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Res No 094-16-14649 additional informationRICK SCOTT Governo r OEPARTMENT OF MANAGF.}'\E~ SERVICES 4050 Esp lanade Way I Tallahassee, Florida 32399-0950 I Tel: 850.488.2786 I Fax: 850.922.6149 JOHN P. MILES Secretary MOBILE COMMUNICATION SERVICES SPRINT CONTRACT CONTRACT NO.: DMS-IO/ll-OOSB Contract No.: DMS 10 /11-0088 Page I of 32 TABLE OF CONTENTS CONTRACT 1.0 -DEFINITIONS ........................................................................................................................ 6 1.01 ACTIVE UNIT OR LINE .............................................................................................................................. 6 1.02 BUSINESS DAY ....................................................................................................................................... 6 1.03 BUSINESS HOURS ................................................................................................................................... 6 1.04 BUSINESS PLANS .................................................................................................................................... 6 1.05 CORPORATE-LIABLE ACTIVE UNIT OR CUSTOMER LINE ..................................................................................... 6 1.06 DEPARTMENT ........................................................................................................................................ 6 1.07 END USER(S) ......................................................................................................................................... 6 1.08 EVENTS OF DEFAULT ............................................................................................................................... 7 1.09 ITN .................................................................................................................................................... 7 1.10 LOCATION BASED SERVICE ........................................................................................................................ 7 1.11 NATIONWIDE SPRINT NETWORK ................................................................................................................ 7 1.12 NEXTEL NATIONAL NETWORK .................................................................................................................... 7 1.13 NEXTEL SERVICES ................................................................................................................................... 7 1.14 PREMIUM SERVICES ................................................................................................................................ 7 1.15 PRODUCT(S) ......................................................................................................................................... 7 1.16 PROHIBITED DATA USES ........................................................................................................................... 7 1.17 ROAMING ............................................................................................................................................ 7 1.18 DOMESTIC ROAMING .............................................................................................................................. 7 1.19 SERVICE(S) ........................................................................................................................................... 7 1.20 SERVICE ACCOUNT .................................................................................................................................. 8 1.21 SERVICE PROVIDER ................................................................................................................................. 8 1.22 SPRINT NETWORKS ................................................................................................................................. 8 1.23 SPRINT 3G NETWORK ............................................................................................................................. 8 1.24 SPRINT 4G NETWORK ............................................................................................................................. 8 1.25 SPRINT 4G SERVICES ............................................................................................................................... 8 1.26 SPRINT SERVICES .................................................................................................................................... 8 1.27 SPRINT SERVICE PROVIDER AFFILIATE .......................................................................................................... 8 1.28 STATE .................................................................................................................................................. 8 1.29 SUNCOM CLlENT(S) .............................................................................................................................. 8 1.30 WIRELESS DATA CONNECTION DEVICE ......................................................................................................... 9 1.31 WIRELESS DATA SESSION ......................................................................................................................... 9 1.32 WIRELESS SERViCES ................................................................................................................................ 9 CONTRACT 2.0 -TERM OF AGREEMENT ......................................................................................................... 9 2.01 INITIAL TERM ............................................................................................... ; ........................................ 9 2.02 RENEWAL TERM ..................................................................................................................................... 9 2.03 TERMINATION By THE DEPARTMENT FOR CONVENIENCE .................................................................................. 9 2.04 TERMINATION By SERVICE PROVIDER fOR UNFORESEEN CIRCUMSTANCES ............................................................ 9 2.05 TERMINATION FOR CAUSE ........................................................................................................................ 9 2.06 TRANSITION ......................................................................................................................................... 10 2.07 CONTRACT DOCUMENTS ......................................................................................................................... 10 CONTRACT 3.0 -PROVISION OF SERVICE ...................................................................................................... 10 3.01 GENERALLy .......................................................................................................................................... 10 3.02 REPORTING REQUiREMENTS ..................................................................................................................... 10 3.03 DiSCOUNTS .......................................................................................................................................... 11 3.04 CUSTOMER CARE SERVIC'S ...................................................................................................................... 11 3.05 No PRIVITY WITH END USERS OR SUNCOM CLIENTS .................................................................................... 11 3.06 RIGHT TO DEACTIVATION OF UNUSED ACCOUNTS .......................................................................................... 11 3.07 LOCATION BASED S'RVIC'S ...................................................................................................................... 11 Contract No.: DMS lOlll-OOSB Page 2 of32 3.08 PREMIUM SERVICES POLICIES •••••••••••.•••.•..•••••••.••••.••••••••••••••••••••••••••••••••••••••••••••••••••••.•••.••••.••••••.•••.•••••••••• 11 3.09 TELEPHONE NUMBERS AND PORTABILITY ••••.••••••..••••••••••••••............................••••••••••••••.•••..•••..••••••••••.••••••..•• 11 3.10 nv ACCESS ••.•••••••••••••••••••••..•••••••••••.••••••••••••••••••••••••••••••••••••••••••••••••.•••••.••...••••••••••••••••••••••••••••••••••••••• 12 3.11 911 OR OTHER EMERGENCY CALLS •••••••••.••••••••••••.••••••••••••••••••••••••••••••••••••••••••••••••••..•••••••••••••.•..•.•••••••••••••• 12 3.12 USE OF SPRINT WIRElESS DATA SERVICES •••••••••••..•••.••••••.••••••••••••••••••••••••••••••••••••••••••••••••••••••...•.•.••••••••••••.• 12 3.13 OPERATIONAL AND USER GUIDES •••••.•••••••••••••••••••••••••••••••••••••••••••••••••.••.•••••.•.••••••••••••••••••••••••••••••••••••••••••• 12 3.14 COMPATIBILITY OF WIRELESS PRODUCTS AND SERVICES .................................................................................. 13 CONTRACT 4.0 -PRiCiNG .••..•••••••••••••••••••••••••••••••••••.••••••.••••••••••••••••••••••••••••••••••••••••••••••••..•••••••••...••.••••••••••••• 13 4.01 RATES •••••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••.•••• 13 4.02 RATE INCREASES ••••••••••••••••••••••••••••••..•...•••••••••••••••••••••••••••••••••••••••••••••••••••••.••••••••••••••••••••••••••••••••••••••••• 13 4.03 INTERNATIONAL DIALING CHARGES •••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•.••.••••••••••••• 13 4.04 METERING OF VOICE USAGE •••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••..• 13 4.05 METERING OF DATA USAGE ••••••••••••••••.•..•.•••••••••••••••••••••••••••••••••••••••••••••••••••.••••.•••••••••••••••••••••••••••••••••••••• 14 4.06 MINIMUM MONTHLY FEE (MMF) •••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••••.•••••••••••••••• 14 4.07 ROAMING CHARGES •••••••••••••••••••••••••••••••••••••••.••••.••••••.••••••..•.•••••••••••••••••••••••••••••••••••••••••••••.•.••.••••••••••..•• 14 4.08 SPECIAL SERVICES •••••••••••••••••••.••••••••••••••••••••••••••••••••••••••••••••••••••••..•••••••••••••••••••••••••••••••••••••••••••••••••••••••• 14 4.09 REACTIVATION FEE ••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••.•.••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 14 4.10 MONTHLY RECURRING CHARGES ••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 15 CONTRACT 5.0 -EQUIPMENT •••••••••••••••••••••••••••••••••.•••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•.•..•••••••••••••• 15 5.01 RESPONSIBILITY FOR OBTAINING EQUIPMENT •••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••.••.•.•••••••••••• 15 5.02 NETWORK COMPATIBILITY ••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 15 5.03 EQUIPMENT SALES BY SERVICE PROVIDER ••••.••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••••••••••• 15 5.04 EQUIPMENT LISTS ANO CATALOGS ••••••••••••.••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.••.•••••••••••••• 16 5.05 LICENSING REQUIREMENTS •••••••••••••••••••••••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••••••••••• 16 CONTRACT 6.0 -BUSINESS PROCESS AND OPERATIONS •••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 17 6.01 GENERALLY ••••••••••••••••••••••••••••••••.••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••• 17 6.02 WEEKLY CONFERENCE CALLS ••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••.••••••••••••••••••.•••••••••••••••••••••• 17 6.03 HELPDESK ••••••••••.••••••••••••••••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•• 17 6.04 TECHNOLOGY INFORMATION ••••••••••••••••••••••••••••••.•••.••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 17 6.05 AUTHORIZED REPRESENTATIVES ••••.••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.••.••••.•••••••••••••••••••••••••••••••••••••••• 18 CONTRACT 7.0 -TERMS OF PAYMENT .••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••.•••.•••••••••••• 19 7.01 INVOICING OF CHARGES ••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••..•••••••••••••••••••••••••• 19 7.02 PAYMENT OF CHARGES •••••••••..•••.•••••••••••••••••••••••••••••••••••••••••••••••••••.••••••••••••.••.•••••••••••••••••••••••••••••••••••••••• 19 7.03 TRANSACTION FEE •••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•.•..•••••••••.••••.••••••••••••••••••••.•••• 19 7.04 TAXES •••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.•••.•••••••••••••••••••••••••••••••••••••••••••••••••.•••.•••••••••••••••••••••••••• 19 7.05 DISPUTED CHARGES •••••••••••••••••••••••••••••••••••••••••.•••..••••••••••••.•.••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 20 7.06 PRORATION OF CHARGES ••••••••••••••••••••••.••••••••••••••••••••••••••••••••••••••••••••••••••••.•.•..•••••••••.•••.•••••.•••••••••••••••••••• 20 7.07 CHARGES RESULTING FROM LOST OR STOLEN DEVICES .................................................................................... 20 7.08 RIGHT OF OFFSET •••••••••••••••••••••••••••••••••••••••••••••••••.••••••••••••.•.••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 20 CONTRACT 8.0 -THE DEPARTMENT'S OBLIGATIONS ••••••••••••••••.••••••••••.••.••••.••••••••••••••••••••••••••••••••••••••••••••••••• 20 8.01 TRAINED STAFF •••••••••••••••••••••..••••••••.•••.•••••••••••••••••••••••••••••••••••••••••••••••••••.••••.•••••••••.•••.••...••••••••••••••••.•••• 20 8.02 RESPONSIBILITY FOR ACTIONS OR OMiSSiONS ............................................................................................... 20 8.03 RESPONSIBILITY FOR AGENTS •••••.••••••••••••••••••••••••••••••••••••.••••••...••••.••.••••••••••...•..••••••••••••••••••••••••••••••••••.••••• 21 8.04 No RIGHTS TO SERVICE PROVIDER'S FACILITIES OR INTELLECTUAL PROPERTY ........................................................ 21 8.05 NOTICE TO END USERS AND SUNCOM CLIENTS ••••••••••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••.•••••.•.•••••.•••••••••• 21 8.06 PROTECTION OF SERVICE PROVIOER MARKS ••••••••••••••••••.••••.•.•••...••.••••••••••••••••.•.••••••••••••••••••••••••••••••••••••.•••••• 21 8.07 ACCEPTABLE USE POLICY •••••••••..•••..•••....•••••••••••••••••••••••••••••••••••••••••.••••••••••.•.•..••••••••••••.•••••••••••••••••••••..•••• 21 Contract No.: DMS 10111-0088 Page 3 of32 CONTRACT 9.0 -SERVICE PROVIDER'S OBLIGATIONS .................................................................................... 21 9.01 NOTICE OF MATERIAL CHANGES IN SERVICE ................................................................................................. 21 9.02 PLANNEO OUTAGES ................................................................................................................................ 22 9.03 DEPARTMENT TEST ACCOUNTS ................................................................................................................. 22 9.04 SUNCOM CLIENT TESTING ANO EVALUATION .............................................................................................. 22 9.05 SECURITY AND CONFIDENTIALITY ............................................................................................................... 22 9.06 PRISON REHA.,lITATIVE INDUSTRIES AND DIVERSIFIED ENTERPRISES,INC. (PRIDE) ............................................... 22 9.07 PRODUCTS AVAILA.LE FROM THE BLIND OR OTHER HANDICAPPED. SECTION 413.036(3), FLORIDA STATUTES ............. 23 9.08 E-VERIFY EMPLOYMENT ElIGI.,lITYVERIFICATlON ......................................................................................... 23 9.09 SCRUTINIZED COMPANIES LISTS ................................................................................................................ 23 CONTRACT 10.0 -ABU51VE OR FRAUDULENT USE OF THE SERVICE5 ................................................................ 23 10.01 FRAUD ............................................................................................................................................ 23 10.02 MINIMIZEA.uSE .............................................................................................................................. 24 10.03 SUSPECTED A.USE OR FRAUDULENT ....................................................................................................... 24 10.04 FRAUDULENT USE OF SERVICES ............................................................................................................. 24 10.05 PROH,.,TED DATA USES ...................................................................................................................... 24 10.06 INTERRUPT OR TERMINATE SERVICE ....................................................................................................... 24 CONTRACT 11.0 -NO WARRANTIES ................................................................................................................ 24 CONTRACT 12.0 -LIMITATIONS OF LIABILITY .................................................................................................. 24 CONTRACT 13.0 -INDEMNIFICATION ............................................................................................................. 25 13.01 INDEMNIFICATION ............................................................................................................................. 25 13.02 CONDITIONS TO INDEMNIFICATION ........................................................................................................ 26 CONTRACT 14.0 -DiSPUTES ............................................................................................................................ 26 CONTRACT 15.0 -MISCELLANEOUS ................................................................................................................ 26 15.01 15.02 15.03 15.04 15.05 15.06 15.07 15.08 15.09 15.10 15.11 15.12 15.13 15.14 15.15 15.16 15.17 15.18 15.19 15.20 15.21 ANNUAL ApPROPRIATIONS ••••••••••••••••••••••••••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.••• 26 WAiVER .......................................................................................................................................... 26 PU.lIC RECORDS ............................................................................................................................... 26 CONTRACTUAL O.lIGATIONS ............................................................................................................... 27 No SU.CONTRACTING ........................................................................................................................ 27 NOTICES ......................................................................................................................................... 27 FORCE MAJEURE ............................................................................................................................... 27 ETHICAL RESPONSIBILITIES •••••.•••••••••••••••••••••••••••.•••••••••.••••.••••••••••••••••••••••••••••••••••••••••••••••••••.•.••••••••••••• 27 COMPLIANCE WITH LAws ................................................................................................................... 28 E-RATE ........................................................................................................................................... 28 ADVERTISING ................................................................................................................................... 30 ASSIGNMENT ................................................................................................................................... 30 EMPLOYEES, SUBCONTRACTORS, AND AGENTS .......•••.•••••••••••••.•••••..............................•.•••••••••••...•••••••..••••• 30 GOVERNMENTAL RESTRICTIONS ............................................................................................................ 30 LOBBYING AND INTEGRITY ................................................................................................................... 31 WARRANTY OF ABILITY TO PERFORM ..................................................................................................... 31 MODIFICATION OF TERMS ................................................................................................................... 31 SUCCESSORS AND ASSIGNS .................................................................................................................. 32 EXECUTION IN COUNTERPARTS ............................................................................................................. 32 SEVERABILITY ••...............••.•••.•••..•••••••••••.•................••..•••.•••••.••.•••••...•.•.................................••••.•...... 32 *FHPAND ASSOCIATED OR SIMILAR NUMBER .......................................................................................... 32 Contract No.: DMS 10111-008B Page 4 of32 Attachments: Exhibit 1 -Technical Requirements Exhibit 2 -Bnsiness Process & Operation Exhibit 3 -Pricing Exhibit 4 -Enhanced Services and Solutions Exhibit 5 -SLA Matrix Exhibit 6 -Contract No.: DMS-0304-063 (MA4440) and Contract No.: 1523-ACS Exhibit 7-Discounts Contract No.: DMS l0111-00SB Page 5 of32 EXHIBIT 1 TECHNICAL REQUIREMENTS Contract No.: DMS 101I1-008B Exhibit 1 Page I of 43 Exhibit 1.0 Sprint MCS Technical Require ments Contents EXHIBIT 1.0 SPRINT MCS TECHNICAL REQUIREMENTS ..................................................................................... 1 1.01 VOI CE SERViCES .....................................................................................................................................••......... 3 1.02 CE LLULAR WIR ELESS D ATA SERVICES OVERVIEW ...................................... " ............................................................. 3 1.03 TR ANSMITIED DATA SECURITY .........................................................•.........................................................•......... 5 1.04 CLOSED U SER GROUP ........................................................................................................................................ 5 1.05 ST ATE PR OV IDED IP ADDRESSES (PUB LI C AND PRIVATE) ............................................................................................. 6 1.05.1 Wireless Device IP Routing Scheme with Stote Provided IP Addresses (Public or Private) .................. 7 1.06 SERVICE PRO VIDE R FURN ISHED PU BLIC ALLY ROUT AB LE IP ADDRE SS SPACE .................................................................. 8 1.06.1 Wireless Device IP Routing Sc heme with Service Provider Furnished IP Addresses (Pu blic) ................ 8 1.07 E NTITY SPECIFIC CiRCUIT; WIR ELESS D EV ICE ROUTING AND IP ADDRESS SCHEME ....... " .... """ ................................. ,, .... 9 1.08 SERV ICE PROVIDER PRIMARY (AC TIVE) NNIIPSEC VPN APPLIANC E.. ....................................................................... 10 1.08.1 Service Provider Secondary (Sta ndby) NNlIPSec VPN Appliance ....................................................... 12 1.09 WIRELE SS CELLULAR ROUTE R OR WWAN CELLULAR MODEM ................................................................................. 12 1.10 EMER GENCY OPERATIONS ................................................................................................................................. 13 1.11 ADD IT IONAL SECURITY FE ATURE S ........................................................................................................................ 13 1.12 G RADE OF SERVI CE .......................................................................................................................................... 15 1.13 WIRELE SS DATA USER AUTHENTICATION ............................................................................................................. 17 1.14 WIRELE SS DATA US ER ACTIVITY LOG GING ............................................................................................................ 18 1.15 TEXT MESSAGE BROADCAST SERViC ES ................................................................................................................. 20 1.16 MESSAGI NG LOGGING SERV IC E .......................................................................................................................... 22 1.17 GEO GRAPH ICAL DEVICE T RACKING SERVICE .......................................................................................................... 24 1.18 W IRELE SS D EV ICE APP S-STORE .......................................................................................................................... 28 1.19 COVERAGE MAPS (VOICE AND D ATA W EB GUI) ................................................................................................... 28 1.20 RO AMING ...................................................................................................................................................... 29 1.21 N ETWORK N EUTRA LITY .................................................................................................................................... 29 1.22 PRI ORITY CONNECT SERVICES ............................................................................................................................ 30 1.23 T EST PLAN (APPLICABLE TO WIRELESS DATA COMPONENT) ....................................................................................... 32 1.24 DATA MONITORING TOOL SUITE ........................................................................................................................ 32 1.25 VOICE MONITORING T OOL SU ITE ....................................................................................................................... 36 1.26 VOI CE HANDHELD D EV ICES ............................................................................................................................... 39 1.26.1 Minimum Requirements .................................................................................................................... 39 1.27 D ATA T RANSMIT DEViCES ................................................................................................................................ .40 1.28 T EXT MESSAGING-ONLY DEViCES ...................................................................................................................... .40 1.29 H ELPDESK ..................................................................................................................................................... .40 1.30 N ETWORK TROUBLE REPORT ING ....................................................................................................................... .41 1.31 D EPARTMENT T EST ACCOUNT S ......................................................................................................................... .41 1.32 SUNCOM CLIENT TESTIN G AND EVALUATION ..................................................................................................... .42 1.33 W EEK LY CONFERENCE CALLS ............................................................................................................................. 42 1.34 O PERATION AL AND U SER GU IDE ........................................................................................................................ 42 1.35 ESCALATION REQUIREMEN TS ............................................................................................................................ .42 1.36 PLAN NED OU TAG ES ............................................................................ , .. , .... , .. , .. , ... , ..... , .. , ....... , ... " .... , .. , ... ,., ...... 42 1.37 UN FORESEEN OUTAGES ........ , ..... , .. , ... , ...... ,., ... , .. , .... , ..... , ... , .. ,."., ... , .... ,., .... , ..... , .. , ... " .... , ... , ... , ... , ... , .. , .. ,., ... ,., ..... .43 1.38 H ARDWARE SH IPMENT .,., ........ , .. , .. , ... , ...... ,., , ..... , .... , .. , ...... , ..... ,., .. , .... , .... , ..... ,., ... ,., .... ,., , ... , ... , , .. , ...... ,.,., ... ,., ...... 43 1.39 EXISTING WIRELESS DATA CUSTOMER MI GRATION ., .... , ... , .. , .. , ... ,.,., ... , ... , .. ,., ..... ,., ... ,., , ... , .. , ... ' ....... , ...... , ,., .. , .......... ,43 Conlrac! No" DMS 10/11-0088 Exh ibit 1 Page 2 of 43 1.01 Voice Services The Wireless Voice Service shall use digital technology as the primary communication mode. The grade of service with respect to circuit quality, reliability, security, call completion, and time of access shall be equal to or exceed that provided to other commercial subscribers within the wireless voice services system's published service area. The service shall include: (a.) Unrestricted full duplex mobile-to-mobile and mobile-to-Iandline (PSTN) communications; (b.) Half-duplex push-to-talk (PTT) communications, optional; (c.) Florida, Statewide roaming at no charge; (d.) Nationwide calling (no domestic long distance); (e.) No answer/busy transfer to voicemail; call forwarding; call waiting; and three-way calling; (f.) Voice mail; (g.) Caller ID and caller ID block; (h.) Messaging (MMS and SMS text messaging). By default, international calling shall be disabled, hence OMS shall not be charged for any incurred international charges unless OMS issues an order to enable international calling. Sprint international calling privileges must be enabled on the service account before international calling is permitted. Sprint shall only enable International Roaming and International Calling if requested on the OMS electronic service account order. 1.02 Cellular Wireless Data Services Overview The Wireless Oata Service component shall provide non-proprietary wireless TCP/IP data communications terminating on the MyFloridaNet (MFN). Closed user groups shall be created and maintained by the Service Provider within their network designed in such a manner to isolate closed user group's member IP traffic from all other IP traffic. The end-user's wireless data transmission device shall be provisioned to continuously operate within the appropriate closed user group by the Service Provider's mechanism. The Service Provider shall provide redundancy (auto-failover) between the MFN primary Network-to-Network Interface (NNI) node (Orlando, Florida) and the MFN secondary NNI node (Jacksonville, Florida). The Service Provider NNI network devices (Le. IPSec VPN appliances etc.) shall be configured, by the Service Provider, to monitor IP network connectivity between the Service Provider and the MFN facility. In the event of an IP connectivity failure at the Service Provider's primary site and the applicable MFN node facility, the Service Provider's network shall auto-failover to their secondary facility and start routing end-user wireless data traffic to the applicable MFN node facility within five-hundred (500) seconds measured from the failure occurrence time. Contract No.: DMS 1O/1I-008B Exhibit I Page 3 of 43 IPSec Internet Based NNI for Wireless Data Connectivity CUG = Closed User Group IWn; The Service Provider shall provide an IPSec appliance at two 01 the ServIce Provider's facilities, geographicall y separated , which shall be utilized (Of a primary and secondary (redundan t) Internet based IPSec NNI connection to MFN. Th e Service Provider shall designate one site as the primary and !he other Si te as !he secondary for failover . The Service Provide r's secondary IP Sec appliance shall al all times be configured to provide fu ll failover for their primary lP$ec appli ance in the even t of a primary failure. Ukewise , the Service Pr ovider shall provision the ir primary and secoodary VPN appliances to redirect all lPSec traffic 10 the MFN secondary VPN appliance in the event the MFN primary VPN appliance fails . After th e fa il ure has cleared the SefVice Provide(s primary VP N appliance shall (over time) automatically rees tablished the IPSec tunnels 10 the MFN primary appliance. In ooope ration with the MFN contractor, the Service Provi der shall configure a uniqu e IP5ec tunnel for each closed user group's IP kaffi e. Each unique IPSec tunnel shall be ooofigu red to termi nate on the prima ry MFN IPSec appliance and configu red 10 fall ove r to th e MFN secondary VP N appliance as reqUi red . The State shall provide two uni que pu blically routable tP add re sses for each closed user group's IPS&c tUM ets (primary and secondary failoverj one 10 be used to termina te the tunnel on the MFN primary appliance and the other to be used for the MFN secondary appliance tunnel termination. Other details shall be provided during the negotiation session s and/or as required . Closed user group IP traffic s ha ll be routed to th e MFN via the Int e rn et utili zing IPSec tunn e ls in cooperation with OMS and the MFN contractor. The Service Provider shall configure a unique IPSec tunnel for each closed user group 's IP traffic as specified by OMS. The closed us er group naming convention (or network identifier) shall be mutually agreed up o n by OMS and the Se rvice Provid e r. Each closed use r group 's network identifier s hall corre lat e to a unique IPSec tunn e l. OMS shall provide th e MFN IPSec tunnel tennin a tion IP addre sses, [PSec pre -s ha red authenti cation key s , and tunne l confi g uration parameters for ea ch IP Sec tunn el. All communi cations reg arding IP addresse s, IPSe c au t hentication keys, and tunnel configuration param eters shall be condu ct ed in a mutually agre e d upon secure mann er. At no time shall thi s type infonnation be tran s mitt ed in clear text acro ss any non-secured (public) IP network . The Service Provider shall confi g ure each unique IPSec tunnel to termin ate on the prim ary MFN IPS ec a ppli a nce and al so confi g ure the tunn e l to fa il ove r to the MFN se condary IPSec appliance . The state s ha ll provid e tw o uniqu e publicall y routable IP addresse s for each cl o sed user g roup 's IP Sec tunn e l (primary a nd secondary failo ver) (i.e . on e to be used to terminate the tunn e l o n th e MFN primary applianc e a nd th e other to be us ed for the MFN se condary appliance fa il ov er tunn e l tennin ati o n). OMS s hall require the Service Provider furni s h (at minimum) t wo publi cally routabl e IP addre s se s for the Service Provid er 's NNI IPSec appli a nc es (one IP addre ss fo r th e prim a ry a nd one IP addre ss for the secondary). Each wire les s data tran s mi ss io n device that tr a ve rses the IPSec NNI sha ll ha ve a state provi ded IP address config ur ed within the wirele ss connec tivit y modem o r d e vi ce (s ma rtphone , handheld compute r, laptop, etc). Us in g th e provid ed IP addr ess, the Servi ce Provider shall static a ll y or Co ntract No.: OMS 10 /11·008B Ex hi bi t 1 Page 4 o f 43 dynamically assign each device contained within a unique closed user group a permanently associated IP address. The Service Provider shall accommodate both public and private IP address space furnished by OMS. Each unique closed user group shall be configured within the Service Provider's IP network to utilize the applicable IP addresses as provided. At the MFN ingress point, each unique closed user group 's IP traffic shall be logically mapped into the appropriate MFN MPLS VRF by the MFN contractor at the direction of OMS. Creations and /or modifications (adds, moves, or changes) within a closed user group's configuration shall not be made unless directed by OMS via the electronic service order process. The Service Provider shall also adhere to the terms and provisions as set forth in Chapters 60FF- I, 60FF-2 and 60FF-3, Florida Administrative Code while delivering/providing the Services under this contract. (See https:/lwww.flrules.org/gateway/Organization.asp?OrgNo=60ft). Sprint shall create and maintain closed user groups. The closed user shall be designed and configured so to isolate one closed user group 's IP traffic from all other. Each closed user group shall correlate to a unique NNI IPSec tunnel in such a manner, the tunnel traffic can be mapped into the appropriate MyFloridaNet MPLS VRF associated with the closed user group by the MFN Service Provider. 1.03 Transmitted Data Security All transmit data shall be secured between the wireless transmission end-user device and Service Provider 's transmission antenna/tower (i.e. the air link) (see illustration below). Encryption across the air link is not required as long as the transmission scheme or algorithm secures the data equivalent to IPSec 56-bit encryption strength. No wireless communication transmission shall be permitted under this contract that does not meet this minimum data transmission security requirement. ~ Smart Phone Voice & Oata Capable 1.04 Closed User Group Cellula r Wire less Mod ern/Router Applicable to all customers routed to MFN via the IPSec NNI or utili z ing an "Entity Specific Circuit***(see below)" , it is required that all end-user IP traffic be segregated into individual clo s ed user groups while within the Service Provider's wireless and routed IP network. Each clo sed user group's IP traffic shall not be IP acces s ible to other user groups within the Service Provider's wireless and IP networks . OMS con s iders a virtual circuit , VLAN s, or MPLS VRF s acceptable closed user group configurations; however, other isolation schemes are acceptable as Contract No .: DM S 101I1-008B Exhibit 1 Page 5 o f 43 long as the scheme provides equivalent isolati o n as referenced above. Each end-user's device shall be placed in the appropriate closed user group, by the Service Provider. The issued OMS electronic service order shall s pecifY the closed user group a particular user shall be placed within. As required, OMS and/or the cu stomer (SUNCOM Eligible User) s hall be allowed to have multiple segregated closed user groups configured within the Service Provider 's network . ••• In this instance an "Entity Specific Circuit " is defin ed as a d edicat ed data transpo rt c irc uit co nnected betwee n th e custo mer 's and Servic e Pro vider's IP networks . .......--....croup A "P '.0 ·r~".----i .......--....cIOUP B IPS ec '""''''--.., +---Group C IPS ec T"",,,,---; Applies to: Data Component To simplify diagtilm, the $fIf:OfIO/Ity IPSec ;,pplklfICIf ~ noI &ho wn At all points between the mobile device and the Service Provider's NNI lPSec appliance the end- user's IP traffic shall be isolated from all other IP traffic within the Service Provider's network. There shall be no "backdoor" or alternate paths into (or out of) this isolated environment which could allow access from any other entity or mobile device. Unless otherwise directed by OMS , there shall be no IP communications permitted between closed user groups within the Service Provider's network. 1.05 State Provided [p addresses (public aDd private) The s tate shall be allowed to use state or customer owned publically routable IP address space as well a s private IP address s pace in accordance with RFC 1918 on the Service Provider 'S network. It is unders tood by OMS and the Service Provider, the private IP addre ss s pace allocated to the State of Florida by the Service Provider s hall be mutually agreed upon by both partie s. A mutually agreed upon private IP addres s allocation block ass ignment (or other agreed upon method) shall be accompli shed within sixty (60) days from the contract execution date. Note: Not all RFC 1918 private 1P address space is available for lise on the MFN network. The OMS electronic service order shall provide the Service Provider with the IP address (or ra nge of addre sse s) that shall be as sociated (or used) with a particular device or clo sed user group. Each state provided IP addres s s hall be assigned by the Service Provider permanently to a unique (on e) transmi ssion device for the life of the service. The issued OMS electronic service order s hall specify the nece ssary IP address space to accommodate th e us er (or users) as s igned to a particular closed user group. OMS will transmit th e s pecific IP addre ss to use for each mobile device through the electronic order. The Service Provider shall ass ign the IP-address to each mobile-device and electronically update the OMS electronic service order system with the IP address ass igned (as a check) before the order is clo sed-out . The OMS electronic service ord e r system s ha ll maintain a correlated record of each closed us er g roup , th e ass ociated wirel ess Contract No.: DMS 10/11-008B Ex hibit 1 Pa ge 6 of 43 devices, each device's electronic identifier(s), and the correlated IP address assigned to each device within each user group. Static IP addressing is acceptable as long as the IP address is coded (hard or electronically) within the transmission device permanently. An IP address dynamically assigned to the transmission device is acceptable as long as the IP address remains persistent to that particular mobile device. The dynamic IP address assignment mechanism shall persistently assign the same IP address to the same mobile device from an IP address pool assigned to a particular closed user group. IP addresses shall remain as provisioned by the OMS electronic service order until a change is submitted by the OMS electronic service order to the Service Provider. Dynamic IP address assignment is the default method currently in use by the Data Link network. Sprint will not charge State of Florida MRCs for Sprint-provided dynamic IP addresses or State of Florida-provided IP addresses. Data Link can also support customer specific dynamic and static IP address assignments that comply with "RFC 1918 -Address Allocation for Private Internets" Sprint Data Link supports smartphones. Currently, programming smartphone devices in the IP ranges needs to be done manually to support Data Link. Sprint is working on automating this process in 20 II. Sprint can support Data Link over the air programming on devices with the exception of the following: Blackberry, iDEN, HPPTT, 30/40 Dual Mode, 40 device and Feature phones. Sprint will update OMS as new devices are supported. Smartphones and other units which do not support over the air provisioning will require staging and provisioning of Data Link prior to deployment. Units will be sent to a defined location for provisioning. Units will then be shipped to the end-user. Staging and provisioning should be completed within 24 hours, but in some cases could take up to 48 hours to complete. Additionally, aircards can be provisioned Over the Air. 1.05.1 Wireless Device IP Routing Scheme with State Provided IP Addresses (Puhlic or Private) OMS shall provide the Service Provider the applicable IP address space required for each closed user group's wireless users. The Service Provider shall route state agency and SUNCOM eligible customers (connected to MFN) wireless data traffic to MFN across the Internet utilizing the IPSec NNI tunnels (i.e. one unique IPSec tunnel per user group). Applicable Internet access shall be accomplished through MFN using this IP addressing and routing scheme. Note: Neither DMS nor the Service Provider shall facilitate Internet connectivity for customers that own public IP address space but require private IP address space to be used for their wireless data users. In this case, if private IP address space is utilized by the customer, Internet connectivity shall be the responsibility of the customer using a customer controlled mechanism such as a NAT function, Internet proxy, or other customer controlled solution. Contract No.: OMS 10/11-0080 Exhibit I Page 70f43 Diagram Shows Logical Connectivity Typical AgencyVRF U.eri Noles: 1) RedundantlPSec paths are not shown in order to simplify the diagram . 2) All end-user wireless data IP traffic shall be in a closed user-group within a unique IPSec tunnel in su ch a manner it can be mapped Into the appropriate MFN MPLS Agency VRF by the MFN contractor. All DMS/SUNCOM IP traffic shall be isolated throughout the Service Provider wireless and IP routed networks. DMS shall have and maintain control related to setting security policies on MFN access and its Intranet traffic as well as NNI IPSec tunnel configuration parameters . State Agencies and Non-State SUNCOM eligible entities connected to MFN shall use this method to access their network via MFN and the Internet. Note: An end customer that requires a closed loop connection with no direct connection to the internet shall utilize Sprint DataLink Data Service . 1.06 Service Provider Furnished Publically Routable IP Address Space The Service Provider shall furnish publically routable IP address space for customers that require their end-user wireless data I P traffic to be routed directly to the Internet by the Service Provider. 1.06.1 Wireless Device IP Routing Scheme with Service Provider Furnished IP Addresses (Public) Available to Non-State SUNCOM eligible entities that are not connected to MFN , the customer (SUNCOM eligible entity) shall have the option of having their end-user wireless IP traffic routed directly to the Internet by the Service Provider. The Service Provider shall provide the appropriate publically routable IP addre s s space as required to support this option . Contract No.: OMS lOll 1-0088 Exhibit I Page 8 of 43 1) The Service Provider shall assign a publically routable IP addresses 10 each wireless device as requi red . 2) All customer IP traHic shall be routed directly to th e public Inleme!. The Service Provider shall provi s ion and route all the end -u sers wireless data IP traffic directly to the Internet. This transport option shall facilitate encrypted VPN traffic for customers us ing a remote-access VPN concentrator to access their IP network, or facilitate Internet connectivity to web-servers or web-based applications . The Service Provider shall not be required to create closed user groups for customers that require the Service Provider to route their wireless end-users IP traffic directly to the Internet. Also under this option, the Service Provider sha ll not be required to persistently assign the same IP address to a unique wireless device. Applicable to State Agencies and Non-State SUNCOM eligible entities connected to MFN: Any state agency or SUNCOM eligible entity connected to MFN attempting to use this IP connectivity approach is required to obtain an approved "Exemption Request " from DMS . The Service Provider shall not permit IP connect ivity as describ ed above to any network without DMS involv~ment and approval. See exemption be low. Exemption: SUNCOM eligible cus tom ers that are connected to MFN using a filtered extranet connection are exempt from this stipulation. The Service Provider shal/notifY DMS of any direct Int erne t routing provided using this exemption so that th e direct Internet connectivity can be documented as a non-security issue or risk. Note: An end customer that requires direct access to the internet shall utili ze the Sprint Vision Data Service. 1.07 Entity Specific Circuit; Wireless Device Routing and IP address Scheme . In thi s instance an "Ent ity Specific Circu it " is defined as a dedicated data transport circuit connected between the customer's and Serv ice Provider's IP networks. The c us tomer (SUNCOM e li gib le entity) shall have the option to route their end-user wire less IP traffic directly to their network by the Service Provider via a dedicated transport circuit. The Service Provide r shall provide the appropriate private IP address space as required, or s hall all ow th e customer to provide the app lic able IP address space (public) that shall be utilized by the Service Provider to address their wireless device s provided in the service order. The customer may use private IP address space provided by DMS which s hall be in accordance with the private IP address Co ntract No.: OMS 10 /11-0088 Ex hibit 1 Page 9 of 43 a llocation block mutually agreed upon (or other agreed upon method) by DMS a nd th e Service Provider. 1) The custome r shall be permitted to provide the IP addresses to be assigned to their end-u se r mobile devi ces by th e Service Provi de r. 2) As required the Se rvice Provider shall provide or accommodate pri va te IP address space. 3) All end -user wireless data IP traffi c shall be in a closed use r-g roup 4) All customer IP tr affic shall be routed directly across th e dedi cated entity speci fi c circuit. 5) Transpo rt circuits are not ava itable under this conlract. Applicable to Non-Stale SUNCOM eligible entities not connected to MFN: The Entity Specific Circuit's associated cost shall be billed directly to the SUNCOM eligible entity by the circuit provider. Entity Specific Circuits are out of the scope of this contract and shall not involve DMS in the ordering, billing, provisioning, payment, network support, or other thereof. Applicable 10 State Agencies and Non-State SUNCOM eligible entities connected to MFN: Any state agency or SUNCOM eligible entity connected to MFN attempting to use this IP connectivity approach is required to obtain an approved "Exemption Reque st" to use a filtered MFN extranet connection from DMS terminating at the Tampa MFN facility. The Service Provider shall not pennit IP connectivity as described above to any network without DMS involvement and approval. See exemption below. Exemption: SUNCOM eligible c us tomers that are connected to MFN using a jiltered extranet connection are exempt from this stipulation. Th e Service Pr ovider shall notify DMS of any dir ec t co nn ec tion made using this ex emption so that th e co nn ec tion can be documented as a non -s ec urity is s ue or ris k. Note: An end customer that require s a close d loop connection with no direct connection to the internet s hall utilize Sprint DataLink Data Service. 1.08 Service Provider Primary (Active) NNI IPSEC VPN Appliance The Service Provider shall provide a prim ary (active) LPSec VPN appliance a nd Internet connectivity for that appliance at the Service Provider'S facility . The initial IPS ec VPN appliance sha ll be upgraded if the encrypted throughput reache s eighty -percent (80%) of the IPSec appliance 's rated capacity or if the C PU utili zation re ac he s eighty-percent (80%) of rated capacity o r if the port throughput s peed re ac hes eighty-percent (80 %) of rated capacity. The available Int ernet bandwidth s hall be increased by a minimum of twenty percent (20%) within ninety (90) day s if the utilization reache s eighty-percent (80%) of capacity and maintain ed over any fiv e minute period . The Service Provider s ha ll provide either Option-lor Option-2 (shown be low) in order for DMS to monitor the primary IPS ec VPN appliance perfonnance metric s: Cont ra ct No.: DM S 10111·0088 Ex hibit 1 Pagc tOof43 Option 1: "READ-ONLY" access to the primary NNI IPSec appliance including SNMP. The Service Provider sha ll permit th e MFN network monitoring tool s (Spirent & E- Health) access to monitor t he IPS ec appliance's perfonnance metrics. Option 2: The Service Provider sha ll provide the DMS a monthly performance report of the primary IPSec appliance. The report (at a minimum) shall id e ntify th e appliance model, list the associated hardware modules and show a thirty (30) day peek average percentage for the CPU, interface, memory, and encryption engine utili zation. The performance report s hall be provided to DMS in the agreed upon format within the first twenty (20) day s of the following month. The primary (active) NNllPSec VPN appliance hardware and software configurations sha ll be at a ll times identical to that of the seco ndary (standby) NNllPSec VPN appliance. The Service Provider's IPSec appliances (both primary and secon dary ) s ha ll support the following IPSec parameters : IPSec Parameters IKA (SA) Main Mode Encryption Strength 3DES Authentication Pre-Shared Key Diffie-Hellmans (D-H) Groups 2 or 5 (group-5 preferred) Perfect Forward Secrecy pfs Data Integrity Hash Al go rithm SHA IPSec (SA) Quick Mode Security Association (SA) Lifetime 86,400 seconds (maximum) Authentication Type HMAC-SHA Security Association (SA) Lifetime 28,800 seco nd s (maximum) Simultaneous Active Tunnels 1000 (minimum) The Service Provider's secondary (standby) IPSec VPN appliance shall at all times be configured to provide full failover for their primary IPSec VPN appliance so that IP connectivity to MFN is maintained in the event of a Service Provider's primary failure. The Service Provider shall provi s ion their primary and secondary VPN appliances to redirect all IPSec traffic to the MFN secondary VPN appliance in the event the MFN primary VPN appliance fails and vice versa. After the failure has cleared the Service Provider's primary VPN appliance s hall (over time) au tomatically reestablished the IPS ec tunnels to the MFN primary appliance. Likewise, DMS s hall provision the MFN primary and secondary VPN appliances to redirect a ll IPSec traffic to the Service Provider's seco nd a ry VPN appliance in the event the Service Provider's primary VPN appliance fails and vice versa. The BGP routing protocol (and other mutually agreed upon mechani sms) shall be used to monitor, trigger, and mea sure any failover eve nt. DMS s hall monitor the primary and seco ndary IPS ec VPN appliances via an IPSec tunnel configured to permit SNMP to enable the monito rin g tools. Contract No.: DMS 10111-0088 Ex hibit 1 Page 11 of43 OMS shall deliver to the Service Provider the required IPSec tunnel configuration parameters for each closed user group's IPSec·NNI tunnel. The Service Provider shall adhere to the provided configuration parameters while provisioning their IPSec VPN appliances. 1.08.1 Service Provider Secondary (Standby) NNI IPSec VPN Appliance The Service Provider's secondary IPSec VPN appliance, the appliance's available Internet bandwidth capacity, operational software image, and programmable configuration shall at all times be identical (or equivalent) to that of their primary IPSec VPN appliance. At all times the secondary IPSec appliance shall be configured to provide full automatic failover for the Service Provider's primary IPSec VPN appliance. Any fail over event shall be achieved within five- hundred (500) seconds. The Service Provider shall provide either Option-lor Option-2 (shown below) in order for OMS to monitor the secondary IPSec VPN appliance performance metrics: Option 1: "REAO-ONL Y" access to the secondary NNI IPSec appliance including SNMP. The Service Provider shall permit the MFN network monitoring tools (Spirent & E-Health) access to monitor the IPSec appliance's performance metrics. Option 2: The Service Provider shall provide the OMS a monthly performance report of the secondary IPSec appliance. The report (at a minimum) shall identify the appliance model, list the associated hardware modules and show a thirty (30) day peek average percentage for the CPU, interface, memory, and encryption engine utilization. The performance report shall be provided to OMS in the agreed upon format within the first twenty (20) days of the following month. Provider's secondary NNI VPN IPSec appliance hardware platform and configuration shall be at all times identical (or equivalent) to that of their primary NNI IPSec VPN appliance. OMS shall monitor the Service Provider's secondary IPSec appliance via an IPSec tunnel configured to permit SNMP to enable the monitoring tools. 1.09 Wireless Cellular Router or WW AN Cellular Modem The acronym "WCR" shall be used to denote the "Wireless Cellular Router or WW AN Router or WWAN Cellular Modem". The Service Provider shall make available under the contract a WCR. The WCR shall be used by SUNCOM Clients as an alternative transport to MFN and for other transport applications. The WCR shall be used in redundancy, mission critical (emergency), disaster recovery, and MFN mobility applications as defined below but shall not be limited to those listed. The Service Provider shall denote the recommended number of simultaneous users that each offered WCR can support. The WCR shall conform to all requirements contained herein unless otherwise noted: a. Network I Transport Protocol TCPIIP, UOP/IP b. I Network port (IEEE 802.llb,g Compliant) c. WW AN Cellular Transmission Modem with Antenna d. OHCP support, NAT support, VPN pass-through, Access Control List (ACL) e. WCR Management Web GUI (HTTP) or CLl f. Power Supply g. Status Indicators-LINK, Link Activity, Power h. Switched 4 Ethernet LAN ports, (IEEE 802.11 b,g Compliant) i. WI-FI transmission Radio-Ethernet (WI-FI Certified) with antenna j. Program user access features and authentication method Contract No.: DMS 10111-0088 Exhibit I Page 12 of 43 k. Encryption Algorithm The Service Provider shall provide all applicable WCR software and firmware for each device offered under the contract. The Service Provider shall provide to DMS a link to the WCR manufacturer's website where customers can download current software updates/releases, and software version release notes. As required, the Service Provider shall work with the customer and make a device recommendation based on a case-by-case analysis of the intended use of the device. All devices offered under the contract shall be certified (or tested) by the Service Provider to operate with the performance parameters claimed by the manufacturer on the Service Provider's network. Any device that does not meet the manufacturer's and/or the Service Provider's performance claims shall not be offered under the contract. Sprint currently has several Wireless Cellular Routers that meet (or exceeds) the specifications defined (a) thru (k).Sprint shall include a link to WCR manufacturer's site on the Sprint site for easy navigation to current software updates and release notes. 1.10 Emergency Operations The Service Provider shall upon notification from the State of Florida Emergency Operations Center (EOC), Emergency Support Function (2) (ESF -2), provide wireless phones, data modems, and service airtime during declarations via "Executive Order" (federal, state and local) disaster operations and disaster recovery. At no cost, the Service Provider shall deliver to ESF -2 the specified quantity (up to 100) of activated wireless (voice and data) devices within 24 hours of receiving the ESF-2 request. Alternatively, the Service Provider shall use commercially reasonable efforts to deliver the devices to any accessible (officially ordered safe to enter) location within the Service Provider's service area as directed by ESF -2. The airtime shall be provided at no charge for a period not to exceed thirty (30) days. On the thirty first day the Service Provider shall be allowed, at their discretion, to initiate billing on any active device accumulating airtime (not dormant). On the thirty first day, the Service Provider shall follow the ESF-2 procedures to recover their non-billable hardware. Sprint shall meet the specified quantity (up to 100) of activated wireless (voice and data) devices within 24 hours of receiving an ESF-2 request. 