial Term and any

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9.

10.

11.

subsequent renewals, to use such software in object code form only on the hardware on which it is
installed for the sole purpose of enabling you to use the Service. You acknowledge that such software
is protected by the copyright laws of the United States and foreign jurisdictions, and may be protected
under the patent laws of the United States and foreign jurisdictions, that title to such software,
including any tangible media by which the software was transferred to you, remains with us or our
suppliers, and that the source code, content and design of such software are valuable trade seercts. You
are authorized to make one copy of the Software for backup purposes only. You agree not to (a)
disclose or make available to third parties any portion of such software without our advance written
permission; (b) further copy or duplicate such software; (c) reverse engineer, decompile or disassemble
such software; (d) make derivative works from such software; (e) modify such software; (f) or use the
software in a credit bureau capacity.

Upon termination or expiration of the Initial Term (unless extended by both parties), you agree to
return to us all hardware, equipment and software provided to you by us or a third party on our behalf
in connection with the Service (other than hardware, equipment and software which you have
purchased from us). In the event such hardware, equipment and software is not returned to us within
thirty (30) calendar days following such termination or expiration, we will charge you the
undepreciated list price of the unreturned hardware and software, in addition to all applicable late
return fees.

FairPoint Internet Responsibilities.

In addition to the responsibilities set forth in the Agreement, we shall (a) provide a TCP/IP routing service
to connect your network to our regional Internet, (b) coordinate the installation and order on your behalf,
transportation facilities from your premises to our network; (c) maintain ownership of all IP addresses,
which are provided to you, and (d) supply you with IP address space based on Internet policies for
assigning address space.

Customer Responsibilities.

In addition to the responsibilities set forth in the Agreement, you agree that on your behalf we may select a
Global Service Provider (GSP) from a list of qualified carriers who have agreed to interconnect with our
network. The use of the E-DIA Service by you and your Users is completely at your own risk. We shall in
no way be responsible or liable to you or your customers (if permitted by a Schedule or separate reseller
agreement) for any loss or damage as a result of the use of the E-DIA Service(s). You acknowledge and
agree that although we shall make every reasonable effort to provide continuous, uninterrupted, and
expedient Service to you and your customers (if permitted by a Schedule or separate reseller agreement),
interruptions in Service may occur as normal events in the provision of Service. You also agree and
acknowledge that through the use of the E-DIA Service, you and your customers (if permitted by a
Schedule or separate reseller agreement) may have access to information which may be sexually explicit,
obscene or offensive, or otherwise unsuitable for minors under the age of eighteen (18) years old. You
acknowledge that we have no control over such information. If we provide IP address space to you, you
shall supply a network engineering plan consisting of: (a) the current number of hosts (addressable devices)
on your network; (b) expected number of hosts within next six (6) months; (c) current number of your
subnets; (d) expected number of subnets in six (6) months; (e) subnet masks; (f) number of hosts on each
network segment; and (g) graphical topology of your network that diagrams your network down to the host
level.

Entry to Customer’s Business.

You agree to allow us to enter your premises from which you use the E-DIA Service during normal
business hours by appointment to perform necessary activities related to the installation, inspection, repair,
replacement or disconnection of our equipment and Services. You will allow us to make attachment and
connections that are necessary to provide Services to you. If you are not the owner of the premises to be
entered, you must supply proof that you are authorized to allow work to be done on such premises.

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ircuit Installation.

We will provide you notice of your circuit installation date. You agree to establish your Internet access
promptly following circuit installation. Regardless of whether you have installed your Internet access,
billing for your E-DIA Service shall begin ten (10) business days after the circuit installation daie.

13. Additional Provisions.

13.1

13.2

13.3

Facilities. Additional charges may be required if suitable facilities are not available to provide Service
at any location, or if any additional work, services or quantities of Service are provided. In the event
installation of additional network facilities is required to provide Service, FairPoint will inform
Customer of such applicable charges and FairPoint will install such facilities only upon mutual written
agreement of the parties to such additional charges. If Customer docs not agree to pay such additional
charges, then this Agreement will be subject to termination by FairPoint without application of the
termination charges described herein.

Customer Purchase Orders. Customer may not vary the Agreement or this Service Schedule with use
of a Customer-issued purchase order. The terms and conditions contained on a Customer purchase
order (whether signed by one or both parties) shall not serve to modify the terms and conditions of the
Agreement or this Service Schedule and to the extent such terms and conditions conflict with the terms
and conditions of this Agreement or this Exhibit, they shall be void and of no effect.

Administrative Charge. An Administrative Charge will be applied whenever a change is made to
Customer’s E-DIA configuration at Customer’s requesi. Such changes are defined as those
rearrangements necessary to add, delete, or rearrange Customer’s configuration, including changes to
Customer’s Ethernet Virtual Circuits.

14. IP Address and Domain Name Registration.

You are eligible to use the initial FairPoint-provided IP addresses on the Internet for no additional
charge per the following FairPoint IP Assignment Guidelines:

1.

All customers applying for IP address space from FairPoint must complete an IP address form
provided by FairPoint. A host count and sub-netting breakdown is required for current and requested
(future) address space.

Customers applying for a /25 (128 IPs) or larger network block must also submit a network topology

diagram detailing all subnets.

Customers with existing IP address space (FairPoint or non-FairPoint) must demonstrate the following

before receiving additional address space:

e All customer-assigned address space must be registered with the American Registry for Internet
Numbers (ARIN).

e Eighty percent (80%) of all assigned address space must be utilized.

e Current address space and requested address space must be documented in accordance with
guidelines 1 and 2 above.

e Assigned address space must be reachable by FairPoint via Internet Control Message Protocol
(ICMP) (ping, etc.) or equivalent documentation demonstrating reach-ability must be provided at
FairPoint’s request.

Multi-homed Border Gateway Protocol (BGP) customers (2 or more Internet Service providers (ISPs))

may apply for address space under the ARIN 2001/2 policy. Customers meeting the requirements of

this policy who have already obtained address space from FairPoint or another ISP and who are
requesting additional address space from FairPoint must meet guideline 3, above, in order to receive an
additional class C block of IP addresses.

IP space from FairPoint is non-portable. Customers who discontinue service with FairPoint must

relinquish their assigned IP addresses from FairPoint.

You may obtain IP addresses directly from ARIN through their website, http://www.arin.net/ and will

be responsible for all associated fees, including ARIN’s registration fee and annual renewal fee.

FairPoint Internet — Confidential and Proprietary
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15.

16.

Upon expiration, cancellation or termination of the Agreement or an applicable Schedule, you shall
relinquish any IP addresses or address blocks assigned to you by us. If we deem it necessary for technical
reasons, you may be required to renumber the IP addresses assigned to you by us. All fees associated with
domain name registration and periodic maintenance of domain names are your responsibility. The registrar
or we, on registrar’s behalf, will bill such fees directly to you. Such fees are not included in the prices for
the Service. You must accept the Registrar’s terms of service prior to receiving such service from us.

Changes or Updates to the Service.

FairPoint reserves the right, in iis sole discretion, to make changes to the Service and the software,
hardware and equipment provided in connection therewith. If such a change adversely affects your use of
the Service, and we cannot reasonably mitigate such adverse effect, then you may terminate the Service
without further obligation.

Locations.

The Services shall be provided to Customer under the terms hereof at the following locations. Other
locations may be added to this Agreement only upon mutual assent of the parties.

Address:

229 Main St Nashua NH 03060

In confirmation of their consent and agreement to the terms and conditions contained in this Service Schedule and
intending to be legally bound hereby, the Parties have executed this Service Schedule as of the Service Schedule
Effective Date.

City of Nashua Enhanced Communications of Northern New

By:

England Inc. d/b/a FairPoint Internet

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FairPoint Internet — Confidential and Proprietary
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S\ THE CITY OF NASHUA The Gate Cig"

Financtal Services

Purchasing Department

January 26, 2017
Memo #17-092

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: TRAFFIC SIGNAL IMPROVEMENTS — DANIEL WEBSTER AT GRAHAM DRIVE
(VALUE: $55,100)
DEPARTMENT: 160 ADMIN/ENGINEERING; FUND: TRUST

Please see attached communication from Wayne Husband, P.E., Senior Traffic Engineer dated January
26, 2017 for the information related to this purchase.