1.11 Additional Security Features In addition to the security requirement listed herein, the Service Provider shall provide additional security features designed into their integrated solution which blocks unauthorized access into the State's Intranet via the NNI and potential IP attacks. The additional security features shall be consistent with established DMS rules. Additionally the core assets are security-hardened through both patching and close configuration management, and Sprint Wireless has careful operational controls to manage access among our internal staff. Physical Security In addition, businesses depend on the continuous availability and integrity of information assets, critical systems and resources. Physical security is the first line of defense against potential incidents and interruption of business and Sprint maintains a protected environment designed to prevent/detect unauthorized entry of facilities. All Sprint facilities are secured 24x7 and are provided with security protection commensurate with facility criticality and the potential for disruption of operations resulting from unauthorized access. Sprint employs a broad array of physical security program elements to protect its Contract No.: DMS 1O/l1-008B Exhibit I Page 13 of 43 facilities and operations, to include electronic access control systems, closed circuit TY surveillance systems, intrusion alarm systems, visitor control, identification badges, perimeter fencing, security lighting, and guard services. Access alarms are monitored continuously by a Network Operations Surveillance Center, a Wireless Network Management Center or a commercial central station. In the event of an alarm condition, an appropriate response (including dispatch of law enforcement personnel, where appropriate) is initiated. To ensure compliance with internal security requirements, and to identify risks requiring mitigation, Sprint conducts recurring physical security assessments of critical facilities. Security personnel, cameras, and electronic badge readers secure the main entrance to Sprint facilities. We secure additional areas within each building based on the level of compartmentalization required. In addition, we secure the security operations center with an additional security camera and electronic badge reader providing access to corporate security employees only. Personnel who do not require continuing access to computing facilities are considered visitors and will be escorted by an authorized Sprint associate. We require visitors to sign a visitor control log, which is retained by the Facility Control Manager for at least one year. Electronic security measures are deployed to secure computing rooms or resources and computer components located in support rooms or closets are protected from unauthorized access. These components may include servers, routers, and other telecommunications equipment. We lock doors to such rooms to prevent unauthorized access, and keys or combinations will be issued only to those persons having a continuing need for access. In terms of physical security, Central Offices' security practices fall within the category of "critical facilities." In addition to the requirements set forth in the base document, the following standards apply to any facilities designated as "critical." Where feasible, rooms containing technical equipment (e.g., switches, servers, routers) are located so they are not on exterior walls or below ground level. Facility support equipment (e.g., emergency generators, batteries, HVAC) are not located below ground level. Critical equipment/operations are not located on floors designated by fire code as fire stairway re-entry points. Specifications for future construction require fuel tanks supporting emergency generators to be of double-wall construction (steel/steel or concrete/steel). When above ground, the tanks and associated fuel feeder lines will be protected from vehicular damage by walls and/or bollards. External signage does not identifY the function of the facility, and, unless required by regulatory directive, such signage does not identifY the facility as belonging to Sprint. All security systems (e.g., alarm, card access and CCTY) have battery back-up and are supported by the emergency generator. Where it is feasible, parking areas have a 100-foot setback from structures. Whenever practical, the facilities are enclosed with fencing. Card readers are installed on all vehicular and pedestrian access gates. The perimeters of sites located in a high crime area (CAP index score of 400 or more) are surrounded by cut and climb-resistant fencing. Doors leading from semi-public areas (e.g., visitor/reception areas, shipping and receiving areas) into the facility employ revolving security doors, which prevent tailgating. Doors leading from semi-public areas (e.g., visitor/reception areas, shipping and receiving areas) into the facility employ either biometric or dual verification (card and PIN) readers. Any external windows in equipment areas are opaque and protected by heavyweight security film attached to the window frame. Glass break detectors cover all external glass. All exterior doors, and all interior doors leading from an open corridor into a limited access area, have door alarm contacts installed. Doors Contract No.: DMS 10111-0088 Exhibit I Page 14 of 43 leading to vaults serving critical facilities are alarmed. Alarm systems use two separate communication paths terminating at two separate and staffed monitoring locations for alarm annunciation. Vehicle entrance and exit gate(s) to the property are motorized. Entrance gates are equipped with card readers. Exit gates are equipped with card readers if company vehicles or other high-value, mobile company equipment is stored within the fenced area. Pedestrian gates to the property are equipped with card readers for entry. All exterior doors used to access the facility, and interior doors leading to limited access areas within the facility, are equipped with card readers. The following areas are covered by CCTV cameras: • All exterior doors • Parking areas and roadways • Emergency generators and related fuel storage tanks • Ground-level HVAC, equipment cooling, and electrical and telephone service equipment/appearances • Vehicular and pedestrian gates in perimeter fencing • All interior doors connected to either an alarm or access control system • Visitor processing/reception areas Firewalls Sprint's nationwide wireless network is protected by state-full inspection firewalls. The configuration of the firewalls is relatively open to allow customers the ability to use a wide variety of applications which use any number of protocols and ports. However, because Vision- enabled PCS Phones and Devices are given publicly routable Internet addresses, Sprint blocks specific inbound ports to reduce the threat of over 90% of current Internet attacks. Ping, traceroute, and other ICMP commands are also disabled inbound from the Internet. Additionally, Sprint has the flexibility to enforce additional rules as new threats appear. Sprint advises users of PDAs and laptops to install their own anti-virus and personal firewall solutions for maximum security. 1.12 Grade of Service The grade of the Wireless Data Service provided by the Service Provider with respect to circuit quality, reliability, security, modem connection setup, and layer-3 routing propagation time, at a minimum, shall be equal to or exceed that provided to other commercial subscribers within the Service Provider's wireless data network. SLA Commitments The SLAs provide commitments for voice service reliability based on measuring dropped calls, blocked calls and network voice availability. Sprint's wireless SLAs provide the following: • Network Voice Block Rate: Less than 2% o The Network Voice Block Rate is the percentage of calls blocked as compared to total number of attempts by all Sprint customers over a calendar month. The call is "blocked" if the customer can not successfully place a call while within the Sprint COMA coverage area. The Sprint goal for wireless voice blocks on the Nationwide Sprint Network to be less than 2%. Contract No.: DMS 1O/1I-008B Exhibit I Page 150f43 • Network Voice Drop Rate: Less than 2% o The Network Voice Drop Rate is the percentage of calls dropped as compared to total number of calls established on the Nationwide Sprint Network over a calendar month. The call is "dropped" when a user experiences an abnormal call release without either party manually ending the call while within the Sprint COMA coverage area. The Sprint goal for wireless voice drops on the Nationwide Sprint Network to be less than 2%. • Network Voice Availability Rate: 99.9% o The Network Voice A vailability Rate is the percentage of minutes the Nationwide Sprint Network voice elements are operational as compared to the total number of minutes in a given calendar month. The availability of all network elements in the call path for wireless voice service determines the overall service availability. The Sprint goal for wireless overall average Network Availability Rate to be greater than 99.9%. Access to Monthly SLA Metrics Each month, Sprint posts its network performance on a secure password-protected website. Following contract award and only after execution of a non-disclosure agreement, Sprint will provide a user name and password to access the Sprint Wireless SLA Performance metrics each month. Performance metrics for the preceding month will be available after the third week of the month. Your Sprint Account Representative can provide a demonstration of the website at your request. Our goals for Mean Time to Repair (MTTR) are based on the Trouble Severity level of the event. Trouble Severity levels are defined by Sprint based on a number of factors in the following descriptions. Our goals for MTTR for each of our first three severity codes are: • 4 hours for Trouble Severity I Events: Complete loss of a Service for all customers, an entire market, or an entire business. • 8 hours for Trouble Severity 2 Events: A major loss of a Service for all customers, an entire market or an entire business. Or a major impairment of the performance of any Service for all customers, an entire market, or an entire business. • 24 hours for Trouble Severity 3 Events: A partial loss of a Service for all customers, an entire market, or an entire business. Or a partial impairment of the performance of any Service for all customers, an entire market, or an entire business. Or a loss of a portion of Service which is non-critical or has minor impact on functionality. Wireless Data SLA Wireless Data Service performance commitments are as follows: • Wireless Data Network Availability -99.5% or greater • Wireless Data Blocks -less than 2.00% • Wireless Data Drops -less than 1.00% Every month Sprint will measure the performance of the Sprint-owned COMA wireless network (excluding the iDEN network, Affiliate networks or roaming networks) on a national level in each ofthe three commitment areas. EVDO network statistics are included in Network Availability and Data Blocks, but not currently included in Data Drops. State shall be permitted to access the results of the measurements online each month on a password protected website. Performance information will be accessible to eligible customers who agree to keep such information confidential. Contract No.: OMS 101I1-OOBB Exhibit 1 Page 160f43 With the exception of SLAs listed within the SLA matrix contained within Exhihit 5, in no event shall failure to meet the stated service goals contained in this section suhject Sprint to any penalties or damages of any kind. Note: The report(s) provided under this section contains Sprint confidential information and is/are protected by the Sprint non·disclosure agreement signed by DMS. 1.13 Wireless Data User Authentication The Service Provider shall implement a wireless data end·user authentication process that shall associate the SUNCOM end·user to a particular wireless device. The IP address assigned to that device shall be persistent to that device for the contract life of the device or until changed by a OMS electronic service order. The Service Provider shall maintain physical, electronic, and procedural safeguards to protect the security of their internal systems as well as the MFN network. The Service Provider shall secure DMS/SUNCOM information by, employing strong user authentication technology to make certain that only authorized devices connect to the Service Provider's wireless network and the MFN network. Also, the Service Provider shall implement internal and external security procedures to guard their networks and applications against unauthorized access. OMS shall be provided a copy of the Service Provider's associated security procedures upon request. DataLink: Is the product offering Sprint has proposed to satisfY the ITN requirement for a Closed User Group for mobile data services. Previously submitted DataLink Whitepaper outlines in detail the diagrams of the proposed architecture. State of Florida has discussed different user profiles to consider when provisioning a DataLink user, however, prior to defining these profiles; additional detail on DataLink was provided. I) Proxy Authentication with Radius is required (AAA). Sprint has proposed two available solutions to assist the State of Florida a. Option 1: User currently utilizes Radius (AAA) within existing architecture to meet DataLink (AAA) requirement. b. Option2: User has not deployed Radius (AAA) within their architecture or is unwilling to allow their infrastructure to communicate to Sprint Radius (AAA) Servers. Sprint can provide, for an additional cost, Sprint hosted (AAA) services (SHA). i. At no additional cost, end customer's administrator will utilize the Sprint Radius (AAA) to provision their users to meet DataLink (AAA) requirement. 2) State of Florida has requested Static IP address pools provided as part of the Closed User Group solution. Sprint will work with the State of Florida to define these ranges. The IP address at the time of provisioning must be associated to the (AAA) usemame/password 3) State of Florida has requested provisioning of these devices be performed over the air (OTA) when possible and as seamless as possible to the end-user. Currently the standard processes for provisioning a DataLink user is as follows: I) Client requests a device with an activated MDN (Phone#) 2) Client generates a username/password on their AAA server or on Sprint managed AAA server 3) Client associates AAA credential with Static IP address Contract No.: DMS 1O/1I-008B Exhibit 1 Pagel7of43 4) Customized Software Client is built for Modems only *** Enhanced Account Management (EAM) not required 5) Client pushes Over the Air (OTA) programming via Enhanced Account Management (EAM) portal State of Florida has requested a customized process for provisioning to enhance end-user experience. The State of Florida has identified two user profiles utilizing Closed User Group (DataLink). Profile 1: Client would like to utilize the security and control benefit of DataLink but does not want to generate their (AAA) credentials and does not have AAA infrastructure. State of Florida has requested Sprint provide (SHA) AAA services and will generate credentials based on infonmation provided by client. When a SUNCOM End-User selects this option in OaSIS, the SUNCOM End-User must agree to the disclaimer referenced in Section 2.03.1 OaSIS Website in order to submit the corresponding order. At the time of order utilizing OaSIS, the State of Florida will provide the Static IP address to be associated with the AAA credentials. Sprint will then provision the end-user device via (OTA) utilizing the (EAM) portal or manually provisioning the device prior to shipment to the end-user. Profile 2: Client would like to utilize the security and control benefit of DataLink. Client requires an employee of their organization to provision their users. The clients IT staff will generate (AAA) credentials and associate the static IP address provided by the State of Florida. To provision the devices (OTA) the client would utilize the (EAM) enhanced account management portal. ** Sprint would need to setup Administrator accounts by Realm for (AAA) and (EAM) ** Sprint acknowledges the final Closed User Group Provisioning Process shall be mutually agreed upon and defined within the Services Operational Guide (Op-Guide) and this proposed process is subject to change. 1.14 Wireless Data User Activity Logging The Service Provider shall log and archive all user activity routed into MFN. The Service Provider shall include in the log file a unique line entry record for each individual connection a particular wireless data device makes to the cellular network. At a minimum, each line entry shall include the following parameters (in the shown order) for each connection event: (a.) The actual date and time of connection initiation, (b.) unique identifier assigned to the connection device, and if different the EID, billing identifier, or other, (c.) closed user group name (or other) the wireless user is assigned to, (d.) IP address assigned to the device for connected session, (e.) total uplink data amount (in bits) transmitted over the connected duration, (f.) total downlink data amount (in bits) received over the connected duration, (g.) duration time (in minutes) of the connected session, (h.) wireless device's associated ten (10) digit phone number, (i.) account number associated with the transmitlreceive wireless device, and G.) other information as recommended by the Service Provider or requested by OMS if available from the Service Provider. Contract No.: DMS 1O/11-008B Exhibit I Page 18 of43 DMS shall waive (not require) items c, d, e, aud f (in the list above) until the Service Provider's elects to enable that capability on their network. The Service Provider shall capture the SUNCOM Client activity log file daily (each 24 hour period) starting (the next) and ending (the previous) capture at 12:00 a.m., simultaneously. Each capture of daily SUNCOM Client activity shall be available to DMS for a period of ninety (90) days. Upon specific request, the Service Provider shall provide the log file(s) to DMS within three (3) working days from the request date. Note: DMS prefers the log files be available via a web-server (or other) configured in such a way, DMS can download the log file(s) without requiring any assistance from the Service Provider. Each daily SUNCOM Client activity log file shall be fonnatted with a delimit character so that Microsoft® Excel can import each delimited parameter into a separate spreadsheet column without issue, then capable of being sorted by the column. The Data Direct program was designed to support customers with a need for electronic or paperless invoicing. Data Direct is a simple way to provide summary and usage data to customers in an ASCII text format. Data Direct File / Record Format Sprint Nextel's standard Data Direct file is offered in CSV (Comma-Separated Values) format. CSV is a delimited data fonnat that has fields/columns separated by the comma character and records/rows separated by newlines. If required, the file can be fonnatted with data in fixed positions. Each record layout table in this document includes a column showing the Fixed Position for each field. Sprint does not have a way to provide this from the Data Link systems. Please note we can provide Radius Account Information directly to the customer if they are using SHRA(Sprint Hosted Radius Accounting). Alternative Solution Available from Sprint The requirements of this section can be met using the Sprint Data Link Hosted RADIUS Authentication Service. Sprint's Hosted RADIUS Authentication service provides Customer a hosted usemame and password management solution for their remote access users. Remote users authenticate on one of two redundant Sprint AAA servers while remote access administrators facilitate usemame/password management, of multiple transports types, on a single Sprint hosted Remote Access Authentication System (RAAS) or tool. Authentication database: Native RADIUS, Active Directory, LDAP, any SQL-based solution. a. Redundant Sprint AAA servers are located in Lenexa, KS, and Lee Summit, MO. The RAAS application is Oracle based and is located in a highly secure strong DMZ environment in Lenexa, KS. b. Authentication administrators through the RAAS system will have the ability to: (I) Change passwords for existing users (2) Control the addition and deletion of users (up to the maximum limit purchased) (3) Control RADIUS authentication via policy management and profile groups (4) Reset forgotten passwords (5) Sprint provides authentication administrators RAAS Tier I support for application questions Contract No.: DMS 10/11·008B Exhibit I Page 190f43 (6) Sprint maintains the server infrastructure providing both AAA RADIUS authentication and username/password management (RAAS) 1.15 Text Message Broadcast Services The text message broadcast service shall have a method (or mechanism) to broadcast messages (via cellular number) to single individuals or a defined group of recipients including cellular numbers not associated with the awarded contract. The service shall include broadcast message scheduling and auto-triggered broadcast messaging based on dates, an event, or other. The broadcast message once initiated shall be delivered to the recipient(s) within five (5) minutes. The broadcast service shall include a management web interface (or GUI) accessible to the agency to manage their broadcast recipients and broadcast message content. Service Utilization Example: FOOT is seeking an electronic text messaging mechanism to communicate information to their Sun Pass customers. They anticipate sending text messages such as individual account status information (e.g. low balance), road conditions, or emergency directions. The defined group of cellular phone numbers receiving the broadcast will be made-up of SunPass customers who use the messaging service. The proposed text message broadcast system shall be, an enterprise solution, capable of supporting multiple agencies with each agency having the ability of define multiple unique broadcast recipients. The downloadable Outlook plug-in integrates the Sprint EMG with all versions of Outlook and Outlook Express, including Outlook 7, and runs the Sprint Messenger Web Portal. The Sprint Messenger Web Portal is an easy to use, flexible application used for creating and managing messages that can be delivered via multiple delivery methods including SMS, e-mail, text-to- voice and fax, and that are sent over the Internet via Secure Socket Layer (SSL), using a proprietary XML-based Application Programming Interface (API). There are no charges for sending these messages to Sprint users. If messages are sent to a non- Sprint user, there is a charge. The user receiving the text will be charged according to the plan they are on. Web Portal The Sprint Messenger Web Portal is an easy to use, flexible application used for creating and managing messages that can be delivered via multiple delivery methods including SMS, email, text-to-voice and fax, and that are sent over the Internet via Secure Socket Layer (SSL), using a proprietary XML-based Application Programming Interface (API). Sprint has an XML API available with EMG Gateway. Sprint EMG Protocol Support Sprint EMG messages can be up to 500 characters and supports the following protocols • SNPP -Provides 2-way messaging support, including delivery receipts, to appropriate receiving devices over the Internet. As an industry standard protocol, SNPP is based upon the SNPP specification RFC 1861 -Simple Network Paging Protocol-Version 3- Two Way Enhanced. Contract No.: DMS 1O/1I-008B Exhibit I Page 20 of 43 • WCTP -Provides 2-Way messaging support includin g delivery receipts over the Internet, both with and without SSL. WCTP is based upon WCTP specification version 1.3 • SMPP -Provides 2-Way messaging support including delivery receipts over the Internet. SMPP support is based upon SMPP specification version 3.4. Note: If the messages are sent to a government employer then there is no cost. If to a non- government employee (SUNPASS user as described in the example) there is a cost for the message. Sprint Enterprise Messaging Gateway Description The Sprint Enterprise Messaging Gateway (EMG) provides a single point connection for text messages onto both the Nationwide Sprint and Nextel National Networks to enable State of Florida employees to keep connected, bridging the fixed and mobile workforce. Te leM essage, a universal messaging service provider founded in 1999, provides the Sprint EMG . Its technology partners include Microsoft HP, IBM, Sun, Intel, and Oracle among others. With Sprint EMG, State of F lorid a mobile workers can receive messages from State of Florida systems and or employees, thus enhancing productivity. System Architecture The Sprint EMG works as follows: Message sent to EMG from an application. EMG intelligently processes , organizes, formats and tracks each message and its responses. EMG delivers the message to the device(s) specified by the customer and collects a response if appropriate. Fa> Phone A a Sprint EMG Protocol Support Mall Server ~ Mall Server Mobile Phone ~ Mobile Phone Mobile Phone ~ Mobile Phone B,,,,,,,,, C External "'rt, ~ External Party Sprint EMG messages can be up to 500 characters and supports the following protocols: • SNPP -Provides 2-way messaging support, including delivery receipts , to appropr iate receiving devices over the Internet. As an industry standard protocol, SNPP is based upon the SNPP specification RFC 1861 -Simple Network Paging Protocol-Version 3- Two Way Enhanced . Contmet No.: DMS 10/11-008B Exhibit I Page21of43 • WCTP -Provides 2-Way messaging support including delivery receipts over the Internet, both with and without SSL. WCTP is based upon WCTP specification version L3 • SMPP -Provides 2-Way messaging support including delivery receipts over the InterneL SMPP support is based upon SMPP specification version 3,4, Web Portal and Outlook Plug-in The downloadable Outlook plug-in integrates the Sprint EMG with all versions of Outlook and Outlook Express, including Outlook 7, and runs the Sprint Messenger Web PortaL The Sprint Messenger Web Portal is an easy to use, flexible application used for creating and managing messages that can be delivered via multiple delivery methods including SMS, e-mail, text-to- voice and fax, and that are sent over the Internet via Secure Socket Layer (SSL), using a proprietary XML-based Application Programming Interface (API), The Outlook plug-in uses Exchange GAL and Outlook and enables State of Florida users to utilize the same contacts they use for their e-mail messages and can support up to 5,000 entries that can be organized into distribution lists or individual entries, The Outlook plug-in integrates completely with Outlook, messages so they appear in the Web Portal just as if they were in Outlook This makes it easy for State of Florida users to compose messages in a variety of fonnats, send to a variety of destinations, and check delivery status and receipt all from their mobile devices without having to invest time, IT resources or money for any additional training or support, The Sprint Messenger Web Portal is accessible at http://messenger,sprinLcom and requires login credentials, Connection Process The Sprint Enterprise Messaging Gateway requires authentication, Authentication requirements vary depending upon access method, • SMPP -Requires persistent connectivity via a VPN, Frame Relay or ATM. • SNPP -Connectivity can be provided over the open internet, VPN, Frame Relay, MPLS or ATM. • WCTP -Connectivity can be provided over the open Internet, both with or without SSL, via VPN, Frame Relay, MPLS or ATM. (This will be provided at the time their credentials are provided) 1.16 Messaging Logging Service All messages (transmit/receive) shall be logged upon the end-user's request (order submittal). The Service Provider shall capture a unique message log file daily (each 24 hour period) starting (the next) and ending (the previous) capture at 12:00 a.m., simultaneously. The Service Provider shall provide the previous month's daily logging files to the end-user within the first ten (10) days of the month by electronic data transfer and electronic storage media (DVD, CD, etc.). It shall be required the logging files be available for a period of sixty (60) days via a web-server configured in such a way, the records can be downloaded without requiring any assistance from the Service Provider, The log file shall be formatted so that the files can be import into an electronic spreadsheet without issue and capable of being sorted by device identifier, user account number or other identifier as listed below. The log file shall include for each message (at a minimum) the listed identifiers. (a.) Minimum Identifiers, Content and Network: Contract No.: DMS 10111-008B Exhibit I Page 22 01'43 (b.) Handheld device identifiers; (c.) associated user account number; (d.) message send date/time; (e.) message receive date/time; (f.) message content, sent; (g.) message content, receive; (h.) wireless network identifier; (i.) other information as recommended by the Service Provider or requested by DMS if available from the Service Provider. The message log file shall have a unique line entry which contains the listed identifier fields separated by a delimit character such as a comma (,). DMS is aware that some handheld devices support PIN-to-PIN transmitted off-net' messages which may not traverse the Service Provider's network. 'In this instance an "off-net text message" is defined as: any transmitted or received text message that does not transverse and/or cannot be logged using the Service Provider's network facilities. DMS waives the requirement that all wireless device messages he logged until the Service Provider elects to enable this functionality on their network and limits this requirement to devices that are message logging capa ble as identified by the Service Provider. This capability is currently only available on a limited number of Sprint devices. This service requires an application to be loaded on the wireless device. Standard (non smartphone) devices are not currently supported. Network supported text logging could be provided in the future but is undetermined at this time. If text logging is required, the end-user would have to select a "text logging" capable device and load the applicable software. All SMS messages sent from smartphone devices are captured at the time of transmission and made available online to authorized users. The devices that are txt logging capable are identified in product catalog. With an application loaded on the device, every message can be captured upon send or receive of smart phones and can be provided. Pictures can be stored but will require additional set up to support volumes of lPG, WA V files and other type media files. With the Logging Application, all messages are available online too authorized users. Sprint has the ability to auto-generate an output of all messages to be delivered electronically within the specified timeframe AND which can be burned to DVD by Sprint or by the State of Florida, if required. All SMS but not MMS messages sent and/or received are stored on the system for a minimum of 12 months. All captured SMS and MMS messages can be exported sorted by device identifier, user account number or other identifier as listed. Virtually any messaging technology can be rolled into Sprint's solution. In addition, the Sprint's solution also captures the content of all PIN-to-PIN messages sent or received. Sprint currently supports the most common carrier provided messaging technologies: SMS, MMS and PIN-to- PIN. Sprint additionally maintains the number TYPE (long Distance, local etc.), the Signal Strength of the device at the time of send or receive, the GPS location (if GPS is enabled on the device) and a Message Type. Outside of messaging, Sprint also logs all applications and contacts that are Contract No.: DMS 10/11·0088 Exhibit I Page 23 of 43 resident on smartphone devices, providing migration tools for device replacement. Sprint tracks data and voice use. Thus, this can be proactively measured against the carrier's invoice. 1.17 Geographical Device Tracking Service The geographical device tracking service shall have a method (or mechanism) to track individual wireless devices within the State of Florida. The device's location shall be tracked utilizing latitude and longitudinal (Lat-Long) coordinates. It is desired the device logging interval be a parameter controlled by the SUNCOM Client but ifnot possible, the Lat-Long coordinate shall be logged on a defined interval in minutes continuously during designated time periods. The logged information for each individual device shall be electronically stored and maintained by the Service Provider for a period of thirty (30) days. A daily record (electronic file) of all logged devices activity shall be provided to OMS via agreed upon electronic transfer protocol daily and/or upon request. The Service Provider shall provide the total data file at the end of the applicable month. The Service Provider shall also provide API access to its network services via a Web-services framework to enable OMS to develop application or to integrate with other applications. The longest time interval between location attempts that Sprint would impose for a given device is 10 minutes. The geographical device tracking service shall include a management web interface (GUI) accessible to the SUNCOM Client that shows relevant devices' general location in real-time. The web interface shall plot individual device day history locations, and real-time location on an electronic Florida road and county map. The mapping software shall be capable of filtering based on a defined group of devices or a single unit. The Service Provider shall identifY all devices in their product database that support the geographical tracking functionality noting the degree of accuracy for each or provide a website that contains this information. Any device not supporting geographical tracking functionality shall be noted on the Service Provider's ordering interface (the tracking feature option shall be disabled for ordering purposes), and the Product Catalog submitted to OMS. In lieu of a product catalog, Sprint shall provide a website that list all COMA devices launched in 2006 and beyond that are certified for all Location Based Services (LBS), as well as many prior to that date. Existing devices can be found at www.sprint.comlphones. Regarding degree of accuracy, under the same conditions there will be similar degree of accuracy regardless of device type. Sprint shall use the best available technology to obtain the location fix. The level of accuracy is environment driven. For example in-building, where GPS positioning is blocked The Service Provider shall provide terrestrial positioning (AKA: tower triangulation). Along with the location value the uncertainty value of the location fix in meters indicating the quality of the location fix shall also be returned. Due to network assistance Sprint GPS receivers typically perform better at lower signal levels than stand-alone GPS units. The Service Provider shall not provide the SUNCOM Client with the option to activate geo- tracking services via the Service Provider's ordering interface prior to OMS notifying the Service Provider the SUNCOM Client has established a geo-tracking billable account. Upon receipt of the OMS notification, the Service Provider shall activate the SUNCOM Client account to allow them to activate geo-tracking for the devices managed under the account. Once tracking has been activated, the Service Provider shall electronically notify the SUN COM Client via the tracked device that device tracking has been enabled. The geo-tracking service shall permit SUNCOM Clients to activate (or deactivate) tracking of the subscriber supported device. It is desired that the subscriber shall be able to pick the start and stop times (e.g. starting at 7:00 AM and ending at 6:00 PM to track strictly during the business day) and the frequency of Geotracking sampling. The sample frequency options available to them for Contract No.: OMS 10/11-0088 Exhibit 1 Page 24 of 43 collecting the tracking data should include interval ranges of at least fifteen (15) minutes, thirty (30) minutes, one (I) hour, and once daily. Meeting this requirement is driven by specific application and logic on the handset. Certain applications such as Actsoft, Telenav, or Xora can provide clock-inlclock-out capability within their third party application. Geofence triggered tracking may also allow for start/stop as a user enters a defined geofence area. These functions will depend on the third party application that is selected. Sprint also provides API access to its network services via a Web-services framework to enable OMS to develop application or to integrate with other application. The Service Provider shall send a real-time notification message to DMS every time the SUNCOM Client activates (or deactivates) geo-tracking on a device. The message will contain the: (a) SUNCOM Client's account number. (b) User !D, name, and email address of the person making the change. (c) Choices made by the SUNCOM Client: I. Device !D (phone number and data device identifier 2. Start-Stop times 3. Sampling frequency Exception: Sprint takes exception to (a) through (c) 3 above. The reporting and notification capabilities available are highly dependent on the end solution that is chosen. Sprint does not provide this level of notification, but specific notifications can be determined by the chosen third party application. The Service Provider shall compile all of the location records collected in the previous 24 hours into one file and electronically transfer the file report to DMS daily. Each record will contain the following: (a) Device !D (phone number or data device identifier) (b) Twenty-four (24) location history with location (Lat-Long),date and time for each unique sample entry. Exception: Sprint takes exception to items (a) through (b) above. Sprint does not offer this as a standard offering but could be offered by a third party provider. As a part of the same transaction, the Service Provider will supply a summary showing how many records are included in the record file. DMS shall verify the number of records equals the summary and ask the Service Provider to resend the batch file or summary if a discrepancy is noted. If a discrepancy is found, DMS shall provide the Service Provider an exception report and shall not pay for records outside of what was requested (i.e. absent of proof and reconciliation). The regular monthly invoice from Service Provider shall include a charge for all of the tracking records supplied to DMS for the prior month. The tracking data supplied daily shall be used as the invoicing detail (substantiation of the invoice) thus the total charge shall equal the number of valid records (i.e. complete records within the parameters the customer requested) DMS tallied during the month. A compilation of the daily summary amounts is the quantity that shall appear on the vendor invoice. Sprint Business Mobility Framework Overview Contract No.: OMS 10/11-0088 Exhibit I Page 25 of 43 Sprint Business Mobility Framework allows State of Florida to locate, track, direct, message, and share information utilizing Sprint's Network capabilities, an enterprise IT application environment, and mobile workforce devices or assets: • Location Services (Cen Sector Location and Precision Location): Sprint uses cell/sector, Assisted Global Positioning Systems (A-GPS, satellite-based) and Advanced Forward Link Trilateration (AFL T, tower-based) capabilities to deliver fast and accurate location data • Presence Services (Presence and Presence Notifications): Sprint uses Presence (current "on" or "off' status of device) and Presence Notifications (change in status) capabilities to deliver status information for authorized Sprint PCS 3G devices. • Alert Services (one-way text messaging): Sprint uses SMS (text) and Play Voice XML (voice) capabilities to deliver messaging options through the Sprint Business Mobility Framework gateway Sprint Bnsiness Mobility Framework Permits 1. State of Florida develops applications based on your specific requirements or purchases an application pre-certified on the Sprint network. Sprint shall help State of Florida identify existing applications or other third party applications eligible for integration with Sprint Business Mobility Framework. 2. The State's IT staff or a System Integrator can integrate the State application(s) through a secure SSL connection. 3. State of Florida purchases or utilizes existing GPS-enabled devices, and purchases individual Sprint Business Mobility Framework services, based on the application requirements and frequency of use. Sprint Business Mobility Framework Solntions Includes: • Sprint Mobile Locator -Sprint-branded location application with location presence and messaging services in a bundled product solution; a solution designed for customers requiring basic location and mapping services to improve the productivity of their mobile workforce. • Field Service Automation -Provides mobile technicians with access to software designed to automate core business processes and coordinate work orders. • Field Force Management and Sales Force Automation -Allows businesses to reduce expenses associated with transport and delivery of products and services through improved monitoring and management of mobile employees. This category includes Sales Force Automation (SF A) solutions that extend CRM software to sales personnel for pre-sales and post-sales activities in an organization. • Fleet Management -Monitor and manage assets and equipment and include location services (monitoring/tracking, routing, mapping, traffic weather alerts); work order management (record shift times and breaks, capture job and work order information, expense reporting), and dispatch functions Gob order scheduling). • Asset Management and Tracking -Monitor and track high-value assets using specialized devices. Technical Functionality Details Account management is enabled through the consumer web portal. Application developers use Application Protocol Interface (API) hooks through Software Development Kits (SDK) provided by Sprint. Contract No.: DMS 1O/II-008B Exhibit I Page 26 of 43 • Precision Location (Includes AGPS and AFL T) provides the latitude and longitude of a device along with an accuracy estimate (accurate within 5-300 meters depending on conditions). • AGPS (Assisted GPS) determines location utilizing Sprint Infrastructure and Satellites. Line of sight to three satellites is not required as in regular GPS technology, but two satellites must be visible for a precise AGPS fix. • AFL T (Advanced Forward Link Trilateration) determines location through the phone by taking measurements of signals from nearby cellular base stations (towers) and reporting the time and distance readings back to the network. The network then calculates an approximate location of the device. In general, at least three surrounding base stations are required to get an AFL T position fix. Cell Sector Location provides the latitude and longitude of a device (accurate within the signal zone of a COMA tower). The device location is within a wedge-shaped cell sector, much faster than precision location, more accurate in urban areas than rural areas. Presence Services Presence provides a status indicating whether the device is on or off. Presence Notifications alerts the application when a device is turned on or off. Security parameters are in place to ensure only authorized users can access presence information. Alert Services SMS Alerts (Text Messaging) enables application server to send a text message easily to a device. • State of Florida can send an SMS message to a single device or up to 20 Sprint PCS 3G devices at one time. • The Play Voice XML version supported by BMF is 1.0. Sprint Business Mobility Framework Manager Sprint Business Mobility Framework Manager provides self-management portals with integrated application and privacy management: Administrative Portal Your Telecommunication Administrator's Portal: • Provides a web-interface to manage which applications can use Sprint Business Mobility Framework services and which devices those applications can query • Enables Sprint and third party administrators to manage applications and ensure applications can only query devices that have given them permission • Provides a number of management features including Work List, TPA Management, Device Management, and Group Management Consumer Portal The Consumer Portal allows Sprint PCS Vision subscribers to manage permissions to location and presence applications made available to them by third party providers. Individual subscribers can: Contract No.: OMS 10111-0088 Exhibit I Page 27 of 43 • View, accept, and reject application invitations • Create and cancel subscription requests to applications • Block applications from sending invitations • Change personal preferences such as disabling text messaging or administrative authorization Certified Sprint Business Mobility Framework Partners for Application Development Sprint Business Mobility Framework provides a software development environment with highly interoperable web services. Sprint has integrated with multiple developers. State of Florida can access detailed information on our certified partners at www.sprint.com. 1.18 Wireless Device Apps-Store The Service Provider shall provide an Apps-Store for wireless handheld device applications. The Apps-Store shall have a web-based interface for wireless device applications development and functionality to disseminate applications to the mobile device. The Apps-Store shall be provisioned with a state accessible and public accessible partition with public access to the state partition restricted. The Apps-Store shall be a tum-key solution with all software, hardware, and data transport links provided and maintained by the Service Provider for the term of the Contract. Sprint Nextel Corporation offers the "Business Applications Marketplace" solution to the Application Store requirement in this section. The "Business Applications Marketplace", provides Business and Government Agencies with Mobile Productivity Applications from a range of providers covering all major Mobile Device Operating Systems. The Business Applications Marketplace will operate as an extension of the suite of legacy Sprint Billed Solutions. The Business Applications Marketplace provides: • Business Mobility Applications for all Mobile Device Operating Systems • New Mobile Productivity Applications will be continuously added to the "Marketplace" • All Applications ordered through Sprint will be billed as part of your Sprint Nextel Wireless Services monthly bill. The Business Applications Marketplace shall provide the State of Florida if they wished to use this service to bill for the Mobile Applications that have been developed by the State. There is a set up process for this "Marketplace" that can be delivered for review, if necessary. From a process standpoint, the State of Florida would deliver the application -Sprint would bill the end- user, and then remit payment to the appropriately identified State Agency. 1.19 Coverage Maps (Voice and Data Web GUI) Within forty-five (45)-days from the contract execution, the Service Provider shall complete development and make available a "coverage map" webpage accessible via the wireless cloud and the Internet. The Service Provider shall maintain and update the wireless service webpage as required or directed by DMS at no additional cost. The Service Provider shall furnish a dedicated Internet accessible web GUI application database containing current non-proprietary, coverage maps to validate the counties, or portions thereof, where they have wireless voice and data services operating and providing reliable services, 24x7x365. The outdoor coverage maps should be detailed (marketing maps are not acceptable) and accurately reflect the reliable voice and data service areas. The Service Provider shall provide detailed in-network (no roaming) voice and data services coverage maps for the State of Florida, with a detailed overlay of counties and major highways. Contract No.: DMS 10/11-0088 Exhibit 1 Page 28 of 43 The coverage maps shall include a statewide map and county-by-county maps , s ixty-seven (67) in total. The map must include a reference to the propagation software use d and be in compliance with accepted mapping standards. Detailed engineering propagation maps are not required (at this time). The maps shall differentiate voice and data coverage areas. The Service Provider s hall highlight any areas on the coverage map s where roaming charges for voice or data will be incurred . The Service Provider shall include, on the services webpage, a li sting of all counties within the state where they currently have wireless se rvice available with the coverage pe rcentage for each. Counties with no coverage s hall be listed with a comment stating "no coverage available." After the contract award and as service areas are expanded by the addition of new transmission facility sites or other capabilities, the Service Provider shall update the coverage map database to accurately depict the Service Provider's wireless service area as required . The coverage maps shall be available, via the Internet , to potential SUNCOM Clients, and used to determine the best Service Provider's coverage area for a particular geographical area within the State of Florida. It is de s ired that a continental United States coverage map also be included. The coverage maps shall include a s tat e wid e map and county-by-county maps, s ixty seven (67) in total. Sprint shall provide file s to Florida in a digital format for use in their GIS sys tem. OMS waives tbe requirement for static coverage as long as: Sprint provides and maintains a wireless coverage GUIon the public Internet accessible to OMS and tbe end customer. bttp:llcoverage.sprint.comIIMPACT.jsp 1.20 Roaming There shall be no additional roamin g cost associated with a user account within the State of Florida. There shall be no roaming charge incurred by end-user accounts within the Service Provider's advertised footprint outside the State of Florida within the United States . Sprint does not charge for roaming for voice serv ices . Data roaming charges are applica ble after the 300MB cap is exceeded both in and out of the State of Florida . 1.21 Network Neutrality The Service Provider 's network shall be a "Neutral Network" which, in thi s in stance, shall be defined as: free of any re striction s which, degrade communication streams ba sed on the following, including, but not limited to: particular third party service providers, communication types, communication content , application, application data, application port s, or des tination s ite filtering by filter-list, URL , network-addres s, ho st-address, or other. The SUN COM end-user shall be capable of transmitting and receiving third party serv ice s and application data without restriction s s uch as: IP traffic throttling, blockin g mechani s ms, or other network traffic control scheme s which queue, shape, differentiate or degrad e the associated communication stream in any way. While connected to the Service Provider's ce llular netwo rk (via tran s mit/receive device), the wireless IP dat a mode of communication shall not be res tricted , blocked, or governed by the Service Provid er to hinder or prevent the execution of third party se rvices or applications. The Service Provider shall not block , re s trict, imped e (degrade), or negatively influence the communication stream of a third party service (or application) which may (or ma y not) include se rvice s (or applications) that compete with s imilar serv ice s available from the Service Provider. See the diagra m below. Co nlra cl No.: DMS 10/11-008B Ex hibit! Pa ge 29 of 43 .' , • , , Wireless Device With 3"'Party Servleos & Applications .' .' .' ~ ----.,c' ;;7 __ _ .' .' .' ---WI FI Path ••• __ .-Cellular Path The Service Provider shall not impede (degrade), block, or differentiate performance of third party wireless connectivity devices (data-modems, handhelds, routers, or other), which technically conform to, and are functionally compatible with , the Service Provider's wireles s network. The Service Provider shall not impede or degrade any transmit/receive device 's performance or any communication s tream s being processed by the device during a communication session. Sprint shall not intentionally degrade network performance affecting app li cations not purchas ed from Spr int. 1.22 Priority Connect Services The Service Provider's wirele ss network s hall be provisioned to support a Wirele ss Priority Service (WPS) scheme in compliance with the National Communications System (NCS) of the Department of Homeland Security. DMS is aware WPS is a federal program, administered by the National Commun ic ation s Sy stem (NCS) within the Department of Homeland Security (DHS) that provides the benefit of priority network access for qualified government and indu stry s ub sc ribers that must have commun ications capabi litie s in time s of national sec urity and emergency preparedness. DMS require s that the WPS se rvice s hall be deployed on the entire Service Provider Wireless network across the United States . Once WPS is activated, regi stered use rs shall be capable of dialin g a "three (3)-digit number to activate the priority connect feature before dialing the ten (IO)-digit telephone number. The call w ill automatica lly be placed in high-priority status and will be g iven priorit y for the next available wir eless channel at the originating radio access network. At thi s time , Sprint Wirele ss Co ntr ac t No .: DM S 10 /11-0088 Exhibit 1 I'age 30 of 43 s upp o rt s pri o rity features for vo ice traffic o nl y. Wireless Priority Service (WPS) is offered today to Federal, State, Local , and T ribal Government's authorized perso nnel , prov idin g pri o rity access to the public wi re le ss netwo rk during n etwo rk con ges tion. The se rvice is ac tiv ated by dialing a code and then the phone number. To take advan tage of WPS on the Service Provider Wirele ss network, authorized National Security and Emergency Preparedness (NS/EP) users must fir st apply to the NCS to rece ive thi s se rvice , by vi s iting the NCS' website at http://wps.ncs .gov/. Once NCS confirms e li g ibility, the NCS will then notifY the Service Provider th at the official request has been ap prov ed for WPS and that the se rvice can be added to th e use r's acco unt. Users may a lso contact the DMS Product Ma nage r, the Service Provider's Account Manager or the WPS Activation a nd Support depart ment at 877-262-2950 for further information. Additional informati o n regard in g the WPS program can be obtained by visiting http ://wps.ncs .gov. Higher priority -~ •• = I : ~ = I : --=.= --LOlNer priority EJ.cuth .. Le ll6er,hip .,d Poli cy M.~,s Di.lIste r R •• pon _ a nd Milt.y Commllnd .,d Control Public Hulth, SlIf.ty, and L ..-v Enforc.~nt Public SenAcas, Utiliti.s, lind PubllcWelhire Pri ority Co nne d Feature Gives the "Right of WaY' to Emergenc y Communications and is Compa tible with National Communications System (NCS) Esca lation Categories O nl y individuals in NS /EP positi ons are authorized to use of WPS. Five categories have bee n es tabli shed in order to id ent ifY critical NS /EP leade rs hip functions and determine e li g ibility . The NCS will be the decision maker on those subsc rib ers that are and are not eli gib le for WPS serv ice . a . Exec utive Lead ers hip and Policy Make rs b. Disaster Re s pon se/Military Command a nd Cont rol c. Public Health, Safety and Law Enforcemen t Co mmand d. Public Services/Utilities and Public We lfar e e. Disaster Recovery WPS is invoked by dialin g *272 prior to th e desti nat ion number: • WPS is an enhancem en t to bas ic ce llul ar serv ice th at allows NS /EP call s to queue for the next avai labl e serv ic e c hann e l • IOC provid es que uin g o n the o ri g in at io n of the ce llul ar call • FOC wi ll prov ide h andlin g from or igi nati on, through t he netwo rk, to th e call ed destination C ust omers must hav e leade rship roles in NS/EP to use WPS. Key re quireme nt s are as follows: • C usto mer mu s t be a Spri nt s ub sc ri ber Con tr act No.: DMS 1011 1-00 88 Exhibit 1 Page3tof43 • Customer must request WPS service at http://wps.ncs.gov/ or call l-866-NCS-CALL to apply • NCS will inform Sprint of those subscribers approved for WPS and at what Priority Level • Sprint cannot add, delete or modify a WPS subscription without NCS consent Emergency Group Connect Emergency Group Connect, also known as "ruthless preemption," provides network resources to specific subscribers during times of congestion. When Emergency Group Connect is initiated, all other Direct Connect calls occupying the channel are preempted to allow for the call to be completed. The emergency calls are initiated from handsets equipped with an emergency button. The emergency transmission is prioritized to a priority level of 0 and sent over the active channel, preempting all other calls that would have otherwise prevented its transmission. All active members of the user's talkgroup (including the dispatcher) immediately switch into a special emergency talkgroup and the Emergency Group Connect session begins. Emergency Group Connect is available on all iOEN handsets; however, the i325lS is the only handset that can initiate the call. 1.23 Test Plan (applicable to wireless data component) The Service Provider shall be responsible for testing the wireless data transport system to ensure proper performance as required as part of this contract. All wireless service system testing shall be coordinated with and approved by OMS and/or the applicable SUNCOM agency applicable to this contract. The Service Provider shall be responsible for testing each component of the wireless data service system including wireless modems (before and after installation, if requested by the SUNCOM agency), transport NNI, transport NNI failover, and closed user group configurations. The Service Provider shall develop and submit to OMS for approval a test plan and demonstrate successful IPSEC NNI failover testing for each NNI tunnel between the primary and secondary IPSec VPN appliances before SUNCOM service orders shall be permitted. All test plans and testing shall be coordinated with and approved by OMS. The test plan shall be applicable to the contract elements only. The test plan once approved by OMS shall be contained within the MCS Operational Guide. 1.24 Data Monitoring Tool Suite The Service Provider shall make available to OMS and the end-user a GUI tools which support administrative management of user accounts (e.g. activate or deactivate device), monitor per-user usage, track user activity, and monitor service agreed upon SLAs. Also, provide a list of GUI tools capable of troubleshooting user problems, monitor malicious activity, customer defined event notification, and excessive usage notification alarming as defined by the customer. The GUI tool suite shall be integrated into the OMS SUNCOM portal and made available to the OMS NOC and end customer. The tool suite shall be configurable and provide DMS functionality to monitor all user accounts while limiting the end customer to their particular users. Exemption: The Sprint solution to this requirement only supports selected smartphones and requires an appliance to be loaded. The solution does not support aircards or non-smartphone type devices. Sprint shall provide a Data Monitoring Tool Suite that is very configurable that shall be made available to OMS NOC and end customer staff. With these tools, the State of Florida shall have the ability to monitor all smartphones on the account and to easily restrict end customer access. The tool provides the required management functionality for smartphone data and the following other aspects of wireless use management. Contract No.: DMS 1O/l1-008B Exhibit 1 Page 32 of 43 GUI Based Monitoring Tool Outgoi ng Calls All Calls Incoming SMSs Outgoing SMSs AlIsMSs Incoming MMS5 Outgoi ng MM55 AIIMMSs Incoming PPMs Outgoing PPMs All PPMs Network Data Usage The to o l provides the fo ll owing GU I based Smartphone Data Monitoring tools and related functionality. ~ '-'-~ ... _ ... -.. _ .. --. ..... "'-..-- ~ "" _., J aDii:m 0 cmmg l'!: l Il:IlCIlCI-=:Ic:::c:::lltc:IIl::::Ilr::::c:c:::lllC:ll::ll:l_==- ~ .. _. .t ...... , ....... , ....... ,,_ j_'~'.I ."""JI '~""!.,""'l r_ I .......... '...,.~ .IAo..... 1'""_ I ... ,j ., Smartp hone Data use is recorded a long with the fo ll owing inform ation: • Network • Carrier • Towe r • KB Downloaded • KB Uploaded • Time • Signal Strength • Blocked YIN • Location • Any associated URL • T he flowing are spec ific requirement s in the stated section and our re spons e: • End-u se r GUI t oo ls which s upport administrative manage men t of user accounts (e.g. activate o r deactivat e device) The too l provides a GU I based set of tool s for admini sterin g th e management of lin es. In addi tion to bein g a ble to DEA CT IV ATE a Smartph o ne dev ice, yo u can contro l many aspects of how Smartph one devices are used. At a minimum a user has the abi lit y to Deactivate, Lock, Wip e, Kill and trac k a Smartphone d ev ice. Con tr act No.: DMS IO/II-OOSB Exhibi t 1 Page 33 of 43 Additionally, a user has the ability to control many of the aspect of how Smartphone devices are used. Profiles can be established that provide the following controls at a minimum: • Limit the amount of data use before a Smartphone device ceases working • Restrict Smart phone International Use • Send out alerts based on amount of Smartphone data used, sites visited etc. • Block access to certain si te s or restrict who a user can exchange data with All profiles can be adjusted by different parameters, for example time of day. The State of Florida has the ability to restrict a Smartphone use r from visiting facebook during business hours ifso desired, but allow such access afte r a set time, for example 6pm. The tool s have the ability to provide GUI based tools to monitor Smartphone use on a per lin e bases. Monitoring can be set for In co min g and Outgoing Calls, SMS, MMS and PIN to PIN Messaging (PPM). Additionally th e tools can mon it or Applications Device Information (S IM 10, ESN Etc.), Status (On, Off etc .) and Smart phone Network Usage. Co ntract No.: DMS 10111·0088 Ex hibit I Page 34 of 43 ... Calls ... Incoming ... Outgoing ... SMS ... Incoming ... Outgoing ... MMS ... Incoming ... Outgoing ~~ ... PPM ... Incoming ... Outgoing -... Application ... Device Status ... Device Information Irr.II Network Usage Smartphone user activity can be tracked if any of the above mon itoring options are selected. Additiona ll y, if GPS is enab led, a location can also be provided for spec ific ca ll s, messages or data use . The typical SLA items that can be tracked are coverage . Mon ito r ma lici o us a c t iv ity; All Smartphone call s, messages and data use are logged. Malicious activity can be tracked and quickly identified . Once messages are in the system, we provide key word filtering for malicious activity iden t ification and tracking. C u stomer de fin ed eve n t no tifi cation, and excessive usage notificat ion a larm in g as d efi ned by the c ustomer; An example GUI interface is provided be low. The system provides a very robust facility for defining events for notification . Minimall y, Smartp hone users can set notification for the following: • Specific data use • Non use • Hits on specified URL's • Messages sent to specific numbers • International or other location based alerts The GU I tool can be integrated into the DMS porta l, the method of integration will depend on the techno logy dep loyed. At a minimum a link, tab or other input can be associated . Single sign on is a lso desirab le. Contract No .: DMS 10111 ~008B Exhibit 1 Page 35 of 43 Sprint is proposing a Smartphone Oata Monitoring Tool Suite that is VERY configurable and can be made available to OMS NOC and end customer staff .The users can access the information thru a link thru Oasis in the mobility section. They will be able to see a das hboard of item s as it relate s to the monitoring of the Smart phone device, it does not work on non-smart phones. With the se tools in place, the State of Florida wil l have the ability to monitor all smartphones Note: Embedded devices will depend on whether the application can be loaded on the device and has the capability for interaction monitoring. Aircards only if they are in a laptop and the application actually loads on the laptop, not the Aircard. 1.25 Vo ice Mon itoring Tool Suite The Service Provider shall provide a web-based tool capable of monitorin g Smartphone voice account informat ion, us age minutes, calling activity, activation/deactivation functionality, overage alerts, and service area outage information. The tool s uite shall be integrated into the OMS SUNCOM portal and made available to the OMS NOC and end customer. The tool suite s hall be configurab le and provide OMS functionality to monitor all Smartphone user account while limiting the end customer to their particular users . Exemption: The Sprint solution to this requirement only supports se lected smartph ones and requires an appliance to be loaded. Th e s olution tloes not support non-smartph one type d e vic es. The monitoring tools provide a web interface giving the State of Florida the ability to monitor smartphone voice account information including usage minutes. At the account level , many aspects of the Smartphone wireless use are tracked. At a high level the following common items are available: • Total Voice Minutes • Peak Minutes • Off Peak Minutes • Peak Mobile To Mobile Minutes • Available minutes • Minutes overl under plan allowance • Radio Minutes • Incoming Minutes All of the above are tracked at the li ne level and a re available for reporting at the line , account or another level. . , , . ... l1W>lllI ... nUl • , . -........ '" '!J.lIt "" . , .. -""""'"' VIC ....... 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",,,-_ .. 1'tI_ ... ,,.~_o -" ......... __ ........ .... ,~u n ...~ ,.J.Mot."I' • n ,.JMI."" _. ,.,....,,, .. -n • .w60ll'l .n ")..4M.1I .. -no.-Hf." .. .., lito .... - ",c"" •• M_ ...... M_ '-,., ... 'ofl .. s.'" IIW .. ~ .. ,..,. A<""'-' C ..... I_ Compiol. Mil ... " .. """ YoWoliDu --"M_ Mit .... " ., .wJ ~-:..~rry\lJl9l_ ... -Mil .... " , .. .wJ -.~ --"M _ _ .... "". ..!!!!.J "" _. ~.--,. •• _ UI .W1J ,.'" --_ ..... 110) .wJ Th e syst em al so prov ide s a tr ac kin g mec hani sm fo r th e STATUS of a ll lin es, in c lud ing A CT IV E, T E RMINAT E D. LOST , SPARE, STO LEN . etc _ Addition al St atus's can be add ed by th e c lient. Co ntract No.: DM S 1O/11 -008B Ex hi bit I Pag e 37 of43 l ast Na m e : Fi n:t Na me: IAdams II Abigail Emplovee ID: II ~Co~mrnp~·m"VL-__ ~~Di~vi~.i~o"L-~-,iD~c~ptL-__ ~~ "1,,,,0,-' ______ ---'II12'"°°"-__ --'"'.JL~'O"'o"'o ____ J:I.!d1 ESN: ) XXXTGN9Z9D PIN: 1 Device StilhJ ~ Device #: Radio: I1IP,,-, ________ ~ 17145551118 11 2 86'"79 '"1379 1 LI _________ -' Carrier Acct #: Rat e Code: Contract Plan: 1994558815 II BZAD7 1 1 fil gr ~Do~m~a~i"~' ::J IClA dm 1-.. I ~po l iCY ~E d it ~Reporti ntl iDReim burs e lORe capture Login E-mail Address: 1 Reports and alerts can be set for real time use or historical. For real time alerts, thresholds would be set by line or group of lines, and alerts would be triggered based on exceeding the threshold. As is shown here, the total allocated time threshold can result in one or several alerts. The Sprint Accounts Portal is an interactive website that provides acce ss for key DMS pers onnel to wireless network performance information. Network health information will be available such as: • Reporting on the health and welfare of the network: Users can view a national map depicting blocked call rates, dropped call rates , call success rates and the number of call attempts by city or by tower. • Application Status: Shows status of specific applications over 8-hour time-frames. Color-coding indicates health of specific wireless applications. • Service A lerts: Displays a list of major service alert s, both current and over the past 24 hours. • Real-time outage status: Provide s text message notification of network problems or service outages. Contract No.: DMS 10111-0088 Ex hibit 1 Pag e 38 of4 3 • Scheduled maintenance events: Provides a high-level description of scheduled hardware/software maintenance events and upgrades that are customer impacting. • Monitoring of specific sites: Users can enter a list of cell sites of interest, enabling quick access to specific information. The Accounts Portal shall provide the State the Florida with the most accurate, up-to-date network performance tools. The tool suite shall be integrated (or at minimum a link) into the DMS SUNCOM portal and made available to the DMS NOC and end customer. The tool suite shall be configurable and provide DMS functionality to monitor all Smartphone user accounts while limiting the end customer to their particular users. 1.26 Voice Handheld Devices The Service Provider shall provide at least one device in each of the following categories throughout the life of the contract: • Conventional Device: a standard voice handheld device with integrated data functionality. This phone shall be Full-duplex, Digital, and Multi-mode: The term multi- mode designates a phone that supports the frequency bands utilized by the Service Provider's wireless network. These phones shall feature full duplex digital technology, mobile to mobile, and PSTN interconnect operation. This type phone shall be offered as the basic phone for all new subscribers as part of the service package. • Push-to-Talk (PTT) Device: a PTT voice handheld device with integrated data functionality. This phone shall have combined the functionality of a Conventional Device (above) with Push-to-Talk (PTT) operation between mobile units. • Premium Type Device: a premium handheld device with integrated data functionality such as iPhone®, Droid®, or Blackberry®. 1.26.1 Minimum Requiremeuts All voice handheld devices shall meet or exceed the following minimum requirements: a) 12-button (or simulated) keypad (0-9, *, #) in handset b) 50 number memory, 16 digits (minimum) per number stored. c) Support Text, SMS, and MMS messaging d) Controls and indicators as required to: e) Originate and receive calls control, l) Power On/Off, g) Call in Progress (In Use), h) No Service, i) Battery Status, j) Roaming or Home area service, k) Character display with memory recall of all stored digit, I) Call log showing missed calls, dialed calls, and received calls, Contract No.: DMS 10/1I-008B Exhibit 1 Page 39 of 43 m) Auto redial, n) Ring silence or vibrate settings, 0) Volume control, p) An On/Off switch, and q) PTT button as applicable to operation mode r) Rechargeable battery, AC charger, and associated antenna(s) included 1.27 Data Transmit Devices The Service Provider shall provide at least one data transmission device each commercially available form factor (PCMCIA, Express, USB, Tether, and Cellular ModemfWireless Routers). The data transmission devices shall be compatible with any standard computing device such as: laptop computers, personal digital assistants, notepads, handheld, router (with modem slot or adapter), etc. At all times during the life of the contract, the transmission devices (internal or external) provided under the contract shall be capable of transmitting information at the highest throughput rate commercially available on the Service Provider's wireless network. The Service Provider shall include, at no additional cost, the associated device antenna(s). The Service Provider shall provide all applicable device softwarelfirmware including a management plan to update each device offered, as required. The Service Provider shall accomplish the software/firmware updates through their wireless network if possible. At the discretion of OMS, software/firmware update revisions shall first be tested using a seed lot (approximately twenty users) of the OMS customer base before the update is made available to all customers by Service Provider. The seed lot users shall be determined by OMS upon the Service Provider's request, and shall be made up from different agency users such as HSMV, FDLE, DOH, DOT, DCF and others. The latest softwarelfirmware list on the Service Provider's SUN COM services webpage shall be tested or approved by OMS. 1.28 Text Messaging-Only Devices The Service Provider shall provide, for the life of the contract, a wireless handheld device that can be provisioned to only permit SMS (text messaging) and 911 wireless transmissions. With the exception of 911 calls, the handheld device shall not be configured with voice functionality or have the ability to enable voice functionality by the end-user. Some Sprint brands can be provisioned to disable voice and function as a Text Messaging Device only. 1.29 HeIpdesk The Service Provider shall provide a centralized trouble reporting and maintenance system ("Helpdesk) for use by the Department and SUNCOM Clients. The Helpdesk shall accept and promptly respond to all incoming calls, faxes, and e-mails received during (i) normal Business Hours, and (ii) emergency situations as determined in advance by the Department with reasonable advance notice. In all cases, The Service Provider shall open an incident ticket with the date and time indicated to capture the reported problem. The incident record shall contain the caller's name, contact information and a brief description of the reported problem. It shall be The Service Provider's sole responsibility to resolve the problem as soon as practicable. The Service Provider shall provide an electronic, consolidated incident status report weekly for all open trouble tickets to the Department. The status report shall be electronically formatted as specified by the Department and reference the incident number, state the reported problem, the resolution, Contract No.: OMS 10111-0088 Exhibit 1 Page 40 of 43 resolution date and time or provide a target date for resolution and other information as requested by the Department. After The Service Provider resolves the reported problem, the Service Provider shall closeout the incident record with a complete description of the reported problem and the corrective actions taken by the Service Provider. The Service Provider shall assist the Department with the integration of the Helpdesk with the Department's Service Desk, Service Desk Express application and/or other existing DMS helpdesk system(s). The Service Provider shall make available a web-enabled trouble ticket tracking system with GUI. The tracking system shall contain a complete database of all open and closed trouble tickets for the life of the Agreement. The Department shall have a master account listing all service trouble tickets within the database. The SUNCOM Client shall have limited access to only the trouble tickets applicable to their End-users. Trouble ticket history shall be provided by the Service Provider through API, or an equivalent method. Trouble ticket information shall contain all information related to the incident and identify the item by the Department inventory number. The Service Provider shall provide the capability and functionality for the Department to collect trouble ticket information as described. The Service Provider shall provide useable interfaces to its ticketing system for all SUNCOM Clients and the Department. Sprint shall work with the State through the implementation process to develop a ticket reporting tool. Sprint will provide Helpdesk to Helpdesk support. Sprint will provide an interface to access the ticket data. 1.30 Network Trouble Reporting. Upon notification of network trouble FROM THE STATE OF FLORIDA, the Service Provider shall respond to the trouble reports within four (4) hours of notification. A verbal report of trouble clearance shall be furnished to the Department within one (I) hour of trouble clearance, and a copy of the Service Provider's written trouble ticket shall be provided upon request. In the event of a transmission facility site, network, or large-scale failure, the Service Provider's Network Operations Center (NOC) shall provide notification to the Department immediately (within One (I) hour) after the occurrence when it will affect wireless services potentially or imminently. 1.31 Department Test Accounts. The Service Provider shall configure (or re-configure) the devices and/or accounts within their wireless network equipment as directed by the Department at no cost. The accounts may be used by any SUNCOM Client at the discretion of the Department for test and evaluation purposes. The test accounts shall be controlled (activated or deactivated) and/or supervised by the Department. The Service Provider shall provide (up to 10) voice accounts and handheld devices for test purposes. The test devices shall be representative, equal in functionality, and support all features that are inherent to the Service Provider's commercially available network. The test units shall be premium (highest functionality) devices with integrated voice and data feature functionality. The Service Provider shall provide (up to 10) data test accounts and transmission devices for test purposes. The Service Provider shall include two (2) representatives for each form factor commercially available and shall support the premium feature suite commercially available for that particular form factor. Contract No.: DMS 1O/11-008B Exhibit 1 Page41of43 All test accounts and devices shall be configured to operate (transmit/receive) on the Service Provider's network throughout the continental United States, only. Also, the test accounts and associated devices shall be assigned and used by the Department personnel without limitation in order to test, evaluate, and observe the Service Provider's quality of service over the life of the Agreement. 1.32 SUN COM Client Testing and Evaluation. Prior to making their initial order for Service, SUNCOM Clients shall be permitted to obtain wireless demonstration equipment (including airtime) for the purposes of testing and evaluation at no additional cost. The demonstration equipment shall be made available for a period of thirty (30) working days. Any demonstration equipment forms and processes shall be reasonably provided, managed, and maintained by the Service Provider. The Service Provider shall post (on their webpage) the step-by-step procedure the SUNCOM Client is required to follow in order to obtain the demonstration equipment. The Service Provider shall coordinate directly with the SUNCOM Client regarding demonstration accounts and devices. 1.33 Weekly Conference Calls. The Service Provider shall participate in a weekly conference call with the Department to discuss and provide status on all open or unresolved issues related to the Services (including trouble tickets). It shall be the responsibility of the Service Provider to coordinate and initiate the call at a time acceptable to the Department's staff. At the Department's discretion, the call frequency may be modified. 1.34 Operational and User Guide The Service Provider shall assist DMS in developing and maintaining a User and Operational Guide. The User guide is intended to provide a set of instructions for the customer on how to use the service. The Operational Guide shall contain DMS instructions, processes, and procedures that shall be followed by the Service Provider while delivering the contracted wireless services as specified herein. 1.35 Escalation Requirements The Service Provider shall develop a escalation procedure and contact list to be used for unresolved SUNCOM Client problems, unresolved network problems, or problems not being resolved in a timely manner shall include names, titles, and phone numbers of contacts in the Service Provider's escalation chain. 1.36 Planned outages Sprint shall provide DMS with an outage broadcast notification and up to 100 DMS selected customers per Sprint's SLAs in Exhibit 5. Customer notification is sent via the Enterprise Notification System (ENS) for planned and unplanned downtime on the Sprint Network. To receive notifications, Customer must be subscribed to the Customer Notification Service. End-users shall enroll for the Customer Notification Service via the Service Provider's online notification service for no additional cost. Customer Notification Service supports all wireless voice and data products, and IP Products (dedicated IP, MPLS, SprintLink Frame). Contract No.: DMS 10/11-0088 Exhibit 1 Page 42 of 43 For [P services, the Service Provider schedules maintenance identified as "customer impacting" on Monday between I A,M. and 5 A.M. local time for U.S. customers and on Saturday between 12 a.m. and 6 a.m. for international customers. Wireless and Wireline maintenance takes place II p.m. -6 A.M. Sunday through Thursday. Customer impacting from I a.m. to 5 a.m. Maintenance activities not expected to affect State of Florida are scheduled between II p.m.-6 a.m. local time. For, [P based services including MPLS the standard maintenance window is Monday between 12 a.m. -6 a.m. and 12 a.m. -6 a.m. on Sunday for International locations. Customer impacting activities are changes that cause: • Degradation to voice services • Degradation to provisioning • Degradation to data services Planned Downtime Customer Notification" The Service Provider notifies End-users at least 14 days before any scheduled wireless and Wireline network maintenance that could affect State of Florida service. Occasionally, it is necessary to perform demand or emergency maintenance to prevent an outage condition. The Service Provider performs demand maintenance during the next available scheduled maintenance window and emergency maintenance is performed immediately. 1.37 Unforeseen Outages Within four (4) hours of Sprint realizing a customer-impacting outage, Sprint shall send a notification up to 100 DMS and up to one hundred (100) selected customers communicating the wireless or wireline services may not be available with an estimated time for service restoration. From a cellular tower standpoint, it is understood users located in the affected area may not receive the broadcast messages. This message includes event type, start and end dates and times, areas and platforms affected, and customer impact. 1.38 Hardware Shipment From the Service Provider receipt date of the complete OaSIS electronic service account order, the Service Provider shall MAKE COMMERCIAL REASONABLE EFFORT TO ship the ordered hardware to the delivery address within seventy-two (72) hours excluding state holidays. [fthe Service Provider is unable to ship the ordered hardware due to unavailability (out of stock), the Service Provider shall send an electronic notification to DMS and the end-user within seventy-two (72) hours of order receipt date. Shipments related to "Enhanced Services" hardware are exempt from this requirement. 1.39 Existing Wireless Data Customer Migration Once the Service Provider receives the complete OaSIS electronic service account order to migrate the existing wireless data customers, the Service Provider shall move all existing wireless data users to the new MFN access method as specified herein within one hundred twenty (120) days. [n cases where continued issues arise Sprint will notify State of the problem. Contract No.: DMS 1O/1I-008B Exhibit 1 Page 43 of 43 EXHIBIT 2 -BUSINESS PROCESS AND OPERATION Contract No.: OMS 10111-008B Exhibit 2 Page 1 of23 Exhibit 2.0 Sprint MCS Business Processes and Operations Table of Contents 2.0 I Bu s ine ss Model General Description ................................................................................... 3 2.02 Implementation Timeline ..................................................................................................... 3 2.03 SUNCOM Client Ex perience ............................................................................................... 3 2.03.1 OaSIS Website ........................................................................................................................... 4 2.04 Business Process Technology and Core Data ...................................................................... 4 2.04.1 OaSIS Managed Sessions ........................................................................................................... 4 2.04 .2 Data and Relationships ............................................................................................................. 5 2.05 Business Process Flow and Service Provider Duti es ........................................................... 5 2.05.1 Transition Period ....................................................................................................................... 7 2.05.2 Steady State Business Process ................................................................................................ 12 2.06 Sprint Wire less Services Product Annex ........................................................................... 18 2.06.1 Usage Charges ......................................................................................................................... 18 2.06 .2 long Distance/Special Services ............................................................................................... 18 2.06.3 Mobile Termination Charges .................................................................................................. 19 2.06.4 Wireless Metering of Data Usage ........................................................................................... 19 2.06.5 Credits for Redialed Calls ........................................................................................................ 19 2.06.6 Customer Affiliates .................................................................................................................. 20 2.06.7 Provisioning and Returns ........................................................................................................ 20 2.06.8 Insurance ................................................................................................................................. 20 2.06.9 Resale ...................................................................................................................................... 21 2.06.10 Equipment and Software .................................................................................................... 21 2.06.11 Annex Definitions ................................................................................................................ 22 2 .07 Enduser Identific ati on .................................................................................................... 22 Co ntr ac t No.: DMS 10 /11·00 8B Exhibi t 2 Page 2 of23 2.0 I Business Model General Description To deliver service, a comprehensive business-to-business (B2B) process shall be implemented between DMS and the Service Provider. The process shall use significant automation to implement the DMS standard business model as governed by Section 282, Florida Statutes, and Chapter 60FF-2, Florida Administrative Code. The Service Provider shall provide DMS all products and services information with relationships that identity which products and services are compatible. SUNCOM Endusers p lace orders (Customer Services Authorizations, or CSAs, in Florida Administrat ive Code 60FF-2) through the DMS Open and Shared Information System (OaSIS). Orders are passed electronica ll y to Serv ice Providers who update the fulfillment status. Upon order completion, Service Providers then invoice DMS monthly for services rendered to all SUNCOM Endusers through a single invoice to DMS with supporting detail and utilization in e lectronic files. Th is supporting detail includes auditab le charges at the activity level capable of being tracked to the SUNCOM Enduser. The Service Provider shall not be obligated to directly invoice or collect payment from SUNCOM Endusers for any product or services purchased through OaSIS. 2.02 Implementation Timeline Figure 2: I is the timeline identitying milestones to be achieved by both DMS and the Service Provider to implement the agreed B2B model. ~ ~, RHuign IAlfIoCYCu l l_ kliolonl SUNCOM Mill., ~ and develop integf1llion .-pMiitie. MigrlbDn 01 , ..... irW>g CUlI_ Tra nsi tion Period (8 months) 0" --/ "-~ - Deectiv .11 , ... ,"",." .. reuslgMd Legoq ..... bllunde< C""tomefI l nd This ContnH:I \ actnrlte SU NCOM ln1egrelion tegacy CUSlorroet dala e ....... 10 OOrTel ln balch Figure 2:1 New CUSIOIneI'S & f'IodudsIServIc. ~ Steady Sta te (9" month thrwgh ~ of eontraet) ,~ ~-..., DMS and the Service Provider agree to make available the required test sites to imp lement the applicable prototype integration modules. 2.03 SUNCOM Cl ient Experience SUN COM Endusers shall obtain and manage their wireless telecommunications Products, Services and costs using OaSIS. SUNCOM Endusers shall have the ability to login and navigate OaSIS to review their inventory , orders, accounts and charges. SUNCOM Endusers seeking to purchase , change or learn details about the Products/Services provided shall do so through OaSIS from information supp lied by the Service Provider and approved by DMS. Contract No.: DMS t 0/1 t ·0088 Exhibit 2 Page 3 of23 OaSIS integration with the Service Provider shall not preclude branding and marketing. OaSIS shall display Service Provider logos in association with the Products/Services offered by the Service Provider through SUNCOM. 2.03. I OaSIS Website OaSIS shall be the exclusive SUNCOM Enduser portal to all systems. Orders shall be configured and distributed from OaSIS. The Service Provider shall produce an electronic file of all Products/Services, including relationships, for OaSIS to identify the necessary business rules for ordering Service Provider Products/Services. The Service Provider shall include valid specifications, pictures, and details on all devices. The Service Provider shall provide coverage maps that are accessible to the SUNCOM Enduser from OaSIS. The Service Provider shall impose no tenns, conditions or requirements that are not identified herein. When a SUNCOM Enduser selects a Closed User Group under Profile I (as referenced in Exhibit I), OaSIS shall present the following disclaimer for the SUNCOM Enduser to agree as part of the work order submission: AAA AUTHENTICATION RELEASE: As addressed and defined in the Service Operational Guide, the Service Provider may provide SUNCOM Endusers with Closed User Group services ("AAA Services"). As the Service Provider provides AAA Services and generates credentials for an Enduser Device, the SUNCOM Enduser will not hold the Service Provider responsible for any delays or errors that could arise in retrieving information from the Enduser. "Infonnation" the Radius AAA usemame/password as well as the State of Florida assigned IP address. The SUNCOM Enduser will further release the Service Provider and DMS from any and all third- party claims, losses, expenses, demands, actions or causes of action arising out of a delay or error in infonnation for the AAA Services. DMS shall establish and maintain SUNCOM Enduser Billing Accounts. Account management functions shall be perfonned entirely by OaSIS. DMS shall transmit work orders to the Service Provider using APls when SUN COM Endusers seek to add, modify, or discontinue a Product/Service offered by the Service Provider. Product/Service maintenance shall leverage the APls to electronically transmit work orders to the Service Provider. Service Provider shall accept supplied order data from OaSIS and provide back to OaSIS all data field requirements established by DMS through APls for work order fulfillment. Service Provider shall manually complete work orders in OaSIS if automated routines are not available from the Service Provider based on the type of work order generated by the SUNCOM Enduser. 2.04 Business Process Technology and Core Data 2.04.1 OaSIS Managed Sessions OaSIS shall be the only state system granted access to the Service Provider's systems. Additional systems requiring access to the Service Provider system may be mutually agreed upon by both parties. Managing SUNCOM Endusers' ordering pennissions in OaSIS is solely the responsibility ofDMS. Contract No.: DMS 101l1-008B Exhibit 2 Page 40f23 2.04.2 Data and Relationships OaSIS shall contain a comprehens ive s et of all ordering and inventory data elements as respectively assigned by the Service Provider and DMS. SUNCOM Endu sers shall view their comprehensive order information as well as inventory information from OaSIS . The conceptual data diagram in Error! Reference source not found. below, combined with the data dictionary (Attachment 15: Data Dictionary), compri ses a proposed conceptual data schema developed to illustrate the minimal business requirements of this Contract and the technical mechanisms necessary to achieve them. The schema includes the minimum data tables, elements and relationships that are necessary to the business process. DMS will retain a comprehensive set of all of the data in OaSIS. Figure 2:2 ----.............. .. ""' ........ "-'" _ • .-JO ...... _._.Jo_ ........ ------.~ "''''''''' ... ,,_ ... , , ... -........_"-fI_"', , ...... ..::f. .. 1I t_ ......... " _., The proposed conceptual data schema is not comprehens ive of the entire schemas expected to be used by both Parties. Nor is this schema a literal depiction of the table and field names DMS or the Service Provider expects to use . These term s were chosen to best illu strate the concept s necessary to illustrate the business proce ss . Every data element, table and relationship depicted here ha s an analogy within DMS 's OaSIS and s ome are expected to be matched with analogou s data in the Service Provider'S system s . 2.05 Business Process Flow and Service Provider Duties The following diagram outlines both parties ' respective duties during the Tran s ition and Steady State Periods for the life of the Contract. Contract No .: DMS 10111-0088 Exhibit 2 Pa ge 5 of 23 ServIce OMS Provider ~~.~JrPr·M!_·[J~J.~=··':··P=···=~=···=···~~~·ii!···~···li~~~i"'~"'~"f~ustom~' ~"'~""ru'~~"~!:"="="="'="'="':"]-&"'~"-"-'·-··-····{···=···E;~~·~~;~;~~;Q~~~~;f~~~··~~··~··I~~;!:M~I~~·:rI~··~~···~~:!·~~~J!!'o~m~'~I]o~.~"!::'I ········ T~~"~ T2 1 Identif OMSOIS(reUona Account Namu \II Obl~l n lJisuetionll (U510merCommltme:nt Inform OMS of Discfelionuy Customer Commitment _. 1 T2 1:-t'·;··~~G~=i,,~ .. ibl;.~his~U~N~CO~ lM~'~lmlll;"~tQYf\i~,C;;:5~:i.~_-_r_'~;;'~~~··:O:M:;S~C:;;::;;;'~;;·o~t~;~:~::~~;"".~;~~:;;~~cc.'~~;;:~;m;.:~:-.l ... 1_. ____ . I TSI I Update Inventory & Vendor of Semc:l' "'cou nt MovetD$UNCOM ....••. -_ ... --'-.. ~ -.... A RMiindPriceProd I Move service AccounlS to SUNCOM as Slfl&le Customer ' I r.!ir-{::::"~'~·~·!·~M~od~i~'~'~~'~"~'~'~N~"~'§O~"~·~"l·:::: :seek Product/service Postin to COilara ,1. Offerlem Or;) Promot\on~ I U ote P,odu Service Calala 1 T51 ~. ·i.' •• ' ......... "., ... , .... " ...... , ............................................. , ......................... ,.,..1 54 ! !ss I S6 Establish Cuttom.r ! II .. $1I11!<1y $1m P_ Estab lish 811 Accounts I' , .... " ... " .. ", ... " ... " .................. $-..... , ............ ,." .. ,,""" . ~::::!~~b~I"~haq~~~~~~~ .. ~·L::::I~1 .. _ ... _ ... _~-:L.""=~~_-';':'~. __ ._ ... ____ 1 .. ~,,~ .. ~ .... ~ ... ~ ... ~ .. ~~"~~.":~:~~~~~.se~B~a~~hb~~~~, .. i~ __ .. ..I 'I PrnvId,. lnf'nVnmH \I> Va li date Work Orders 1 I Crute and Pus Rclcnnt Work Orders I 1 1 EuabUsh service Account Sell/Modify Predun/Service \II • • Not ice DMS of Sale anclse,vlce Account -!. or e ~tomtro _est ... eve<a 00 Activate or Revoke .te nvento 0 $torv e ,A((ount & Pur .se ~ U ate ~rv ce ACCo unt Crosswalk •• '-NotIce SUNCOM Cuslomer 0 Activation ho<_ NoticeDMSo Activation -~ ... Accept Paym ent 1 ~ ~~ .. ~ "C""·,-,,·,,>"··~c··.........J,~~-. ~~ - """I 54 ._--' 55 I 56 !S1 ! Co llect ,-,m SUNCOM Customer 1\WfR ~"(W rJ:lJ.lh Ver;CgQDflri'mirJar flat ~_ R~tokan:Il~"'lhotJl\~f.I.[~i.l!cWn.. ConlraCI No .: DMS 1011 1·0088 Exhibit 2 Page 6 of23 Figure 2:3 2.05.1 Transition Period Both parties shall use the Transition Period to prepare the services and business process outlined herein. The Transition Period shall begin at Contract execution and be completed within eight months. At the sole discretion of DMS. the Transition Period may be extended. Both parties shall agree to reduce the timeframe. The Transition Period shaH consist of two phases; 1) Development and Preparation lasting approximately three months, and 2) Legacy Contract Expiration lasting approximately five months. During the Transition Period, the Service Provider shall continue to serve all SUNCOM Eligible Endusers it currently serves under pre-existing State of Florida contract terms between the Service Provider and the customer, unless DMS requests the Service Provider to transition specific Endusers to the new terms associated with this Contract. The Service Provider may also activate new service under the pre-existing contract terms during this Period only. Terms of preexisting State of Florida contracts will become addendums to this Contract and active until affected Endusers are transitioned to the new terms and will be terminated at the end ofthe Transition Period. During the Transition Period, there shall be no breaks in service for Enduser accounts in good standing, unless the Enduser requests termination. The Service Provider shaH not adjust prices and require no obligation to make changes to services provided during Transition. Collections for any payment obligations incurred by any SUNCOM Enduser prior to the affected Endusers being transitioned to the new Contract terms shall continue to be the Service Provider's responsibility. Debt incurred for any Product/Service usage or purchase prior to one fuH billing cycle after the transition of a SUNCOM Enduser to this Contract shall not become the responsibility of DMS or its obligation to pay. 2.05.1.1 Development and Preparation Phase 2.05.1.1.1 Establishing Prerequisite Automation Capabilities During the Development and Preparation phase, both parties shall modifY their respective automation systems to meet the requirements of the Contract. No SUNCOM Enduser shall be served under the new terms of this Contract until the Development and Preparation phase is completed. Completion of this phase is defined in the attached Implementation Checklist of tasks (Attachment 10). This list is comprised of all the automation capabilities and exchanges of preliminary data necessary to accommodate the business process described in Legacy Contract Expiration Phase and Steady State Business Process. Execution of the Implementation Check List by both parties shall affirm the listed automation functions can be performed. 2.05.1.1.2 Legacy Eligible SUNCOM Enduser Lists to be provided to DMS At the beginning of the Development and Preparation phase, the Service Provider shall provide DMS with the data necessary to contact Eligible SUNCOM Endusers currently being served by the Service Provider. The Service Provider shall provide the electronic data pertaining to Eligible SUNCOM Endusers based on the enduser definition provided in Section 2.07 Enduser Identification. The Service Provider shall deliver Eligible SUNCOM Enduser data in American Standard Code for Information Interchange (ASCII) delimited batch files for Eligible SUNCOM Endusers within two weeks Contract No.: DMS 10/11-008B Exhibit 2 Page 70f23 of Contract execution. The Service Provider shall make periodic updates for any SUNCOM Endusers established during the Development and Preparation phase and as Products/Services are modified. DMS Billing Accounts shall be activated at the beginning of the Legacy Contract Expiration Phase . The approach to transferring Eligible SUNCOM Endu sers to a DMS Billing Account shall be different depending upon the SUNCOM Endu ser be ing an Intrin s ic Endu ser or Discretionary Enduser. DMS and the Service Provider shall attempt to contact every Eligib le SUNCOM Enduser identified by the Service Provide r announcing this Contract and providing prices and instructions on how to establish an account with DMS. Contact shall be made based on Eligible SUNCOM Enduser status in Section 2.07 Enduser Identification. A SUNCOM Enduser self-service page in OaSIS will be made available allowing the enduser to either; I) designate current DMS Billing Accounts to become the accounts for wireles s service, or 2) establish new DMS Billing Accounts for wireless service. DMS will al so use this page in conjunction with SUNCOM Endusers to establish/designate accounts. DMS shall attempt to directly contact Eligible SUNCOM Endusers for whom there was an email notification problem and those who have not used OaSIS to establish/designate an account within 60 days after the notice was sent. 2.05.1.1.2.1 Intrinsic Endusers: TI Detailed account data shall be provided by the Service Provider to DMS regarding the Intrinsic SUNCOM Endusers identified in Section 2.07 Enduser Identification. The Service Provider shall provide DMS detailed account data related to the SUN COM Enduser Billing Account, Service Accounts, Users, Orders , Inventory and Products/Services (as depicted in the conceptual data diagram in Figure 2:2 above). The Service Provider shall a lso provide the supplemental data for the SUNCOM Enduser shown in Figure 2:4 below. Intrinsic Customer Supplemental Data Cusbmer ~emflltal Siling ACX::01l1 t St.pp lsnental s;rviceAcc(Jll1t Supplemental User~lemental Vendorj CuslomeUO Bill il1!LAa:olllUD Vendor_SeN ice _ kC()lrrt J I 0 UserJO CustomecOesaiplion streeC.Address_1 StreeCAddress_1 Streetj'ddress_1 ConiracUD StreeCAddress_2 streeU·\ddress_2 'Streetjddress_2 Conlract_Desaiption IPO_B ox PO_Box PO_Box "tStreeCt\dd ress_1 City_Address City_Address City_Address Street_Acldress_2 State~dci"es5 state_Address Slate_Address PO_B ox Zip_C od e Zip_Co de Zip_C od e City_Address Unpald J nvoices State_Ad~ress U npaid_Amolf1t Zip_Code Note hat the relationsh ips between Customers , 8 i1linQ kCOlllts , Serv ice ACCOlllls , Users and ohef k"eJ ftelds should be s~plied U1rolJj1 the Vendor's detiv etyof its version of the core data depicted in the sdlema diagram . Also note that the request for and inc lusion of data en pending paymer'ts does not imply DivTel's asslJllption of those ob Ggations . Rather, itis contedual information. Contract No .: DMS JO /JJ-OOSB Exhibit 2 Page S of 23 Figure 2:4 As DMS infonns and facilitates transfer of Intrinsic Endusers during the Development and Preparation Phase, DMS shall periodically infonn the Service Provider via electronic file of the Endusers ready for transition. The Service Provider shall then identifY the Enduser Service Accounts to become part of the DMS Billing Account in the Service Provider's system upon completion of the Development and Preparation Phase. 2.05.1.1.2.2 Discretionary Endusers: T2 The Service Provider shall provide Account Name infonnation for discretionary SUNCOM Eligible Endusers as defined in Section 2.07: Enduser Identification. The Service Provider shall contact these SUNCOM Eligible Endusers to notifY them of the Contract and Products/Services available therein. Upon confinnation to the Service Provider from the SUNCOM Eligible Enduser to move their service to SUNCOM, the Service Provider shall send the detail account infonnation and supplemental data equivalent to the Intrinsic Enduser process referenced above. The SUNCOM Enduser will then have the ability through OaSIS to associate their service to a SUNCOM account. The Service Provider shall update DMS on its status to notifY these SUNCOM Eligible Endusers. DMS shall notify the Service Provider via electronic file of Endusers ready for transition. The Service Provider shall then identify the Enduser Service Accounts to become part of the DMS Billing Account in the Service Provider's system upon completion of the Development and Preparation Phase. 2.05.1.1.2.3 Initiating Service for Legacy SUNCOM Endusers: T3 Unless DMS names exceptions, during the Transition Period, the Service Provider shall move all Service Accounts held by all Intrinsic Endusers and all consenting Discretionary Endusers to a latent DMS Billing Account (i.e. mark them for later consolidation under the DMS Billing Account). The Service Provider shall provide a list of all Service Accounts to be added to the DMS Billing Account. On the last day of the Development and Preparation Phase, the Service Provider shall activate the DMS Billing Account with all applicable Service Accounts moved to it, at the request of DMS. All Intrinsic Endusers (unless named by DMS as exceptions) and many consenting Discretionary Endusers will be included in this transition. At this time there shall no longer be an association in the Service Provider's system between these Legacy SUN COM Endusers and these Service Accounts for billing purposes. Rather, these Service Accounts shall then be included in the DMS Billing Account and DMS shall be the Service Provider's single customer holding all of these Service Accounts. The transitioning of more Eligible Endusers who consent after the end of the Development and Preparation Phase, and any previously named exceptions among Intrinsic Endusers, will continue through the end of the Transition Period (see 2.05.1.2 "Legacy Contract Expiration Phase"). Once transferred and the end of the current billing cycle transpired, Legacy SUNCOM Endusers shall no longer receive an invoice directly from the Service Provider. New prices, terms and conditions shall now apply to the Service Accounts. DMS and the Service Provider will attempt this transition to correspond to the Service Provider's billing cycle. If the timing of the transition does not coincide with the Service Provider's billing cycle, all charges, to DMS and the Legacy SUNCOM Enduser, shall be prorated to account for partial billing periods of service. All payment obligations that were incurred by the SUN COM Enduser prior to the first full billing cycle under the DMS Billing Account will continue to be Contract No.: DMS 10111-0080 Exhibit 2 Page 9 0[23 the obligation of the SUNCOM Enduser to pay directly to the Service Provider. DMS shall not assume any obligation or responsibility for the debt. DMS and the Service Provider shall exchange and audit the lists to verilY and reconcile which Service Accounts will become active under the DMS Billing Account. 2.05.1.1.2.4 Establishing the Matching Product/Service Catalog: TS I The Service Provider shall first obtain approval from DMS to make any Product/Service available to any SUNCOM Enduser. The Service Provider shall be the source of Product/Service information. DMS shall not alter Product/Service information submitted by the Service Provider (DMS will append to the Product/Service information, such as SUNCOM price, SUNCOM !D, etc.). The Service Provider shall provide this data to DMS via electronic message, pseudo file, or ASCII delimited file, so that the relationships between Products, Services and features can be extrapolated through automated routines. DMS shall advise the Service Provider that the Product/Service has been approved or disapproved to be a part of the Catalog. Product/Service shall not be available to SUNCOM Endusers through OaSIS, or any other manner, until approved. If approved, DMS shall provide a SUNCOM price for the Service Provider to market to SUNCOM Endusers. No other prices shall be displayed or represented to the SUNCOM Enduser by the Service Provider. The approved Product/Service data provided by the Service Provider, along with the SUNCOM prices, shall be included in the SUNCOM Catalog as a basis for ordering, inventory, auditing, and billing. All approved and declined requests shall be maintained for a period of one year. No Product/Service elements from the Service Provider shall be made available under this Contract without prior DMS approval, as set forth above. Products (devices) no longer sold by the Service Provider shall be archived due to inclusion in inventory. Products (devices) currently not available due to a lack of available inventory shall remain in the Product Catalog with an inventory level of zero. 2.05.1.1.2.4 Product/Service Temporary Promotions: TS 1 With approval from DMS, the Service Provider may offer temporary price reductions for those specific Products/Services contained in the Products/Services Catalog. To obtain Promotion approval and establish the appropriate SUNCOM pricing, the Service Provider shall exchange the Product/Service data necessary to identify the promotion and the basis for calculating any savings from the promotion prior to the availability of the Promotion. Only the resulting SUNCOM established price for the Product/Service Promotion shall be displayed to the SUNCOM Enduser by the Service Provider. DMS shall not increase its existing cost recovery percentage for the purpose of offsetting any SUNCOM Enduser savings from the Promotions. The following conditions shall apply to Promotions: 1. All Promotions follow the same Product/Service approval process as set forth above. 2. All Promotions related to a particular Product/Service must be available to all SUNCOM Endusers. There shall be no restrictions or conditions other than the requirement that it applies to a specific Product/Service and that it is offered to a SUNCOM Enduser. 3. Promotion Codes (if required by the Service Provider) requested at order placement as a prerequisite to obtaining the benefits of a Promotion shall include written justification in the electronic file submitted. Contract No.: DMS 1O/II-008B Exhibit 2 Page 10 of23 4. At the sole discretion of OMS, Promotions may be publicized in any way it chooses. 5. Promotions shall never have the effect of increasing a Product/Service price. 2.05.1.1.2.5 Taxes and Fees Classified as Services Taxes (defined here to include fees that the Service Provider collects on behalf of public entities) shall be established as Services in the Product/Service Catalog prior to charging OMS. The standard electronic file process whereby the Service Provider submits requests for Product/Service Catalog inclusion shall contain a description field and clearly identifY the tax or public fee. The Catalog item shall be tagged as a tax/fee and the Service Provider shall provide a complete explanation describing the basis for the tax/fee. The Service Provider shall recognize and honor all validly and properly issued and executed tax exemption certificates delivered by OMS and statutory exemptions and shall not bill OMS for any such exempted taxes. The Service Provider's rates and charges for Products and Services shall not include taxes. OMS shall pay any and all taxes for which it does not have an exemption. Taxes and fees identified in Exhibit 3 may appear on bills to OMS. No other FCC or PUC fee, cost recovery fee, surcharge or assessment applicable to wireline and/or wireless voice and/or data telecommunications services shall be imposed during the term of this Contract, without inclusion in the Contract, unless mandated by the FCC or PUC. The Service Provider will only bill for discretionary fees that are sanctioned by the Federal or State governments if they are included in Exhibit 3 or subsequently agreed upon between both Parties. 2.05.1.2 Legacy Contract Expiration Phase Immediately following the conclusion of the Development and Preparation Phase, a five month Legacy Contract Expiration Phase shall begin during which the remaining Eligible SUNCOM Endusers currently served with wireless communications service by the Service Provider, shall be transferred to OMS. This shall require reassignment of respective Service Accounts from existing Eligible SUNCOM Endusers to OMS as the single Customer, with a single Master Billing Account. During the Legacy Contract Expiration Phase, the Service Provider shall not establish any new billing accounts for any Eligible SUNCOM Enduser pursuant to the State Term Contract for wireless services. Additionally, during the Legacy Contract Expiration Phase, the Service Provider shall not establish any billing accounts for any state agency under any terms or contract other than this Contract. 1. Ongoing Transfers During the Phase a. During the Legacy Contract Expiration Phase, DMS and the Service Provider shall continue to contact Eligible SUNCOM Endusers served by the Service Provider. As each additional SUNCOM Enduser billing account is designated/established in OaSIS, the Service Provider shall include the SUNCOM Enduser in the DMS Billing Account. The Service Provider shall implement the change as soon as commercially practical upon notification from the SUNCOM Enduser or OMS, per statutorily required SUNCOM Endusers per Section 2.07 "Enduser Identification". b. Within 48 hours of notice from the Discretionary SUNCOM Endusers agreeing to include its Service Account(s) under SUNCOM, or OMS notification that a state agency will become a part of the SUNCOM billing account, the Service Provider shall provide the associated detailed account data to OMS and move the Enduser Service Accounts to the DMS Billing Account for inclusion in the next complete billing cycle. Contract No.: DMS 10111-0088 Exhibit 2 Page 11 of23 c. After the SUNCOM Enduser Service Accounts have been transferred to OMS and the end of the current billing cycle has transpired, the SUNCOM Enduser shall no longer receive an invoice directly from the Service Provider. Any payment obligations that were incurred by the SUNCOM Enduser prior to one full billing cycle under the OMS Billing Account shall continue to be the S UNCOM Enduser's obligation to pay directly to the Service Provider. OMS shall not assume any obligation or responsibility for the debt owed by the S UNCOM Enduser to the Service Provider. 2. Terminating Services at the Conclusion of Transition a. At the end of the Legacy Contract Expiration Phase, the Service Provider shall discontinue providing wireless telecommunications services to all state agencies that are not a part of the OMS Billing Account, regardless of the contract used to purchase the services, unless OMS has requested an extension on behalf of the specific SUNCOM Enduser in accordance with Section 282.703(5)(a), F.S. If OMS grants any such extension, it shall provide a list of affected SUNCOM Endusers to the Service Provider. The Service Provider shall comply with any time limits imposed by OMS on the extension by terminating services to the state agency at the end of the extension period unless another extension is granted or the SUNCOM Enduser's account is transferred to the OMS Billing Account. b. One month prior to the end ofthe Transition Period, the Service Provider shall provide daily lists of all state agencies that have not been transferred to the OMS Billing Account and identifY all of the active Service Accounts that are in jeopardy of termination without transfer to OMS. c. At the Service Provider's discretion, it may continue to serve all non-state agency SUNCOM Endusers after the Legacy Contract Expiration Phase under terms established with the Enduser. d. The terms of the existing State Term Contract for Wireless Voice Services, the Participating Addendum and all other SUNCOM wireless services contracts that have effectively been extended through amendments to this contract shall be void at the end of the Legacy Contract Expiration Phase and shall no longer be available for use by any entity. OMS reserves the right to establish separate extensions on individual contracts during the Transition Period. 