Pursuant to § 5-78 Major purchases (greater than $10,000) A. All supplies and contractual services,
except as otherwise provided herein, when the estimated cost thereof shall exceed $10,000 shall be
purchased by formal, written contract from the lowest responsible bidder, after due notice inviting bids.

The Senior Traffic Engineer, Board of Public Works (1/26/2017 meeting) and the Purchasing Department
recommend the purchase of this product in the amount of $55,100 from Electric Light Company of Cape
Nedick, ME.

Respecttully, , _.

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Purchasing Manager

Ce: W Husband L Fauteux

229 Main Street e Nashua, New Hampshire 03061 © Phone (603) 589-3330 e Fax (603) 589-3233

To:

From:

Re:

B. Motion:

Discussion:

City of Nashua, Public Works Division

Board of Public Works Meeting Date: January 26, 2017

Wayne R. Husband, P.E.
Senior Traffic Engineer

Traffic Signal improvements at the intersection of Graham Drive and Daniel Webster
Highway

To approve a contract to Electric Light Company of Cape Nedick, Maine for Traffic
Signal improvements at the intersection of Graham Drive at Daniel Webster Highway
in the amount of $55,100. Funding will be through: Department: 160 Admin &
Engineering; Fund: Trust; 55 Other Services

The City recently solicited bids from contractors for the traffic signal improvements
at the intersection of Graham Drive with the Daniel Webster Highway. This project
is needed to replace a signal pedestal in a narrow roadway median that has been
knocked down on numerous occasions. It requires constant maintenance and has
become a safety concern given the frequency of the knockdowns.

In order to eliminate the safety concern, a new longer mast arm assembly (including
mast arm pole, accessories, and a new mast arm foundation) will be installed on the
northeast corner of the intersection. This will provide a better location for the traffic
signal heads and related equipment.

The City solicited bids for this work on November 15, 2016. The following bids
were received on November 23, 2016:

Electric Light Company, Cape Nedick, Maine $55,100
East Coast Signals, Manchester New Hampshire $67,150

The Division of Public Works recommends the City enter into a contract with Electric
Light Company for $55,100. Construction for this project will begin spring of
2017.

STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONTRACTOR

This agreement is made:

BETWEEN the OWNER: City of Nashua, New Hampshire
229 Main Street
Nashua, NH 03060-2019

And the CONTRACTOR: Electric Light Company
1 Morgan Way
Cape Neddick, ME 03902
and its successors, transferees and assignees
(together “CONTRACTOR’”)

For the following Project: | Traffic Signal Improvements
Daniel Webster Highway @ Graham Drive
RFP0851-120116

ARTICLE 1 - THE CONTRACT DOCUMENTS

The CONTRACTOR shall complete the work described in the Contract Documents for this
project. The documents consist of:

1. This Agreement signed by the OWNER and CONTRACTOR, including the General
Terms and Conditions;

Construction Specification;

Drawings and Specifications provided in the bid documents;

Schedule Of Values — dtd November 29, 2016; ;

Payment and Performance Bonds;

Insurance Certificate;

Change Orders; Written for minor changes in the Work issued after execution of this
Agreement; and

8. Fully Executed OWNER Purchase Order

NAM WN

The Contract represents the entire and integrated agreement between the parties and supersedes
prior negotiations, proposals, representations or agreements, either written or oral. Any other
documents which are not listed in this Article are not part of the Contract.

In the event of a conflict between the terms of the Proposals and the terms of this Agreement, a
written change order and/or fully executed OWNER Purchase Order, the terms of this Agreement,
the written change order or the fully executed OWNER Purchase Order shall control over the
terms of the Proposals

Page 1 of 12

ARTICLE 2 — DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
DATE

The date of commencement shall be the date of the Notice to Proceed. Completion time for the
project will be calculated, in calendar days, from the date of the issuance of the “Notice to
Proceed”, as follows:

90 calendar days _ for substantial completion

120 calendar days for contract completion

“Substantial completion shall be defined as a project that is functionally complete. Final paving,
new signals and punch list items may still be outstanding. See Division 9, Section 104 - Scope of
Work for additional information).