2.05.2 Steady State Business Process With the transition of existing SUNCOM Endusers and services to the Contract, and completion of systems modifications to accommodate the shared business processes (as verified in Attachment 10: Implementation Checklist), the Transition Period shall end and standard business processes shall be implemented. While both Parties have responsibilities related to the process, either the Service Provider or OMS shall be primarily responsible for specific steps. Figure 2:3 categorizes these steps and assigns responsibility for them. 2.05.2.1 Updating the Products/Services Catalog: TS I The process for establishing new Products/Services shall be the same during the Steady State Period as it is during the Transition Period. Refer to Section 2.05.1.1.2.4 Establishing the Matching Product/Service Catalog: TS I" for an explanation of the process. Contract No.: DMS 10/11-0088 Exhibit 2 Page 12 of23 2.05.2.2 Establishing SUNCOM Endusers and Billing Accounts: S I DMS shall be responsible for invoicing SUNCOM Endusers and must verify SUNCOM eligibility. DMS is solely responsible for establishing SUNCOM Endusers and the Billing Accounts under which they will be invoiced and managed. The business processes for establishing SUNCOM Endusers and Billing Accounts will occur within OaSIS and this data shall not be synchronized between the Parties. However, DMS will share Enduser information related to each Service Account that is necessary to the Service Provider for delivering product support. I. Transferring Existing SUNCOM Eligible Endusers During Steady State Period a. Existing SUNCOM Eligible Endusers being served by the Service Provider may decide to become SUNCOM Endusers after the Transition Period. As DMS or the Service Provider identifY such SUNCOM Eligible Endusers, DMS and the Service Provider shall implement the business process as described in Section 2.05.1.1.2.2 Discretionary Endusers: T2. 2. SUNCOM Enduser Implemented Catalog Restrictions: S2 2.05.2.3 a. All SUNCOM Endusers shall have the option of restricting the availability of certain Products/Services from their staff. DMS shall facilitate this by providing SUNCOM Endusers an OaSIS interface for the restriction at the account level. b. The system default restriction option shall be set to "Allow". SUNCOM Client Management: S3 I. Establishing SUNCOM Enduser Permissions: S3 a. OaSIS shall be the portal for access to all services and functions under the Contract. OaSIS shall manage all SUNCOM Enduser permissions. DMS shall be solely responsible for establishing SUNCOM Endusers, maintaining their information and passwords and assigning their permissions. DMS shall not be required to provide any of the information related to specific SUNCOM Endusers to the Service Provider, unless the information is necessary for E-Rate eligibility and compensation, and necessary to the Provider for product support. 2. Service Provider Staff Authorities in OaSIS 2.05.2.4 a. Service Provider staff shall be given broad permissions within OaSIS to assist SUNCOM Endusers in selecting the Service Provider's products and drafting orders to the Service Provider. Enduser Shopping and Work Order Creation: S4 SUNCOM Endusers will use OaSIS to shop for wireless services. The basis of the OaSIS Shop shall be the Products/Services Catalog data submitted from the Service Provider. The OaSIS Shop will be populated with this Catalog data, upon DMS approval. OaSIS shall create an individual work order per Service Account requested by the SUNCOM Enduser and electronically submitted to the Service Provider to complete. OaSIS shall perform validation on the work orders before submission to the Service Provider. OaSIS shall extract the validation rules from the electronic Products/Services Catalog Contract No.: OMS 10/11-0088 Exhibit 2 Page 13 of23 submitted by the Service Provider. The Service Provider upon receipt of work orders shall validate their accuracy and update OaSIS with their respective status. The Service Provider shall be responsible for all Product/Service information presented in the OaSIS Shop. 2.05.2.5 Enduser Orders 1. Establishing Service Accounts: S5 a. Service Accounts shall be associated with at least one work order identifYing a Product/Service from the Catalog submitted by the SUNCOM Enduser. The Service Account may carry several unique identifiers such as phone number, electronic serial number, and device serial number. 2. Validate Sale: S5 a. The Service Provider shall submit status updates and completion information per work order for OMS to validate the status and completion of the work order. b. If the order is declined, the Service Provider shall terminate the work order and archive the order request for review. c. OMS shall notifY the SUNCOM Enduser via email based on the Service Provider update. d. The Service Provider and OMS shall work together to resolve any confusion about a work order and document the result. i. The Service Provider shall have a dedicated account representative to manage and monitor pricing, order quality, approved/declined orders, and resolve issues or discrepancies. 3. Activation Changes: S5 a. SUNCOM Endusers may seek to make changes to a Service Account. These changes shall generate work orders from OaSIS that are then electronically forwarded to the Service Provider for completion. These changes may impact billable options on the Service Account. A deactivation shall terminate the Product/Service by SUNCOM Enduser choice. 4. Changing Data: S5 a. At any time, data associated with a Service Account may warrant modification which may have no charge ramifications. All modifications shall be sent to the Service Provider as a work order using OaSIS. 5. Retail Store Device Replacements a. SUNCOM Endusers will enter orders for replacements using OaSIS. The Service Provider shall receive the order from OaSIS and coordinate with the SUNCOM Enduser where to pick up replacement devices. The Service Provider retail store shall provide the ESN and other necessary information to the appropriate Service Provider contact that will then update OaSIS with the completion information. Contract No.: DMS 1O/11-008B Exhibit 2 Page 14 of23 b. If the Service Provider is unable to facilitate this process, then no actions pertaining to the OMS Bi!1ing Account shall be implemented in retail store locations. 6. Activation Status: S5 2.05.2.6 a. Order and activation may happen independently. The Service Provider shall provide activation status updates separately and subsequent to work order placement and completion. Inventory: S5 OaSIS Inventory shall reflect modifications made to SUNCOM Enduser Service Accounts. Service Accounts in Inventory shall be kept current using updates provided by the Service Provider's electronic work order processing system. The Service Provider shall perform inventory updates and electronically transmit all changes to OMS. Verification of inventory data shall be handled weekly at a minimum and be the responsibility of both Parties. 2.05.2.7 Invoicing I. Service Provider Invoicing: S6 a. The Service Provider shall submit monthly invoices to OMS for all wireless services. This invoice shall consist of I) a single request for payment on unchangeable format known as a "hand bill" that reflects the total charges for the month, and 2) an electronic detail file which substantiates all bi!1able services and activities by Product/Service Catalog ID at the Service Account level that is the auditable basis for all charges. The total of substantiated detail charges shall match the single payment request on the "hand bi!1". b. Monthly invoice data shall be delivered to OMS at no additional cost. c. The Service Provider shall identity credits at the Service Account level on the monthly invoice. d. The Service Provider shall provide FRN and description on E-Rate credits in the monthly invoice. e. Unused Business Plan minutes and megabytes do not carry forward. In certain instances (e.g., Roaming charges), the Service Provider may invoice OMS for usage that occurred during a prior invoicing cycle, if not previously invoiced to OMS. When the Service Provider invoices for usage incurred during a prior invoicing cycle, those minutes shall count against minutes in the current invoicing cycle. Wireless Services billed according to a monthly flat rate shall be itemized. Service Provider may bi!1 OMS on behalf of third party providers of applications that OMS accesses through wireless Products. OMS is responsible for all charges for wireless Products and Services associated with each Service Account (or Corporate-Liable Active Unit) as long as all services and products are ordered via OaSIS. f. For single payments to be applied across multiple account numbers, OMS shall identity with its payment the specific amounts paid for each account number. Contract No.: DMS 10/1I-008B Exhibit 2 Page 15 of23 g. SUNCOM Enduser changes to Business Plans or Wireless Service options may not be effective until the following bill cycle. For SUNCOM Enduser initiated Wireless Service cancellations, the Service Provider shall bill OMS for the entire month in which Wireless Service was cancelled. When a SUNCOM Enduser changes Business Plans during a bill cycle, minutes and megabytes shall be charged under the Business Plan in effect at the time the usage was incurred. i. E-Rate Invoicing Contract No.: OMS 10/11-0088 I. Service Provider shall generate billing to OMS that contains sufficient specificity to allow OMS to accurately bill each of its SUNCOM Endusers and audit each FRN for reimbursement credits through the OASIS system and will work with OMS to establish appropriate system interfaces to allow OASIS to process information as submitted by the Service Provider. 2. Credits issued shall be detailed in the electronic bill data and identifY the following: a. The item for which the credit is being applied; b. The type of credit being issued (SLA, adjustment, E-Rate, etc.); and, c. A description related to the credit type identified (such as which SLA, why an adjustment is given, FRN, etc.) 3. For SUNCOM Endusers who apply for, or intend to apply for E-Rate discounts ("SUNCOM E-Rate Endusers"), the Parties agree as follows: a. OMS will notifY all SUNCOM E-Rate Endusers of their obligation to submit the proper forms, consistent with the Funding Request Numbers (FRN) utilized by the E-Rate program. b. OMS will inform all SUNCOM E-Rate Endusers of their obligation to complete all documentation required by the Service Provider which is necessary for the Service Provider to accurately bill E-Rate eligible services under the Service Provider Invoicing (SPI) method of E-Rate discounting and/or process SUNCOM E-Rate Enduser's Billed Entity Account Reimbursement (BEAR) payments. c. The Service Provider, upon receipt of the necessary documentation from the SUNCOM E-Rate Enduser, will, for those accounts for which SPI billing has been requested by the SUNCOM E-Rate Enduser, apply discounts to the invoicing submitted to OMS, in accordance with E-Rate rules and the SUNCOM E-Rate Enduser's Funding Commitment Decision Letter (FCOL), issued by USAC. For those SUNCOM E-Rate Endusers who choose BEAR billing, the Respondent will bill the full amount for the services, in accordance with E-Rate rules. Exhibit 2 Page 16 0[23 d. For SPI billing, the Service Provider will bill USAC for the discounted portion, in accordance with E-Rate rules. 2. Electronic Substantiating Oetail a. The monthly detail file shall include one-time subscription periods, metered increments and installments for all charges attributable to a Service Account and Product/Service. Every discrete charge shall have a Charge Event. i. Subscription charges for periods when a Product/Service is available are derived. from activation/deactivation dates defining the period when the subscription was active. The unique Charge Event identifier shall correspond to the active subscription period. ii. Services with incremental metered charges shall be directly metered from counted units. Each Charge Event shall correspond to a discrete activity such as phone call, single text sent, etc. iii. One-time purchase Charge Events shall occur when the purchase is satisfied with delivery. iv. Installment Charge Events shall cover the period associated with the particular periodic payment. 3. OaSIS Pre-Audit a. OaSIS shall pre-audit the Service Provider invoice monthly to match all charges against the current inventory of services and configurations being provided and to the prices associated with the Product/Service approved in the Catalog. b. An exception report shall be sent to the Service Provider detailing any charges inconsistent with the prices and inventory in OaSIS. OMS shall request credits for any exceptions on the current invoice. c. The Service Provider and OMS will reconcile OaSIS data with the Service Provider's data if they do not substantially affect the integrity of the invoicing process, as solely defined by OMS. If reconciliation cannot be attained, OMS shall reject the invoice and request the Service Provider rescind the charges and submit a new invoice. d. Barring audit exceptions, OMS shall pay the Service Provider the total charges on behalf of all SUNCOM Endusers for services rendered. 4. Monthly Invoicing Detail Exception for Geotracking a. Invoicing detail for Geotracking Services shall be delivered daily and provided to SUNCOM Endusers; therefore it shall not necessitate a monthly Charge Event. The service (delivery of Geotracking data) and the detail required to substantiate the monthly invoice are synonymous. 5. SUNCOM Invoicing: S7 a. Barring audit exceptions, OMS shall use the Service Provider's electronic billing substantiating detail to invoice SUNCOM Endusers at SUNCOM prices, for services Contract No.: DMS 10/11-0088 Exhibit 2 Page 17 of23 rendered. DMS s hall notity SUNCOM Endusers via email when their invoice is available. b. SUNCOM End use rs will use OaSIS to view their detailed invoices and pay their inv oice-. - 2.06 Sprint Wireless Services Product Annex Exce pt where noted in this Wirele ss Services Product Annex ("Annex") or the Agreement, te rm s and conditions of this Annex apply to wireless Products and Services offered on the Nationwide Sprint Network, the Sprint 3G Network , the Nextel National Network, and the Sprint 4G Network. Capitali ze d term s are defined in the Definition s se ction at the e nd of thi s Annex if not otherwise defined in the Agreement. Sprint re serves the so le right to determine if any of its se rvice s provided herein can no longer be s upported due to obsolescence. If that s hall occur, Sprint s hall notity DMS in writing of plans to withdraw the se rvic e at least s ix (6) months pri o r to the proposed date of the withdrawal. At that tim e Sprint shall provid e th e DMS a plan to ensure service continuity . 2.06.1 Usage Charges I. Metering of Voice Usage a. For each s uccessful call, Department will be c harged a minimum of I minute of airtime. After the fir s t minut e, airtime charges are rounded-up to the next minute, as s pecifi ed in the respective Bu s ine ss Pl an. On calls that cross time periods (e.g., anytime minutes versus nights and weekends), minutes are deducted or charged ba sed on the call start time. Service Provider may impose on Department charges or s urcharges for terminating a call to other wireless carriers, s uch as international mobile termination charges. The amount of the charges a nd s urcharges impose d may vary and may be viewed at the following URL: htlp :lls hop2 .s print.com/enlservices/worldwide/rate s fromu s.shtml . 2. Nextel Direct Connect Tran s mi ss ion s a. Airtime charges for Nextel Direct Con nect tran s mis s ion s are charged to th e party that initiates the tra ns mi ssion and are calculated by multiply ing the duration of the tran s mi ssion (as calculated above) by t he a pplicable rate and the numb er of participants. b. For Nextel Products, Direct Con ne ct, International Direct Conn ect, G roup Co nnect Talkgroup, NextMail , an d Direct Send minute s of use are deducted from th e Direct Connect minutes includ ed in End User's Business Plan and will a lso incur separate s urcharges if the add-on is not included in End User 's Business Plan. End User will incur overage charges if the minutes used exceed the minute s allowed under the Business Plan. 3. Nextel Direct Connect Call Alert Transmissions a . Service Provid e r does no t charge for se nding or recei v in g Call Alerts. A user will initiate a new push-to-talk tran s mi ssi on by re s ponding to a Call Alert, eve n if re s po ndi ng within 6 seconds of receivin g th e a lert . 2.06.2 Long Di s tance/Special Services Cus to mer may incur long di stan ce charges (in cl udin g international ca llin g) or ot her ch arges for ca ll s to 800, 866 , 877, 888 and other toll-fre e numbers o n Business Plan s that do not include lo ng di stance . Co ntract No.: DMS 10111-0088 Ex hibit 2 Page 18 of23 Customer also may incur charges for special Services such as directory assistance, operator-assisted calls or call-forwarding, depending on Customer's Business Plan. 2.06.3 Mobile Termination Charges Sprint may impose on Customer charges or surcharges for terminating a call to other wireless carriers, such as international mobile termination charges. The amount of the charges and surcharges imposed may vary. 2.06.4 Wireless Metering of Data Usage 1. Metering of Data Usage a. Department's invoice will not separately identifY the number of kilobytes attributable to End User's use of specific sites, sessions or Services used. When traveling within the Sprint Networks, a data session may end when moving between coverage areas and a new data session initiated, although no interruption to the actual data session will occur. When traveling between the Sprint Networks and the Sprint 4G Network, a data session will end and a new data session will be initiated. Circuit-switched, modem-to-modem data calls are treated as voice calls and use anytime minutes on the associated Business Plan (or are billed at casual voice rates) in lieu of using kilobytes for data usage. Circuit- switched, modem-to-modem data calls are not available on the Sprint 4G Network. b. The Smart CD+ contains all the usage records for cellular, text, Direct Connect and data usage. Between Data Direct and Smart CD+ all required data is available. 2. Text and Numeric Messaging a. Unless End User has purchased a quantity of messages at a fixed monthly recurring charge, Service Provider will charge the Department on a per message basis for text and numeric messaging. Service Provider will charge the Department the per message rate for each message that exceeds End User's purchased quantity and for all text and numeric messages while Roaming internationally. Text and numeric messaging are not available on the Sprint 4G Network. 3. Premium Services Charges a. Access to, and downloading of, Premium Services is not included in the pricing in the Agreement. Charges for Premium Services will be specified at the time of access or will be available at www.sprint.com. Data usage charges also apply to, and are separate from, charges for Premium Services. Even if End User's Business Plan includes unlimited megabytes of data, Department must still pay all charges associated with access or use of Premium Services. End User may block Corporate-Liable Active Units from, or otherwise disable them from using, Premium Services provided by third-party content providers. I. Nextel Direct Connect Call Alert Transmissions. Service Provider does not charge for sending or receiving Call Alerts. A user will initiate a new push-to- talk transmission by responding to a Call Alert, even if responding within 6 seconds of receiving the alert. 2.06.5 Credits for Redialed Calls Contract No.: DMS IOIt 1-0088 Exhibit 2 Pagel90f23 Sprint will provide Customer with an airtime credit of at least I minute for a call on a Corporate-Liable Active Unit that is: (a) placed while in an area covered by the Sprint Networks, (b) disconnected due to limitations of the Sprint Networks, and (c) redialed within I minute of disconnection. Customer must contact Sprint Customer Care within 24 hours of the disconnection and request credit for the call. 2.06.6 Customer Affiliates If Sprint and Customer agree to permit Customer's Affiliates to purchase wireless Products and Services under the Agreement, Customer will be responsible, financially and otherwise, for the Affiliate's purchases, unless the Agreement says otherwise 2.06.7 Provisioning and Returns I. Nonconforming Products a. End User must request a RMA kit to return visibly damaged or defective wireless Products within 30 days of receipt or End User will be deemed to have accepted the Products. End User should return the device within 10 days from that. End User may reject wireless Products or shipments that are visibly damaged or defective. Sprint will pay all reasonable ground transportation freight charges associated with returns under this Nonconforming Products Section. 2. Returns a. New and undamaged wireless Products may be returned to Sprint at End User's expense within 30 days after the date the Product is activated or, if the Product has not been activated, within 30 days after the date the Product is purchased. End User is allowed one discretionary exchange or return for each new Product purchased; provided that End User may not use the one discretionary exchange to change the color of a Product if the Product has been activated. Within 30 days of activation, End User must: (A) contact its Sprint Account Representative or call Sprint Sales Support for return instructions; (8) return the complete, undamaged Product, including all accessories, hardware, materials and package inserts that came with the wireless Product in the original Product packaging, with the original proof of purchase to the location provided by End User's Sprint Account Representative or Sprint Sales Support; and (C) if End User wishes to discontinue Service for the Product, request that Sprint deactivate Service. Following notification, Sprint may change the return policy. Upon Sprint's receipt of the returned wireless Product, Sprint will credit End User's account for a full refund of the original Product purchase price and activation fee. For returns of wireless Products that are upgrades of an existing End User Line, End User will be responsible for all actual usage charges (including any related taxes, fees and surcharges) and Sprint may charge a $35 restocking fee unless otherwise prohibited. For returns of wireless Products that are activated as new End User's Lines, End User will be responsible for the following usage charges and any related taxes, fees and surcharges: (A) per minuteitextikilobyte usage charges (I) not included in End User's voice or data plan, or (2) incurred after End User exceeds End User's Anytime Minute, text or data allowance; (8) premium content such as digital downloads, songs, games, applications, etc; (C) 3rd party billing; and (0) international charges. 2.06.8 Insurance End User's may purchase insurance to protect against loss, theft or damage involving End user's wireless Products. Coverage may not be available for all wireless Products and may involve a per claim Contract No.: DMS 1011 t-008B Exhibit 2 Page 20 of23 deductible. Enhanced warranty coverage is available on some wireless Products. Insurance is provided by third party insurers and not by Sprint. If End User selects coverage, Sprint will charge End User a monthly premium per covered wireless Product, and Sprint will remit the premiums to the third party insurer on End User's behalf. Insurance is not subject to any discounts. Claims must be submitted directly to the third party insurer. Terms of insurance coverage are available at the point of sale or in subsequent communications. I. Pay-Per-Call Services. Sprint will not complete calls from any wireless Product to 900, 976 and similar numbers for pay-per-call services. 2. International Call Blocking. Sprint will block international calling capability unless Customer expressly requests such capability for a Corporate-Liable Active Unit. 3. Caller ID. Caller identification information may not be available for all incoming calls. 2.06.9 Resale Customer acknowledges and agrees that this is a retail purchase agreement for use only by Customer and its other Sprint-authorized end users as set forth in this Agreement. Customer may not resell or lease wireless Products and Services under this Agreement. Sprint acknowledges that, under the terms of this agreement, the Department is a single aggregate purchaser on behalf of all of the entities that are eligible to use SUNCOM services under Florida Statutes and therefore, the Department is the single customer that is authorized to redistribute Sprint Products and Services to, and seek compensation from, those entities without violating this restriction on reselling or leasing Products and Services. Notwithstanding the foregoing, Customer may participate in the Sprint Wireless Recycling Program. 2.06.10 Equipment and Software I. Products. Sprint does not manufacture Products and, except as provided in this Agreement, is not responsible for the acts or omissions of the original equipment manufacturer. 2. Equipment and Licensing. Customer is responsible for any items not provided by Sprint (including but not limited to equipment or software) that impair Product or Service quality. Upon notice from Sprint of an impairment, Customer will promptly cure the problem. Customer will continue to pay Sprint for Products and Services during such impairment or related suspension. If the impairment interferes with the use of the Sprint's network by Sprint or third parties, Sprint, in its reasonable discretion, may suspend or disconnect the affected Products and Services without advance notice to Customer, although Sprint will provide advance notice where practical. At Customer's request, Sprint will troubleshoot the impairment at Sprint's then-current time and materials rates. Sprint is not liable if a commercially reasonable change in Products or Services causes equipment or software not provided by Sprint to become obsolete, require alteration, or perform at lower levels. 3. Prohibitions. Customer is not granted any right to use any software on behalf of third parties or for time share or service bureau activities. No rights are granted to source code and Customer may not reverse engineer, decompile, modifY, or enhance any software. Subject to the terms and conditions in the licensing requirements subsection above, Sprint or its suppliers retain title and property rights to Sprint-provided software. Upon termination or expiration of this Agreement or the applicable Service, any applicable software license will terminate and Customer will surrender and immediately return the Sprint-provided software to Sprint; provided that Customer is not required to return the software embedded in Products sold to Customer under this Agreement. Contract No.: OMS 10/1I-008B Exhibit 2 Page 21 0[23 2.06.11 Annex Definitions I. "Anytime Minutes" means the voice minutes of use that are available in a Business Plan that may be used at anytime other than during Nights and Weekends. 2. "Applications" include email, and data, information and other wireless Internet services. 3. "Business Plans" means Sprint and Nextel wireless service plans for business customers. Certain Business Plan options are priced in the Agreement or Customer may select from any other available Business Plans, subject to the terms and pricing of that Business Plan. 4. "Corporate-Liable Active Unit" or "Customer Line" means an Active Unit (a) activated by Customer for Customer's end use, (b) enrolled in a Business Plan, and (c) for which Customer is financially liable. 5. "Employee" means a person in the service of Customer and from whom Customer withholds FICA (Federal Insurance Contributions Act) contributions from such person's gross pay. 6. "Individual-Liable Active Unit" or "Employee Line" means an Active Unit activated by an Employee and for which the Employee is financially responsible. 7. "MRC" means monthly recurring charge. 8. "Nextel Device" means a Product that uses the Nextel National Network for Nextel Direct Connect service, including a PowerSource device. 9. "Nights and Weekends" means Monday through Thursday 9:00 p.m. to 7:00 a.m. and Friday 9:00 p.m. to Monday 7:00 a.m., unless either the Nights and Weekends at 6pm option or Nights and Weekends at 7pm option is selected. "Nights and Weekends at 6pm" means Monday through Thursday 6:00 p.m. to 7:00 a.m. and Friday 6:00 p.m. to Monday 7:00 a.m. "Nights and Weekends at 7pm" means Monday through Thursday 7:00 p.m. to 7:00 a.m. and Friday 7:00 p.m. to Monday 7:00 a.m. The time used to determine Nights and Weekends eligibility is the local time where the wireless Product is located when an inbound or outbound call originates. 10. "Roaming" means voice or data service provided on another wireless carrier's network through agreements established by Sprint. II. "Sprint Device" means a Product that uses the Sprint 30 Network for Nextel Direct Connect service. 2.07 Enduser Identification As result of negotiations with bidders for the State of Florida's new Mobile Communications Services Invitation to Negotiate (lTN #DMS-I 0/11-008), and new information provided during those negotiations, the State is issuing this clarification regarding the requirement that the prevailing vendor(s) provide data to the Department of Management Services (OMS) that would otherwise be protected under the provisions of the Federal Communications Commission (FCC) restrictions on Customer Proprietary Network Information (CPNI). The table below effectively redefines "Intrinsic Customer" (as used in the ITN: those for whom "detailed account data" should be provided to OMS without any requirement for extra permission from users) to include all but the seven scenarios for "Eligible Endusers". Contract No.: DMS 10/11·008B Exhibit 2 Page 22 of23 Currently Using Current User of Other Current User SUNCOM Current Contract Under of SUN COM Contract User of ~~Participating Billed by Billed by State Term Addendum" to State All Other Contracts or Eli2ible Endusers DivTel Vendor Contract Term Contract A2reements State Agencies Detailed Detailed Detailed Detailed account data Detailed account data account data account data account data Legislative Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policv customer Privacy Poli~ Judicial Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy State Universities Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy Other Statutorily Account Name only per Established Detailed Detailed Detailed Account Name only per customer Privacy Policy Political account data account data account data customer Privacy Policy Subdivisions Cities and Counties Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy Private Colleges, Account Name only per Account Name only per Private Libraries Detailed Detailed Detailed customer Privacy Policy customer Privacy Policy & Qualifying account data account data account data Nonprofits The column of "Eligible Endusers" is defined in Part III of Section 282 F.S. "Detailed account data" is defined by section 5.06.1, (2), (a) of ITN #DMS-IO/lI-008; "Mobile Communication Services". This is data that is otherwise protected under CPNI restrictions. "Contact only data" is defined in section 5.06.1, (2), (b) of ITN #DMS-IOIlI-008; "Mobile Communication Services". This is data that is not protected under CPNI restrictions. Contract No.: DMS 10/11-008B Exhibit 2 Page 23 of23 EXH IBIT 6 Amendme nt No.8 Packaged Services and O ther Fees ., " , d , " " WIRELESS VOICE (FLORIDA) MONTIlLY PLAN Plan Pri ce Overage Rate PLAN /I TIER Straight Ratt Overage Ratt QUANTITY (Minute s) Plan Price Variance from Varianu from (col d + col b) (per minute) Target Target 6.1. 250 Tier 1 $19 0 .0760 0 .05 4.00 (0 .010) 6 .3. 500 Tier 2 $24 0 .0480 0 .05 1.50 0.005 6.4a 600 Tier 3 (27.00) (0.045) 6.5« 1,000 Tier 4 533 0.05 1.00 0.Q18 6.60 Unlimited Tie r 5 $45 ---5.00 -- WIRELESS VOICE (NATIONWIDE) MONTIlLY PLAN PIIlH Price Operage Rate PLAN /I QUANTITY (Minutes) TIER Straight Rate Overage Rate Plan Price Variance from Varialace from (col d + col b) (per mimlte) Target Target 6.1. 250 Tie r 1 $19 0 .0760 0 .0 5 4 .00 (0.0 10) 6.3. 5 00 Ti er 2 $24 0 .0480 0.05 6 .00 (0 .010) 6.4. 600 Tier 3 (27.00) (0.045) EXHIBIT 6 Amendment No .8 Packaged Services and O ther Fees .. ,. . " • " " 6.S. 1,000 Ti e r 4 533 0.05 1.00 O.oJ S 6.60 Unlimited Tier 5 550 ---10 .00 -- AIRCARD DATA MONTHLY PLAN PLAN # Q~ANTITY TIER Strtdg"t Rau Overage Rate Plan Prict OvnageRate (Meg.l1ytes) Plan Price (col d + col b) (per meg.l1yt.) Variance from Variance from Target Target 6.1b 500 Tier 1 $25 0 .0500 0.04 7.50 0.005 6.2b 1,000 Tier 2 $31 0 .0010 0 .04 6 .00 0.01 5 6.3b 2,000 Tier 3 $34 0 .0170 0 .<» 4.00 0 .025 6.4b Unlimited Ti er 4 $36 ---3.00 -- SMARTPHONE DATA MONTIlLY PLAN PLAN # QUANTITY TIER Straight Rate Overage Rate Plan Price Overage Ride (MegaI1yUs) Plan Price (col d + col b) (per megabyte) Variance from Variatta from Target Target 6.5b 100 Ti er 5 $20 0.2000 0 .04 10.00 (0.060) 6.6b 500 Tie r 6 520 0 .0400 0 .04 5 .00 0 .010 6.7b 1,000 Tie r 7 525 0 .025{) 0 .<» 5.00 0.020 6.8b Unlimite d Ti e rS 525 ---2.50 -- BLACKBERRY DATA un",r n ·n v PI A "'1 EXH IBIT 6 Amendment No .8 Packaged Services and Other Fees .. " . d " " " . -. PLANH QUANTITY TIER StrQight Rate Overllge Rate Pltm Price OverageRllltt (Megal7ytes) Plan Price (col d + col b) (per megabyte) Variance from Variance from Targtt Target 6 .9b 100 Tier 9 $20 0 .2000 0 .04 1 0.00 (0.060) 6.10b 500 Tier 10 $20 0 .0400 0 .04 5.00 0 .010 6.11b 1,000 Tier 11 $25 0 .0250 0.04 5.00 0 .020 6.12b Unlimited Tier 12 $25 --2.50 _. MONTHLY PLAN TABLET/iPAD DATA PLANH QI1ANTITY TIER Straight Rllte Overage Rate Pl4nPria OvnageRate (Megal7ytts) Plan Price (col d + col b) (per megabyte) Variance from Variance from Target Target 6.13b 500 Tie r 13 $20 0.0400 0 .04/.25 2.50 #VALUE! 6.14b 1,000 Tier 14 $20 0 .0200 0.04/.25 (5.00) #VALUE! 6.15b 2,000 Tier 15 $30 0 .0150 0 .04 0.00 0.025 6.16b Unlimited Tier 16 $40 -0.0400 7.00 -' EXH IBIT 6 Amendment No .8 Pa ckaged Services and O ther Fees .. " , d , II " TELEMETRY DATA MONTIlLY PLAN PLA N N QUANTITY TIER Straight Rate Overage Rate Plan Price Overage Rate (Meg.l1ytes) Plan Price (col d + col b) (per megabyte) Variance from Variance from Target Target 6.17b 1 Tier 17 $6 6 .0000 3.00 0 .00 - 6.18b 2 Ti e r 18 $6 3.00 (1 .00) - 6.19b 3 Tier 19 (8.00) - 6.2Ob 4 Ti e r 20 (9 .00) - 6.21b 5 Tier 21 $8 3.00 (2.00) - 6.22b 10 Ti e r 22 $11 3 .00 0.00 2.900 6.23b 100 Tier 23 $18 0 .30 5.00 0 .200 6.24b 500 Ti e r 24 $21 0.0420 0.30 6.00 0 .200 MONTHLY PLAN SMS{MMS MESSAGING PLANN QJ.1ANTITY TIER StrlJight Rate Ol'tNlgt Rate Plan Price OverdgeRau (Mtss"Ses) Plan Pria (col d + col b) (per mess"Se) Vtlriance from Variance from Target Target 6.1c 300 Ti e r 1 $1 0.0033 0 .04 0 .00 0 .030 6.2c 500 Ti e r 2 $2 0 .0040 0.04 0.00 0 .030 6.3 c Unlimited Tier 3 $5 --0.00 - ALL INCLUSIVE PLAN PLA N /I MONTHLY PLAN QUANTITY Plan P lan Price PriuVa;Qnce Value Added FeahnTs/Clarifying Notes from Targd ::c ' 6.1d Unlimited $70 8.00 s ta rting at 7 pm, and Tex t Messages. & Voicema il , BlackBerry Unlim ite d \ d 11111/1 ( ()thl,.ll'es: f'l'llI /,/1:;( t 6.1e 6.1/ Minimum Month ly Service Charge (Tier 1) Mo nthly Te th ering Premium 6.1g Mont hly Sat ellit e Serv ices Subsc ripti on Fee (Ti er 1) $5 Vo ic e se rvice, $2.50 varian ce fr om ta r ge t; $20 Sm artphone, $17.50 var ianc e fr om ta rget ; $25 Aircard d e vice , $22 .50 varianc e fr om ta rget $10, $3 fro m t a r ge t EXHIBIT 6 Amendment No .8 Pa ckage d Services and O ther Fees .1 [, , d l> t I 1= No Charge. See description in tab "Pkg's 6 .1h Month ly M essa ge Broadcasting Subscription Fee Continued!! Note: Any value provided for 6.1 11 will be fac tored in to rat es provided on Exhibit 3 8 for evaluation. ~-I ·~- 6.1i Month ly Messa ge Logging Subscription Fee $2 N o te: Any value submitted for 6.1; will supersede rates submitted o n Exhibit 3C. $5-Inc!. 200 Pings/ unit, $15 unlimited 6.1j Mall tilly Real-Tillie Geo-Trackillg SlIbscriptiOIl Fee (Tier 1) • Note: This service may require a vendor-approved data plan. EXHIBIT 6 Packaged Services and Other Fees I V.due Added Features/Clarifying Notes Unlimit ed Nights & Weekends (Nights S tart at 9 pm), Sprint Mobil e-la-Mobile, Direct Connect and Grou p Connect; Includes Nationwide Long Distance, Calle r ID &Voice Ma il . Calls origination o r teminating ou tsid e o f Florida will be ch a rge .29/min includ in g long distance c harge Unlimit ed N ights & Weekends (Ni g ht s S tart at 9 pm), Sprint Mobile-la-Mobile, Di rec t Connect and G roup Connect; Includ es Nati o nwide Long Dis tance, Call e r ID &Voice Mail. Ca ll s o riginati o n or te min ating o ut s id e of Florida will be charge .2 9jmin including long distance Unlimited Nights & Weekends (Nights S lart a t 9 pm), S print Mobile-la-Mobile, Direct Connec t and G rou p Connect; Includes Nationwide Long Distance, C all e r ID &Voice Mail. Ca ll s origination o r teminating o utside of Florida w ill be ch a rge .29/ min induding long distance charge Unlimited N ights & Weekends (Nights S tart a t 9 pm), Sprint Mobil e-to-MobiJe, Direc t Connect and G roup Connect; Includ es Nationwide Long Distance, C all e r ID &Vo ice Mail . Ca lls originati on o r te minati n g o utside of Florida will be ch a rge .29/ min including lo ng dis tance c harge Value Added Features/Clarifying Notes Un lim ited N ig hts & Weekends (Nights S tart at 9 pm), Sprint Mobil e-to·Mo bile, Direct Connect and Gro up Connec t; In cl u des Natio nwide Long Distance, Caller ID &Voice Ma il. Unlimit ed N ights & Weekends (N ights Start at 9 pm), Sprint Mobil e-to·Mobile, Direct Connect and Group Connect; Includes Na ti o n w ide Long D istance, Call e r ID &Voice Ma il . Amendment No .8 EXHIBIT 6 Packaged Services and Other Fees Unlimited Nights & Weekends (Nights Start at 9 pm), Sprint Mobile-ta-Mobile, D irect Connect and Group Connect; Includes Nationwide Long Dis tance, Caller ID &Voice Mail. Unlimited Nights & Weekends (Nights Start at 9 pm), Sprint Mobile-ta-Mobile, Direct Connect a nd G roup Connect; Includes Nationwide Long Distance, Caller ID &Voice Mail. Vailit' Addtd Ftdhnes/Clarifying Notes Additiona l data Ro aming usage above 300 MB .. SO .25/MB, Sprint will not charge for data roaming o n Airca rd and Tablet devices unless there is proactive notification provided to the c us tomer w ho is about to exceed the established roaming limit as described in th e data plan being used Add itiona l data Roaming usage above 300 MB '" $O .25/MB, Sprint w ill not ch a rge fo r data roaming on Aircard and Tablet devices unless the re is proactive n o tification provided to the customer who is about to exceed the establishe d roaming limit as described in the data p lan be ing used Additional data Roaming usage above 300 MB ... $O.25/MB, Sprint w ill not charge for data roa ming on Aircard and Table t devices unless there is p roacti ve notifica ti on provided to the customer who is about to exceed t he es tabli s h ed roaming limit as d esc ribed in the data plan being u sed * acceptable u seage, Ad ditiona l data Roa min g w Value Added Features/Clarifying Notes $20 Unl with Voice p la n added, Max c h a rge $2! $20 Unl w ith Voice p lan added, Max ch a rge $2: $20 U nl w ith Vo ice p lan added, Max charge $2: $20 Unl with Voic e plan added, Ma x cha rge $2: Amendment No.8 EXHIBIT 6 Amendment No.8 Packaged Services and Other Fees Value Added Featum;lClarifyl.g Notes 100 MB off network a ll owance-.25/MB off n e t w 100 MB off network a ll owance-.25/MB off netw I SG cap, Sprin t w ill not cha rge for data roaming ( EXHIBIT 6 Packaged Services and Other Fees Value A dded Feahm$lClarifyi.g Noles 1MB =S 5.S0/MB Data Poolin g. Data usage \\ Data P o oling. Da ta usage w ill be pooled am o n ~ Dala P ooling. Data usage w ill be poo led amo n! Data Pooling. Data usage w ill be poo led amo n ~ Data Pooling. Data usage w ill be poo led arno n! Data P ooling. Data usage will be poo led amo n! V.I .. Added Fealvre«Clarifying Noles $5 minimum voice p la n required $S minimum voice p lan req u ired $5 minimum voice p lan req uired In cludes Na ti onwide Long Dist ance, Call e r ID Ema il and Web P la n (B ES) or Nex t e l Pro Pack. o'n .<,n .... Minimum m onthly fees will i nc1ud , Amendment No .8 EXHIBIT 6 Amendment No.8 Packaged Services and Other Fees EXHIBIT 4- ENHANCED SERVICES AND SOLUTIONS Contract No.: DMS 10/11-008B Exhibit 4 Page 1 of21 Exhibit 4.0 Sprint MCS Enhanced Services and So luti ons Contents EXHIBIT 4.0 SPRINT MCS ENHANCED SERVICES AND SOLUTIONS ................................................................... 1 4 .01 H YBRID SATElLITE/CElLULAR TEL ECOMMUNICATIO NS ................. " ..... , ... , ................................ " ............................... 3 4 .02 INDO OR CElLULAR SI GNAL AMPLIFIER SVSTEM ........................................................................................................ 3 4 .03 CONVENTIONAL AND PTT D EV IC E INTEROPERABILITY WITH LAND M OBi l E RADIO SYSTEMS ........... "" ................. , ............ 8 4 .04 CAMPUS V OIC E CAll G ROUP ..........•.......................................................••..................•..............................•......... 9 4 .05 ENCRVP TION SERVICES ....................................................................................................................................... 9 4.06 IPVERSIO N6(IPv6) ....................................................................................................................................... 10 4 .07 COMMUN ICATION STR EAM PR IORITIZATION " ....................................................................................................... 10 4 .08 WI·FI SMARTPHONETECHNOlOGV ..................................................................................................................... 10 4.09 G EOGRAP HI CA L TRACK ING DATA ENRI CHED WITH V EHICLE I NFORMATION ................................................................. 11 4 .10 FILLIN G G APS IN FUTU RE PU BLIC SAFETY M OBILE BROADBAND NETWORK ................................................................. 21 ConlraC I No.: OMS 10/11·008B Ex hibit 4 Page 2 of21 4.01 Hybrid Satellite/Cellular Telecommunications To the extent available, the Service Provider sha ll provide hybrid sate llite/ce llular telecommunications services and the associated handhe ld device(s) with cellular, Wi-Fi(desired), and sate llit e voice and data functionally. See diagram below. Mobile Switching Cenler (MSC) Sprint will not currently be proposing a Hybrid Satellite/Cellular Telecommunications so lution , but may elect in the future to provide thi s service feature. 4.02 Indoor Cellular Signal Amplifier System To the extent available, the Service Provider shall provide bi-directional cellular signal amplifier syste ms for both home and office applications. The bi-directional cellular sig nal amplifier system s hall be used in situation s where the indoor cellular s ignal strength does not carry the necessary s ignal power level required for reliable ce llular communications (Voice & Data). The diagram below depicts the intended function ality of a bi-directional ce llul ar signal amplification syste m and does not specify the actual system des ign or denote th e required individual electronic components. Con tr act No.: DMS IO /II -008B Exh ibit 4 Page 3 of2 1 ll) ) (((I Outside Antenna + ___ Acceptable Outdoor ri::;::r~~~~~~,}J Cellular Signal -----t> I; Distant Cellular Tower Weak unrellable::!~'" Cellular Signal The Service Provider shall provide the coverage area footprint (per indoor antenna), the system 's simultaneous user capacity, and a physical measure (in square feet) of the indoor area each proposed system is designed to operate within. Also, the Service Provider shall specify the minimum acceptable outdoor cellular signal strength required for each system proposed. The Service Provider may include (or substitute) mini, micro, pico cellular tower technology, network extender device(s}, or other appliance designed to improve indoor cellular signal power levels. The Service Provider shall provide, as required, helpdesk support for the installed system and assist the end customer or OMS with identifying or troubleshooting issues related to performance degradation associated with the communication stream's transport path. Note: For all indoor signal enhancement systems procured under this contract, the Service Provider shall be responsible for each system's installation, helpdesk support, and customer configuration assistance for the term of the Contract. The proposed system shall be a Service Provider tum-key solution. Sprint Option 1: AIRA VE 2.0 is a COMA-base station (Femtocell). This base station extends a COMA signal within the user's home or small office providing full bar coverage in their location by incorporating base station (BTS) and base station controller (BSC) functionality into the Femtocell itself, which then has connectivity, via the internet, to the AIRA VE 2.0 core network. Voice over IP (VoIP) allows the unit to provide voice and data services in the same way as a normal base station, but with the customer installation s impli city of a Wi-Fi access point. The AIRA VE 2.0 is unrestricted by default, allowing any user to enjoy the enhanced coverage while within range of your device. If the owner chooses, the AIRA VE 2 .0 can be restricted to allow authorized phones to access the device. In either mode, up to three users ca n use the service simultaneously. AIRA VE 2.0 supports the 1900 MHz band and supports seam le ss handoffs from the AIRA VE 2.0 to the towers on the Sprint 3G and Nationwide Sprint Networks. Because Femtocel ls operate in licensed spectrum and licensed s pectrum allocation is made to carriers on a per fee bas is , deployment of A IRA VE 2.0 equipment must meet s trict requirements. So, whi le users can travel with the AIRA VE 2.0 device and use it wherever there is power, Contract No.: DMS tO l t t-008B Exhibit 4 Page 4 of21 broadband connection, and Sprint has licensed spectrum, each AIRA VE 2.0 device is equipped with a OPS system to ensure it does not operate in areas where Sprint is not licensed to offer service. Additionally, the OPS receiver is used to provide accurate location information to public safety answering points in the event of a 911 call. Device Enhancements with AIRA VE Access Point include: • Analog Telephone Adapter port (A TA)-provides VoIP calling from the home or small office. o The A TA port allows the customer to port their existing wire line or wireless number to AIRA VE Access Point and connect a wired desk phone; giving customers' a true landline replacement solution. (VolP will be launched at a later date) • Customers can use their existing home phone equipment with AIRA VE Access Point • Support for EVDO/Rev A data-AIRA VE Access Point will support EVDOlRev A data speeds when in range of the AIRA VE 2.0 • Increased number of simultaneous users to six; • Voice and Data Quality of Service (QoS)-built-in router prioritizes voice traffic above data traffic. o This preserves voice quality by making sure voice traffic is sent before data traffic when someone within the home or office is using the broadband connection. In addition to the above enhancements, the following existing functionality continues to be supported: • Sprint Branded Femtocell product designed to create a dedicated COMA signal within the home or office through the customer's broadband Internet connection • Works with any Sprint device • Auto setup/Plug-N-Play • Active handoff coming from the AIRA VE and going to the Sprint 30 and Nationwide Sprint networks • Private Home Designation allows the customer to control who can use their AIRA VE Access Point. Limitation ofthe AIRA VE: AIRA VE 2.0 does not support active hand off from the Sprint 30 or Nationwide Sprint Networks to the AIRA VE 2.0. In this case, the phone will continue on the Sprint 30 and Nationwide Sprint Network until the call ends. After the call ends, the phone will automatically lock on to the AIRAVE2.0. Customer Requirements • High Speed IP access -Cable/DSLIFTl/Tl Contract No.: DMS 10111-0088 Exhibit 4 Page 5 of21 • Ethernet port -An available Ethernet port on the LAN/Cable modem/OSL router/other router • Physical Location: o Within close proximity of a window o Within AIRA VE 2.0 coverage areas -For location availability, please refer to www.sprint.com/airave. AIRA VE 2.0 uses standard ports to connect to the Nationwide Sprint Network via the Internet. These ports are open by default on most routers and firewalls and will not need additional configuration. However, if your AIRA VE 2.0 cannot connect to the Sprint 3G or Nationwide Sprint networks due to a unique network configuration, you may need to open the following ports on your switch or router: 500, 4500, 53, and 52428 (all are UOP). Multiple AIRA VE Uuits The deployment of multiple AIRA VE 2.0 units within a single location to either increase the coverage area or capacity of the product is not recommended for the following reasons: • There is no active handoffbetween AIRA VE 2.0 units (i.e. calls will not transfer if a user moves from the range of one AIRA VE to another). • In certain circumstances, several AIRA VE 2.0 units within a very close proximity may interfere with each other. If it is absolutely necessary to place multiple devices within close proximity of one another, the below guidelines should be followed to ensure proper operation: • AIRA VE 2.0 units should be at least 45 feet from each other for optimal operation. • The AIRA VE 2.0 units must have the same user restriction settings (either open access, or the same phone numbers allowed on each AIRA VE 2.0. This is to prevent certain users from being unnecessarily blocked. Sprint Option 2: Custom Network Solutions Overview Sprint Custom Network Solutions implemented by our Custom Network Solutions (CNS) group extends Nationwide Sprint and Nextel National Networks and Sprint 3G and 4G into buildings and onto campuses to deliver the power, productivity and efficiency of Sprint's voice and data communications wherever you need it. Components of a Custom Network Solution A CNS solution design team consists of a CNS Solutions Engineer, a CNS Program/Project Manager, local engineers and assigned project personnel from State of Florida. The CNS design team will do a solution design walk around the campus(s) and all adjacent locations. The team will determine the system design to provide in-building and on-campus coverage. CNS offers two levels of solutions: Contract No.: OMS IOIlI-OOSB Exhibit 4 Page 60f21 • Bas ic Netwo rk So lutions: Implem ent ed in cases whe re enhan ced cov erage for a s mall area is required (o n I or 2 flo o rs o f a building, fo r example) and where there are less than 200 unit s inv o lv ed • Full-Scale Netwo rk So luti o ns: Coverin g a broad er a rea (s uch as a full building or campus o f buildings imp ac tin g more th a n 200 unit s); Full-Scale Network Solutio ns e na bl e Advan ced Mo bili ty Soluti o ns includi ng Private Rad io Solut ions, WLAN Infras tru cture and Fixed Mo bil e Co nv erge nce and th e c re ati o n o f Wire less Ecosy stem s Full Scale Dua l Network So lutio ns (iOENIC OMA) cove r a broad aroa -a futl build ing or ca mpu s of bui lding s. on d im pnc ls more than 200 unit s. Full-$eele Network Solution s enable deplOymen t of Workplace Mob il ity Solution s. Bas ic Network Soluti ons ore generOlIy Impleme nted In eases where enhanced coverage lor a small ar ea is re quired -on on e or two noor s of a build in g for exa mpl e -and whe re Ulefa ore less than 20 0 un its Inv olved . - The primary s oluti o n may in c lud e a macro-b ase st ation des ign with exte rn a l ro o ft o p a ntenn as , which eNS de s ig ns to provid e adequate radio fr e qu ency (RF) penetration to the maj o rity of th e campus. In a re as requiring furth e r cove ra ge enha ncement , S print may des ig n and in st all a di stributed antenna sy stem with intern a l ante nn as placed throu g hout the required s paces. C NS in sta ll s, moni to rs a nd mainta in s th e wirel ess netwo rks on-site allowin g IT departments to reduc e costs and focu s o n other pri o riti es. De pe ndin g on St ate o f Florida re quire ment s , a CNS solutio n will include ma ny or a ll o f th e fo ll ow in g co mp o ne nt s : Sprint Servi ces • Cellular • SMRlDirect Connect • Two-w a y messaQinQ • Data Applications Ha ndsets • Bla ck Berry Dev ices Nextel &Spri nt Devices • Single mode and dual mode Data Card s • • Smart De vice s e NS Infrast ruc ture • Distributed Antenn a system • Enhanced Base Transcei ver • Bi-directional Amplifie r System eNS App lica tion s • PB X Integra tion • Web -based account • Co nso le InteQration management Requir ements Anal ysis • Project Management • eNS Network Serv i ces Site Survey • Installation • Pro vi sioning • • Network DeSign Tra ining • Cont rac t No.: OMS 10/11-00 8B Ex hibit 4 Page 70f 21 Custom Network Solutions Sales and Project Management Approach Salts and Solutions Engineering Process Project qualifica tion A~ct. team coordination Custom'" preSMlafinn Propossl entation • Te rm s and k9al Mgotia lion Contract executIOn eNS SaIn coo rcin;)les with lIlo Segment Sa!8S, Solutions Engin •• rs an d CuskKMr (0 drive ptoiects 10 com pletion by managin g all facots of the e NS 5310$ PfoteSS which aRo '~ Custom.,s 10 locus on 0"''''311 bu ,w.e:los m(lnage meill. Professional Oeslgn and Deployment Process Requiremen ts gtJlhruing Site 4uIVey N./work de sign Im;la llanon NeM'Ofk optimization Oevic:e trafnifrglconfigurab'on eNS manages all Sbges of th e customer deployment process , f rom !he initial rlquil9ments asussmenl through inSl3113tioo 300 deployment ..... ith COllsul tOlnc grade methods, Pf()(edures 3nd loois. Sprint is continuing to work on the CNS Bu s ines s Model that will apply to fundin g CNS In- building so lution(s). 4.03 Conventional and PTT Device [nteroperability with Land Mobile Radio Systems To the extent available, the Service Provider shall provide a comprehensive solution which provides interoperability between conventional push-to-ta lk cellular technolo gy and Land Mobile Radio Systems i.e . Trunked Di g ital VHFfUHF/SOOMH z. The solution shall provide interoperable communications (end-to-end): between a defined closed use r g roups utili z ing the Service Provider's commercial cellular network and a particular Land Mobile Radio System (LRM) di s patch and the LMR remote user. The propos ed system shall be a Servi ce Provider turn-key so lution . Co ntr ac t No.: DMS 1011 1-00 88 InieroperabiWly Interlace Ex hi b it 4 Mobil e Switch Ce nte r Cellular T ower Page8of2t The interoperability interface gateway shall be software programmable and flexible enough to be configured on a daily basis, and contain a robust functional feature set that supports a broad range of agencies and be independent to end-user applications and LMR systems. Sprint does not provide a turn-key solution; however, SprintlNextel PTT services are capable of integration with mo st LMR systems with the proper hardware. 4.04 Campus Voice Call Group To the extent available, Service Provider shall provide a Campus Voice Call Group service. By switching the call from the MSC to the campus PBX directly, the communication streams shall not transverse the PSTN cloud and therefore a cost savings shall be realized. The diagram below is provided to illustrate the OMS objective (cost saving) and does not depict the actual design needed to accomplish the objective. The Service Provider shall not propose any solution that does not meet the OMS cost savings objective. The proposed service shall be a Service Provider turn- key solution . Campus PBX ,--Campus Voice Traffic Center Sprint will not currently be proposing a campus call group solution, but may elect in the future to provide this service feature. 4.05 Encryption Services To the extent available, Service Provider shall provide a wireless end-user encryption solution. The ideal solution shall be clientless or transparent (i.e. auto-established) to the SUNCOM Client. This means the solution shall automatically establish an encrypted session without SUNCOM Client input and function in the background transparent to the end-user. The solution shall secure the communication stream content with an encryption algorithm. The encryption algorithm shall utilize, at a minimum , a 128-bit encryption key strength . The diagram below is provided to illustrate the OMS objective (transparent, seamless, end-to-end encryption) and does not depict the actual design needed to accomplish the objective . The proposed encryption service shall be a Service Provider turn-key solution. Contract No.: DMS 101I1-008B Exhibit 4 Pa ge 9 of21 EnCryPte~d _ Voice d ··:,' • (j;jJ'..... • • 0 o 0 o 0 o Encrypted Data Tunnel : ••••• ~I : -~ o _ o o o o o .' ... L Demarcation " •• ' Service Provider's Encryption Appliance Sprint is not currently proposing an encryption service solution, but may elect in the future to provide this service feature. Note: On the Sprint 4G Networks, data is enc'ypted using l28-bit AES en cryption with ciph er block chaining. 4.06 IP Version 6 (IPv6) It is desired by OMS that the Service Provider's network and handheld devices support both IPv4 and IP v6 Internet protocols. Basically, Sprint's 4G will be IPv6 and 3G will remain IPv4 because 3G standards are not being updated for IPv6. Dual-stack on ly makes sense as there is no compatibi lity between the two standards, making (essentiall y) two internets (lPv6 and IPv4 ). First dual-stack device is expected 2H /20 12. Once we move to an ent ire 4G data network (2015 and beyond) we will assess w h ether it makes sense to move to a fu lll Pv6 network or not. If the int ernet evolves to a dual-stack env ironment, then we'll stay with that. 4,07 Communication Stream Prioritization To the extent available, all commun icat ion s pertaining to public safety entities sh a ll be priorit ized (ofa higher order) over all other state and commerci a l traffic. For COMA wireless services on the Nationwide Sprint Network, no prioritization is currently placed on voice over data or vice versa. Prioritization is placed on emergency (9 11 ) ca ll s only . These ca ll s are prioriti zed over a ll other call types. 4.08 Wi-Fi S martphon e Technology Int egrated Wi-Fi s martphone technology is des ired with functionality capable of transfers between Wi-Fi and cellular networks and that permits utilization of VolP technology. The dual- mode smartphone is envisioned to automatica ll y hop between wireless Ethernet (802.1 1) and Co ntract No .: DMS 101l1-008B Ex hibit 4 Page 10 of 2 1 digital cellular networks with a seamless handoff. For example, if the Wi-Fi enabled smartphone has an active data session using the cellular network and an available wireless Ethernet signal is detected, the smartphone will hop to the cheaper and faster wireless Ethernet network technology. DMS is aware a 3rd party (802.11) Wi-Fi access point may employ a blocking or network traffic shaping scheme which is out of the control of the Service Provider; therefore, the transmiVreceive device shall include functionality through which the user can manually force the device to connect to a desired network (Wi-Fi or cellular). The device shall maintain connectivity (within the connected network footprint) until the user resets the device to an auto-select mode. Sprint has read and will comply. Sprint Wi-Fi enabled phones and devices will meet this requirement. 4.09 Geographical Tracking Data Enriched with Vehicle Information In addition to providing the ability to track individual drivers and/or vehicles (with attached dedicated devices) implicit in the description for the "Error! Reference source not found." in Exhibit I, solutions for obtaining more information regarding vehicles are desired. This enriched data should include On-Board Diagnostics and alarms, driving performance (speed, exceeded inertial velocity limits, crash detection, etc.), routes and route fencing using industry standards for fleet management. DMS will consider a variety of approaches from turnkey of complete services (where the Service Provider enables all components of the service) to a compartmentalized approach that requires the State provide/obtain components to complete the service (e.g. the State might buy on-board computers and installations through other contracts). However, solutions that incl ude DMS as the clearinghouse for data provided to its clients are preferred. Turnpike RonteTracker Sprint has teamed with Turnpike to offer http://www.turnpikeglobal.com/Turnpike RouteTracker, TurnpikeDirect and TurnpikeDirect Premium, high performing, low-cost fleet management solutions on the Nextel National Network that automates regulatory compliance reporting through embedded GPS chip and direct connection into the engine computer. This allows for reporting on Speed, RPM, Fuel Economy, Idling, Hard Breaking, Odometer, Engine Warning Codes and other criteria depending on make/mode of vehicle. The Turnpike RouteTracker solution uses tethered devices in trucks along with handset applications for the drivers to track the regulatory needs for both drivers and the fleet. Fleet operations reports are provided via web service and with f1l ings for International Fuel Tax Agree (IFTA), Hours of Service (HaS) and International Registration Plan (IRP) Turnpike RouteTracker includes: • In-vehicle hardware • Cabling • Installation kit (alcohol wipe, 2-sided tape and silicone adhesive) • Installation manual TurnpikeDirect application provides: **not all features available for all makes/model vehicles Vehicle Operation Reports including: Contract No.: DMS IOIlI·008B Exhibit 4 Page IIof21 • Road speeds • Engine idle • Hard braking • Odometer • Mileage • Productivity monitoring • Payroll • RPM • Vehicle and Driver scorecard • Route Bread Crumb Trail • Electronic trip sheet, • Stop detail • Customer stops TurnpikeDirect Premium application adds: • Electronic Hours of Service (HOS) application o Includes pre-trip and post-trip inspection. • Real-time fault code reporting • Driver log-in and operational reports by driver Turnpike Direct Premium application add on can include electronic hours of service (HOS) application, (includes pre-trip/post-trip inspection), driver log-in and operational reports, and real- time fault code reporting. Location-based Services Summary Wireless subscribers see location-based services as a key differentiator. Sprint has emerged as a leading carrier of location-based services (LBS) service for mobile phones, with the longest history of providing location-based services in the wireless industry beginning with the first location and mobility services in 2000 and the first GPS-enabled phone to support E911 services in 2001. We continued that trend offering the first navigation service on wireless phones with turn-by-turn driving directions in 2003 and the first family location service in 2006. Spring innovative location-based solutions from Sprint provide businesses the ability to: • Locate & Navigate -to track driver location and activity. Workers will spend less time asking for directions and more time getting things done, by optimizing your train routes. This results in reduced costs, increased efficiency and improved customer satisfaction. • Track & Manage -provide constant fleet visibility, which means that wherever your trains, trucks, or buses are, State of Florida will have the information you need to make real-time decisions and just-in-time repairs. Sprint's asset tracking & fleet management tools provide the capability to manage mobile resources for drivers, vehicles and trains, in fleets of any size in real-time. State of Florida can optimize assets for maximum efficiency and enhanced customer service • Automate & Compute -simplify job entry and help you match drivers and vehicles to customers' needs. Sprint-certified LBS applications provide accurate wireless data transfer that you can reply on to eliminate the errors and redundancies of handwritten Contract No.: DMS 10/11-0088 Exhibit 4 Page 12 of21 communications. Automated driver schedules and customer payments reduce paperwork, speed billing and accelerate cash flow. Today, Sprint supports more than 20 consumer GPS applications, including Sprint Workplace Locator. Our relationship with leading location-based developers such as TeleNav and Trimble further strengthens Sprint's position as a leader in the LBS marketplace. Machine-to-Machine With a growing number of manufacturers incorporating wireless embedded modules into their mobile computing and M2M equipment offerings, Sprint is able to extend our wireless portfolio beyond handsets and data cards to offer a broad range of wireless solutions that include a variety of laptop and notebook computers as well as a variety of machine-to-machine (M2M) devices to support GM. These include: network agnostic capabilities (including 3G, 4G, COMA, and a reliable Tier I IP network); specialized industry solutions engineering teams; an open approach to devices and applications through the company's Open Device Initiative, an expansive M2M partner ecosystem; and the ability to provide customers with customized solutions that can include distribution, branding, billing and customer care services. Sprint IP Convergence Strategy Sprint understands financial and competitive gains are tied to the network a company chooses for its communication needs. For longer than any other global Internet service provider, Sprint has demonstrated our commitment to providing our customers with prem ier data services by building one of the world's best-engineered IP networks. Our network is built with a 100% IP architecture, organically grown as a single network -not a diverse network meshed through years of mergers and acquisitions. By providing a seamless connection for our customer data traffic, we offer a high degree of network survivability and performance backed by an industry-leading Service Level Agreement (SLA) portfolio. As a global network provider, Sprint offers both global breadth of service though our wholly owned IP/MPLS network covering 90 percent of the global MNC (multinational corporations) locations and local depth of service leverages our NNI collaborates globally which allows for expansion of existing worldwide service to all parts of the world. Fixed Mobile Convergence In addition to the cost savings of consolidating your voice and data infrastructure, State of Florida can improve productivity and make your communications systems a strategic advantage across different business functions. Virtually wherever and whenever State of Florida connects, Sprint-enabled Unified Communications (UC) will follow -from the desk phone to computer to the mobile phone -with voice, data, messaging and conferencing applications effortlessly flowing from one destination to the next. Sprint solutions help business and government agencies increase productivity and customer satisfaction while driving down costs. Telenav Track Field Force Applications Overview Through a combination of the latest advances in GPS, wireless and Web technologies that make mobile workforce, Sprint offers TeleNav Track, a leading fleet and field force management solution, With TeleNav Track State of Florida can save money, get control of operational costs, Contract No.: DMS 101l1-008B Exhibit 4 Page 13 of21 and improve the productivity of your workforce and assets. TeleNav Track allows you to locate and track your mobile workforce, manage GPS enabled timesheets, schedule and dispatch jobs, generate reports and real-time alerts as well as automate many paper-based processes giving you greater control of your business and workforce. TeleNav Track has been part of the Sprint Nextel portfolio since 2005 offering products that can provide substantial benefits and immediate ROJ State of Florida as long as they have mobile workers they need to manage. State of Florida can enjoy free telephone, email and Web support 24 hours a day, 7 days a week and in-house deployment and integration teams ensure that State of Florida starts realizing the savings and other benefits from TeleNav Track quickly. Also, Sprint's TeleNav Track solutions come in a variety of plans to meet State of Florida specific needs. These various plans include: • Lite • Plus • Enhanced • Premium • Fleet Key Features and Customer Benefits GPS Tracking with Alerts -See what happens in the field every minute of the day: • View employees' locations, stop history, and current status on a map • View the status of a dispatched job in real-time • Managers can view field personnel location from their handsets • Get alerts for speeding violations, stops, geofence entry/exit, or other parameters you define Wireless Dispatching -Drastically reduce paperwork with wireless dispatching: • Schedule new jobs and be notified when completed • Have job workfiow date, time, and location-stamped • Create or delete jobs from the handset • Get alerts when jobs or workers don't start or finish on time, deliveries don't meet expected transit window, dispatched jobs don't reach the handset, and more GPS Navigation -Gives mobile workers visual and audible tum-by-tum driving directions with automatic fe-route so they drive fewer miles: • Works seamlessly with dispatched jobs and work orders • Workers can get to work sites faster and with less fuel consumption • Use Business Finder to find a location and then map it, drive to it, call it, or save it for later Wireless Forms -Reduce paperwork and data re-entry while improving the quality of data captured in the field: • Capture data from the field and send it back in real time to the website • Re-create any form of process with 18 field types (including signature and photo) and branching logic • Attach forms to jobs sent to employees and to timesheets Contract No.: DMS 10/11-0088 Exhibit 4 Page 14 of21 • Integ rate forms a nd data with other systems Wireless Timecards -Streamline time card collection and payroll processing and help make payroll more accurate: • Workers clock in and out and record breaks from their wireless devices • Team Timecard lets supervisors clock in/out individuals or entire teams from one device • Voice Timecard lets users enter time punches us ing voice commands from their phones • Capture labor codes wi th every t ime punch • Specify overtime ru les and view a breakdown of a worker's timesheet • Integrate with ADP and other payro ll and back-office systems Te leNav T r ack Co m petitive Differentiato rs Feature The TeteNav Differen ce Form s & • Ove r 20 unique Field Types with 1000's of fields pe r device, including Workflow text field, pull down menus, c heck boxes and more. w /Barcode • Use b ranching logic to create specific work flows and simplify complex paper based forms • Capture photos, signatures , GP5 coordinates, and barcodes • Most other tracking apps on ly have a co uple of fie ld types and greatly limit the numbe r fields per device • TeleNav Track turns workers ' mobile devices into wireless time clocks, letting the clock in and out , and record breaks in the field with very simple men us Tim ecards for • Team Timeca rd lets supervisors record time punc hes for crews In d iv idual • TeleNav Track p rovides time and labo r management reports and Workers an d alerts , helpi ng business better manage labor and job costs and Teams control overtime • Integ ratio n of timecard data with AD P and other payroll systems can reduce payroll administration effort by as much as 80%. Integration wit h • Nea rl y a ll data collected by the wi reless handset or stored in the Other Syste ms TeleNav Track system can be integrated into most back office systems . • TeleNav offers a wide range of integration options , including preconfigu red standardize d modules fo r popular systems (ADPQuickBooks, Kronos , etc.), a secu re behind,the,firewa ll exchange server, and open AP ls and a systems integration team for custom integ ration requirements . • TeleNav Track integrates with CRM , work order software and asset manageme nt systems to accept custo mer records and work orders . • Very few other tracking apps have an 5 1 team available and require customers to perform any integration, if it is even available . • Most other tracking apps are very limited to what data can be exchanged with backend systems and provide little if any assista nce or customization. GPS Navi ga tion • Mobile workers only need to select a job to start GPS navigation to wI T ru c k Routes t he job site. Fo r drive rs of large trucks , specific routes that accommodate oversized ve h icles can be provided. • Most other tracking apps require launching sepa rate Navigation application on the handset and require much more user intervention . Truck routes are rarely an option in this situation . Trac k ing & • TeleNav T rack and provide very granu lar "breadcrumbing" with Re ports tracking scalable down to 1 minute intervals . This provides information that is much more accurate and reports (speed, mileage , stops, etc.) • Most other tracking apps can only go down to 5 minute tracking Contrac t N o .: DMS 1011 1-008B Exhibit 4 Pa ge 15 of21 intervals and reportinQ can be very inaccurate . Mileage Tracking • TeleNav Track can provide mileage reports that are over 93% accurate . Th is is critical for acc urately pay in g expense reports and increases wo rker satisfaction . • Most other tracking apps are mu ch less accurate (some under 50 %) mainly due to 5 minute tracking limitation. Customized • TeleNav Track allows customers to upload their own fully Maps customizable maps that allow the integration of external location information Gob sites , customer locations, distribution centers , etc .) to be di splayed on the dispatch console . • While others claim to have customized maps , they only allow changing of a few co lors and do not provide external data integration . Scalable • TeleNav Track provides 36 turnkey features that are highly accurate Architecture with most of the data being fully exportable to external databases . In addition to these turnkey features, • TeleNav track is extremely customizable with robust wireless forms and integration features .· Most tracking apps have less turnkey features and have limited , if any customization capabilities . Route • TeleNav Tra ck Premium has integrated route management features Management that optimize multistep routes or delivery schedules . • Even though some tracking apps provide route optimization, few ha ve it integrated into the dispatch and schedulinQ functions . Customer • TeleNav Track customer car. is all US based and open 24x7 , 365 Support days a year. It is the largest in the industry and well staffed with 80% of calls answered in person in less than 45 seconds. • Most other tracking vendors use offshore customer support only open durinQ US business hours , Monday through Friday. TeleNav Track Plan TeleNav Track Plan Llte2 Standard 1 Premluml Monthly Fee Setup Fee 24x7 Live Phone Support • • • Live Web Training • • • Location Tracking • • • One Year Report History • • • Customizable Address Book • • • GPS TrackinQ • • • Location Reports (breadcrumb, stops , speedinQ) • • • Landmarks • • • Geofence Alerts • • • Admin Login Activity Report • • • Route and Route Report • • • ReportinQ • • • GPS Timeca rd • • • GPS Geofence Timecard (New in v4 .1) • • • Remote Start (Public IP Needed) • • Co ntract No.: DM S 10111-0088 Ex hibit 4 Page 16 of2 1 TeleNav Track Plan Llte2 Standard1 Premlum1 Ping (Locate) (Public IP needed) ~ ~ Store and Forward (record data when out of coveraQe) ~ ~ Locate others from phone ~ ~ Voice Timecard ~ ~ SpeedinQ and Stop Alerts ~ ~ Exception Alerts (speeding, stop, state cross, low battery alert) ~ ~ Messaging (like 2way text messaging) ~ ~ Text Directions (Mapquest style directions) ~ ~ Customizable Map ~ ~ Find Closest (identify worker closest to site on web console map) ~ ~ Mileage ~ ~ Job Importing e Dispatch ing and Scheduling ~ Job Sch edule Alerts ~ Barcode Scanning 3 ~ Wireless Forms ~ Wireless Forms Reports ~ Signature Capture (attach signatu re to wi reless forms) (New In v4 ,1) ~ Image Capture (attach images to wire less forms) ~ (New In v4,1) Document Hosting3 ~ Jobs Report ~ Route OptimizationS (load balance and op timize routinQ) ~ Real-time Audible Turn by turn GPS Navigation ~ Business Directorv ~ Fleet Edition (Additio nal $9 .99/user/month)4 ~ Hot Key Alert (New In v4.1) ~ Team Timeca rd (New In v4.1) ~ 3. BlackBerry only. Barcode scan nin g also ava il ab le for Motorol a 1615 C o ntr acl N o .: DMS 10111·0088 Ex hibit 4 Page 1701'2 1 ActSoft Snapshot -Sprint-certified Third Pa,"-ty. Manufacturer Solution Prov ider Application Industry Desc",,-tion ActSoft Comet Tracker Comet Tracker is an affordable Inc. (Incl. Sprint and mobile management solution that IT2MC) Nextel tracks time , tasks , jobs and Con tract No.: DMS 10111·008B Compatible locations of workers. Comet Comet Tracker Lite Sprint and Nextel Compatible Comet Tracker Web Sprint and Nextel Compatible Comet Mob ile Worker Sprint and Nextel Compatible Vehicle and Engine Monitoring Sprint and Nextel Compatible Comet Tracker Construction, Education, Field Services, Go ve rnment, Health Care , Manufacluring , Tracker; utilizes the GPS capabilities of Sprint Ne xtel phones to find and update the locations of workers and assets. ActSoft provides a full suite of serviCes, including: • Comet Tracker : Full·featured track ing solution available on Sprint and Nextel handsets • Comet Tracker Lite : Network- initiated tracking available on Sprint and Nextel handsets • Veh icle and Engine Monitoring solution • Comet Mobile Worker : Work- order management and tracking solution designed to support the full service lifecycle • IT2ME : Web·based tracking Real Estate, solution Retail & f--==-:---:-::--:----:-:-----:- Distribution , Comet Tracker Lite is a client- Transportation based desktop application that means local storage of data , easy integration , power feature set and easy to scale . All features are available at a single price point - no add ons required for dispatching Exhibit 4 Comet Tracker Web is a web- based application mean means easy integration, powerful feature set and easy to scale. Comet Mobile Worker automates the full service lifecycle with a single solution , from the initial service request to service call completion . Includes invoice integration with QuickBooks , worker profiles , calendar view and recurri,,!!~intments. Vehicle and Engine Monitoring is a cost-effective vehicle monitoring and diagnostics solution with sensors, rich report ing and support for rules and logic. Allows companies to sign ificantly lower operating and maintenance costs. Comet Tracker In·Vehicle Page 18of2 1 Solution Provider Application Industry Description In-Vehicle pro vides cost·effective in ve hi cle Sprint and solution Nextel Compatible Comet Tracker Comet Tracker Mexi co allows for Me xico continuous fleet tra ck ing into Sprint and Mexico Nextel Co m patible ActSoft Mobile Applications Overview Since 2003, Sprint has partnered with ActSoft to offer affo rdable mobile management and GPS tracking so lutions that uses Sprint Nextel phones to track and update time, t as ks, jobs and locations of workers_ Ac tSoft is the only partner to that offers the option of client-based (with no unlimited data storage), web-based or a combination of the two applications to offer its client s full MRM capabilities . ActSoft's web-based application offers many of the same features as the client-based application, and allows an easy tran s ition from Web to C lient ba sed product as th e customer grows. Both applications provide robust features to the customer. Comet Tracker ActSoft's Comet Tracker is a fully-featured, very-easy -to-use and innovative software that leverage s both GPS and wireless technology to give State of Florida the mo st potent and versatile mobile management tool on the market today. Comet Tracker truly automates every part of your work flow -, which saves paper, time and fuel and money! Comet Tracker offers location tracking; wireless time clock reporting for drivers paid by the hour, job dispatching and customized alerts. This makes Comet Tracker an exceptionally powerfu l location-based solution that gives the best possible detail while lowering costs, improvin g safety and enhancing customer service. GPS Tracking • Wirele ss ly track State of Florida workers nationwide using Nextel phones • Location information updated as often as every 15 seconds • Track locations even when on the phone or outside your coverage area • Alert workers to start tracking and automatically stops tracking at the end of the day Time Tracking • State of Florida workers clock in and out of shifts and breaks us ing their phones • Times are recorded and stored, allowing you to verify worker time card s Extensive Reporting • Document worker ac tivities . Report s provid e mileage, speed , location, headin g, and stops data • Export report data to another a pplication . Comet Mobile Worker ActSoft levera ges GPS technology and wireless workflow management to offer Co met Mobile Worker, a mobile application designed to manage and monitor GM 's daily operations. This multi- purpo se soft ware allows State of Florida to streamline processe s throughout your se rvice Contract No.: OMS IO /II-OOSB Ex hibit 4 Page 19 of21 lifecycle, from the moment the service is requested to the final call completion. Comet Mobile Worker offers the following features: Location Tracking • Use OPS tracking to locate OMworkers on web-based maps • View speed and stop durations of all workers • Easily assign closest worker to ajob • Receive geofencing alerts when workers enter or leave predetermined areas • Monitor planned versus actual routes driven Wireless Forms Capture accurate data from the field Provide factual data for regulatory and compliance purposes Reduce paper and cumbersome manual processes Eliminate needless trips to the office Wireless Invoices Immediately invoice when job is completed Speed up accounts receivable process Increase cash flow Reduce paperwork Reduce trips to the office and duplicate data entry Vehicle and Engine Monitoring ActSoft offers Vehicle and Engine Monitoring applications for State of Florida to take true control of your fleet, while driving down the cost of fuel and maintenance. ActSoft has partnered with Malone Specialty, Inc., to offer its Sprint-certified, multi-patented CV-MARC system, a revolutionary device th'at takes the management out of trying to enforce idle reduction policies. Combined with ActSoft's powerful software and the Sprint 30 and 40 I networks and Nextel National Networks as well as the ability to monitor multiple sensors on a vehicle, State of Florida will start saving money immediately upon installation and know exactly when and where things happen. Product highlights include: Reduce Idling • Monitor Idle time to reduce fuel costs and consumption • Reduce maintenance expenses and wear and tear • Idle Limiting with Automatic Engine shut off to enforce compliance • Automated alerts and reports to keep management informed of abuse Monitor Sensors • Prolong engine life by monitoring oil pressure, engine temperature, battery strength and more • Know when doors are opened to be alerted of emergencies or theft • Monitor systems including switches, lights, PTO, valves, lifts and more • Receive alerts and run reports to know duration of events for compliance reporting Reduce Carbon Footprint Help the environment by reducing emissions Contract No.: DMS 10111-008B Exhibit 4 Page 20 of21 Improve customer image by going green Enforce regulatory compliance and standards ActSoft Support ActSoft's Support Center operates from 8 a.m.-8 p.m. EST by a staff of highly trained personnel. Most software installations and end-user training are conducted over the phone. Training can be in one-on-one or group sessions. On-site training is also available. 4_10 Filliug Gaps iu Future Public Safety Mobile Broadbaud Network Current proposals before Congress and the Federal Communications Commission anticipate using technologies for public safety telecommunications that are similar those offered by the Service Provider in relation to this contract (i.e. public safety officials may ultimately use devices similar to those used by consumers instead of traditional public safety radios in use today). Entities like OMS and its public safety partners, expect to obtain usage rights in 700 megahertz bands for this purpose. To deploy public safety networks using these bands, OMS anticipates developing new procurement vehicles that either seeks a comprehensive public safety network or components thereof that will be assembled by OMS into a comprehensive network. However, the magnitude of a statewide public safety network means future Service Providers will likely offer incomplete geographic coverage. DMS is seeking, a commitment from the Service Provider to offer assets and services at fair prices to complete this future public safety telecommunications network. The Service Provider shall provide a brief description of the assets and services that may aid OMS's effort to complete a future public safety telecommunications network and indicate the Service Provider's willingness to provide them. Sprint is interested discussing a "custom" 700 MHz L TE network with the State of Florida". Contract No.: DMS 10/11-0080 Exhibit 4 Page 21 of21 EXHIBIT 5 -SERVICE LEVEL AGREEMENT MATRIX Contract No.: DMS 10/11-008B Exhibit 5 Page lof5 Exhibit 5: Sprint MCS Service Level Agreement Matrix The StA Exhibit is expected to also include delivery, response, and notification SLAs. An example of a "delivery SLA" is the time required for the end-user to receive hardware device(s) and/or contracted services once the order has been received by the Service Provider . An example of a "response StA" is the time the Service Provider requires to provide an initial response (or acknowledgement) to a helpdesk ticket . An example of a "notification SLA" the amount of time DMS will receive notification prior to planned service outage(s). SLA I SLA Item Des cription SLA Definition, General Service Performance Matrix SLA Timers Credit Allowance 1 IPSec VPN (primary/secondary) Appliance Failover Conlracl No .: DMS 1O/11-00 8S In the event there is an IP connecllvlty failure caused by the Service Provider's primary IPSec VPN appliance , the Service Provider network shall failover to their secondary IPSec VPN appliance to maintain connectivity to MFN. In the event there is an IP connectivity failure caused by the MFN primary IPSec VPN appliance the Service Provider's IPSec VPN appliance s hall failover to the MFN secondary IPSe c VPN appliance to maintain connectivity to MFN. The failover in any case shall be acco mpli shed within five-hundred (500) seconds. The failover shal l be governed by the BGP routing protocol operating between the MFN and Service Provide devices or other as agreed upon by OMS . The SLA credit allowance shall be charged to the Service Provider if their primary and secondary VPN appliances fail simu ltaneously or other Service Provider network event which causes a total outage or the VPN appliance fail over does not occur in the specified time. The Service Provider s hall be exempt from this SLA if the MFN primary and seco ndary VPN appliances fail simultaneously. Sprint agrees to the IPSec VPN (primary/seco ndary) Appli ance Failover SLA as wri tten . The Parties agree that until OMS accepts and approves the monitoring and failover system described above is in place, Sprint will not be authorized to sell o r provide any services available pursuant to thi s Agreement through the OaSIS system. OMS agrees that it will not enforce this SLA until the monitoring and failover system described above is in pl ace and has been accepted and approved by OMS. In any event, if the fail over system is not accepted or approved by OMS , OMS reserves the right to terminate thi s Contract for convenience. If the agreed validation system determines an "i ncident" has occurred the partie s will work together to isolate the root cause of the incident. If Sprint is determined to be at fault and the fail over did not occur within 500 seconds the credit is due. Exhibit 5 500 seconds, Within 5% of the affected users'MRC Page 2 of5 2 3 4 5 Engineering Coverage Maps, (Voice and Data) Hardware Shipment Operational Guide and User Guide Escalation Procedure Contract No.: DMS 10/11-008B The Service Provider shall provide outdoor engineering coverage maps acceptable to OMS that accurately reflect the reliable voice and data service areas in the State of Florida within forty-five days from the contract execution date. If the coverage area changes from the original maps submitted, the Service Provider shall provide an update revision to OMS within ninety days of the change. Sprint will update maps quarterly as necessary. From the Service Provider receipt date of the complete OaSIS electronic service account order, the Service Provider shall MAKE COMMERCIAL REASONABLE EFFORT TO ship the ordered hardware to the delivery address within seventy-two hours. If the Service Provider is unable to ship the ordered hardware due to unavailability (out of stock), the Service Provider shall send an electronic notification to OMS and the end-user within seventy-two hours of order receipt date. Shipments related to "Enhanced Services" hardware are exempt from the SLA. The SLA shall be measured by the Service Provider and verified by the OaSIS ordering system. IF DATA LINK PROVISIONING IS NECCESSARY ADDITIONAL 48 HOURS IS REQUIRED. Failure to respond, within a target completion date, to a OMS requested actions (review and/or input) regarding the development and maintenance of the Operational Guide and User Guide. OMS WILL PROVIDE PRIOR NOTICA TION AND A MUTUALLY AGREED UPON TIME FRAME TO COMPLETE THE REQUESTED ACTION. The Operational Guide shall describe the operational relationship between the Service Provider and OMS (e.g. order processing, service provisioning, service monitoring and maintenance, troubleshooting and reporting, billing, etc.) The User Guide shall describe the service relationship between the SUNCOM end-users and DMS. From the contract execution date, the Service Provider shall provide an escalation procedure and contact list to be used by OMS to remedy unresolved problems within thirty-days. Thereafter, the Service Provider shall provide updates to the escalation procedure and contact list as required. The Service Provide shall be subject to the SLA credit allowance if the escalation procedure or contact list is found to contain outdated or incorrect information applicable to the OMS discovery date. Credit allowance would be applied from when the error is identified. Exhibit 5 45-days, Within 72-hours, Within, except during holidays As Required by OMS forthe Life ofthe Contract 30-days, Within $1,000.00 per-day thereafter, until provided $50.00 per-failure to ship, or failure to notify $1,000.00 per- failure to respond $1,000.00 per day thereafter, until provided or until updated Page 3 of5 6 7 S 9 Existing Wireless Data Customer Migration Planned Wireless Service Outage Notification Unplanned Wireless Service Outage Notification Helpdesk Verification Tool Contract No.: DMS 10/11-0088 Once the Service Provider receives the complete OaSIS electronic service account order to migrate the existing wireless data customers, the Service Provider shall move all existing wireless data users to the new MFN access method as specified in the contract technical exhibit within one hundred twenty (120) days. In cases where continued issues arise Sprint will notify State of the problem. The Service Provider shall send a two-business day (minimum) advance electronic notification which informs DMS and the affected end-users of a planned service outage which includes the date, time, and estimated duration of the outage. The SLA shall be measured and verified by the 120-days, Within Service Provider'S system. 12-business days, END USERS MUST SIGN UP TO NOTIFICATION PROCESS THAT Priorto ALLOWS FOR MULTIPLE OUTAGE NOTIFICATIONS OPTIONS. SOME LIMITATIONS EXIST AS STATED IN RESPONSE (I.E. LIMITED TO 100 RECIPIENTS FOR SOME NOTIFICATIONS). REFER TO SLA MATRIX IN EXH #5, BTSA NOTIFICATION DOC. The Service Provider shall send a notification to DMS and all end-users communicating the wireless services is not available in a generalized area within Florida which includes an estimated time for service restoration within five hours (maximum) from the outage start time. The SLA shall be measured and verified by the Service Provider's system. END USERS MUST SIGN UP TO NOTIFICATION PROCESS THAT ALLOWS FOR MULTIPLE OUTAGE NOTIFICATIONS OPTIONS. SOME LIMITATIONS EXIST AS STATED IN RESPONSE (I.E. LIMITED TO 100 RECIPIENTS FOR SOME NOTIFICATIONS). REFER TO SLA MATRIX IN EXH #5, BTSA NOTIFICATION DOC. The Service Provider shall make available to DMS a web-based application tool (Read-Only) to verify the helpdesk performance. The web tool shall generate a matrix of all helpdesk tickets captured for the past ninety days. The matrix shall include an end-user and wireless device identifier, unique helpdesk ticket identifier number, ticket status (open/closed), and history log for each ticket. Exhibit 5 5 hours, Within lSD-Days From contract execution date $3.00 per-day, per-wireless data deVice thereafter, until completed $2,500.00 per- planned outage, failure to notify $2,500.00 per- unplanned outage, failure to notify $300.00 per-day thereafter, until provided Page4of5 Upon receipt of an end-user helpdesk ticket related to a wireless device network configuration error, the Service Provider shall correct the configuration error within four hours. The four hours time period shall be 4 hours, $50.00 per ticket Service Provider Network measure using the automated (open/close) timestamps contained within the Less than 10 Configuration Error. helpdesk ticket. A network configuration error is defined, in this instant, as any softwarelhardware mechanism provisioned by the Service Provider which prohibits the wireless device from establishing a usable communication channel due to a configuration error. Total SLA payouts shall in no case exceed 3% of current year to date Current YTD Not to Exceed 3% 11 Maximum SLA Payout annual contract revenue. Enhanced services (Exhibit 4 ofthe contract) shall Revenue not be included in SLA total contract revenue calculations. Contract No.: DMS 10111-008B Exhibit 5 Page50f5 Contract No.: DMS-10/11-00SB -Exhibit 6 Exhibit 6 Contract No.: DMS-10/11-00B8 -Exhibit 6 State Technology Office STO Purchasing Phone 850-922-2756 4030 Esplanade way Fax: 850-413-8623 Tallahassee. FL 32399 WIRELESS DATA SERVICES CONTRACTBYANDBE~EN SPRINT AND THE STATE OF FLORIDA ACTING THROUGH THE STATE TECHNOLOGY OFFICE Contract No.: DMS-10/11-008B -Exhibit 6 State of Florida State Technology Office Wireless Data SeNices SECTION 1 DEFINITIONS ............................................................................................................................... 5 1.1 DEFINITIONS .................................................................................................................................. 5 1.2 RULES OF INTERPRETATION ........................................................................................................... 6 1.3 HIERARCHY OF DOCUMENTS .......................................................................................................... 7 SECTION 2 SCOPE OF SERVICES AND COMPENSA TION ..................................................................... 7 2.1 PURPOSE AND SCOPE .................................................................................................................... 7 2.1.1 Contractor's Role .................................................................................................................. 7 2.2 SPECIFIC SERVICES AND DELIVERABLES ........................................................................................ 8 2.3 ~rement Transaction Fee ................................................................................................... 8 SECTION 3 CONTRACT ADMINiSTRATION ..•..•.•••....•..•.••...••.•...•.•.....•....•.....•...••......•..•.............•.•••.••...•..... 8 3.1 CONTRACT MANAGEMENT .............................................................................................................. 8 3.1.1 Program Management Responsibility ............................................. , ......................................... 8 3.1.2 Key Personnel ..............................•........................................................................................... 8 3.1.3 Knowledge of Intent to Transfer Corporate Interests ........................................................ 9 3.1.4 Meetings ................................................................................................................................. 9 3.1.5 Meeting Minutes ...........................•..................................................•..................................... 9 3.1.6 Reporting .........................•.................................................................•.................................... 9 3.2 CHANGE ORDERS .......................................................................................................................... 9 3.2.1 Change Order Process ..............•........................................................................................ 10 3.2.2 Effect of Change Orders ....................................................................•................................ 10 3.2.3 Technology Refresh Proposal ........................................................................................... 10 3.3 WARRANTY ......................................................•.......................................................................... 11 3.3.1 Contractor Warranties ........................................................................................................ 11 3.3.2 Exceptions ........................................................................................................................... 11 3.3.3 WARRANTY DISCLAIMER. ...............................................................•................................. 12 3.4 Subcontractors ..............................................................................................•..................... 12 3.5 ACCEPTANCE ............•................................................................................................................. 12 3.5.1 Time for Acceptance .........................•.....•.......................................•................................... 12 3.5.2 Process .......•......................................................................................................................... 12 3.6 CONTROL OF RESOURCES ............................................................................................................ 12 3.7 OTHER OBLIGATIONS ••...........................................................................................................•..... 13 3.8 STO RESPONSIBILITIES ............................................................................................................... 13 3.8.1 Data Entry ............................................................................................................................. 13 3.8.2 Operating Instructions ........................................................................................................ 13 3.8.3 Cooperation ......................................................................................................................... 13 SECTION 4 FINANCIAL MANAGEMENT .•......•...•.•...•..•....••...............•.......•.•....•••.••.•..•.•...•..••...•.....•••.....•. 13 4.1 AUDIT RIGHTS .........................................................................................•................................... 13 4.2 PAYMENT UPON TERMINATION ..................................................................................................... 14 4.3 INVOICING AND PAYMENT ............................................................................................................. 15 4.3.1 Invoices ................................................................................................................................ 15 4.3.2 Disputed Invoices and Penalties ....................................................................................... 15 4.3.3 Payment. ............................................................................................................................... 15 4.4 COMPETITIVE PRICING ................................................................................................................. 17 SECTIONS ONE FLORIDA ........................................................................................................................... 17 5.1 UTILIZATION OF SMALL BUSINESS CONCERNS .............................................................................. 17 5.2 CONTRACTOR'S COMMITMENT ...................................................................................................... 17 5.3 NON-DISCRIMINATION AND EQUAL OPPORTUNITY ......................................................................... 17 SECTION 6 PERFORMANCE STANDARDS .............................................................................................. t 8 ITN No. 03-STO-JTN-011 CONTRACT FORM APRil 17, 2004 Page 2 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11·008B· Exhibit 6 SECTION 7 SOFTWARE AND INTELLECTUAL PROPERTy •.....•..•.•.•.....•...•••.............•....•.•..•...•....•.•.•. 18 7.1 STO MATERIALS ••••••••••••••••.•••.•••••••••••••.•••••••••••••••••••••••••••••..••••••••••••••••••••••••••••.••••••••.••••••.•••••••.•• 18 7.2 TRADE SECRETS •••••••••.••.•••••.••••••••••••••••..••.•••••••••.•••••••.••••••••••••••.••••.••••••••••••••••••.••.•••••..••••.••••••••.• 21 7.3 SOURCE CODE •••••••••••••••••••••••••..••••••••••••.•••••••••.•••.•••••••••••••••••••••...•••••.••••••••••••.••.••••.••••.•••••••••••••• 21 SECTION 8 INSURANCE ................................................................................................................................ 22 8.1 INSURANCE COVERAGE •••••••••.•.••••••••••••••••••••..••••••••••••••••••••••..•••••••••.•••••••••••.••.•••••••••••••••••••••••••••.• 22 8.1.1 Commercial General Liability ...•......................................................................................... 22 8.1.2 Workers' Compensation Insurance ................................................................................... 22 8.1.3 Automobile Liability Insurance .......................................................................................... 22 8.1.4 Professional Indemnity Insurance ..................................................................................... 22 8.2 SUBCONTRACTOR INSURANCE COVERAGE .................................................................................... 22 8.3 PROOF OF INSURANCE ................................................................................................................. 22 8.4 DEDUCTIBLE AMOUNTS ................................................................................................................ 23 8.5 SELF INSURANCE ......................................................................................................................... 23 SECTION 9 DEFAULT AND REMEDIES ..................................................................................................... 23 9.1 CONTRACTOR EVENTS OF DEFAULT ............................................................................................. 23 9.2 STO REMEDIES IN THE EVENT OF DEFAULT .................................................................................. 24 9.3 STO EVENTS OF DEFAULT .......................................................................................................... 24 9.4 CONTRACTOR REMEDIES IN THE EVENT OF DEFAULT ..................................................................... 25 9.5 STO MAY CURE .......................................................................................................................... 25 SECTION 10 DISPUTE RESOLUTION ........................................................................................................... 26 10.1 DISPUTE RESOLUTION .................................................................................................................. 26 10.2 PERFORMANCE TO CONTINUE ....................................................................................................... 26 10.3 CONFIDENTIALITY ........................................................................................................................ 26 10.4 PAYMENTOFFEESANDCOSTS .................................................................................................... 26 SECTION II TERM, RENEWAL, AND TERMINATION PROVISIONS .................................................. 26 11.1 TERM/RENEWAL. ......................................................................................................................... 26 11.2 TERMINATION FOR CONVENIENCE ................................................................................................. 27 11.3 TERMINATION FOR CAUSE ............................................................................................................ 27 11.4 CONSEQUENCES OF TERMINATION By STO .................................................................................. 27 11.4.1 Termination for Cause ........................................................................................................ 27 11.4.2 Termination for Convenience ............................................................................................. 27 SECTION 12 GENERAL PROVISIONS .......................................................................................................... 27 12.1 ADVERTiSiNG ............................................................................................................................... 27 12.2 ANNUAL ApPROPRIATIONS ........................................................................................................... 28 12.3 ASSIGNMENT ............................................................................................................................... 28 12.4 CHANGE OF STATUTE OR REGULATION ......................................................................................... 29 12.5 COMPLIANCE WITH LAWS ............................................................................................................. 29 12.6 CONTRACT ADMINiSTRATOR ......................................................................................................... 29 12.7 GOVERNING LAW ......................................................................................................................... 29 12.8 EMPLOYEES, SUBCONTRACTORS, AND AGENTS ............................................................................ 30 12.9 ENTIRE CONTRACT ...................................................................................................................... 30 12.10 EXECUTION IN COUNTERPARTS .................................................................................................... 30 12.11 FORCE MAJEURE, NOTICE OF DELAY, AND No DAMAGES FOR EXCUSABLE DELAYS ...................... 30 12.12 FURTHER ASSURANCES ............................................................................................................... 31 12.13 INDEMNIFICATION ......................................................................................................................... 31 12.14 LIMITATION OF LIABILITY .............................................................................................................. 31 12.15 INDEPENDENT CONTRACTOR STATUS OF CONTRACTOR ................................................................ 32 12.16 MODIFICATION OF TERMS ............................................................................................................. 32 12.17 NOTiCES ...................................................................................................................................... 32 ITN No. 03-STO-ITN-011 CONTRACT FORM APRil 17, 2004 Page 3 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-008B -Exhibit 6 12.18 PROJECT MANAGERS ....••.....•.....••.....••....••....••......•.....••......•......•......•.....••.....••....•.......••.....•...•.... 33 12.19 PUBLIC RECORDS ..••...........••......•.....•.....••....•......•.....••......•.....•••.....•.....••.....••.....••.....•......•..••..... 33 12.20 Loss OF DATA •...••....••.....•............•......•.....••.....•....•.......•.......•.....••....•••.....••.....•......••.....•....•....•• 33 12.21 SECURITY AND CONFIDENTIALITY ..••.....•.....••.....•.....••.....•......••.....•••.....•.....••......•.....••.....••...•.....•• 33 12.22 LOBBYING AND INTEGRITY ..••...........•.....••.....•............•.......•.....••.....••.....••.....••......•.....•......••...•....• 34 12.23 SUBCONTRACTS •....••.....•.....••.....•.....•.....••....••.....•......••.....••............••.....••.....•.......•.....•.....••...•.... 34 12.24 SUBCONTRACTOR LIABILITY ..••.....••....••.....•.....••....••.....•.......••.....••.....••.....•......••....••.....••.....•...•... 34 12.25 TAXES •........................................................................................................................................ 34 12.26 WAiVER ....••....••....••.....•.....••.....••.....•....••......•....••.....••.....••.....••.....••.....••.....••.....••.....••...•.....••..... 34 12.27 WARRANTY OF AUTHORITY ..••....••......•....••.....•.....••.....••.....••.....••......•.....••.....•......••.....••.....•...•.... 35 12.28 WARRANTY OF ABILITY TO PERFORM ..••....••....••....•••.....••.....••.....••.....••.....•......••.....•.....•••....•.•.••.. 35 12.29 5EvERABiUTY ...••....••....••.....••.....•.....••....••.....••....••....•••.....•......••.....••.....••.....••.....••.....•.....••...••...••• 35 ITN No. 03-STO-ITN-011 CONTRACT FORM APRIL 17, 2004 Page 4 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11·00B8· Exhibit 6 CONTRACT This Contract ("Contract") is entered into as of the last date fully executed (the "Effective Date") by and between Sprint ("the Contractor"), and the State of Florida, acting by and through the State Technology Office (the "STO"), with an office at 4030 Esplanade Way, Tallahassee, Florida 32399-0950 (each, a "Party" and collectively, the "Parties") RECITALS WHEREAS, the STO issued Invitation to Negotiate ("ITN") No. 03-STO-ITN-011, Wireless Data Services, to solicit firms interested in providing cellular based wireless data services. WHEREAS, the Contractor responded to the solicitation and, following negotiations between the STO and certain offerors, the STO has determined it is in the best interest of the State to award this prime contract under the ITN, to the above named Contractor, who will provide cellular based wireless data services (24X7X365) in the coverage areas shown on the coverage maps, and in the counties provided with the Contractor's response to this ITN, as applicable to the Contractor. Smart devices with Personal Digital Assistant Capabilities and e-mail applications such as the Blackberry, Treo 600, Hitachi 1000, etc. may be purchased as a balance of line items to this contract. NOW THEREFORE, in consideration of the promises and mutual covenants set forth herein, the Parties agree as follows: Section 1 Definitions 1.1 Definitions. Capitalized terms used in this Contract without definition shall have the meanings ascribed below: "Acceptance" and "Accepted" mean, with respect to each Deliverable, that such Deliverable have been accepted by the STO in accordance with Section 3.5 as meeting the specified Deliverable requirements set forth in the contract. "Attachment" means a written attachment to this Contract as may be agreed upon by the Parties from time to time that sets forth certain additional terms and conditions or information relating to this Contract. "Change" means a material change to the Services or Deliverables to be provided under this Contract. Any Change must be mutually agreed upon by the Parties and implemented in accordance with the change order process set out in Section 3.2. "Confidential Information" means all pre-existing documents, software and documentation, reports, financial or other data, records, forms, tools, products, services, methodologies, present and future research, technical knowledge, marketing plans, trade secrets, and other materials Contractor and the State provide to each other in the course of the negotiation of and the term of the Contract, whether tangible or intangible and whether or not stored, compiled, or memorialized physically, electronically, graphically, in writing, or by any means now known or later invented. Confidential Information includes, without limitation, the STO Materials, and all STO data stored on Contractor equipment or processed through the applications provided by Contractor as well as all records and information: (i) that has been marked as proprietary, confidential, or a trade secret; (ii) whose confidential nature has been made known; or (iii) that due to its character and nature, would be deemed a trade secret under then-applicable state law. Notwithstanding the foregoing, the State's Confidential Information shall only be those records that are deemed "exempt" or "confidential" by the Florida Public Records Law, Chapter 119, Florida Statutes, any other provision of the Florida Statutes, or Section 24, Article I of the Florida Constitution. "Contract" means this agreement between the STO and the Contractor, including any Exhibits or CONTRACT FOR IMRELESS DATA SERVlCES MAY 14, 2004 Page 5 of37 Contract No.: DMS-10/11-00S8 -Exhibit 6 State of Florida State Technology Office Wireless Data Services Attachments. "Contractor" means vendors who are legally bound by this contract to perform the work and/or provide the commodities required by this contract and the Invitation to Negotiate document preceding this contract document. "Contractor Software" means Software owned or developed by the Contractor or its subcontractors or suppliers (excluding Developed Software) or Software licensed by the Contractor or its subcontractors or suppliers from a third party. "Deliverables" means those items and/or materials provided, prepared and delivered in the course of performance of the Services herein by the Contractor and that are listed in this Contract. "Developed Software" means any custom Software developed by Contractor or its subcontractors for the STO under this Contract after the Effective Date in accordance with the contract, excluding derivative works or modifications of Contractor Software. "Eligible User" means any entity for which the STO is authorized by law to procure Services hereunder. "Exhibit" means a written supplement to this Contract as may be agreed upon by the Parties. "ITN" means Invitation to Negotiate No. 03-STO-ITN-011, Wireless Data Services, issued by the STO on November 13, 2003. "Parties" means the STO and the Contractor. "Performance Standards" means specific measurement indicators or service levels representing timeliness and quality of task output as set forth in this Contract. "Project Manager" means those persons designated pursuant to Section 12.18 of this Contract. "Services" means the information technology services to be provided by Contractor as described in Section 2 of this Contract hereto, pursuant to the terms and conditions of this Contract, unless otherwise mutually agreed upon in writing by the Parties. "Software" means those programs and programming, including all modifications, updates and enhancements thereto, and supporting documentation that are required to support the delivery of Services by Contractor. "STO" means the State of Florida, acting by and through the State Technology Office. "STO Materials" means any information (including business requirements and functional specifications), data, STO Software or other items provided by the STO or an Eligible User to Contractor or its subcontractors under this Contract. "STO Software" means Software owned by the State or an Eligible User, or Software licensed by the State or an Eligible User from a third party. "State" means the State of Florida and its departments and agencies, as applicable. "State CIO" means the State of Florida's Chief Information Officer. 