ARTICLE 3-—- CONTRACT SUM

Subject to additions and deductions by Change Order, the OWNER shall pay CONTRACTOR,
in accordance with the Contract Documents, the Contract Sum of:

FIFTY-FIVE THOUSAND ONE HUNDRED DOLLARS ($55,100.00)
The Contract Sum shall include all items and services necessary for the proper execution and
completion of the Work.

ARTICLE 4 —- INSURANCE AND INDEMNIFICATION

CONTRACTOR shall carry and maintain in effect during the performance of services under this
contract:
>» General liability insurance in the amount of $1,000,000 per occurrence; $2,000,000
aggregate;
> Motor Vehicle Liability: $1,000,000 Combined Single Limit;
*Coverage must include all owned, non-owned and hired vehicles.

» Workers’ Compensation Coverage in compliance with the State of NH Statutes,
$100,000/$500,000/$100,000.

CONTRACTOR and subcontractors at every tier will fully comply with NH RSA Chapter
281-A, “Workers’ Compensation”.

The parties agree that CONTRACTOR shall have the status of and shall perform all work under
this contract as an independent CONTRACTOR, maintaining control over all its consultants, sub
consultants, or subcontractor’s. The only contractual relationship created by this contract is
between the OWNER and CONTRACTOR, and nothing in this contract shall create any
contractual relationship between the OWNER and CONTRACTOR’s consultants, sub
consultants, or subcontractor’s. The parties also agree that CONTRACTOR is not an OWNER
employee and that there shall be no:

Page 2 of 12

1. Withholding of income taxes by the OWNER:

2. Industrial insurance coverage provided by the OWNER;

3. Participation in group insurance plans which may be available to employees of the
OWNER;

4. Participation or contributions by either the independent CONTRACTOR or the OWNER

to the public employee’s retirement system;
5. Accumulation of vacation leave or sick leave provided by the OWNER;
6. Unemployment compensation coverage provided by the OWNER.

CONTRACTOR will provide the OWNER with certificates of insurance for coverage as listed
below and endorsements affecting coverage required by the contract within ten calendar days after
the OWNER issues the notice of award. The OWNER requires thirty days written notice of
cancellation or material change in coverage. The certificates and endorsements for each insurance
policy must be signed by a person authorized by the insurer and who is licensed by the State of
New Hampshire. General Liability and Auto Liability policies must name the OWNER as an
additional insured and reflect on the certificate of insurance. CONTRACTOR is responsible for
filing updated certificates of insurance with the OWNER's Risk Management Department during
the life of the contract.

» All deductibles and self-insured retentions shall be fully disclosed in the certificate(s) of
insurance.

>» If aggregate limits of less than $2,000,000 are imposed on bodily injury and property
damage, CONTRACTOR must maintain umbrella liability insurance of at least
$1,000,000. All aggregates must be fully disclosed on the required certificate of insurance.

» The specified insurance requirements do not relieve CONTRACTOR of | its
responsibilities or limit the amount of its liability to the OWNER or other persons, and
CONTRACTOR is encouraged to purchase such additional insurance, as it deems
necessary.

» The insurance provided herein is primary, and no insurance held or owned by the OWNER
shall be called upon to contribute to a loss.

» CONTRACTOR is responsible for and required to remedy all damage or loss to any
property, including property of the OWNER, caused in whole or part by CONTRACTOR
or anyone employed, directed, or supervised by CONTRACTOR.

Regardless of any coverage provided by any insurance, CONTRACTOR agrees to indemnify
and shall defend and hold harmless the OWNER, its agents, officials, employees and
authorized representatives and their employees from and against any and all suits, causes of
action, legal or administrative proceedings, arbitrations, claims, demands, damages, liabilities,
interest, attorney’s fees, costs and expenses of any kind or nature in any manner caused,
occasioned, or contributed to in whole or in part by reason of any negligent act, omission, or
fault or willful misconduct, whether active or passive, of CONTRACTOR or of anyone acting
under its direction or control or on its behalf in connection with or incidental to the
performance of this contract. CONTRACTOR’s indemnity, defense and hold harmless
obligations, or portions thereof, shall not apply to liability caused by the sole negligence or
willful misconduct of the party indemnified or held harmless.

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