1.2 Rules of Interpretation. In this Contract, unless otherwise indicated or otherwise required by the context, the following rules of CONTRACT FOR V'.1RELESS DATA SERVlCES MAY 14,2004 Page 6 of37 State of Florida State Technology Office Wireless Data Services interpretation shall apply: Contract No.: DMS·10/11-008B. Exhibit 6 (a) reference to, and the definition of, any document (including any Exhibit) shall be deemed a reference to such document as it may be amended, supplemented, revised or modified in the method prescribed herein; (b) except as explicitly stated otherwise, all references to a "Section" or "Exhibit" are to a Section or Exhibit of this Contract; (c) the Table of Contents and Section headings and other captions are for the purpose of reference only and do not limit or affect the content, meaning or interpretation of the text; (d) defined terms in the singular shall include the plural and vice versa, and the masculine, feminine, or neuter gender shall include all genders; (e) the words "hereof', "herein" and "hereunder", and words of similar import, shall refer to this Contract as a whole and not to any particular provision of this Contract; (I) the words "include", "includes" and "including" are deemed to be followed by the phrase "without limitation"; (g) any reference to a governmental entity or Eligible User shall include the governmental entity's or Eligible Users authorized successors and assigns; and 1.3 Hierarchy of Documents. In the event of any conflict between the terms of this Contract and the ITN, this Contract shall govern. In the event of any conflict or inconsistency between the terms of the body of this Contract and any Exhibit of this Contract, the ITN shall govern. Section 2 Scope of Services and Compensation 2.1 Purpose and Scope. The purpose of this contract is to establish a three-year state term contract for the purchase of non- proprietary turn key TCPIIP based statewide enterprise wireless data services. These services will be made available by the State Technology Office to all State of Florida agencies, and all SUNCOM eligible entities, in accordance with Chapter 282 Florida Statutes. The procured wireless data service is intended to provide mobile access utilizing TCP/IP data communications to the State's intranet such that this access is consistent with established State Technology Office Policies, Procedures, Standards, and Guidelines (reference http://myflorida.com/myflorida/StateTechnology Officel for additional information). Since no one wireless data Service Provider offers statewide wireless data capabilities or coverage, the State Technology Office is awarding a mUlti-Service Provider contract award. 2.1.1 Contractor's Role. The Contractor shall deliver the Services and Deliverables to the STO and Eligible Users for whom the STO has procured such Services and Deliverables subject to the terms and conditions of this Contract, and shall act in a reasonably prudent manner, in accordance with generally accepted industry practices and shall follow all mutually agreed upon standards, terms, and conditions of this Contract. The Contractors failure to perform its obligations under this Contract shall be excused to the extent that such failure results from the STO's breach of warranty, representations, or covenants, or STO's failure to perform its responsibilities under the Contract or any acts or omissions of an Eligible User to which Contractor is delivering Services or any third party contractor or agent of the STO or an Eligible User. If information provided by the STO or an Eligible User is incomplete or incorrect, or if facilities, equipment, software, data, or other resources provided by the STO or an Eligible User are not in compliance with CONTRACT FOR v.1RELESS DATA SER~CES MAY 14, 2004 Page 70f37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00S8 -Exhibit 6 applicable laws, rules and regulation, or if any necessary authorizations or consents have not been obtained with respect to STO Materials provided to Contractor or its subcontractors, any work required to correct problems created by the use of such information or resources shall be treated as a Change request under Section 3.2 of this Contract. The STO shall promptly notify Contractor of such inaccuracies, omissions, or noncompliance of which the STO becomes aware. 2.2 Specific Services and Deliverables. The Contractor shall deliver Services and Deliverables in accordance with the contract. The contract specifies in detail units of Deliverables, milestones or a clear definition as to the Services or Deliverables to be provided by the Contractor. 2.3 e-ProcurementTransaction Fee. The State has instituted MyFloridaMarketPlace, a statewide e-Procurement System ("System"). Pursuant to Section 287.057(23), Florida Statutes (2002), all payments shall be assessed a transaction fee of one percent (1.0%) ("Transaction Fee"), which the Contractor shall pay to the State. The Transaction Fee shall apply to the portion of payment to Contractor that is not attributable to STO's agreed-upon overhead or remuneration, as defined in the contract. For payments within the State accounting system (FLAIR or its successor), the Transaction Fee shall, when possible, be automatically deducted from payments to the Contractor. If automatic deduction is not possible, the Contractor shall pay the Transaction Fee pursuant to Rule 60A-1.031 (2), Florida Administrative Code and shall file any reports required hereunder. By submission of these reports and corresponding payments, Contractor certifies their correctness. All such reports and payments shall be subject to audit by the State or its designee. Contractor shall receive a pro rata credit for any Transaction Fee paid by the Contractor for the purchase of any Deliverable(s) if such Deliverable(s) are returned to the Contractor or rejected by STO through no fault, act, or omission of the Contractor. Notwithstanding the foregoing, a Transaction Fee is non- refundable when an item is rejected, returned, or declined in accordance with this Contract due to the Contractor's failure to perform or comply with specifications or requirements of this Contract. Contractor's failure to comply with these requirements shall constitute a breach of a material obligation of this Contract by the Contractor, subject to Section 9 hereof. CONTRACTOR DELINQUENT IN PAYING TRANSACTION FEES RESULTING IN AN EVENT OF DEFAULT MAY BE EXCLUDED FROM CONDUCTING FUTURE BUSINESS WITH THE STATE. Section 3 Contract Administration 3.1 Contract Management 3.1.1 Program Management Responsibility. The Contractor shall be responsible for managing the performance of all Services and the provision of all Deliverables required by this Contract, including all Services and Deliverables set forth in this contract. 3.1.2 Key Personnel. The Parties agree that in order for efficient and effective communication to occur, clear lines of authority and areas of responsibility need to be identified for each Party. The "key personnel," and their duties with CONTRACTFOR WRELESS DATA SERVlCES MAY 14, 2004 Page 8 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: OMS-tO/ll-00S8 -Exhibit 6 regard to this Contract will be set forth in this contract. Each Party agrees to promptly notify the other in the event of any change in key personnel, or in the address or phone number of key personnel. In addition, the Contractor agrees that in the event it becomes necessary for the Contractor to change "key personnel" while performing the Services, substitution of said personnel shall take place only upon the STO's prior written consent which shall not be unreasonably withheld or delayed. Consent to replace is not required if such "key personnel" (i) resigns from Contractor or takes a leave of absence; (ii) is dismissed by Contractor for cause; (iii) fails to perform his or her duties or responsibilities pursuant to the Contract; or (iv) dies or is unable to work due to his or her disability. However, the STO shall have the right to reject any proposed replacement key personnel, which rejection shall not be unreasonably made. For illustrative purposes, "key personnel" shall include Project Managers and any other persons designated as "key personnel" in this contract. 3.1.3 Knowledge of Intent to Transfer Corporate Interests. The Parties recognize and agree that award of the Contract is predicated upon features of the Contractor's business organization. By execution of this Contract, Contractor represents that it has no knowledge of any party's intent, either individually or as a group, to transfer more than 49.9% of all interests entitled to vote in the Contractor in one transaction or a series of transactions. 3.1.4 Meetings. Within thirty (30) calendar days following the Effective Date, the Parties will mutually determine an appropriate set of periodic meetings to be held between the STO and the Contractor. At a minimum, these meetings will include periodic project status meetings and monthly meetings between the Contractor ProducVProject Managers and any other necessary parties. For the monthly meetings, the Contractor shall publish an agenda sufficiently in advance of the meeting to allow meeting participants a reasonable opportunity to prepare for the meeting. The STO must approve the agenda before the Contractor publishes it, which approval may not be unreasonably withheld or delayed. The Contractor shall not be entitled to additional compensation for meeting preparation or attendance. 3.1.5 Meeting Minutes. The Contractor shall provide detailed and well-documented meeting minutes for the periodic meetings referenced in paragraph 3.1.4 above. Draft meeting minutes will be distributed by the Contractor to individuals who attended the meeting on behalf of the STO within three (3) business days of the subject meeting so that any errors can be corrected and items not included can be added by the Contractor prior to issuance as a Deliverable. 3.1.6 Reporting. The Parties will mutually determine an appropriate set of periodic reports to be issued by the Contractor to the STO. At a minimum there shall be a monthly report summarizing the Contractor's performance, including Services and Deliverables accepted by the STO or due the STO, the failure of Contractor to provide any Services or Deliverables due or to otherwise meet Performance Standards, and any disputes between the Contractor and the STO regarding Services or Deliverables. Where the report includes any failure to provide Services or Deliverables, or to otherwise meet Performance Standards, the Contractor shall state a proposed method to cure such failure and to prevent such failure from recurring. 3.2 Change Orders. As a general rule, Changes shall be permitted to the Contract by mutual agreement of the Parties, consistent with this Section 3.2. Such Changes may address, among other things, technological refreshment of the Services and Deliverables provided under the Contract, including the substitution or CONTRACT FOR W1RELESS DATA SERVlCES MAY 14, 2004 Page 9 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS~10/11~008B ~ Exhibit 6 addition of Services or Deliverables within the scope of the Contract that may become available as a result of technological or professional improvements. The Parties may, at any time during the Term of the Contract, or any extensions thereof, mutually agree to modify the Contract to provide for the acquisition of Services and Deliverables within the scope of the Contract. 3.2.1 Change Order Process. To propose a Change, either Party will deliver a written proposal (the "Change Order Proposal") to the other Party specifying the proposed Change and specifically identifying the basis for the proposed Change. The Change Order Proposal shall describe (i) the objective or purpose of the Change, (ii) the requirements and characteristics of the Services and Deliverables to be provided pursuant to such Change, and (iii) the requested prioritization and schedule for the Change. The Parties will cooperate with each other in good faith in discussing the scope and nature of the Change Order Proposal, the availability of Contractor personnel, expertise and resources to provide such Change, and the time period in which such Change will be implemented. Within ten (10) business days of providing or receiving a Change Order Proposal, Contractor will prepare a written assessment of the proposal (the "Change Assessment") (i) describing any changes in products, services, assignment of personnel and other resources that Contractor believes will be required, (ii) estimating the increase or decrease in Contractor charges and/or STO remuneration that would be required due to such Change, (iii) specifying how the proposed Change would be implemented, (iv) describing the effect, if any, such Change would have on the Contract, including, but not limited to, time for performance, (v) estimating all resources required to implement such Change, (vi) describing the delivery risks and associated risk mitigation plans, and (vii) providing such other information as may be relevant to the proposed Change. To the extent that a proposed Change is of such magnitude or complexity that it is not feasible for Contractor to produce a detailed Change Assessment within ten (10) business days, Contractor shall prepare a summary Change Assessment outlining such details regarding the prospective Change as Contractor can ascertain within ten (10) business days, and the Parties shall agree upon a schedule for the production of a more detailed Change Assessment. The STO will review the Change Assessment and respond within ten (10) business days, indicating whether the STO desires Contractor to implement the Change pursuant to the Change Assessment. If so, the Parties will execute a change order based upon the Parties' agreement. 3.2.2 Effect of Change Orders. Changes to the Services or Deliverables, manner or method of providing the Services or Deliverables, shall be made in writing and be executed by the STO and Contractor's authorized agent and otherwise in accordance with the terms of the Contract. Contractor shall have no obligation or authority to commence work in connection with any Change until the schedule, the Services or Deliverables, the start and expiration dates, and any other terms and conditions proposed by a Party have been established and set forth in a written Change order executed by the STO and Contractor. Change orders may include or result in suspension of work. 3.2.3 Technology Refresh Proposal. During the course of this Contract, the Contractor and the STO shall discuss at least annually technological refreshment in connection with the Services. If the Parties mutually agree, Contractor shall submit a Technological Refreshment Proposal for STO consideration to propose substitutions or additions for any provided Services and Deliverables that may become available as a result of technological improvements. If the Parties mutually agree, Contractor shall provide a live test demonstration of the substitute Service or Deliverable. The STO is under no obligation to modify this Contract in response to the Contractor's proposed additions or substitutions. Such additions or substitutions may include all or CONTRACT FOR IMRELESS DATA SERVlCES MAY 14. 2004 Page 10 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11-00SB -Exhibit 6 any part of a given Service or Deliverable provided that the following conditions are met and substantiated by documentation in the Contractor's Technological Refreshment Proposal: (1) The proposed Service or Deliverable shall meet all of the technical specifications and terms and conditions of this Contract. (2) The proposed product shall have capacity, performance, or functional characteristics equal to or greater than the current Service or Deliverable. (3) The Technological Refreshment Proposal shall include all information that would be required in a Change Order Proposal and a Change Assessment as described in Section 3.2.1 hereof. The cost of Changes not specifically addressed in the Technological Refreshment Proposal shall be borne solely by the Contractor. (4) The Technological Refreshment Proposal shall include a description as to how the suggested change would result in cost savings to the State and/or Eligible Users. Contractor has the right to revise, in whole or in part, any Technological Refreshment Proposal prior to acceptance by the STO. Contractor will use commercially reasonable efforts to ensure that prices for additions or substitutions are comparable to replaced or discontinued Services and Deliverables. If a Technological Refreshment Proposal is accepted and made a part of this Contract, an equitable adjustment modifying the Contract price and any other affected provision of this Contract shall be made in accordance with this section and any other applicable provision of this Contract. Any Change orders to be made based upon a Technological Refreshment Proposal shall be made in accordance with Section 3.2.1 hereof, and shall be subject to the restrictions of Section 12.2 hereof. 3.3 Warranty. 3.3.1 Contractor Warranties. The Contractor warrants that the Services and Deliverables shall be delivered in accordance with Performance Standards and specifications set forth in the contract. With respect to Deliverables for which warranties and the duration thereof are not addressed in the contract, this warranty will remain in effect for a period of twelve (12) months following Acceptance of each Deliverable required by this Contract. With respect to Services for which service levels and remedies are not addressed in the contract and that do not meet this warranty throughout the twelve (12) months after such Services are initially performed, Contractor will promptly correct, cure, replace or otherwise remedy such performance at no cost to the State. 3.3.2 Exceptions. With respect to Deliverables, the warranty extends only to the Deliverables existing at the time of the STO's Acceptance, or as later modified pursuant to a Change order by Contractor, and does not apply to any modifications to the Deliverables made by anyone other than Contractor or its subcontractors or without Contracto~s specific prior written consent, nor does it apply to any use of a Service or Deliverable in a manner or for any purpose other than those contemplated in the Contract. The above warranty shall not apply to any non-compliance caused by the STO's or an Eligible User's failure to use corrections or enhancements made available by Contractor. CONTRACT FOR IMRELESS DATA SERVlCES MAY 14, 2004 Page \1 of37 State of Florida State Technology Office Wireless Data Services 3.3.3 WARRANTY DISCLAIMER. Contract No.: DMS-10/11-00B8 -Exhibit 6 EXCEPT AS EXPRESSLY STATED IN SECTIONS 3.3, 12.27 AND 12.28, THE PARTIES MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES REGARDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CONTRACTOR'S WARRANTIES EXTEND SOLELY TO THE STATE AND TO THE APPLICABLE ELIGIBLE USER OF THE CONTRACTOR'S SERVICES. This Section 3.3 shall survive termination of this Contract, except that Section 3.3.1 shall not survive (other than for Services and/or Deliverables for which STO has already paid, or will pay, Contractor) termination for convenience by the STO, termination by the STO under Section 12.2 or termination by Contractor due to a STO Event of Default. 3.4 Subcontractors. Contractor is responsible for the acts or omissions of all subcontractors used by Contractor in the performance of Services during the term. All subcontractors require prior written consent by the STO, 3.5 Acceptance. 3.5.1 Time for Acceptance. The STO will accept each Deliverable or Service when it meets the requirements of this Contract. Unless otherwise specified in the contract hereto, the STO shall have a maximum period of ten (10) business days after delivery of a Deliverable or Service to verify that the Deliverable or Service meets the Contract requirements. If the STO does not notify Contractor of a Nonconformity (as defined in Section 3.5.2.) with respect to a Deliverable or Service within the time period required after delivery or redelivery of such Deliverable or Service under Section 3.5.2, the STO will be deemed to have accepted such Deliverable or Service. Notwithstanding the foregoing, Performance Standards set forth in the contract shall apply throughout the term set forth therein. 3.5.2 Process. The STO will conduct its acceptance review in a manner so as to identify how the Deliverable or Service materially fails to conform to the specifications or Performance Standards in the contract (each such material failure constituting a "Nonconformity"). After the State notifies Contractor in writing of any Nonconformity, specifying for each Nonconformity how the Deliverable or Service materially fails to meet the applicable specifications or Performance Standards, and if the remedy for such Nonconformity is not addressed in the contract, Contractor shall correct such Nonconformity within ten (10) business days, or proceed on another mutually acceptable basis as set forth and agreed to in writing by the Parties. The State shall then have an additional ten (10) business days commencing upon Contractor's redelivery of the Deliverable or Service to verify that the previously reported Nonconformity has been corrected and report any Nonconformity caused by the correction of the previous Nonconformity. 3.6 Control of Resources. During the term of this Contract, except as otherwise provided in this Contract or mutually agreed to by STO and Contractor, Contractor shall have the exclusive right to manage the Contractor resources, and all STO resources managed by Contractor under this contract, used in providing the Services as Contractor deems appropriate, including, without limitation, the right to relocate and substitute computer equipment, personnel and other resources, and to change computer configurations and procedures. Notwithstanding the provisions of the foregoing sentence, if any such relocation, substitution, or change will materially affect the STO, then Contractor shall provide the STO with prior written notice thereof. Upon receipt of such notice, if such change shall upon implementation result in a material change in the CONTRACT FOR 'MRELESS DATA SERVICES MAY 14. 2004 Page 12 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11·008B· Exhibit 6 pricing/remuneration terms of the Contract, the STO must approve or disapprove of same in writing; provided, that if such change involves implementation of a more current version of Software and if, upon such implementation the version currently in use will no longer be supported by the licensor of the Software, then the STO's approval shall not be required. If Contractor has not received written notice of disapproval by the STO within five (5) days after receipt by the STO of such notice thereof from Contractor, then the STO shall be deemed to have approved such change. The relocation outside the State of Florida by Contractor of personnel or other resources dedicated to providing Services shall require the prior written consent of the STO. Except as specified in Section 7 of th is Contract, any assets owned by the STO (including such assets substituted by the Contractor under this Section) under control of or in the possession of the Contractor upon termination of this Contract shall be promptly returned by the Contractor to the STO. Unless otherwise specified in this contract, the Contractor shall maintain all such assets, including perpetual licenses, under its management or control until such time as those assets are returned to the STO. 3.7 Other Obligations. Neither Party assumes any obligations or liabilities of the other Party except as expressly provided in this Agreement. 3.8 STO Responsibilities. During the Term of this Contract, the STO shall retain all responsibilities related to its information technology services requirements. 3.8.1 Data Entry. Except to the extent that the Contractor is responsible under this contract for inputting data or verifying the accuracy of such data, (a) the STO shall be responsible for inputting all data for processing by the Contractor and verifying the accuracy of all data so entered, and (b) the Contractor shall not be responsible for errors in the Services, including data entry, programs, data files, or output provided to or maintained for the STO, resulting from errors in the STO's or an Eligible User's input data or from the STO's or an Eligible User's failure to comply with Contracto~s operating instructions which shall be provided pursuant to the Contract. 3.8.2 Operating Instructions. The STO will comply with all reasonable operating instructions provided from time to time by the Contractor in writing and in advance to the STO for purposes of assuring proper and efficient delivery of the Services, which instructions must comply with instructions or protocols provided by third party vendors. 3.8.3 Cooperation. The STO will cooperate with the Contractor by making promptly available, as reasonably requested by the Contractor, such management decisions, personnel, information, data, facilities, approvals and acceptances to the Contractor as may be required to enable the Contractor to properly perform its obligations under this Contract. Section 4 Financial Management 4.1 Audit Rights. The Contractor recognizes and acknowledges the requirements of Chapter 119, Florida Statutes, and CONTRACT FOR VlARELESS DATA SERVICES MAY 14, 2004 Page 13 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-008B -Exhibit 6 section 24, Article I of the Florida Constitution, and recognizes and acknowledges that it is providing services under this Contract in the place of, and on behalf of, the State. As such, upon reasonable notice the Contractor shall provide the State, including any authorized officer or employee of the State, with reasonable access to inspect and copy all records and information, including records and information stored electronically, related to this Contract that are public records under Chapter 119, Florida Statutes, and section 24, Article I of the Florida Constitution, and which are not exempt from disclosure. In connection with such access, Contractor shall permit inspection and copying of records in the possession of the Contractor by officers or employees authorized to have access in the performance of their official duties. Without limiting the class of those authorized to perform an audit, the Contractor acknowledges that the Department of Financial Services, the State Audttor General, the Florida Department of Management Services' Inspector General, the Office of Program Policy and Government Analysis, applicable federal agencies, and independent agents hired by the foregoing or the STO may conduct audits. The following records are specifically excluded from inspection, copying, and audit rights under this Contract: (i) financial records of the Contractor that are unrelated to this Contract, (ii) documents created by and for the State or other communications related thereto that are confidential attorney work product or subject to attorney-client privilege, unless those documents would be required to be produced for inspection and copying by the State under the requirements of Chapter 119, Florida Statutes, and section 24, Article I of the Florida Constitution, and (iii) information of the Contractor that is a trade secret or otherwise confidential in accordance with then-applicable State law. The STO acknowledges, however, that if such audits disrupt the Contractor's operations or degrade Contract performance, including compliance with Service Levels or Performance Standards, the Contractor shall not be liable for any breach of Contract requirements or failure to meet Performance Standards related to such disruption or degradation. Contractor must provide STO with notice as promptly as possible of any such disruption or degradation that will occur or has occurred and shall make any commercially reasonable efforts (without incurring significant cost) to mitigate such disruption or degradation. Each Party shall be responsible for its own costs associated with audits. Information disclosed during any such audit is subject to the requirements of Chapter 119, Florida Statutes, and section 24, Article I of the Florida Constitution. 4.2 Payment Upon Tennination. In the event of termination of this Contract in accordance with the provisions of this Contract, the STO agrees to pay the Contractor as provided in Section 11 hereof, or as appropriate, to take actions required by Section 12.2 hereof. To be eligible for payments under Section 11, Contractor shall submit to the STO, within one hundred-twenty (120) calendar days after the effective date of termination, a request for payment of such amounts. However, the STO will immediately pay any amounts previously invoiced and not paid and amounts due and owing pursuant to the Contract. Requests submitted later than one hundred-twenty (120) calendar days after termination will not be honored and will be returned unpaid, provided that the STO may grant exceptions to this requirement as appropriate. Notwithstanding anything to the contrary in this Section 4.2, payment for Services requested by the STO and provided by the Contractor after termination, including transition assistance, shall be paid as mutually agreed upon. Notwithstanding anything to the contrary, the Contractor shall be afforded an opportunity to amend its final invoice in the event inaccuracies therein are directly attributable to erroneous data provided by the STO or an Eligible User, provided Contractor delivers such amended invoice to the STO or Eligible User within 90 days after becoming aware of such erroneous data. In the event the STO pays any termination costs to the Contractor, the STO shall have the right to have an independent auditor, paid for by the STO, audit the Contractor's costs to verify that termination costs paid to Contractor were costs consistent with the scope of this contract and actually incurred by Contractor. The intent of such audit shall not be to review the Contractor's business judgment. Contractor agrees to cooperate with any such audit. In the event the audit concludes that the STO paid any amounts to the Contractor in excess of costs within the scope of this contract and actually incurred by Contractor, the Contractor shall refund such amounts to STO within 10 days of written notice of such finding. If the Parties wish to dispute any amount to be paid or refunded, they may do so only in accordance with Section 10 of this Contract. CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page 14 of37 State of Florida State Technology Office Wireless Data Services 4.3 Invoicing and Payment 4.3.1 Invoices. Contract No.: DMS·10/11·00BB· Exhibit 6 The Contractor shall submit monthly invoices to the STO for payment for Services rendered during the preceding period. as set forth in the contract hereto. The billing cycle for this contract shall be a maximum of thirty (30) days from date of first bill. The electronic CSA must be routed back to State Technology Office using the Automated Online CSA system within ten (10) calendar days after the service or facility is installed. with Block 7 completed. Monthly billing statements must be current. The State Technology Office will not be obligated to pay for services made earlier than one billing cycle prior to the current month unless agreed upon in advance by the State Technology Office. Billing in arrears (more than one bill cycle) or in advance is not acceptable and the State Technology Office will not be obligated to pay unless agreed to in advance. The Contractor shall submit during the first six (6) days of each month an itemized bill for SUNCOM qualified users to the State Technology Office billing department. The bill shall be received not later than the 6th day of the month following the month of usage billed. The Contractor shall offer direct agency billing for wireless services to SUNCOM customers if requested and approved by the State Technology Office. State Technology Office retains audit authority for all services provided as a result of this Contract. 4.3.2 Disputed Invoices and Penalties. If the STO reasonably and in good faith disputes, or the Chief Financial Officer disputes, that any portion of any amount claimed by Contractor is payable or has been erroneously paid, as the case may be, then the STO will provide Contractor with written notice specifying the disputed amount and the basis for the dispute in reasonable detail within forty (40) calendar days of the date the invoice is received, and will pay any undisputed portion of the amount in accordance with Section 4.3.3. Upon resolution of the disputed portion, any amounts owed to Contractor shall be paid within forty (40) calendar days after the date of resolution. In the event a Party files for administrative review of a decision regarding such a dispute pursuant to the procedure of Section 10.1 hereof, the Contractor shall have the right, provided it has given thirty (30) days advance written notice, to cease performance of Services or Deliverables for which payment is in dispute, or the earlier of: (a) provided at least one hundred thirty (130) days has lapsed from the date the notice of dispute has been sent pursuant to this Section, the date the amount in dispute exceeds two million (2,000,000.00) dollars or (b) ninety (90) days after such filing. A monetary penalty shall be applied to any Contractor that fails to provide a readable and accurate file within the first (6) days of the month as noted above. Beginning the seventh day, the State Technology Office shall levy against the Contractor at fault a credit of $1 ,000 per day for each day, until the end of the month, to the applicable Contractor's billed amount for any delays in providing a readable and accurate file. 4.3.3 Payment. In accordance with section 215.422, Florida Statutes, if payment is not issued within forty (40) calendar days, measured from the latter of the date the invoice is received, or the Services or the Deliverables are accepted under Section 3.5.1, an interest penalty will be due to Contractor at a rate as established pursuant to section 55.03(1) of the Florida Statutes on the undisputed unpaid balance from the expiration of such forty (40) calendar day period until such time as the payment is issued to the Contractor. Invoices returned to the Contractor due to preparation errors will result in a payment delay. The forty (40) calendar CONTRACTFOR WRElESS DATA SERVlCES MAY 14, 2004 Page 15 of37 State of Florida State Technology Office Wireless Data Services Contract No.: OMs-tO/tt-OOBB -Exhibit 6 days to issue invoice payments shall not start to run until a properly completed invoice is provided to the STO. A properly completed invoice shall not be deemed provided to the STO unless, at a minimum, invoice detail, by Service provided to each Eligible User, has been submitted to the STO in an electronic format specified in writing by the STO. Interest penalty disputes shall be resolved in accordance with Rule 3A-24.004, Florida Administrative Code. A Vendor Ombudsman has been established within the Department of Banking and Finance. The duties of this individual include acting as an advocate of vendors who may be experiencing problems in obtaining timely payment(s) from a State agency. The Vendor Ombudsman may be contacted at (850) 488-2924 or by calling the State Comptroller's Hotline, 1-800-848-3792. Contractor will be paid monthly for wireless service air-link. The monthly recurring costs shall be tiered and discounted based on the number of users and the amount of transmitted data. The monthly recurring cost shall also include all applicable activation fees, management fees, roaming fees, regulatory fees, taxes, and any and all other associated charges. Contractor must not provide a roaming fee within the State of Florida. Contractor must ensure that optional monthly recurring cost, is on a per user basis, for all cost associated with the frame-relay termination equipment and the user authentication system. Contractor must ensure that the per-Kilobyte rate proposed in the Contractor's response to the ITN is the rate charged to the end-user for data transmissions above the applicable user selected tier. The Contractor shall provide credits for incorrect account charges, and shall have one (1) billing cycle to confirm the disputed charges and reflect credits. The State Technology Office shall have a forty-five (45) day period to review, reconcile, and make payment to the Contractor(s) upon receipt of a correct Wireless Data Service bill. A copy of the Contractor's invoice must contain at a minimum a CSA number, customer name, description of services, number of users, unit prices(s), extended price(s) and total invoice amount. The Contractor shall furnish invoices in an agreed upon Electronic Data Interchange (EDI) format. EDI file transport and translation fees will be paid in accordance with State Technology Office policies. Those policies require the sender to pay all fees required to make the EDI file available to the State Technology Office. The Contractor's electronic file must have search and sort features including, but not limited to: CSA number, IP Address (if applicable), authorizing agency, user name, and company or affiliate name, and be capable of retrieving and sorting IP addresses (if applicable) with additional usage charges. Electronic files must provide the ability to identify and sort new accounts complete with IP Address (if applicable) from the pervious month, and be capable of retrieving and sorting individual invoices andlor CSA's for each user account. Electronic files must have the ability to export all data to any Microsoft® software suite or any other State available billing system. In addition, the electronic file must accommodate print capabilities consisting of print page, section or entire bill. The Contractor shall furnish a copy of the data contained within the EDI data transfer on permanent storage media. The storage media shall be non-proprietary computer storage compact disk (CD). The Contractor shall provide a detailed line item report grouped by State agency or SUNCOM eligible entity. The summary report shall be a summarization of the total bill to the State Technology Office. The credit report shall be a line item report group by State agency or SUNCOM eligible entity. Summary information shall be provided each contract quarter to the State Technology Office. CONTRACT FOR IMRELESS DATA SERViCES MAY 14, 2004 Page 16 of37 State of Florida State Technology Office Wireless Data Services 4.4 Competitive Pricing. Contract No.: DMS-10/11-008B -Exhibit 6 The Parties agree to review on an annual basis the competitiveness of the prices the Contractor charges to the STO for Services and Deliverables by comparing the combined pricing for all Services and Deliverables provided under this Contract to the combined pricing charged by Contractor to any similarly situated United States state government customer for a mix of services and deliverables substantially similar in scope and volume to those provided under this Contract, taking into account the particular characteristics of both contracts such as performance standards, pricing terms, and contract terms and conditions. If after review the Parties determine that such similarly situated customer of the Contractor is receiving goods and services from Contractor at a combined price below that being charged to the STO pursuant to this Contract, the Parties agree to amend this Contract as necessary to reflect the lower price; except that Contractor will have no obligation to amend pricing to the extent that the combined price difference results from Services and Deliverables provided by third parties, unless and to the extent that Contractor can obtain reduced pricing from such third parties using reasonable efforts. In connection with the review described in this Section 4.4, Contractor has no obligation to provide the STO with Contractor's or its subcontractors' or suppliers' trade secrets or confidential information not otherwise required to be provided under this Contract. Section 5 One Florida 5.1 Utilization of Small Business Concerns. It is the policy of the State that minority and woman-owned business enterprises (MWBE) have the maximum practicable opportunity to participate in performing State contracts (see the Office of Supplier Diversity website at http:\\osd.dms.state.fi.us). The Contractor hereby agrees to use reasonable efforts to carry out this policy in the awarding of subcontracts to the extent consistent with efficient Contract perfonmance. The Contractor further agrees to reasonably cooperate in any studies or surveys as the State may conduct to determine the extent of the Contractor's compliance with this clause. 5.2 Contractor's Commibnent At a minimum, Contractor shall: • Comply with One Florida, Equity in Contracting, as set forth in Executive Order 99-281 (see http://www.state.fl.us/eog/executive_orders/1999/november/e099-281.html) . • Identify and report MWBE participation. • Provide opportunities for MWBE participation. 5.3 Non-Oiscrimination and Equal Opportunity. The Contractor agrees to not discriminate on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status in their employment practices and with respect to availability and accessibility of services to the public. The Contractor agrees to comply with all applicable laws of the State of Florida and of the United States of America, regarding such non-discrimination and equality of opportunity. Furthermore, in accordance with section 287.134, Florida Statutes, an entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid on a contract to provide goods or services to a public entity and may not be awarded or perform work as a Contractor, supplier, subcontractor, or consultant under contract with any public entity, and may not transact business with any public entity. By reference, the Contractor submits that it is not in material violation of any laws CONTRACT FOR \MRELESS DATA SERVlCES MAY 14, 2004 Page 170f37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS~10/11·008B ~ Exhibit 6 referenced herein as of the Effective Date and for the life of the Contract. Any material violation of such laws by Contractor will be deemed a breach of a material obligation of this Contract subject to Section 9 hereof. Section 6 Performance Standards Contractor agrees to all of the technical requirements/perfonmance measures provided in the Contract. Section 7 Software and Intellectual Property 7.1 STOMaierials. To the extent required by this Contract, the STO will provide, and will use commercially reasonable efforts to ensure applicable Eligible Users provide, to the Contractor and its subcontractors the STO Materials as required to enable the Contractor to provide the Services during the term of this Contract. The STO will obtain, and will use commercially reasonable efforts to have Eligible Users obtain, all consents necessary to permit the STO and applicable Eligible Users to provide the STO Materials to Contractor and its subcontractors and to permit Contractor and its subcontractors to use the STO Materials as required to provide the Services, and will provide evidence of such consents to Contractor at its request. The STO will make all payments necessary, and will use commercially reasonable efforts to ensure applicable Eligible Users make all payments necessary, to obtain such consents, and the Contractor will cooperate with the STO and Eligible Users in obtaining such consents. Contractor shall use commercially reasonable efforts to minimize the cost of any such cooperation. In the event that STO Materials or Contractor's and its subcontractors' use thereof in accordance with this Contract infringe or violate the rights of any third parties or any applicable legal requirements, Contractor's sole remedy shall be as set forth in Section 2.1.1 hereof. All STO Materials provided or used by the STO or Eligible Users pursuant to this Contract shall remain the exclusive property of the STO, Eligible Users, or their licensors, unless expressly provided otherwise in the Contract. The Contractor shall not have or obtain any rights in STO Materials provided to the Contractor under this Contract other than to use the STO Materials solely for the purpose of performing any required responsibilities of the Contractor as otherwise permitted under this Contract, or as otherwise may be authorized by the STO in writing from time to time. Unless expressly provided otherwise in the Contract, the STO will be responsible for, and will use commercially reasonable efforts to ensure applicable Eligible Users are responsible for, maintaining their respective STO Software and for any license or maintenance fees related to providing their respective STO Software for use by the Contractor and its subcontractors under this Contract. Unless Contractor is paying maintenance or license fees related thereto pursuant to the contract, Contractor shall use STO Software only for purposes of this Contract. The use of STO Software by the Contractor shall be subject to any restrictions and other license terms for such Software (including any restrictions and license terms contained in applicable third party license agreements). 7.1.1 Deliverables The Contractor must provide deliverables as outlined below: The Contractor must be capable of receiving on-line CSA's on or before 30 days from final execution of the contract. CONTRACTFQR IMRELESS DATA SERVlCES MAY 14, 2004 Page 18 of37 Contract No.: OMS-tO/ll·008B -Exhibit 6 State of Florida State Technology Office Wireless Data Services Wireless Data Service Deliverables Contractor must provide a complete "turnkey Wireless Data Service" meaning there shall be nothing remaining to purchase or be supplied by the State Technology Office. State Agency, SUNCOM customers, or end user other than those items so indicated in the responses received from vendors. 2 Contractor must provide protection against fraudulent use of their wireless technology, as provided in their responses too the Invitation to Negotiate. 3 "Wireless Data", "Wireless Data Service", or "Wireless Service" shall be synonymous with wireless mobile data access service and is intended to describe TCP/IP mobile data access to applications that reside within the State's intranet via a wireless modem (or other appropriate device) utilizing 2.5G and greater (high speed) wireless cellular technologies. 4 Contractor must provide a seamless or transparent transfer of existing CDPD subscribers to the new Wireless Data Service. 5 Contractor must reimburse the State Technology Office $1,000 per day for any existing CDPD user that has not been migrated to the new wireless service on or be before September 30, 2004 provided the applicable Contractor receive the authorization CSA for that user on or before August 30,2004. 6 Contractor shall be solely responsible for the installation, maintenance, and administrative servicing of all services and facilities provided during the life of the contract, regardless of whether the Contractor own or lease these facilities. 7 The Contractor must establish an account and utilize the Automated Online CSA system. 8 Contractor shall furnish up to fifteen (15) wireless data test accounts to the State Technology Office for test and performance evaluation purposes for the life of the awarded contract at no cost. Hayes must supply 15 test accounts for each wireless data provider. 9 Contractor agree to provide, on an annual basis during the Term of this Contract, and at no cost to the State Technology Office, (to include travel, lodging, meals, registration fees, etc.) attendance for two (2) State Technology Office employees for technical training classes, andlor a technology applications visit, andlor an update conference(s) such as user group meeting(s). CONTRACT FOR WRELESS DATA SERVICES MAY 14. 2004 Page 19 of37 State of Florida State Technology Office Wireless Data Services 10 11 12 13 14 15 16 17 18 19 20 21 Contract No.: DMS-10/11-00S8 -Exhibit 6 Contractor must provide as an option the transmission modem as part of the Wireless Data Service. The State Technology Office shall not be held accountable for lost, stolen, or damaged wireless modems. The Contractor may hold liable the end user or the applicable agency. Contractor must provide all applicable modem software and continuously update the modem software remotely through the wireless network to the latest revision available from the modem manufacturer. The Contractor shall deliver the modem to the integrator (Hayes) for the end-user distribution. Contractor must provide that the dynamic IP address scheme or solution must be capable of assigning a particular user-group to a specific IP address range or pool. Contractor must furnish dynamically configurable publicly routable IP address ranges as required by the State Technology Office or SUNCOM eligible customer. Contractor's wireless network solution must provide an option of supplying or blocking end-user Internet access based on the modem's IP address. Contractor must ensure that all equipment and facilities are compliant with associated wireless data systems, industry standards, and all other applicable requirements. Contractor must employ the current case management (helpdesk) system in use by the State Technology Office for any issues associated with the services offered. This includes any functions available in the Enterprise Technology Services Desk (ETSD) and any processes required for escalation of issues to be resolved. Any integration or cost associated with said utilization will be the responsibility of the Service Provider(s). Contractor shall provide helpdesk support to all wireless data customers continuously 24x7x365 (24 hours per-day, 7 days per-week, 365 days per- year) for the life of the contract. Contractor must provide a centralized trouble reporting and maintenance system (Contractors NCG) that is staffed 24 hours a day, seven days a week, 365 days per year. Contractor must warrant that all work performed complies with customary, reasonable, and prudent standards of care in accordance with the industry and must perform any and all services desired herein in a professional manner. Contractor must be capable of receiving on-line CSA's on or before 30 days from final execution of the contract. CONTRACTFOR WRELESS DATA SER~CES MAY 14, 2004 Page 20 of37 State of Florida State Technology Office Wireless Data Services 7.1.2 Balance of Line Contract No.: OMS·10/11·008B -Exhibit 6 The State Technology Office reserves the right to accept any optional equipment as balance of line equipment at negotiated prices, such as, but not limited too, smart devices with personal digital assistant capabilities and e-mail applications (blackberries, Tero 600's, Hitachi 1000, etc.), and other equipment at any time during the term of this Contract. Additionally, new products may be added and prices negotiated accordingly. 7.2 Trade Secrets. In the course of performance hereunder, the Contractor may use or provide to the STO proprietary products, materials, information, tools, and methodologies that are the trade secrets of the Contractor or third parties (collectively "Proprietary Items"). The STO and applicable Eligible Users shall have or obtain no rights in such Proprietary Items (or in any modifications or enhancements to them) other than (i) to use them as authorized by Contractor in writing from time to time solely for purposes of performing any required responsibilities under this Contract, (ii) to the extent the Proprietary Items are incorporated into a Deliverable, to use them as part of the Deliverable for purposes of the STO's and applicable Eligible Users' internal business only, (iii) pursuant to the standard license for such Proprietary Items or, in the case of Proprietary Items owned by third parties, pursuant to terms acceptable to the applicable third party, or (iv) as otherwise provided in this Contract. If Proprietary Items are made available to the STO under (i) or (ii) above, they will be made available in an "AS IS" condition and without express or implied warranties of any kind; those Proprietary Items made available under (iii) above shall be subject only to applicable terms of the applicable license. Notwithstanding the foregoing, nothing in this Contract shall limit the STO's rights as set forth in Sections 7.2 and 7.3 hereof, or the full exploitation of those rights by the STO. The Contractor and the STO each acknowledge that the Software provided by the other Party (excluding Developed Software) includes proprietary information of the other Party, and each Party agrees to keep and treat such Software as a trade secret or otherwise confidential, at all times, consistent with State law. 7.3 Source Code. With respect to Contractor Software owned by the Contractor and provided to the STO under this Contract, at the STO's request the Contractor shall, at Contractor's option, (1) provide the STO with source code for such Software, or (2) place such source code in a third party escrow arrangement with a designated escrow agent, which shall be identified to the STO, and which shall be directed to release the deposited source code if Contractor materially fails to provide support and maintenance for the Contractor Software as required under this Contract or if Contractor ceases business activities, in accordance with an escrow agreement acceptable to the STO (which acceptance may not be unreasonably delayed or withheld). If Contractor is required under this Contract to provide support and maintenance for such Contractor Software, such source code shall be updated for each new release and modification of the relevant Software issued during the term that Contractor is required to provide support and maintenance. The STO's use of such source code shall be limited to support and maintenance of the Contractor Software for internal use during the term of the license until such time as Contractor resumes support and maintenance for such Software as required under this Contract. The Contractor shall identify the escrow agent upon delivery of the Contractor Software and shall certify annually that the escrow remains in effect in compliance with the terms of this paragraph and the applicable escrow agreement. With respect to Contractor Software licensed by the Contractor or its subcontractors from a third party and provided to the STO under this Contract, Contractor shall use commercially reasonable efforts to obtain for the STO source code escrow consistent with this Section 7.5. All source code related to Developed Software shall be delivered with Developed Software. CONTRACTFOR IMRELESS DATA SERVJCES MAY 14. 2004 Page 21 of37 State of Florida State Technology Office Wireless Data Services Section 8 Insurance 8.1 Insurance Coverage. Contract No.: OMS-IO/II-008B -Exhibit 6 The Contractor shall, at its own expense, maintain the insurance coverage outlined below. The Contract shall not limit the types of insurance Contractor may desire to obtain or be required to obtain by law. The limits of coverage under each policy maintained by the Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract. Contractor performance under this Contract may not commence until certificates of insurance evidencing the required coverage's are provided to the STO. 8.1.1 Commercial General Liability. The Contractor shall maintain commercial general liability insurance in a face amount of $5,000,000. The STO shall be named as an additional insured in the general liability coverage policy. Each policy shall include thirty (30) calendar days prior written notice to the STO of cancellation for any coverage. 8.1.2 Workers' Compensation Insurance. The Contractor shall maintain Workers' Compensation insurance as required for the State of Florida under the relevant Workers' Compensation law. The insurance shall cover all of the Contractor's employees connected with the services provided under this Contract. In case any work is sublet, the Contractor shall require the subcontractor similarly to provide Workers' Compensation Insurance for all of the subcontracto~s employees unless such employees are covered by the protection afforded by the Contractor. Such insurance shall comply fully with the Federal and Florida Worker's Compensation law. In case any class of employees engaged in hazardous work under this Contract at the site of the project is not protected under the Workers' Compensation statute, the Contractor shall provide, and cause each subcontractor to provide, adequate insurance, satisfactory to the State, for the protection of employees not otherwise protected. 8.1.3 Automobile Liability Insurance. The Contractor shall maintain automobile liability insurance, including coverage for liability contractually assumed, which shall cover all owned, non-owned, and hired autos used in connection with this Contract. The limits (inclusive of any amounts provided by an umbrella or excess policy) shall be $5,000,000 for each occurrence-bodily injury and property damage combined. 8.1.4 Professional Indemnity Insurance. The Contractor shall maintain professional indemnity (errors and omissions) insurance appropriate for the services provided under this Contract. The limits shall be $10,000,000 per claim. 8.2 Subcontractor Insurance Coverage. All subcontractors of the Contractor shall maintain the insurance appropriate to the scope of their work. 8.3 Proof of Insurance. At the request of the STO, the Contractor shall provide to the STO certificates or other mutually agreed upon proof of such insurance or proof of its ability to self-insure satisfactory to the STO, including renewal or replacement evidence of insurance no more than fifteen (15) days following the expiration or termination of any insurance. CONTRACTFOR IMRELESS DATA SERVlCES MAY 14,2004 Page 22 of37 Contract No.: DMS-10f11-00S8 -Exhibit 6 State of Florida State Technology Office Wireless Data Services 8.4 Deductible Amounts. The deductible amounts for any peril shall not exceed those determined by the Contractor to be customary in the industry. The Contractor shall be responsible for payment of its deductible. 8.5 Self Insurance. For any insurance coverage required hereby, Contractor may use a self-insurance program, provided such program has received prior written approval of the State, which approval may not be unreasonably withheld. Section 9 Default and Remedies 9.1 Contractor Events of Default Anyone or more of the following events shall, after the required notice(s) and opportunity to cure, constitute an "Event of Default" on the part of the Contractor hereunder: (a) Payment. The failure of the Contractor to pay to the STO any sum of money required hereunder, other than amounts disputed in good faith in accordance with Section 4.3.2, within forty-five (45) calendar days after receipt of written notice from the State that the same is due; or (b) Performance. Anyone of the following events by the Contractor, which is not cured within thirty (30) calendar days (except as specified in (d) below) after receipt of written notice of breach from the State, provided, however, that if the parties mutually agree to extend the period or if such cure is of a nature that it could not reasonably be performed within thirty (30) calendar days, such 3~-day period may be extended so long as the Contractor begins performance within such 3~-day period and thereafter diligently and continuously pursues performance: (1) Contractor breaches a material obligation under this Contract where such breach and a respective remedy or credit is not covered under a description of Performance Standards set forth in the contract hereto; or (2) The Contractor knowingly employs an illegal alien in the performance of Services; or (3) The Contractor becomes insolvent or is declared bankrupt; or (4) The Contractor files for reorganization under the bankruptcy code; or (5) The Contractor commits any act of bankruptcy or insolvency, either voluntarily or involuntarily; or (6) The Contractor made or has made an intentional and material misrepresentation or omission in any materials provided to the State; or (7) The Contractor fails to promptly pay any and all undisputed taxes or assessments imposed by and legally due the State or federal government; or (8) The Contractor admits in writing its inability to pay its debts or makes an assignment for the benefit of creditors without the approval of the State; or (9) The Contractor knowingly utilizes a vendor in the performance of Services which has been placed on the State's Convicted Vendors List; or (10) The Contractor improperly refuses to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes, made or received by Contractor in conjunction with this Contract and not otherwise exempt from disclosure as a trade secret or otherwise confidential under then- applicable law; or CONTRACT FOR WRELESS DATA SERVICES MAY 14, 2004 Page 23 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00B8 -Exhibit 6 (11) The Contractor refuses to allow auditor access to Contractor's facilities or otherwise fails to cooperate with an audit as required by the Contract under Section 4.1 in a manner that materially impedes such audit; or (c) With regard to the events involving bankruptcy or insolvency (events 3 -5). the Contractor shall. at the discretion of the STO or pursuant to court order. be considered as having cured the event by submitting a post-bankruptcy or post-insolvency guarantee to the STO that the Contractor intends to complete Contract performance despite its bankrupt or insolvent status. (d) With respect to the events described in subsections (2). (9). and (10) of (b) above. the cure period for Contractor shall be no more than five (5) business days. 9.2 STO Remedies in the Event of Default If an Event of Default has occurred pursuant to Section 9.1 above. the STO shall have the right to terminate this Contract with respect to which there has been an Event of Default by Contractor. If the STO elects to terminate. then the STO shall provide the Contractor with a second written notice ("Termination Notice") evidencing its intent to terminate the Contract pursuant to this Section 9.2 and reciting that the STO intends to pursue termination of the Contract if the Event of Default is not cured. The Termination Notice will not be effective unless it references this Section 9.2 and provides that the STO intends to pursue termination of the Contract if the Event of Default is not cured. If the Contractor fails to cure the default within ten (10) calendar days from receipt of the Termination Notice. then the STO may terminate the Contract and exercise all of its remedies. including all those at law or equity consistent with the terms of this Contract. In the event of termination. the Parties shall work together in good faith to phase out the Services of this Contract consistent with Section 4.2 and in accordance with any applicable terms herein. Upon the occurrence of an "Event of Default" on the part of the Contractor. the STO is entitled to anyone or all of the following remedies: (a) termination of the Contract in accordance with this Section 9.2; (b) seek equitable relief and/or institute legal proceedings against the Contractor consistent with the terms of this Contract to collect payment of any damages or sums owed by the Contractor hereunder. or to compel the performance of any obligation required to be performed by the Contractor hereunder including. where appropriate. actions for specific performance and/or injunctive relief; and (c) without limiting the foregoing. Events of Default resulting in termination of this Contract by the STO may also result in: (1) The Contractor's name being removed from State Purchasing vendor mailing list(s). (2) All State agencies being advised not to do business with the Contractor without written approval from the Division of State Purchasing until such time as the Contractor reimburses the State for all reprocurement and transition costs. 9.3 STO Events of Default. Anyone or more of the following events shall. after the required notice(s) and opportunity to cure. constitute an "Event of Default" on the part of the STO: (a) The STO fails to timely pay any amounts owed to Contractor under the Contract as provided in Section 4.3 hereof. other than amounts disputed in good faith in accordance with Section 4.3.2; or CONTRACTFOR 'MRELESS DATA SERVlCES MAY 14, 2004 Page 24 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-008B -Exhibit 6 (b) The STO breaches any other material obligation under this Contract. The cure period for a material breach by the State shall be thirty (30) calendar days from receipt of notice of material breach; or (c) Upon the occurrence of an "Insolvency Event of Defau~." The occurrence of anyone or more of the following events shall constitute an "Insolvency Event of Default": (1) the State admits in writing its inability to pay its debts generally or makes a general assignment for the benefit of creditors; or (2) any affirmative act of insolvency by the State orthe filing by or against the State (which is not dismissed within ninety (90) days) of any pet~ion or action under any bankruptcy, reorganization, insolvency arrangement, liquidation, dissolution or moratorium law, or any other law or laws for the relief of, or relating to, debtors; or (3) the subjection of a material part of the State's property to any levy, seizure, assignment or sale for or by any creditor, third party or govemmental agency. 9.4 Contractor Remedies in the Event of Default. Upon occurrence of an "Event of Default" on the part of STO, the Contractor is entitled to anyone or all of the following remedies: (a) seek equitable relief and/or institute legal proceedings against the State consistent with the terms of this Contract to collect payment of any damages or sums owed by the State hereunder, or to compel the performance of any obligation required to be performed by the STO hereunder including, where appropriate, actions for specific performance and/or injunctive relief; and (b) terminate the Contract. If an Event of Default has occurred pursuant to Section 9.3 above, the Contractor shall have the right to terminate this Contract with respect to which there has been an Event of Default by the STO. If the Contractor elects to terminate, then the Contractor shall provide the STO with a second written notice ("Termination Notice") evidencing its intent to terminate the Contract pursuant to this subsection and reciting that the Contractor intends to pursue termination of the Contract if the Event of Default is not cured. The Termination Notice will not be effective unless it references this Section 9.4 and provides that the Contractor intends to pursue termination of the Contract if the Event of Default is not cured. If the STO fails to cure the default within ten (10) calendar days from receipt of the Termination Notice, then the Contractor may terminate the Contract and exercise all of its remedies hereunder. In the event of termination, subject to Section 4.2, the Contractor shall work with the STO in good faith to phase out the Services of this Contract. 9.5 STO May Cure. If the Contractor commits an "Event of Default" in the performance of any term, provision, covenant or condition on its part to be performed hereunder, the STO may, upon notice to the Contractor, perform or have performed for it the same at the reasonable expense of the Contractor. If, at any time and by reason of such Event of Default, the STO elects to pay any sum of money or do any act which will require the payment of any sum of money, or incur any expense in the enforcement of its rights under this Section 9.5, such sum or sums in excess of the amounts that would have been payable to Contractor for such performance under this Contract, together with a rate of interest, if applicable set forth in section 55.03(1), Florida Statutes, shall be repaid to the STO by the Contractor promptly when billed therefore within the timeframe set forth in Section 9.1 (a) hereof. The STO shall use commercially reasonable efforts to mitigate any such costs. CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page250f37 State of Florida State Technology Office Wireless Data Services Section 10 Dispute Resolution 10.1 Dispute Resolution. Contract No.: OMS-tO/tt-OOBB -Exhibit 6 In the event of any dispute concerning performance under the Contract, the Parties shall use good faith efforts to resolve such dispute informally. Such good faith efforts shall include the provision of written notice describing the basis for the dispute by the Party claiming a dispute to the other Party, and at least one meeting between a management employee of Contractor and the STO's Purchasing Director or other personnel of the Parties with authority to resolve the dispute. If such dispute is not resolved within 30 calendar days after receipt of the initial written notice of the dispute, the dispute shall be referred to the State CIO who shall, within 30 calendar days, make a decision regarding the dispute, reduce the decision to writing and serve a copy on the Contractor. Prior to making any such decision, the CIO shall provide each Party a reasonable opportunity to present its position with respect to the dispute, and shall meet with a representative of the Contractor to attempt to resolve the matter. The decision of the CIO shall be final and conclusive unless within twenty-one (21) days from the date of receipt of the decision, the Contractor files with the State for administrative review. 10.2 Performance to Continue. Each Party shall continue to perform its obligations under the Contract pending final resolution of any dispute arising out of or relating to the Services subject to Section 4.3.2. 10.3 Confidentiality. All negotiations pursuant to Section 10 of this Contract shall be treated as compromise and settlement negotiations. Nothing said or disclosed, and no document produced (including any notice, response, offer, argument, admission, finding, recommendation, ruling, opinion, or conclusion), in the course of or in connection with such negotiations that is not otherwise independently discoverable and admissible as evidence shall be offered or received as evidence or used for impeachment or for any other purpose in any arbitration, litigation, administrative proceeding, or other dispute resolution process or proceeding. Neither the STO nor the Contractor shall disclose to any third party, except as may be required by applicable law, any communications or negotiations related to such negotiation or mediation. Neither the STO nor the Contractor shall call as a witness, depose, interrogate, or interview; or attempt to call as a witness, depose, interrogate, or interview, any attorney who participated in the negotiations or mediation for the other Party as to any involvement of such attorney in any aspect of such negotiations or mediation. 10.4 Payment of Fees and Costs. Except as otherwise provided under the Contract, the STO and the Contractor shall each bear its own costs and expenses incurred in connection with any negotiations pursuant to this Contract. In addition, the STO and the Contractor shall share equally all third-party costs in connection with any attempt to resolve disputes pursuant to this Contract unless otherwise agreed. Section 11 Tenn, Renewal, and Tennination Provisions 11.1 TennlRenewal. The Parties agree that the "Term" of this Contract shall be for a three-year period commencing upon the Effective Date unless extended, terminated or renewed as provided herein. Subject to Chapter 287 of the Florida Statutes, and upon mutual agreement, (a) upon expiration of such three-year period, the STO and the Contractor may renew the Contract, in whole or in part, for an additional three-year period, and (b) upon expiration of the initial or renewal, the STO and the Contractor may extend the Term for an additional six month period. Any renewal or extension shall be in writing and signed by both parties. The STO shall provide written notice to the Contractor regarding its intent to renew or extend the Contract prior to the expiration of the Contract. The STO shall rely on several factors in making the determination to renew including, but not limited to, satisfactory performance evaluations by the STO and the availability CONTRACT FOR IMRELESS DATA SERVICES MAY 14,2004 Page 26 of 37 State of Florida State Technology Office Wireless Data SeNices offunding. 11.2 Tennination for Convenience. Contract No.: DMS-10/11·00B8 -Exhibit 6 Unless otherwise specified in the contract hereto, the STO may, upon ninety (90) days written notice to Contractor, terminate for its convenience this Contract, in whole or in part, whereupon the Contractor shall cease the provision of the terminated SeNices to the STO in accordance with the reasonable terms of such notice. 11.3 Tenninalion for Cause. Either Party may terminate this Contract in accordance with Section 9 in the event of an Event of Default of the other Party. If the Event of Default is caused by the default of a subcontractor of Contractor at any tier, and to the extent the cause of the default is beyond the control of both the Contractor and the subcontractor, and without the fault or negligence of either, the Contractor shall not be liable for any damages arising from the Event of Default, unless the subcontracted seNices or supplies were obtainable from other sources without significant increase in costs and in sufficient time for the Contractor to meet the required delivery schedule. If Contractor terminates this Contract for an Event of Default of the State, the rights and obligations of the Parties shall be the same as if the termination had been for the convenience of the STO under Sections 11.2 and 11.4.2. If, after termination of this Contract by the STO due to an Event of Default by Contractor, it is determined that there was not an Event of Default by Contractor or that the Event of Default was excusable, the rights and obligations of the Parties shall be the same as if the termination had been for the convenience of the STO under Sections 11.2 and 11.4.2. 11.4 Consequences ofTenninalion By STC. 11.4.1 Tenninalion for Cause. If this Contract is terminated by the STO for an Event of Default of the Contractor, the Contractor shall only be entitled to payment for SeNices performed in accordance with this Contract, which shall be offset by any actual damages caused by the Event of Default and due the STO consistent with the terms of this Contract. This consequence is supplemental to the State Remedies in the Event of Default, addressed in Section 9.2 herein. 11.4.2 Termination for Convenience. If this Contract is terminated by the STO for convenience, the STO shall compensate the Contractor fairly for the work done and the preparations made (including reasonable startup and implementation costs that were to be amortized over future payments) for the terminated portions of the Contract, including reasonable settlements with subcontractors, reasonable costs of settling the terminated work, a reasonable allowance for profit for SeNices andlor Deliverables already provided to and accepted by the STD. The Contractor shall take commercially reasonable efforts to mitigate any such costs arising after notice of termination. Upon termination of its obligations under this Contract, the Contractor shall submit a request for payment as required by Section 4.2 of the Contract. Notwithstanding Section 1.3 hereof, in no event shall any such request include any termination costs or charges for termination for convenience that includes loss of profits, anticipated profits or damages in excess of those generally described in this Section 11.4.2. Section 12 General Provisions 12.1 Advertising. Contractor shall not disseminate to the public any written sales or marketing information concerning the Contract without prior written approval from the STO, including, but not limited to mentioning the Contract in a press release or other promotional material, identifying the STO as a reference, or otherwise linking CONTRACTFOR WRELESS OATA SERVlCES MAY 14,2004 Page27of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11-00S8. Exhibit 6 the STO's name and etther a description of the Contract or the name of the State or the STO in any material published, either in print or electronically, except to potential or actual authorized subcontractors or Eligible Users (as authorized by the STO). Within a reasonable time after the Contract's Effective Date, the Parties shall issue a mutually agreeable joint press release regarding the Contract and the Services to be provided hereunder. 12,2 Annual Appropriations. The State of Florida's performance and obligation to pay under this Contract is contingent upon an annual appropriation by the Legislature. Contract, as used in the preceding sentence, shall include all provisions hereof, all Exhibits hereto, and any Changes pursuant to this Contract. If appropriations are required, the STO shall affirmatively take all reasonable steps to seek such appropriations, but shall not guarantee the securing of annual appropriations. The State of Florida, as used in this Section 12.2, specifically includes the STO. The Parties acknowledge and agree that there is no intent to violate section 216.311, Florida Statutes, with the execution of this Contract, and that any provision deemed to violate that statute shall be null and void and stricken from the Contract, and the remainder of the Contract shall remain in full force and effect. The Parties further agree that the foregoing does not in any way limit, abrogate or otherwise modify the Contractor's rights or remedies under applicable law, including the Contractor's rights to seek a claims bill. If funds are necessary and not available through appropriations for payments under this Contract, the STO shall have the right to terminate the portions of the Contract for which payments are contingent upon such appropriations at the end of the last period for which funds have been appropriated or otherwise made available by giving thirty (30) days advance written notice of such Contract termination to the Contractor. All available appropriated funds appropriated for the Services hereunder shall be expended on this Contract. In the event of such termination, the Contractor may seek payment from the State through a claim or other appropriate process. If the Contractor must seek approval from the State Legislature for such a remedy, the STO shall work in good faith with the Contractor and the State Legislature to affect such a remedy, including requesting appropriation for such payments as the Contractor would have received had the termination been for convenience under Section 11.4.2. Only to the extent applicable funds are or become available through appropriations, such termination shall be deemed a termination for convenience subject to Section 11.4.2. If funding for the STO is not appropriated, the STO and its successors in interest shall use commercially reasonable efforts to facilitate and permit Contractor's continued, direct dealings with Eligible Users as necessary to carry out the provisions of this Contract. 12.3 Assignment Neither Party may sell, assign or transfer any of its rights, duties or obligations under this Contract without the prior written consent of the other Party. However, the STO may assign this Contract to another a State agency provided that all STO rights and obligations are so assigned, and Contractor may assign this Contract to a wholly owned subsidiary of Contractor capable of performing the Contractor obligations hereunder. Contractor may assign any monies due under this Contract from the STO to a third party with the STO's written consent, which consent shall not be unreasonably withheld. No change in Contractor's organization, if any, shall operate to release Contractor from its liability for the prompt and effective performance of its obligations under the Contract. All terms and provision of this Contract shall be binding upon and inure to the benefit of the Parties hereto and their successors and assigns. A Change of Control, as hereafter defined, of the Contractor, shall constitute an assignment for purposes of this Section 12.3. CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page 28 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00SB -Exhibit 6 "Change of Control" means (a) the acquisition of all or substantially all of the assets of the Contractor other than by an affiliate (as such term is defined in Rule 405 of the Securities Act of 1933), (b) the acquisition by any party (or group as such term is defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") not currently a holder of more than 5% of Contractor's capital stock entitled to vote for the election of directors of such number of additional shares of capital stock (whether in one transaction or in a series of transactions), which results in such Party (or such group) owning 50% or more of such stock other than by an affiliate of Contractor, (c) any merger, combination, consolidation or similar transaction involving Contractor following which the holders of the capital stock of Contractor immediately prior to such transaction will not own more than 50% of the combined voting power entitled to vote generally in the election of directors of the reorganized, merged or consolidated company's outstanding voting securities, in substantially the same proportion as their ownership immediately prior to such reorganization, merger, consolidation or other transaction, or (d) Contractor being subject to a Delisting Event, where a "Delisting Event" shall mean such time as the stock of Contractor shall no longer be publicly traded on a national securities exchange or quotation system (e.g., the New York Stock Exchange or NASDAQ) in the United States. 12A Change of Statute or Regulation. Any changes to this Contract or the Service and Deliverables provided hereunder necessitated by changes in existing statute or regulation, or the promulgation of new regulations or the issuance of new statutes, shall be governed by Section 3.2 herein. 12.5 Compliance with Laws. The Contractor shall comply, and shall require each of its subcontractors to comply, with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, Chapter 287 of the Florida Statutes and Chapter 60A-1 of the Florida Administrative Code govern the Contract. By way of further non-exhaustive example, the Contractor shall comply with the following laws to the extent applicable to the conduct of its business: any applicable provisions of section 247A(e) of the Immigration and Nationalization Act; Titles I-IV of the Americans with Disabilities Act; Sections 504 and 508 of the Federal Rehabilitation Act amendments; the Assistive Technology Act of 1998; and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. Material violation of such laws shall be deemed a breach of a material obligation of this Contract, subject to Section 9 hereof, except that any material violation of such laws shall not be deemed a breach of a material obligation to the extent such material violation results from an act or omission of the State or any Eligible User or their agents or contractors or the failure of any facilities, equipment, software, data or other resources provided by the State or any Eligible User or their agents or contractors to comply with such laws. 12.6 Contract Administrator. The State shall name a Contract Administrator during the Term of this Contract whose responsibility shall be to maintain this Contract. As of the Effective Date, the Contract Administrator is Gina Gibson, 4030 Esplanade Way, Suite 235M, Tallahassee, FL 32399. The State shall provide written notice to Contractor of any changes to the Contract Administrator; provided, such changes shall not be deemed Contract amendments. 12.7 Governing Law. The exclusive venue of any legal or equitable action that arises out of or relates to the Contract shall be the appropriate state court in Leon County, Florida; in any such action, Florida law shall apply, the Contractor waives any right to jury trial that it may have, and the threshold issue for determination shall be whether the action is in the appropriate forum. CONTRACT FOR IMRELESS DATA SERVlCES MAY 14,2004 Page 29 of 37 State of Florida State Technology Office Wireless Data Services 12.8 Employees, Subcontractors, and Agents. Contract No.: DMS-10/11-00SB -Exhibit 6 The Contractor employees. subcontractors. or agents performing work under the Contract must comply with all security and administrative requirements of the State. Contractor shall conduct criminal history checks for all current and prospective Contractor employees who will be providing the Deliverables and Services prior to the Contractor's employees obtaining access to State, state employee, or state retiree Confidential Information. Such criminal history checks shall be maintained in the Contractor records and made available for the STO's inspection upon demand. The STO may conduct, and the Contractor shall reasonably cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by the Contractor. The State may refuse access to, or require replacement of, any Contractor personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or material non-compliance with STO's security or other requirements. Such approval shall not relieve the Contractor of its obligation to perform Services in compliance with the Contract. The State may reject and bar from any facility for cause any of the Contractor's employees, subcontractors, or agents. 12.9 Entire Contract This Contract constitutes the full and complete Contract of the Parties hereto and supersedes any prior Contracts, arrangements and communications, whether oral or written, with respect to the subject matter hereof. Each Party acknowledges that it is entering into the Contract solely on the basis of the representations contained herein, and for its own purposes and for the benefit of Eligible Users, and not for the benefit of any other third party. 12.10 Execution in Counterparts. The Contract may be executed in counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 12.11 Force Majeure, Notice of Delay, and No Damages for Excusable Delays. Neither Party shall be responsible for delay or failure to perform its obligations under this Contract to the extent such delay or failure is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Party's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. In case of any delay a Party believes is excusable, the Party shall notify the other in writing of the delay or potential delay and describe the cause of the delay either (1) within ten days after the cause that creates or will create the delay first arose, if the Party could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five days after the date the Party first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE PARTIES' SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY OR FAILURE TO PERFORM DUE TO ANY OF THE CAUSES DESCRIBED IN THIS PARAGRAPH. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against a Party due to any of the causes described in this paragraph. Neither Party shall be entitled to an increase in the Contract price or payment of any kind from the other for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause described in this paragraph. If Contractor performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor shall perform at no increased cost, unless performance has been delayed for more than 90 days and the STO determines, in its sole discretion, that the delay will significantly impair the value of the Contract to the State, in which case the STO may (1) accept allocated performance from the Contractor, provided that the Contractor grants preferential treatment to the STO with respect to Services subjected to allocation, and/or (2) purchase from other sources (without recourse to and by the Contractor for the related costs and expenses) to replace all or part of the Services and/or Deliverables that are the subject of the delay, which purchases may be deducted from the Contract quantity, or (3) terminate the Contract CONTRACT FOR WRELESS DATA SERVlCES MAY 14, 2004 Page 30 of37 State of Florida State Technology Office Wireless Data SeNices Contract No.: DMS·10/11·00BB· Exhibit 6 in whole or in part. This Section shall not excuse the STO's obligation to pay undisputed amounts due to the Contractor for SeNices or Deliverables provided and Accepted following the cessation of any of the causes described in this paragraph that have delayed such payment. 12.12 Further Assurances. The Parties will, subsequent to the Effective Date, and without any additional consideration, execute and deliver any further legal instruments and perform any acts that are or may become necessary to effectuate the purposes of this Contract. 12.13 Indemnification. Each Party shall be fully liable for the actions of its agents, employees, partners, or subcontractors. Contractor shall fully indemnify, defend, and hold harmless the STO, and its officers, agent and employees, from suits, actions, damages, and costs of every name and description, including attorneys' fees ("Claims"), arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Contractor, its agents, employees, partners, or subcontractors; provided, however, that Contractor shall not indemnify the STO for that portion of any loss or damages proximately caused by the negligent act or omission of the STO. In the event of a third party Claim against the State, its officers, agents, employees, partners or subcontractors ("State Indemnified") that any Deliverable or any material provided by the Contractor which is included in or used in the development of a Deliverable (excluding any third party Software or STO Materials) infringes a United States copyright, trademark, presently existing patent or trade secret of any third party, the Contractor will defend against such Claim at its expense and will pay any costs or damages that may be finally awarded against the State Indemnified as a result of such Claim. The Contractor will not indemnify the State Indemnified, however, if the Claim of infringement is caused by: (1) misuse or unauthorized modification of the Deliverable by the State or an Eligible User, (2) failure to use corrections or enhancements made available to the State or an Eligible User by the Contractor; (3) use of the Deliverable in combination with any product or information not owned or developed by the Contractor unless the Claim would have arisen solely from the use of the Deliverables without combination with such product or information; (4) State's or an Eligible User's distribution, marketing or use for the benefit of third parties of the Deliverable, unless the contract under which the Deliverable was provided contemplated such distribution, marketing or use; or (5) the development of a Deliverable in accordance with specifications provided by the STO or an Eligible User. If any Deliverable is found to be infringing, the Contractor shall at its expense and option either (a) procure the right for the STO to continue using it, (b) replace it with a non·infringing equivalent, (c) modify it to make it non·infringing, or (d) direct the return of the Deliverable and refund to the STO the fees and expenses paid for such Deliverable, less a reasonable amount for the STO's or Eligible User's use of the Deliverable up to the time of return. The foregoing remedies constitute the sole and exclusive remedies of the STO against the Contractor and the Contractor's entire liability with respect to infringement. Contractor's obligations under the preceding two paragraphs with respect to any legal actions are contingent upon the STO giving Contractor (1) prompt written notice of any action or threatened action for which a State Indemnified is seeking indemnification, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense. Contractor shall not be liable for any cost, expense, or compromise incurred or made by a State Indemnified in any legal action without Contractor's prior written consent, which shall not be unreasonably withheld. 12.14 Limitation of Liability. For all other claims against the Contractor other than indemnification claims under Section 12.13, regardless of the basis on which the claim is made, the Contractor's liability for direct damages arising in connection with the contract shall be limited, unless otherwise specified in the contract, to the greater of one million ($1,000,000.00) dollars. No Party shall be liable to another for punitive, special, indirect, or CONTRACT FOR ~RELESS DATA SERIi1CES MAY 14, 2004 Page 31 of37 Contract No.: OMS-tO/tt-008B -Exhibit 6 State of Florida State Technology Office Wireless Data Services consequential damages, even if the Party has been advised that such damages are possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings. 12.15 Independent Contractor Status of Contractor_ The Contractor, together with its agents, subcontractors, officers and employees, shall have and always retain under the Contract the legal status of an independent contractor, and in no manner shall they be deemed employees of the State or deemed to be entitled to any benefits associated with such employment. During the term of the Contract, Contractor shall maintain at its sole expense those benefits to which its employees would otherwise be entitled to by law, including health benefits, and all necessary insurance for its employees, including workers' compensation, disability, and unemployment insurance, and provide the STO with certification of such insurance upon reques!. The Contractor remains responsible for all applicable federal, state, and local taxes payable by Contractor, and all FICA contributions for its employees. 12_16 Modification ofTenns_ This Contract contains all the terms and conditions agreed upon by the Parties, which terms and conditions shall govern all transactions under the Contract. The Contract may only be modified or amended upon mutual written agreement of the STO and the Contractor. No oral agreements or representations shall be valid or binding upon the STO or the Contractor. The Contractor may not unilaterally modify the terms of the Contract by incorporating terms onto the Contractor's order or fiscal forms or other documents forwarded by the Contractor for payment. The STO's acceptance of Services or Deliverables or processing of documentation on forms furnished by the Contractor for approval or payment shall not constitute acceptance of the proposed modification to terms and conditions. 12_17 Notices. All notices under this Contract shall be served upon the STO by certified mail, return receipt requested, by reputable courier service, or delivered personally to each of the following: State Technology Office Gina Gibson Purchasing Director 4030 Esplanade Way. Suite 235M Tallahassee, Florida 32399-0950 State Technology Office Simone Marstiller Chief Information Officer 4030 Esplanade Way, Suite 180 Tallahassee, Florida 32399-0950 Department of Management Services Gerry York Office of the General Counsel 4050 Esplanade Way, Suite 260 Tallahassee, FL 32399-0950 All notices under this Contract to be served upon the Contractor shall be served by certified mail, return receipt requested, by reputable courier service, or delivered personally to: Sprint-Florida, Inc. Attn: Nelson Coli 101 North Monroe Street, Suite 100 CONTRACTFOR V>ARELESS DATA SERVlCES MAY 14. 2004 Page 32 of37 State of Florida State Technology Office Wireless Data Services Phone Number: 407-816·5528 NcoliO 1@sprintspectrum.com Contract No .: DMS·10/11·008B· Exhibit 6 The Contractor contacts referenced above are required to participate in a monthly SUNCOM Contra ctor meeting and are responsible for resolution of all billing and technical problems . The Parties agree that any change in the above·referenced address or name of the contact person shall be submitted in a timely manner to the other Party. All notices and other communications under this Contract shall be in writing and shall be deemed duly given either (i) when delivered in person to the recipient named above, (ii) upon confirmation of courier delivery to the intended recipient ; or (iii) three (3) business days after mailed by certified U.S. mail , return receipt requested , postage prepaid , addressed by name and address to the Party intended . 12.18 Project Managers. Each Party will designate a Project Manager during the Term of this Contract whose responsibility shall be to oversee the Party's performance of its duties and obligations pursuant to the terms of this Contract. As of the Effective Date, the STO 's Project Manager is Bill Hand , 4030 Esplanade Way , Suite 315N , Tallahassee , FL 32399 , and the Contractor's Project Managers are listed below: Sprint-Florida, Inc . Attn : Tabitha Haputa 813-637-1522 Tabitha .haputa@mail.sprint.com The Project Manager for the Contractor provided above shall be required to participate in a monthly SUNCOM meeting and be responsible for resolution of all billing and technical problems . Each Party shall provide prompt written notice to the other Party of any changes to the Party 's Project Manager or his or her contact information ; provided , such changes shall not be deemed Contract amendments . 12.19 Public Records . Any and all records produced or used regarding this Contract are subject to Chapter 119 of the Florida Statutes . Absent a valid exemption , including status as a "trade secret : Contractor shall allow public access to all documents , papers , letters , or other material subject to Chapter 119 that are made or received by the Contractor in conjunction with this Contract. A willful breach of this Section shall be deemed a breach of a material obligation of this Contract subject to Section 9 hereof. 12.20 Loss of Data. In the event of loss of any State data or record where such loss is due to the negligence of the Contractor or any of its subcontractors or agents , the Contractor shall be responsible for recreating such lost data in a manner and on a schedule that are commercially reasonable , except that the Contractor shall have no obligation to recreate lost data to the extent such data is lost due to the STO 's breach of this Contract or to an act or omission of the State, an Eligible User or any of its contractors or agents other than the Contractor. The Contractor's obligations under this Section 12 .20 are subject to any disaster or data recovery obligations set forth in the contract. 12 .21 Security and Confidentiality . Each Party shall comply fully with all appropriate security procedures in its performance of the Contract. Ne ither Party shall divulge to third parties any Confidential Information of the other Party obtained by the CO NTRACT FOR IMRELESS DATA SERVI CES MAY 14 , 2004 Page 33 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11-0088 -Exhibit 6 Party or its agents, subcontractors, officers or employees in the course of negotiations of this Contract or performing Contract work, including, but not limited to, security procedures, business operations information, or commercial proprietary information. Neither Party shall be required to keep confidential any information or material that is publicly available through no fault of the Party, material that the Party developed independently without relying on the other Party's Confidential Information or material that is otherwise obtainable under State law as a public record. To ensure confidentiality, each Party shall take appropriate steps as to its personnel, agents, and subcontractors. Contractor shall keep confidential all information received in connection with this Contract that is exempt from public record under Chapter 119, Florida Statutes, and Section 24(a), Article I, of the Florida Constitution, including, without limitation, information made exempt pursuant to section 443.1715, Florida Statutes. Contractor, however, shall not be required to keep confidential any such information or material that is publicly available through no fault of the Contractor or that is otherwise obtainable under State law as a public record. This Section shall survive termination or expiration of the Contract. 12.22 Lobbying and Integrity. Pursuant to section 216.347 of the Florida Statutes, the Contractor may not expend any State funds for the purpose of lobbying the Legislature, the judicial branch, or a State agency. The Parties agree that any funds provided by the Contractor for purposes of marketing under Section 3.1.4 of this Contract shall not be deemed to be State funds for the purpose of lobbying hereunder. In addition, the Contractor shall not, in connection with this Contract, directly or indirectly (1) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to give anyone any gratuity for the benefit of, or at the direction or request of, any State officer or employee. For purposes of the foregoing clause (2), gratuity means a payment in whatever form of more than nominal monetary value. 12.23 Subcontracts. The Contractor shall not enter into any subcontracts for Services without the express written consent of the STO. In all instances, the Contractor shall remain fully responsible for all work to be performed under the Contract, including work to be performed by its subcontractors. Each approved subcontract shall be subject to the same terms and conditions as the Contract to the extent applicable based on such subcontractor's scope. 12.24 Subcontractor Uability. The Contractor's subcontractors in the performance of Services are the responsibility of the Contractor. The State shall have no liability to such subcontractors for claims, demands, loss, damage, negligence or any expense relating, directly or indirectly, to subcontractors. 12.25 Taxes. The State does not pay Federal excise or sales taxes on direct purchases of tangible personal property. The State will not pay for any personal property taxes levied on the Contractor or for any taxes levied on employees' wages. 12.26 Waiver. The delay or failure by a Party to exercise or enforce any of its rights under this Contract shall not constitute or be deemed a waiver of the Party's right thereafter to enforce those rights, nor shall any CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page 34 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00B8 -Exhibit 6 single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 12.27 Warranty of Authority. Each person signing the Contract warrants that he or she is duly authorized to do so and to bind the respective Party to the Contract. Each Party warrants that it has sufficient right and authority to enter into this Contract, and to grant and assume all of its respective rights and obligations set forth herein. 12.28 Warranty of Ability to Perfonn. The Contractor shall provide the STO, no later than the time the Contractor returns a signed copy of the Contract, with proof of a Certificate of Status from the Secretary of State, Division of Corporations, demonstrating that the Contractor is in good standing and legally authorized to transact business in Florida. Failure to submit this documentation shall be sufficient grounds for withholding payment under the Contract and will be deemed an Event of Default of Contractor. The Contractor warrants that, to the best of its knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish the Contractor's ability to satisfy its Contract obligations. The Contractor warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statutes, or on any similar list maintained by any other state or the federal government. The Contractor shall immediately notify the STO in writing if its ability to perform is compromised in any material manner during the term of the Contract. 12.29 Severability. If a court deems any provision of the Contract void or unenforceable, that provision shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable and all other provisions shall remain in full force and effect. CONTRACT FOR IMRELESS OATASERVlCES MAY 14. 2004 Page 35 of37 State of Florida state Technology Office Wireless Data Services SO AGREED: STATE OF FLORIDA ST TE TECHNOLOGY OFFICE By: Simone Marstiller, State CIO Contract No.: DMS-10/11-008B -Exhibit 6 Date Approved as to form and legality by the Department of Management Services, General Counsel's Office: /~~~al Counsel Sprint -Florida, Inc. By: CONTRACT FOR WIRELESS DATA SERVICES Date Date MAY 14. 20M Page 36 of37 State of Florida State Technology Office Wireless Data SelVices Data Circu~s Wireless CONTRACT FOR 'MRELESS DATA SERVlCES Exhibit 1 Wireless Wireless Modem no coS1 Contract No.: DMS-10/11-00B8 -Exhibit 6 one time offer during the Public Ii i MAY 14, 2004 Page 37 of 37 Contract' No.: OMS-l0/11-00BB -Exhibit 6 Wireless Data Services Contract Amendment Number 1 to Contract # MA4440 between the State of Florida Technology Office and Sprint Florida, Inc_ WHEREAS, an Agreement was entered into between the State of Florida, State Technology Office ("STO· or "Customer") and Sprint Florida, Inc_ ("Sprint"), effective on June 22, 2004, wherein Sprint agreed to provide Wireless Data Services. WHEREAS, in addition to the services provided today there is the need to revise the contract to modify Exhibit 1, to include the following statement: ·Under no circumstances shall an end-user be charged more than the unlimited Monthly Recurring Charge (MRC) listed in the "Unlimited Option" column. 'A11 other cost such as the service web page, helpdesk, etc. shall be bundled into the Airlink MRC."; NOW, TH ERE FORE, in consideration of the foregoing premises, and of the mutual covenants and conditions herein after set forth, the parties hereto agree as follows: 1_ Except as otherwise expressly set forth herein, the terms and conditions contained in the Original Agreement, are unchanged. This Amendment sets forth the entire understanding between the parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the parties_ IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized representatives_ SO AGREED: Mark Powell Branch Manager Sprint Florida, Inc_ Approved as to form and Legality: ork Assistant General Co sel State Technology Office Date: __ ,--,I l'-;II--'!t'---'~..LIQIaj-:...,c.. ___ _ Date: __ I 2--1/'--..3....!./c_()_f ___ _ it NsBu 0 7 "AfA.)'7k~ Date: Simone Marstiller State Chief Information Officer State Technology Office Page 1 of 2 "' :a :2 ~ w "' ., ~ ~ a ;;; ~ o z U I!! C 8 .~Sprint. ""'<..-.;.;, f-(:i\\'il.~,\ ,,"ornI/lS",w~' 111''''~:ll>m", "~"";"""""'" JIGt"'I,,~h~ .. • l>Jlrlnt (August 30-04) All Cost Shall Be Listed on a Monthly Recurring Cost (MRC) Per-User BasIs Data Data Circuits Circuits Wireless User Wireless Number SUN COM Termination Primary and Authentication WIreless Modem Users RouterlFlrewall Secondary System Encryption Modem Insurance Tiered Wlrels8s Daia Cost up to up to up to up 10 10Mbytes 20Mbytes 30Mbytss 4OM~8 1 t049 Hayes H.yss H.,... H_ Note 1 $4.00 $22.50 $30.00 NlA $45.00 50 to 99 Hayes Hay9S H.,.. HaYe6 Note 1 $4.00 $22.50 $30.00 NlA $45.00 10010 299 H.,.. H.,... H.Y'" HayBS Note 1 :;4.00 $22.50 $30.00 NlA $45.00 30010499 H.,.., H.,.. Ha,... Ho,... Note 1 $4.00 $22.50 $30.00 NlA $45.00 500 to 999 H.yes H.,.. H.,.. "-Note 1 $4.00 $22.50 $30.00 NlA $45.00 1000102499 Ha,.. H.,.. Ha,.. H_ Note 1 $4.00 $22.50 $30.00 NlA $45.00 2500104999 H.,.. H.,.. H.,.. H.,.. Note 1 $4.00 $22.50 $30.00 NlA :;45.00 5000109999 H.yes H.,.. H.,.. H .... Nota 1 $4.00 $22.50 $30.00 NlA $45.00 10000 (and over) H.,.. H_ Hayes H.,... Note 1 $4.00 $22.50 $30.00 NlA $45.00 \Note: Under no circumstance shell a end I,Iser b& charged more than the amounllisled In the I,Inlirnltsd coIunrnn .A11 other COI!Ilauch as the service web page, helpdeak,etc. shaH In bundted into the A1rl1nk MRC Notee Note '* All modems Including Sierra 550, A1rprlme PC3200, CF2D31 or merlin 0201 al no cost to the stata, a omt time offer during the network migration. Thereafte/, the pes connection cards at regular pricing with a 25% discount. Unlimited Option All appllcatlons Including (NLErS, TBIS, NCIC, CAD . May be ad uated per market conditions. Net prlclnn $65.00 STOFaa Indicates the $5.00 service fee per user payable to STO Hayas Authentlcetlon Indicates the $14.00 seNice per user billed dIrectly to STO by Hayes Computer Services 8S part of the authentication seNices. Internet only Those agencies ~ccessing the Intemet. the tee through Hayes Is $5.00 per user Final ~ Llcllmllgr;j k!i[]IIZ5!tll5![ All. Applications Including (NLEfS. TBIS. NCIC.CAD) Unlimited Option $55.00 $55.00 $55.00 $55.00 $55.00 $55.00 $55.00 $55.00 $55.00 Contract No.: DMS·10/11-00SB -Exhibit 6 Wireless Data Services Contract No. MA4440 Amendment No.2 WHEREAS, this Amendment No.2 ("Amendment") is made and entered into by and between the State of Florida, Department of Management Services ("DMS" or "Department"), Enterprise Information Technology Services ("EITS"), and Sprint Florida, Inc., ("the Contractor" or "Sprint"), regarding Contract # MA4440, effective June 22, 2004 ("Contract" or "Agreement"). The Department and Sprint hereby agree to amend the Agreement as follows: 1. This Amendment is an integral part of and modifies the Agreement. The terms used herein which are defined or specified in the Contract shall have the meanings set forth in the Contract. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the ' provisions of the Amendment shall control. 2. The State of Florida agency formerly known as the State Technology Office (STO) is now known as the Department of Management Services (DMS), Enterprise Information Technology Services (EITS). EITS shall perform all duties and obligations and have the rights of STO as relates to the Agreement. The acronym "EITS" replaces the acronym "STO" throughout the Agreement. The Agreement is hereby amended to change Sprint's entity name and its Federal Tax Identification Number from Sprint-Florida, Inc. (TINIFEIN: 59-024836S) to Sprint Solutions, Inc. (TINIFEIN: 47-0882463). All references to "Sprint" or "Sprint Florida, Inc." in the Agreement and previous Amendments are hereby replaced with "Sprint Solutions, Inc." Attachment 2.1 to this Amendment demonstrates Sprint's transition to Sprint Solutions, Inc. and the new TIN/FEIN. 3. Whereas, Sprint and Nextel South Corp., dIh/a Nextel Communications ("Nextel"), separate entities at the time of Wireless Data Contract execution resulting in separate contracts, have officially merged their businesses together. The separate contracts consist of the following Contract #MA4440 and Nextel's contract, Contract #MAS689. Nextel will officially merge Contract #MAS689, which shall include the term and conditions, equipment and services; all under this Agreement (Contract No. MA4440) allowing Contract #MAS689's full line of solutions to be procured under this Agreement. If there exists any inconsistencies between the provisions of this Agreement and the provisions of Contract No. MAS689, the provisions of this Agreement shall control. 4. Sprint Solutions, Inc. will include the following service plans to the Contract: a.) 3 MB Plan (PDSBKB3VC) -S20.49/per month, which includes any applicable discounts b.) 5 MB Plan (PDSBKBSVC) -S28.69/per month, which includes any applicable discounts. 5. Exhibit I of the Agreement is hereby amended to decrease the unlimited rate plan from $SS.OO to $49.99. 6. EITS acknowledges that it will receive billing invoices for Sprint's CDMA products and services and EITS customers will receive direct billing for the Nextel iDEN Products and Services. Wireless Data Services. MA4440 Amendment No.2 Page 1 of2 Contract No.: DMS-10/11-00S8 -Exhibit 6 7. Except as otherwise expressly set forth herein, the tenns and conditions of the Agreement, including attachments thereto not addressed by this Amendment, and except as amended previously or amended herein, shall remain in full force and effect. 8. This Amendment shall be effective when executed by both parties. IN WITNESS WHEREOF, and intending to be bound hereby, the parties affix their signature to this Amendment. Signature: J~~-< By: H. LeortFrazier, Sprint Solutions, Inc. Date: _-----'-II'+/_C_-' :>_c +-I_C_) _c.~ __ J I Approved as to form and legality by the Department of Management Services, General Counsels' Office: Signature:~..d / By: Gerry Signature: 7~~,...,. By: Ken Granger, Deputy Secretary . Enterprise lnfonnation Technology Services Slate of Florida, Department of Management Services Wirdess Dala Services, MA4440 Amendment No.2 Date: Date: r { Page 2 of2 Sprint ~ Together with NEXTEL May 3, 2006 Jonathan D. Heaton, FCCM Pu rchasi ng Analyst Information Technology Team Division of State Purchasing Contract No.: DMS-10f11-00SB -Exhibit 6 Sprint Nextel H. Leon Fralier 2001 £dmund Halley Drive Vice President Public Sector Reston. VA 20191 OffIce: (703) 433-4347 Fax: (703) 433-4333 Attachment 2.1 for Amendment 2 Wireless Data Contract wi Sprint Solutions. Inc. Division of state Purchasing 14 pgs total) Florida Department of Management Services 4050 Esplanade way Tallahassee, FL 32399 Dear Mr. Heaton: As you know, Sprint Florida provides wireless data services to the State and its authorized users under Contract No. MA4440. Sprint Florida (now Embarq Florida, Inc.) is an affiliate of Sprint Solutions (Sprint). Both companies maintain their principal address at 6500 Sprint Parkway, Overland Park, KS 66251 (see Attachment A). As part of the Sprint Nextel merger, Sprint Nextel agreed to spin off its affiliated local phone companies. The spinoff will occur on or about May 17, 2006. This means your wireless data contract will be managed and implemented by Sprint. Sprint actually manages and maintains the wireless infrastructure that is currently used to provide your wireless data services. Thus, the State will continue to receive the high quality of service that it enjoys today under the contract. Sprint and Embarq request, therefore, that the State change the name on the wireless data contract to Sprint Solutions, Inc. Our tax J.D. number is 47-0882463. As the Vice President of the Public Sector Group, I will be responsible for signing contract documents related to this contract in the future. Mr. Mark Powell executed the original Agreement on behalf of Embarq. If you have any questions, feel free to contact your Sprint Nextel Account Team. Sincerely, _,0./ /tY~~~~~~ H. Leon Frazi:r -Of Vice President, Public Sector Attachment Concurrence: General Sales Manager Embarq ~:~Sprint Scptem bel' I, 200.5 DolS-ok Of Sccremry 4050 Esplanade Way Stc 4050 Tallahassee. FL 32399-7016 I" II" ,I, I" II, I, I .. I, I" I", III",,, ,II, II ",I ,1,11",,1,1, I Dear Valued Business Customer: Contract No.: OMS·10t11·00BB· Exhibit 6 , .-~ ;:: In. I c, , , , "i' ,C' By now you have probably seen the ne\vs reports ahout the merger between Sprint and NexteJ. We expect this information leads you to one critical question: How docs this merger affect my business? We are happy to report that the prospects are all positive. Specific"I/)', we want to highlight the foHowing points (0 reaSSure you about this merger of two of the communication indusuy's leading product and service providers: 1) Most importantl)', you can continue to rely on the same high qUality Sprint local service and communicaUons technology you currently enjoy. And, it will continue to be proVided by the same competent local Sprint professionals you have come to know and trust. TIlat means a familiar voice will answer your service calls, a familiar face will arrive for service and installation vjsits. and a familiar handshake will greet YOll each time you meet with a sales representative. 2) The power of the combined companies en..o;urcs that you will continue to have immediate and seamless access to a broad range of the latest technology, expertise and services availabJe. 3) A broader range of products and services offers you a wider army of choices (0 consider in best meeting your unique technology and communications needs. Even though you may have seen a new Splint logo, you will also continue to sec the familil.tc red brand on your bill and around town, Remember) your Sprint local service and Sprint local service professionals have not changed. Yet, your communications options are improving. We hope this infonnation gives you confidence that the merger between Sprint and Nextel promises the best of both for evervone! --, ~ . ---'-- If yOll have an\' additional questions about wh:tt this merger means for YOll and your business, pl~se visit us' online at ~ .sprint.com/locaJbusiness, call toll-free a( 1-800-786-6272 or contact your local sales representative, We look forward (0 continuing business as usual with you, our valued business customer. Sincerely, Tom McEvo\, President, Stlsiness Markets oJ , [ht' L1iamonJ lovo ~mJ a.1l Sprint !l"Jtlemarks Jrl,the proptrty of Sprint C:opyri)!.lll (j:HOO; Sprint. All rig.lus re~(.";n~ . SpriOl. t' commllniL':Hio(l~ Compan~' LP, Division of Corporations ,-- c c. I iii Document Number F02000004082 State DE Contract No.: DMS-10/11-00B8 -Exhibit 6 Page 1of2 • !III --.-III II ... I I ill IIIiiI \I IlIliil • -iIE Foreign Profit SPRINT SOLUTIONS, INC_ PRINCIPAL ADDRESS 6500 SPRlNT PARKWAY OVERLAND PARKKS 66251 Changed 04/14/2004 MAILING ADDRESS 6500 SPRlNTPARKWAY IU..-5ASTX OVERLANDPARKKS 66251 Changed 04/1412004 FEINumber 470882463 Status ACTIVE III!! III Ill. Date Filed 08/12/2002 E1fedive Date NONE = OfficeriDirector Detail 2001 DRIVE 6200 SPRINT PARKWAY ll~'DAHL. RICHARD 2001 EDMUND HALLEY DR p T http://www.sunbiz.orgiscriptsicordet.exe?al=DETFIL&nl=F02000004082&n2=NAMFWD ... 51112006 Division of Corporations Contract No.: DMS·101t1·008B· Exhibit 6 Page 2 of 2 RESTON VA 20191 II I BEGEMAN,GARY D 1~==========200~'~m~M~mID~'~~~~~D=R==========9 D If RESTON VA 20191 BESHEARS. MARK v 1c:J 6500 SPRlNTPARKW A Y vp OVERLAND PARKKS 66251 . = Ann al R u eports I Report Year II Filed Date I I 2OIl4 II 0411412004 I I 200S II 01126i2005 I I 2006 II 04/2SJ2006 I NoEvents' No Name History Information Document Images Listed below are the images available for this filing. = THIS IS NOT OFFICIAL RECORD; SEE DOCUMENTS IF QUESTION OR CONFLICT http://www .sunbiz.orgiscripts/cordet.exe?al=DETFIL&nl=F02000004082&n2=NAMFWD... 5/1/2006 sprint> Together with NEXTEl May 3,2006 Jonathan D. Heaton, FCCM Purchasing Analyst Information Technology Team Division of State Purchasing Contract No.: DMS·10f11·008B· Exhibit 6 Sprint Nextel H. Leon Frazier 2001 Edmund Halley Drive Vice President Public Sector Reston, VA 20191 Office, (703) 433-4347 Fa" (703) 433-4333 Attachment 2.1 for Amendment 2 Wireless Data Contract wi Sprint Solutions, Inc. Division of State Purchasing (4 pgs total) Florida Department of Management Services 4050 Esplanade Way Tallahassee, FL 32399 Dear Mr. Heaton: As you know, Sprint Florida provides wireless data services to the State and its authorized users under Contract No. MA4440. Sprint Florida (now Embarq Florida, Inc.) is an affiliate of Sprint Solutions (Sprint). Both companies maintain their principal address at 6500 Sprint Parkway, Overland Park, KS 66251 (see Attachment A). As part of the Sprint Nextel merger, Sprint Nextel agreed to spin off its affiliated local phone companies. The spinoff will occur on or about May 17, 2006. This means your wireless data contract will be managed and implemented by Sprint. Sprint actually manages and maintains the wireless infrastructure that is currently used to provide your wireless data services. Thus, the State will continue to receive the high quality of service that it enjoys today under the contract. Sprint and Embarq request, therefore, that the State change the name on the wireless data contract to Sprint Solutions, Inc. Our tax I.D. number is 47-0882463. As the Vice President of the Public Sector Group, I will be responsible for signing contract documents related to this contract in the future. Mr. Mark Powell executed the original Agreement on behalf of Embarq. If you have any questions, feel free to contact your Sprint Nextel Account Team. Sincerely, .. //// -~. /~;;J'/k'~ H. Leon Frazier C/ Vice President, Public Sector Attachment Concurrence: General Sales Manager Embarq Contract No.: DMS-10/11-00BB -Exhibit 6 .t. ~.~Sprint September 1. 2005 Dms·ofc Of Secret.r), 4050 Esplanade \Vay Stc 4050 Tolloh.ssee. FL 32399-7016 I "II" ,1,1 ,,11,1,1 ,,1,1 "I" ,III"" ,,11,11 ",1,1,11,,, ,1,1,1 Dear Valued Business Customer: By now you have probably seen the news reports about the merger between Sprint and NexteJ. We expect this information leads you to one critical question: How does this merger affect my business? We are happy to report that the prospects are all positive. Speci/ically, we wanllo highlight the following points to reassure you about this merger of two of the communication industry's leading product and service providers: I) Most importantly, you can continue to rely on the same high quality Sprint local service and communications technology you currently enjoy. And, it will continue to be provided by the same competent local Sprint professionals you have come to know and trust. That means a familiar voice will answer your service calIs, a familiar face will arrive for service and installation visits. and a familiar handshake wHl greet you each time you meet with a sales representative. 2) The power of the combined companies ensures that you will continue to have immediate and seamless access to a broad range of the latest technology, expertise and services available. 3) A broader range of products and services offers you a wider a.rray of chokes to consider in best meeting your unique technology and communications needs. Even though you may have seen a new Sprint logo. you will also continue to see the familiar red brand on your bill and around town. Remember, your Sprint local service and Sprint local service professionals bave not changed, Yet, your communications options are improving. We hope this infonnation gives you confidence that the merger between Sprint and Nextel promises the best of both for everyone! -~=---"',S'_ ;~-~""'"---' -'. If YOll have an\' additionaJ questions about what this merger means for you and your business, Ple~e visit us online at ~ .sprint.com/locaJbusiness, call toll-free at 1-800-786-6272 or contact your locaJ s es representative. We look forward to continuing business as usual with you, our valued business customer. Sincerely, Tom McEvo\' President, Bllsiness Markets Coprrighl ({,20D; Sprint. All rights reserH'o, Sprint. tht:' JiamomJ logo <lOll all Sprint tf"dllem:lrks arc the propt'rly of Sprint Communiotions Company LP. Division of Corporations "' .. c. = Document Nnmber F02000004082 I I State DE Contract No.: DMS·1 0/11·008B RIIg1Ibl6lf 2 Foreign Profit SPRINT SOLUTIONS, INC. PRINCIPAL ADDRESS 6500 SPRINT PARKWAY OVERLAND PARK KS 66251 Changed 04/1412004 MAILING ADDRESS 6500 SPRINT PARKWAY HL-5ASTX OVERLAND PARK KS 66251 Changed 04/14/2004 FElNnmber 470882463 Status ACTIVE R .J A O'f'nt Officer/Director Detail Name & Address HIl.l., CHRISTIE A 200r EDMUND HALLEY DRIVE RESTON VA 20191 KELLY. TIMOTIlY 6200 SPRINT P ARKW A Y OVERLAND PARK KS 66251 UNDAHL, RICHARD 2001 EDMUND HALLEY DR II Date Filed 0811212002 Effective Date NOl\'E Title I c:J [J II~ http://www.sunbiz.orglscripts!cordet.exe?al=DETFIL&n1=F02000004082&n2=NAMFWD ... 5/1/2006 Division of Corporations Contract No.: DMS-10f11-008B ~alPf 2 RESTON VA 20191 II I ~======;;==~~BE~GE~M~AN~'G~AA~Y~========~DD 2001 EDMUND HALLEY DR RESTON VA 20191 BESHEARS. MARK V I[J 6500 SPRINT PARKWAY OVERLAND PARK KS 66251 VP ,- Ann alR u eports I Report Year II Filed Date I I 2004 II 04114/2004 I I 200S II 0112612005 I I 2006 II 0412512006 I = No Events . No Name History Information Document Images Listed below are the images available for this filing_ THIS IS NOT OFFICIAL RECORD; SEE DOCUMENTS IF QUESTION OR CONFLICT -. -~--" -~.~:-T; ~~.~: -: - . . http://www_sunbiz.orgiscripts/cordet.exe?al=:DETF1L&nl=:F02000004082&n2=:NAMFWD ... 5/1/2006 Contract No.: DMS-10/11-00B8 -Exhibit 6 Wireless Data Services, Contract No. MA4440 With Sprint Solntions, Inc. Amendment No.3 Term Renewal #BSG0706-0298 THIS AMENDMENT (number 3) ("Amendment") is made and entered into by and between the Department of Management Services, Enterprise Information Technology Services ("EITS» or "Customer") and Sprint Solutions, Inc., ("the Contractor" or "Sprint"), for attachment to Contract # MA4440 ("Contract" or "Agreement"), original effective June 22, 2004. The Parties agree that the "Term" of this Contract shall be renewed for an additional thirtY-six (36) months commencing upon June 22, 2007 and ending on June 21, 2010 unless extended, cancelled or terminated as provided herein or the terms and conditions of the Agreement The Customer and Contractor hereby agree to amend the Agreement as follows: 1_ This Amendment is an integral part of and modifies the Agreement. The terms used herein which are defined or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions ofthis Amendment and the provisions of the Agreement, the provisions of this Amendment shall control. 2. The discount structure (the "Discounts") available to authorized purchasers under the Agreement is hereby revised to provide a Discount for Nextel iDEN and Sprint CDMA service of25% with a I % administrative fee paid back to the State, netting an effective discount of 24% to authorized purchasers. All existing Nextel iDEN users under the Agreement will receive the Discounts within a maximum of sixty (60) days (the "Implementation Period"). The State ackoowledges and agrees that no credits will be issued to compensate for the difference in Discounts during the Implementation Period. Per Section 2.3 eProcurement Transaction Pee of the Agreement, Sprint agrees to pay a 1 % transaction fee (''Transaction Fee") to EITS. The Transaction Fee will be paid monthly on all Sprint CDMA data monthly recurring costs and Nextel iDEN data monthly recurring costs. Sprint agrees to pay a $5.00 administration fee ("Admin Pee") to ElTS. The Admin Pee will be paid monthly on all active Nextel iDEN BlackBerry devices, Sprint CDMA BlackBerry devices and Sprint CDMA PDA devices ("Active Units(s)") on the Agreement. Sprint will include the service plans outlined in Attachment A in the Agreement. 3. The Parties also agree that the Department shall benefit from any technical improvements or any software based revisions for the services offered by the Contractor throughout the Renewal Contract Term. The Parties agree that any price decrease to any similarly situated Florida state government customer effectuated during tbe Renewal Contract Term by reason of market change or volume or services shall be passed on to the Department; however, price increases for any reason are prohibited. Notwithstanding the foregoing, the Customer's Admin and/or Transaction Pee shall not be considered when determining price decreases. The Contractor agrees that any and all sales promotions that may occur during the Contract Term that result in lower prices for goods. shall be honored to the Department and shall be contained on the invoice. 4. The Department, by written notice to the Contractor, may terminate the Contract in whole or in part when the Department determines in its sole discretion that it is in the State's interest to do so. Wireless Data Services Contract #MA4440, AmerKIment 3 State of florida, Department of Management Services lof12 Contract No.: OMS·10/11·00BB· Exhibit 6 #BS00706-0298 The Contractor shall not furnish any goods or perform any services after it receives the notice of termination, except as necessary to complete the continued portion of the Contract, if any. The Department will provide the Contractor with a thirty-day notification of such termination for convenience. At the expiration, termination, or cancellation of the Term, the Department has the sole option of continuing the Contract on a month to month basis under the rates as established in the exhibits under this Contract. 5. Contractor acknowledges that the Department is considering a "Converged Wireless Services" ITNIRFP and agrees that the Department may terminate the existing services (given upon successful procurement of the new contract) provided under this renewal awarded contract at any time with no termination liability charges. End-Users customers will be allowed to migrate within 30 days to the new contract without any penalty. 6. The terms and conditions of the Agreement, including attachments thereto not addressed by this Amendment, and except as may have been amended previously or amended herein, shall remain in full force and effect. 7. This Amendment shall be effective on the indicated date contained herein and when executed by both parties. In witness whereof, and intending to be bound Amendment / m 'c,'-., Signature: /' &~/C=2..J By: Michael.i' Clainnonte Manager, Contracts Negotiations & Management Sprint hereby, the parties affix their signatures to this Approved as to form and legality by the Department of Management Services, General Counsels' Office: Signature: ~~ By: 6eil) Ymk n~ Signature: ~~ L /4g;- By: Terry Kester, Dep retary Enterprise Information ecbnology Services State of Florida, Department of Management Services Sprint -Appnwed as ID legal Form HRF-20 Jun 2007 Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services Date: ~~"I-I--=.l-'-lI/_O-,7 __ {,-2I..o, Date: ________ _ 2ofiO Contract No.: DMS·10/11·008B· Exhibit 6 #BSG0706-0298 ATTACHMENT A WIRELESS SERVICES TERM AND VOLUME DISCOUNT 1. GOVERNMENT DISCOUNT PROGRAM ("GDP"). 1.1 Effective Date of Dlscounte. For new "Active Units" (defined as an active piece of wireless Producl that Customer enroUs in a Business Plan under the Agreement), the discounts below apply as of the Commencement ~ate. For Active Units activated prior to the commencement Date under pllHlxisting agreement(s) between Sprint and Customer, Sprint will apply the discounts below no later than 60 days after the Commencement Date. 1,2 Govemment Discount The Government Discoun~ described in the table below, is a percentage discount off the eligible monthly recurring charges ("MRCs") charged for Customer-Uable Active Units. Network Govemment Service Indlvldual·Llable Service Pricing Discount Pricing Discount Sprint National Network and Nextel 25% 15% National Network 1.3 How Calculated. SeNice Pricing ~iscounts apply to eligible MRCs before taxes and surcharges and after calculation of all other discounts, rebates, service credits or other account credits. Eligible MRCs are defined in the applicable pricing attachment Service Pricing Discounts apply to all Business Plans listed in this Agreement and to certain promotional rate plans offered by Sprint on a limited time basis. Additional pricing discount business rules are found in the attached Business Plans & Policies. 1 A Prices and Promotions, Prices listed in this Agreement do not reftecl the application of any promotions, special offers, or discounts, including Customer's discount under the GOP, and may not apply if a third party sales agent is Involved in the transaction in any way. Sprint promotional discounts and limited time offers may not be available with certain Plans at Sprinfs sole discretion. If Customer uses a promotional Product or SeNice, the promotional terms will control over any conflicting tenms of this Agneement for that Producl or Service until \he promotion expires or is withdrawn. 1.5 Eligibility. Only Active Units that are included in Customers Sprint account hlerarohy are eligible for \he GOP. It may take up to 2 invoicing cycles to move pIlHlxisting Active Units to the same Invoicing cycle in ordler to start receiving the Government Discount Customers contractors, suppliers, and any non· govemme~ non-au\horized agencies working with Customer are not eligible for \he Government Discount 2. EMPLOYEE DISCOUNT PROGRAM. 2.1 Eligible Employees, New and existing Employee (or Individua~Uable) Active Units may receive the Individua~Uable Service Pricing Discount in the table above. The Individual·Llable SeNice Pricing Discount is contingent upon the Employee signing Sponfs consumer subscriber agreement and providing satisfaclory evidence of employment to Sprint Customer and Sprint will agree on methods for employment verification. Upon tenmination of this Agreement lor any reason, or upon the Employee's tenmination of employment with Customer, Sprint may cease applying the Individua~Liable SeNice Pricing Discount Except for the Individual·Uabie SeNice Pricing Discount, Individua~Uable Active Units are subject to the tenms and conditions in the consumer subsaiber agreement 2,2 Communications, Customer and Sprint will agree on processes for Sprint to present prorootional oilers and sell to Employees. Sprint may, with Customer's consent, install a link (via the Intemet or Intranet) to a Sprint website to give Employees access to infonmation on Sprint Products and Services. Customer and Sprint will agree on the content of such messages. 3. WIRELESS DEVICE PURCHASE DISCOUNTS AND UPGRADE TERMS. 3.1 Wlneless Device Purchase Discount New Customer-Llable Active Units ane eligible for a minimum 39% discount off of the 'one year net price,' defined as the suggested retail price less $75.00. The devices offered with this discounted price may change at any time in Sprinfs sole discretion. This discounted device oller may not be available in all sales channels. 3.2 Upgrade Tenns, Existing Customer-Liable Aclive Units may be upgraded or replaced after 12 months of continuous service at the discounted device price identilled in Section 3.1 above. DthelWise, the suggested retail price will apply. 4. ACTIVATION FEES. Sprint will waive the nonrefundable activation fee of $36 for each Customer account hierarchy. Activation fees for Individua~Liable Active Units are governed by Sprinfs consumer subscriber agreement. Wireless Data Services Contract #MA4440, Amendment 3 Stale of Florida. Department of Management Services 30f12 Contract No.: OMS·tO/tt·OOBB· Exhibit 6 #BSG07()6..()298 ATTACHMENT A·t NEXTEl NATIONAL NElWORK BUSINESS PLANS & POLICIES 1. PROVISION OF NEXTEl PRODUCTS AND SERVICES. 1.1 This Attachmenl A·l applies only to Nextel Products and Services ope18ting on the Nextel National Network. The entities Identified below provide the Nextel Services listed in the Agreement: CI Nextel Communications of lhe MkJ..Atlantic, Inc. X _, South COIp. CI Nextel of New York, Inc. CI Nextel of Texas, Inc. CI Nextel of california, Inc. CI Nextel West Corp. CI Naxtel Partners of Upstate New York, Inc. CI NPCR, Inc. 1,2 NEXTEl PARTNERS. Billing for Nextel Partners markets may be separate from billing in Nextel markets. 2. NEXTEl SERVICE PRICING DISCOUNTS. In addition to the Nextel Services listed in this Attachment and promotional rate ptans. which Sprint may offer on a limitecHime basis, the Government Discount Program will apply to eligible Nextel Services priced at $10 or more per month unless the rate plan specifies otherwise. 2.1 Eligible Nextel 5ervIces: Data bundles ('Mthout third party applicationS), BlackBerry, Nationwide Walkie-Talkie, International Walkie-Talkie, Group Walkie-Talkie, Talkgroup, SMS, NOl Dia~up, Mobile E-mail Enhanced, Mobile Admin Package, Mobile Locator, IMFi, and PC Access, and the following g18ndfathered services: Public IP Address, Total Connect, Packel stream, Power Apps, Americas Connect, and specific Nextel voice and data services relating to IDC/NDCIlDItLDIN&WlNextei Wo~d VV'lJeItwo.way or MMS text messages. 2.2 Ineligible Hextel Services: All third party applications and data bundles that inctude third party applications. 2.3 NEXTEl BLACKBERRY SERVICE PLANS A. Custome(s use of the Research in Motion Limited ("RIM") Blackberry service offered by Sprint is subject to acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software. The!enns and cond~ion for use of the Blackberry service are located at htio:llna.blac!<berrv.comIeno!legalitenns.jsp and are subject to change 'Mthout prior notice to Customer. B. Sprint did not manufacture the Blackberry products and is not responsible for any defects or for the acts or omissions of the manufacturer, RIM. The only warranties on Custome(s Blackberry products are any lirn~ warranties offered by RIM directly to Customer. C. BlackBerry Plans can only be aclivatad on a BlackBerry device. D. Monthly Recurring Charges Hextel Blackibeny 5ervIce Plans MRC Data Services in MB, BlackBerry Email, Internet or BlackBerry Browsing, Mobile BroadBand ('MBB'), Phone As Modem IntemetIBrowsing, Data Mobile BroadBand and Tether Phone As (1) Voice minutes and long distance 18tes apply to Customers _out a voice ptan. Voice Minutes ~ Long Distance are $O.40/per minute. (2) Addijional charges apply for messaging service. 2.4 BlackBerry Enterprise Server ('BES') Software and Client Access License ('CAL') -Electronic Delivery (t) Table 1 Wireless Data Services Contract #MA4440, Amendment 3 State ofAorida, Department of Management Services 40fl0 Contract No.: DMS-10/11-00S8 -Exhibit 6 BES Software & Additional CAts BES Software 20 Use'" BES Software v. 4.1 -Includes 20 CALs 1 User BES Software v. 4.1 -1 Includes 1 CAL Additional CALs BES CAL -1 License BES CAL -5 Licenses BES CAL -10 Licenses BES CAL -50 Licenses BES CAL -100 Licenses BES CAL -500 Licenses BES CAL -1,000 Licenses NBSG0706-0298 Non Recuning Charge $3,200 $2,299 Non Recuning Charge $74 $329 $549 $2,599 $4,799 $22,599 $41,499 (a) BES Software supports Microsoft Exchange, IBM Lotus Domino, and Novell Groupwlse. (b) BES Software includes CAL(s) equal to the number of supported users. (e) BES Software charges do not include server hardware. (2) Table 2 Small Business Edition ("SBE") BES Software SBE BES Software v. 4.1 -Includes 5 CALs; supports up to 15 use", Additional CALs SBE BES CAL -1 License SBE BES CAL -5 Licenses Other SBE to Full BES Producl Upgnade Non Recuning Charge $749 Non Recuning Charge $74 $329 Non Recuning Charge $2,299 (a) SBE BES Software supports Microsoft Exchange, IBM Lotus Domino, and Novell Groupwlse. (b) SBE BES Software includes CAL(s) equal to the number of supported use",. (e) SBE BES Software subjecl to a 15 user maximum. (d) SBE BES Software charges do not include server hardware. (3) Table 3 BES SecurelMultipurpose Internet Mall Extensions ("SIMIME") CAL for Microsoft Exchange BES S/MIME CAL -1 License BES SIMIME CAL -5 Licenses BES SIMIME CAL -10 Licenses BES SIMIME CAL -50 Licenses BES SIMIME CAL -100 Licenses BES SIMIME CAL -500 Licenses BES SIMIME CAL -1.000 Licenses (4) Table 4 Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services Non Recuning Charge $139 $639 $960 $3,999 $6,999 $27,499 $39,999 50fl0 Contract No.: DMS-10/11-00BB -Exhibit 6 NBSG0706-0298 Non Recuning Version Upgrades Charge BES Software 4.1 -Version Uoorade $699 (a) Upgrades available for Microsoft Exchange, IBM Lotus Domino, and Novell Groupwise. (5) Technical Support" TxD technical support is included with all new BES Software sales for a period of 60 days after purchase. Technical support does not include handheld or ne\worI( support and is not available with BES upgrades. Rates for Txl to Tx5 technical support are available through your Sprint Account Representative. 2,5 NEXTEL DATA ACCESS PLANS A. Nextel Data Access Plans provide basic data access via the Nextel National Network (using iDEN technology). Voice plan not required. Customer Premise Equipment (,CPE"), installation, Managed Network Services ('MNS") and breaklfix support are not included. Customers with only Sprint PCS Products and Services are not eligible for Nextal Data Access Plans. B. Charges. Tho following charges apply to the ptan: Nextel Plan Size IMBI Data 2 6 10 Access Plans MRC $8.50 $11.50 $16.50 Overaae $0.001 $0.001 $0.001 (1) Overage rate is per KB. (2) Tho service pricing discount applies to all three plans. (3) Nextel Dsta Access Plan activations are not eligible for service aedits, wireless device discounts, or rebates. 3_ NEXTEL ACCESSORY DISCOUNTS. Customer-Uable Active Units will receive a standard promotional discount off the national retail price for Nextel accessO!ies. Customers may choose any limijed-time promotional discounts available at \he time of purchase (after meeting eligibility requirements) instead of the standard promotional discount for the purchase of Nextel accessories. Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services 60fto Contract No.: OMS-l0Ill-008S -Exhibit 6 #BSG070Ml298 ATTACHMENT A-2 SPRINT PeS SERVICES BUSINESS PLANS & POLICIES 1. PROVISION OF SPRINT PCS PRODUCTS AND SERVICES. Sprint Spectrum L.P. provides the Sprint PCS Products and Services operating on the Nationwide Sprint PCS® Ne_ listed in the Agreement. All terms and conditions in this Attachment only refer to Sprint PCS Active Units operating on the Nationwide Sprint PCS NetworK. 2. SPRINT PCS AFFILIATES. Pricing in this AttacI1ment may not be available to Active Unns activated in Sprint PCS Affiliate MarKets. 2.1 SPRINT PeS CONNECTION CARD PlANS MRC $39.99 $44.99 Net of _" DIscounts Data Services in Megabytes ("MB") 40MB Unlimned Overage per kilobyte $O.OOIIKB Not Applicable Monthly Maximum Charge (KBs of usage become unlimned $99.99 Not Applicable after the maximum during the monthly usaae oeriod) Voice Calls indudino lono distance (Wcard is capable) $0.20 per minute $0.20 oer minute Note 1 -All pricing and available MBs are the same _r Active Units use the Sprint Mobile Broadband (EV-DO) networK or the Sprint PCS Vision (lxRTT) netwoJk. Sprint Mobile Broadband coverage is not available everywhere and requires a Sprint Mobile Broadband-rompatible connection card. Where the Sprint Mobile Broadband ne_ is available and a Sprint Mobile Bmadband-rompatible connection card is used. Active Units will first attempt to connect to the Sprint Mobile Broadband networK, then defauH to the Sprint PCS Vision networK depending on coverage and ne_ availability. 2.2 Connection cards are currently available at no cost for new and upgraded activations. These offelS are on select connection cards and may not always be available in the marKet. Please see account representative for current offerings. 2_3 SPRINT PeS DATA ACCESS PLANS A_ Sprint PCS Data Access plans provide simple access to the Sprint PCS® Nationwide NetworK (using COMA technology). Customer Pnemise Equipment ("CPE"), instelletion, Managed NetwoJk Services ("MNS") and breaklfix support are not included. Customer may purchase thesa Services from Sprint for an additional charge or from another provider acceptable to Sprint in Sprinfs sole discretion. Customers with only Neldel Products and Services are not eligible for Sprint PCS Data Access Plans. B. Charges. The following charges appfy to the plan: Sprint PCS Data Plan Size (MB) Ace ..... Plans 0 6 300 Unlimited MRC $7 $26 $75 $100 Overage per KB $0.004 $0.002 $0.0005 Not Applicable Monthly Maximum Charge (KBs of usage become Not unlimned after the $300 $300 $300 Applicable maximum during the monthly usage period) (1) Customer's monthly charges under the plan are subject to a monthly cap composed of Customer's MRC and any overage charges incurred by Customer. If Customer's total monthly charges meet the monthly cap for three consecutive months, Sprint may transfer Customer to another Business Plan. Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services 70fIO Contract No.: DMS·10/11·008B· Exhibit 6 #BSG07~298 (2) Sprint PCS Data Access Plan activations are not eligible for service credits, wireless device discounts, or rebates. 2.4 SPRINT BLACKBERRY SERVICE PLAN A. Customers use of the Research in Motion Umited C'RIM") Blackberry service offered by Sprint is subject to acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software. The terms and condition for use of the Blackberry service are located at h!tD:llna.blacl<berrv.comiengnegal/terms.jsp, and are subject to change without prior notice to Customer. B, Sprint Vision services are not supported on the Blackberry n50 device. C. Sprint did not manufacture the Blackberry products and is not responsible for any defects or for the acts or omissions of the manufacturer, RIM. The only warranties on Customers Blackberry products are any limited warranties offered by RIM directly to Customer. D. Monthly Recurring Charges ('MRCs"): Sprint PCS BlackBerry Plans BlackBerry Unlimited Email and Web Plan MRC $33.99 Net of all discounts Data Services in MBs, Blacl<Berry Unlim~ed . for Email, Email, Intemet or Blacl<Berry IntemetlBrowsing, Data Browsing, Mobile BroadBand Mobile BroadBand and ("MBB"), Phone As Modem Tether Phone As Modem Overage per Kilobyte Not Applicable Voice Rate $0.20 per minute Long Distance Rate Additional $0.20 per minute (1) Voice Minutes with Long Distance are $O.401per minute. (2) Additional charges apply for messaging service. 2.5 Blacl<Berry Enterprise Server ('BES") Software and Client Access License ('CAL') -Electronic Delivery (3) Table 1 BES Software & Additional CALs BE§ §Qftware 20 Users BES Software v. 4.1 • Includes 20 CALs 1 User BES Software v. 4.1 • Includes 1 CAL &!di!i2!J@1 CAbs BES CAL· 1 License BES CAL • 5 Licenses BES CAL • 10 Licenses BES CAL • 50 Licenses BES CAL . 100 Licenses BES CAL • 500 Licenses BES CAL • 1,000 Licenses Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services Non Recurrfng Charge $3,200 $2,299 Non Recurrfng Charae $74 $329 $549 $2,599 $4,799 $22,599 $41,499 80rlO Contract No.: OMS-l0/ll-00SB -Exhibit 6 #BSG0706-{)298 (a) BES Software supports Microsoft Exchange, IBM lotus Domino, and Novell Groupwise. (b) BES Software includes CAl(s) equal to the number of supported users. (e) BES Software charges do not include server hardware. (4) Table 2 Small Business Edition ("SBE") BES Software Non Recurring Chame SBE BES Software v. 4.1 -Includes 5 CAls; supports up to 15 users $749 Add!l!Q!!@1 CAls Non Recurring Charge SBE BES CAl-1 license $74 SBE BES CAl-5 licenses $329 Other Non Recurring Chame SBE to Full BES Product Upgrade $2,299 (a) SBE BES Software supports Microsoft Exchange, IBM lotus Domino, and Novell Groupwise. (b) SBE BES Software includes CAl(s) equal to the number of supported users. (c) SBE BES Software subject to a 15 user maximum. (d) SBE BES Software charges do not include server hardware. (5) Table 3 BES Secul'eJMultipurpose Internet Mall Extensions ("sIMIME") CAl for Microsoft Exchana. BES SlMIME CAl-1 license BES SIMIME CAl-5 licenses BES SIMIME CAl-l0 Ucenses BES SlMIME CAl-50 Ucenses BES SlMIME CAl-100 Ucenses BES SIMI ME CAl-500 Ucenses BES SlMIME CAl-l,OOO licenses (6) Table 4 Version Upgrades Non Recurring Chame $139 $839 $960 $3,999 $8,999 $27,499 $39,999 Non Recurring Charga BES Software 4.1 -Version Upgrade $899 (a) Upgrades available fur Microsoft Exchange, IBM lotus Domino, and Novell Groupwise. (7) Technical Support -TxO technical support is included with all new BES Software sales for a period of 60 days after purchase. Technical support does not include handheld or network support and is not available with BES upgrades. Rates for Txl to TXS technical support are available through your Sprint Account Representative. 2_6 SPRINT GOOD'" MOBILE MESSAGING SERVICE PLAN E_ Table A -Monthly Recurring Charges ("MRC.")_ Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services 90flO Contract No.: DMS-10/11-008B -Exhibit 6 NBSG0706-0298 Plans used for PDA's, Smartphone,l.e. Unlimited Plan Treo's or Motorola Q's MRC $33.99 Net of all Discounts Data Services in MBs Unlimited Phone As Modem Included Overage per Kilobyte Not Applicable Voica Rate per minute $0.20 per minute Long Distance Rate per minute Additional $0.20 per minute (1) MRC includes data access options. (2) Text messaging, pictune mail, Multi-Media Messaging Service, and Sprint TV not included. (3) Voice Minutes with Long Distance ane $O.40/per minute. F. Table B -Non Recunring Charges ("NRCs"). Sprint Good'" Mobile Messaging requires Custome(s purchase of a Good'" Mobile Messaging Server and Client Access Ucense ("CAL") pack(s) as follows: NRCs: Good '" Mobile Messaging Server $1,500 Single CAL $99 per Corporate-uable Active Un~ 5-Pack CAL $429 10-PackCAL $699 5O-PackCAL $3,299 100-Pack CAL $5,999 500-Pack CAL $27,499 (1) As an example. to purchase a 25 pack CAL, Customer will purchase two 1().pack CALs and a 5-packCAL. Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of M811sgement Services 10 of 10 Contract No.: DMS-IOIII-OOBB -Exhibit 6 Amendment No. 04 THIS AMENDMENT to the Wireless Data Services Contract, MA4440 contract effective June 22,2004 ("Contract"), is entered into as of the last date signed below, by and between the parties to the Contract, namely, the State of Florida, Department of Management Services ("Department"), and Sprint Solutions, Inc. ("Contractor"). WHEREAS, the Parties entered into the Contract to set forth the duties and obligations of Contractor and Department in relation to Contractor's performance of its duties in connection with the Contract; and, WHEREAS, the Parties wish to amend the Contract to allow for a lower Sprint pes connection card unlimited rate plan and change the contract number, THEREFORE, in consideration of the foregoing premises, pricing and other adjustments offered below and of the mutual covenants and conditions hereinafter set forth, the Parties hereto agree that the Contract shall be am ended as follows: 1. The Department hereby amends the contract number to reflect the standard Department numbering system, from MA4440to OMS 03/04-063. 2. Amendment No_ 3, Attachment A·2, Section 2.1 Sprint PCS Connection Card. Plans. The Wireless Data Card Monthly Recurring Charges net of all 'discounts ("Data Card Discount"), as outlined below, will replace Section 2.1 of the Agreement in ITS entirety. SPRINT PCS CONNECTION CARD PLANS MRC $39.99 $40.99 Net otall Discounts Data Services In Meaabvtes ("MB") 40MB Unlimtted Overaae aer kilobvte $O.OOI/KB Not ADDlicable Monthly Maximum Charge (KBs of usage become $99.99 Not Applicable unlimited . after the maximum durino the monthlv usaoe period) Voice Calls. Includino lona distanoe (if card is caDable) $0.20 Der minute $0.20 Der minute' Note 1 -All pricing and available MBs are the same whether Active Units use the Sprint Mobile Broadband (EV-DO) network or the Sprint PCS Vision (lxRTT) network. Sprint Mobile Broadband coverage is not available everywhere and requires a Sprint Mobile Broadband-compatible connection card. Where the Sprint Mobile Broadband network is available and a Sprint Mobile Broadband-compatible connection card is used, ,ACtive Units will first attempt to connect to the Sprint Mobile Broadband network, then default to the Sprint PCS Vision network depending on coverage and network availability. 3. All existing COMA users under the Agreement will receive the Data Card Discounts within a maximum of sixty (60) days from execution of this Amendment by both Parties (the "Implementation Period"). Customer acknowledges and agrees that no credits will be issued to compensate for the difference in discounts during the Implementation Period. This Amendment is an integra,l part of and modifies the Agreement. The terms used herein which are defined or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the provisions of this Amendment shall control. DMS 03104-063 Contract Amendment No.4 11/1/2007 Page 1 of2 Contract No.: DMS-10/11-008B -Exhibit 6 Amendment No, 04 All other terms and conditions of the Contract shall remain in full force and effect. Except as otherwise expressly set forth herein, the terms and conditions contained in the Contract and subsequent amendments, are unchanged. This Amendment, sets forth the entire understanding between the Parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the Parties. SO AGREED by the parties' authorized representatives on the dates noted below: STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES By: Lifld. South, Secretary Approved as to fOm1 and legality by thb~eral Counsel's Office: By: Ichaela Clairmonte Manager, Contract Nego tiations & Management Sprint Ref: #BSG071 0-0206 Sprint Approved as to Leaa] Form HRF 25 Oct 2007 DMS 03/04-063 Contract Amendment No.4 /1 ... 7-07 Date Novemkr 1,2007- Date: 11/1/2007 Page 2 012 Amendment No.5 Wireless Data Services Contract OMS 03/04-063 (BSG0906-0616) Contract No.: DMS·10f11·008B· Exhibit 6 Amendment No. OS (this "Amendment) to the Wireless Data Services Contract #DMS 03/04-063 effective June 22, 2004 ("Contract"), is entered into as of the last date signed below, by and between the parties to the Contract, namely, the State of Florida, Department of Management Services ("Department"), and Sprint Solutions, Inc. ("Contractor"). WHEREAS, the Parties entered Into the Contract to set forth the duties and obligations of Contractor and Department in relation to Contractor's performance of Its duties in connection with the Contract; and, THEREFORE, In consideration of the foregoing premises, pricing and other adjustments offered below and of the mutual covenants and cond~ions hereinafter set forth, the Parties hereto agree that the Contract shall be amended as follows: 1. The Contract Is amended by deleting the second and third paragraphs in Amendment No.3, Section 2 and replacing with the paragraphs below. The remainder of Amendment No.3, Section 2 will remain unchanged. A. Per Section 2.3 eProcurement Transaction Fee of the Contract, Contractor agrees to pay a 1% transaction fee ("Transaction Fee') to the Department. The Transaction Fee will be paid monthly on all Sprint COMA data monthly recurring costs and Nextel iDEN data monthly recurring costs. The service pricing included in the Contract is inclusive of the Transaction Fee. B. Contractor agrees to pay a $0.83 administration fee ("Admin Fee") to the Department. The Admin Fee will be paid monthly on all active Nextel IDEN BlackBerry devices, Sprint COMA BlackBerry devices and Sprint COMA PDA devices ('Active Units(s)') on the Contract. The service priCing included in the Contract is inclusive of the Admin Fee. 2. The Contract is amended by deleting Amendment No.3, Attachment A,,1, Section 2.3 ("Nextel BlackBerry Service Plans') In Its entirety and replacing as follows: 2.3 NEXTEL BLACKBERRY SERVICE PLANS A. Customer's use olthe Reseanch in Motion Umited ("RIM")' BlackBerry service offered by Sprint is subject to aoceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software. The terms and condition for use of the BlackBerry service are located at http://na.blackbenrv.com/engfleoallterms.jsp. and are subject to cl"!ange without prior notice to Customer. S. BlackBerry Business Plans can only be activated on a BlackBerry device. C. Monthly Recurring Charges BlackBerry Unlimited Email and Web Plan Monthly Recurring Charge $33.99 NET OF ALL ("MRC'.,-DISCOUNTS Data Services In MBs, BlackBerry Email, Internet or BlackBerry Unlimited BroWSing, Mobile BroadBand ('MBB'\, Phone As Modem Overage per Kilobyte Not Applicable (1) Unle~s Customer adds a voice Business Plan that includes voice calls and long distance calls to the above BlackBerry data Business Plans, Customer will be charged $.06Iminute for voice calls placed inside the State of Florida plus $.2Slminute for usage outside of the State of Florida. (2) Additional charges apply for messaging service. OMS 03/04-063 Contract Amendment No. S 07101/2009 Page 1 of 4 ., , Contract No.: OMS-l0/ll-00SB -Exhibit 6 3_ The Contract Is amended by deleting Amendment No.4, Attachment A-2, Section 2.1 ("Sprint PCS Connection Card Plans") In its entirety and replacing as follows .. Monthly Recurring Charge $30.39 $33.99 $35.99 $37.99 $39.99 NET OF ALL NETOF ALL NET OF ALL NET OF ALL NET OF ALL ("MRC") DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS Maximum Amount 01 Data Usage 40MB 250 MB 500 MB 5GB Unlimited Additional data usage above Maximum $.001 per KB $.05 per MB $.05 per MB $.05 per MB N/A amount Data Pooling Not Included Included' Included' Not Included Not Included , Plans only pool with other plans 01 similar MRC and Data Inclusion. A_ All pricing and available MBs are the same whether Customer-Uable Active Units use the Sprint EVDO network or the Sprint 1xRTI network. Wireless EVDO coverage Is not available everywhere and requires an EVDO-compatlble connection card. Where the Sprint EVDO network is available and an EVDO-compatible connection card is used, Customer-Uable Active Units will first attempt to connect to the EVDO network, and then delault to the Sprint 1xRTI network depending on coverage and network availability. 4. The Contract Is amended by deleting Amendment No.3, Attachment A-2, Section 2.4 ("Sprint BlackBerry Service Plans") in its entirety and replacing as follows: 2_4SPRINT BLACKBERRY SERVICE PLAN A. Customer's use 01 the Research in Motion Umited ("RI M') BlackBerry service offered by Sprint is subject to acceptance of the RIM terms and condHions presented to· Customer before Customer may download the RIM software. The terms and condHion for use of the BlackBenry service are located at httc:llna.blackberry.com/engflegallterms.jsp. and are subject to . change without prior riotice to Customer. .. B_ BlackBerry Business Plans can only be activated on a BlackBerry device. C. Monthly Recurring Charges BlackBerry Unlimited Email and Web Plan Monthly ~ecurri'1g Charge $33.99 "MRC" NET OF ALL DISCOUNTS Data Services in MBs, BlackBerry Email, Internet or BlackBerry Unlimited BroWSing, Mobile BroadBand ('MBB"), Phone As Modem Overa e Der Kilobyte Not Applicable (1) Unless Customer adds a voice Business Plan that Includes voice calls and long distance calls to the above BlackBerry· data Business Plans, Customer will be charged $.06/minute for voice calls placed inside the State of Rorlda plus $.25/mlnute for usage outside of the State of Rorida. (2) Additional charges apply for messaging service. 5. The Parties agree to use the Equipment Change Request Form ("Equipment Form"), attached hereto as Exhibit A, for eqUipment changes under the Contract. Equipment changes are contingent upon Department approval of each EqUipment Form. The Department reserves the right to make reasonable edits to the Equipment Form as needed by notifying the Contractor in writing. 6_ All existing subscribers under the Contract will be eligible to receive the service pricing outlined above within a maximum of sixty (60) days from execullon of this Amendment by both Parties (the "Implementation Period'). The Department acknowiedges and agrees that no credits "";11 be Issued to compensate for the difference in discounts during the Implementation Period. 7. This Amendment is an Integral part of and modifies the Contract. The terms used herein which are defined or specified in the Contract shall have the meanings set. forth in the Contract. If there are any inconsistencies between the prOVisions of this Amendment and the proVisions of the Contract, the provisions 01 this Amendment shall control. s. All other terms and conditions of the Contract shall remain in full force and effect. Except as otherwise expressly set lorth herein, the terms and conditions. contained in the Contract and subsequent amendments, are unchanged. This Amendment, sets forth the entire understanding between the Parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the Parties. DMS 03/04-063 Contract Amendment No.5 07/01/2009 Page 2 of 4 Contract No.: DMS-l0/ll-00B8 -Exhibit 6 SO AGREED by the parties' authorized representatives on the dates noted below: STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES: Date Approved as to form and legality by the ep, rtment's Gener I Counsel's Office: SPRINT SOLUTIONS, INC_ (SPRINT): 1If!2~4?~ By: Michaela Clairmonte Its: Manager, Contract Negotiations & Management Sprint Ref: # BSG0906-0616 Approved by Public Sector Leg.1 tpiW ''iJ1'lifQ9 DMS 03/04-063 Contract Amendment No.5 Date: r '. Date: 07/01/2009 Page 3 of 4 DMS 03/04-063 Contract Amendment No.5 EXHIBIT A Equipment Change Request Form ljJ Wireless Data Services -Equlprrent Contract No.: DMS-10/11-00BB -Exhibit 6 07/01/2009 Page 4 of4 :"I [).'''rtm.,,, of M:,lnagement erVICeS Governor Charlie Crist Contract No.: DMS-10/11-00BB -Exhibit 6 Communications and Infonmation Technology Services 4030 Esplanade Way. Suite I 15 Tallahassee, Aorida 32399-0950 Tel: 850.487-9971 Fax: 850.922.5162 www.dms.MyRorida.com Secretary Linda H. South Complete and submit thIs "Wireless Data Servl~es -EquIpment Change Request Form" PRIOR TO adding new wireless data services equipment to the WIreless Data contract, This change request form w1lJ only apply to BlackBerrys, Smartphones, PDAs and Alrcards equipment units. ALL I!qulpment changes must be approved by the OMS-eITS Product Management & Contract Manager before being adde~ to the Wireless Data Services (ontract~ SubmIt to: Raghlb Q,ureshl (raghib.qureshi@dms,myftorlda,com)and cc: Jon Yeaton Oon.yeaton@dms,myflorlda.coml. Please attach any required additIonal documentation (I.e. spec sheets) when submIttIng thIs form. Equipment Change Request Form Company: Contract No.: Address: Contract Expiration Date: Oty: Request Date: State: ____ Zip Code: Phone No.: Contact: Email: Contract Manager Signature of Approval: Signature Oate I Contract No.: OMS-l0/ll-00BB -Exhibit 6 Amendment No.6 Wireless Data Services Contract OMS 03/04·063 (BSG1004-0276) Amendment No. 06 (this "Amendment) to the Wireless Data Services Contract #DMS 03/04-063 effective June 22, 2004 ("Contract"), is entered into as of the last date signed below, between the State of Florida, Department of Management Services ("Department"), and Sprint Solutions, Inc. ("Contractor"). WHEREAS, the Parties entered into the Contract to set forth the duties and obligations of the Parties in relation to Contracto~s performance of Hs duties in connection with the Contract; and, THEREFORE, In consideration of the foregoing premises, pricing and other adjustments offered below and of the mutual covenants and condHions hereinafter set forth, the Parties hereto agree that the Contract shall be amended as follows: 1. The Contract is amended by deleting Amendment No.5. Attachment A·2, Section 2.1 ("Sprint PCS Connection Card Plans") in its entirety and replacing as follows: 2.1 Sprint Connection Card Plans Monthly Recurring $30.39 $33.99 $35.99 $37.99 $37.99 ' $39.99 Charge NET OF ALL NET OF ALL NET OF ALL NET OF ALL NET OF ALL NET OF ALL ("MRC") DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS DiSCOUNTS Maximum Amount of Restricted 40MB 250MB 500MB 5GB Use UnlimHed Data Usage Unlimited Additional data usage 'aoove Maximum amount" $.Og1 per KB $.05 per MB $.05 perMB $.05 perMS N/A N/A Data Pooling Not Included Included" Included" Not Included Not Included Not Included " Plans only pool wHh other plans of similar MRC and Data Inclusion. 1 Sprint reserves the right to modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G UrilimHed Connection Plan if such Wireless Data Connection Device exceeds 300 MB/month of usage while Roaming or engages In the following prohibited uses: server devices or host computer Applications, including, but not limited to, continuous streaming video and Web camera posts that broadcast more than 24 hours; automatic data feeds; automated continuous streaming machine-ta-machine connections; or peer·to-peer (P2P) file-sharing Applications broadcasting to multiple servers or.reciplents such that they could enable "bots" 9r similar routines. The Sprint account team will make a commercially reasonable effort to notify the State of any alleged infraction by state agency users of the 3G Services prior to an adverse action being taken against a user. A. MRC is net of all discounts. Custome~s Service Pricing Discount is not applicable. B. All pricing and available MBs are the same whether Corporate-Liable Active Units use the Sprint MObile Broadband Network or the Nationwide Sprint Network. Sprint Mobile Broadband Network coverage is not available everywhere and requires an EVDO-compatible connection card. Where the Sprint Mobile Broadband Network is availabla and an EVDO-compatible connection card is used, Corporate'Liable Active Units will first attempt to connect to the Sprint Mobile Broadband Network, and then default to the Nationwide Sprint Network depending on coverage and network availability. . C. Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex which . is incorporated into this Agreement by this reference as posted to www.sprinl.comlratesandconditions. 2. The Contract is amended in Attachment A·2 ("Sprint PCS Services Business Plans & Policies") by adding new subsection 2.7 as follows: 2.7 3G/4G Connection Plan A. The 3G/4G Connection Plan provides both' EVDO (using COMA technology) and Sprint 4G data functionality in certain coverage areas of the United States. Sprint 4G Network coverage is not available everywhere and requires a Sprint 4G Network data-compatible connection card. Customer may contact its Sprint Account Representative or visit www.sprinl.comlcoverageforcurrentcoverageareasandapplicablewirelessdevices.This Business Plan is only available to Customer Lines domiciled in the United States. B. 3GI4G Connection Plan Charges MRC OMS 03/04-063 Contract Amendment No.6 NET $42,99' UNLIMITED Page10f3 Contract No.: DMS"10/11 "008B " Exhibit 6 1 *MRC is net of all discounts. Customer's Service Pricing Discount is not applicable. All priCing and available MBs are the same whether Corporate-Liable Active Units use the Sprint 4G Network, the Sprint Mobile Broadband Network or the Nationwide Sprint Network. Wireless high speed data coverage Is not available everywhere and requires a wireless high speed data-compatible device. Where the wireless high speed data network is available and a wireless high speed data-compatible device is used, Corporate-Liable Active Units will first attempt to connect to the Sprint 4G Network, then the Sprint Mobile Broadband Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (1) The 3G/4G Connection Plan includes unlimited data usage on the Sprint 4G Network, the Sprint Mobile Broadband Network and the Nationwide Sprint Network; provided however, Sprint reserves the right to deny, terminate, disconnect modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G/4G Connection Plan if such Wireless Data Connection Device exc.eeds 300 MB/month of usage while Roaming or engages in the following prohibited uses: server devices or host computer Applications, including, but not limited to, continuous streaming video and Web camera posts that broadcast more than 24 hours; automatic data feeds; automated continuous streaming machlne-to-machine connections; or peer-to-peer (P2P) file-sharing Applications broadcasting to multiple servers or recipients such that they could enable "bots" or similar routines. The Sprint account team will make a commercially reasonable effort to notify the State of- any alleged infraction by state agency users·of the 3G/4G Services prior to an adverse action being taken against a user. Other Business Plan options for these types of Applications are available by contacting Customer's Sprint Account Repres"ntative. (2) Roaming is not available on the Sprint 4G Network at this time. (3) Premium Services content is not available with this Business Plan. 1. All existing subscribers under the Contract will be eligible to receive the service pricing outlined above within a maximum of sixty (60) days from execution of this Amendment by both Parties (the "Implementation Period"). The Department acknowledges and agrees that no credits will be Issued to compensate tor the difference in discounts during the Implementation Period. 2. This-Amendment is an integral parfof and modifies the Contract. The tenns used herein which are defined-or specified in the Contract shall have the meanings set forth in the Contract. If there are any inconsistencies between the provisions of this . Amendment and the provisions of the Contract, the provisions of this Amendment shall control. 3. All other terms and condnions of the Contract shall remain in full force and effect. Except as otherwise expressly set forth herein, the terms and conditions contained in the Contract and subsequent amendments, are unchanged. This Amendment sets forth the entire understanding between the Parties wnh regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement olthe Parties. [Remainder of the page left intentionally blank] DMS 03/04-063 Page 2 of3 Contract Amendment No.6 r Contract No.: DMS-10/11-008B -Exhibit 6 SO AGREED by the parties' authorized representatives on the dates noted below: By: gality by Counsel's Office: SPRINT SOLUTIONS, INC. (SPRINT): dfd;?7~ By: Michaela Clairmonts Its: Manager. Contract Negotiations & Management Sprint Ret # BSG1004-0276 Sprint -" Approved 85 to Legal Fonn HRF 14Jun 10 DMS 03/04·063 Contract Amendment No.6 Date: DatEi': Page 3 013 Contract No.: DMS-10/11-008B -Exhibit 6 Amendment No.7 Wireless Data Services Contract DMS 03/04-063 This Amendment No. 07 ("Amendment) to the Wireless Data Services Contract #DMS 03/04- 063· effective June 22, 2004 ("Contract"), is entered into as of the last date signed below, between the State of Florida, Department of Management Services ("Department"), and Sprint Solutions, Inc. ("Contractor"). The Parties agree that the "Term" of this Contract shilll be extended for an additional six (6) month extension commencing upon June 22, 2010 and ending on December 21, 2010 unless extended, cancelled or terminated as provided herein or the terms and conditions of the Contract. The Customer and Contractor hereby agree to amend the Contract as follows: I. This Amendment is an integral part of and modifies the Contract. The terms used herein which are defmed or specified in the Contract shall have the meanings set forth in the Contract. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Contract, the provisions of this Amendment shall control. 2. The terms and conditions of the Contract, including attachments thereto not addressed by this Amendment, and except as may have been amended previously or amended herein, shall remain in full force and effect. . 3. This Amendment shall be effective on the date it is fully executed by both parties. In witness whereof, and intending to be bound hereby, the parties affIX their signatures to this Amendment. A, DEPARTMENT OF MANAGEMENT SERVICES Ctl bolO ~I Date d legality by the Department's General Counsel's Office: By SPRINT SO. LUTIO~C. (SPRINT): ~!/U1~d7a - By: Michaela Clairmonte Its: Manager, Contract Negotiations & Management Sprint Reference #BSG 1006-0366 ~ /111/Z 6 10 Date I Date: Sponl -Approved as to Legal Fonn KAC -16 June 2010 Page 1 of! COIiLact No .. OMS-IOlll-008B -Exhibit 6 " CONTRACT NO. DMS·03/04-063 'BETWEEN, DEPARTMENT OF MANAGEMENT SERVICES AND . SPRINT SOLUTIONS, INC. Amendment No.8 THIS AMENDMENT ("Am~dment) to 1he Wireless Data Services Contract #DMS·03/04..063 effective June 22, 2004 ("Contract''), is entered into as of 1he last dale signed below, by and between 1he paities to 1he Contract, namely, 1he State of Florida, Department of Management Services ("Department"), and Sprint Solutions, me, ("Contractol"). . WHEREAS, 1he' Parties entered into 1he Contract to set forth 1he duties and obligations of Contractor and Department in relation to ContractOr's performance of its duties in connection wi1h 1he cOntract; . WHEREAS, 1he Parties wish, ~o amend 1h,e Contract to allow for a six (6) mon1h extension; and . WHEREAS, 1he Contractor agrees to submit to 1he Departroent at least annually an affidavit from an au1horized representative attesting 1hat 1ho Contractor is in compJilmce with the Competitive Pricing provision in Section 4.4 of1he Col!Ir8ct. . THEREFORE, in consideration of 1he foregoing premises 1he Parties hereto agree tbat the ContIict shall be amended as follows: The Parties agree that the Term of this Contract shall be renewed for an additional six (6) months commencing uRon December 22, 2010 and ending on JU)le 21, 2011 unless extended, cancelled Or tenninated as provided herem or the lenns and conditiou:s of1he Agreement' AU otber Ienns and conditions of the Contract shall remain in full force and effect Except as' o1herwise expressly set forth herein, the terms and condltlon~ contained in 1he Contract and subsequent amendments, are unchanged, This Amendment, sets forth the entire understanding between tbe Parties with regard to the subject matter hereof, 'SO AGREED by the parties' authorized representatives on the dales noted below: PARTMENT OF MANAGEMENT SERVICES: ,~hk,u Date ~, Approved as to ronn and logalily by the Department'. General Co\lT1SoI's Ollioe: ~ntl-$.u-· ily: SPRINT SOLUTIONS, INC, (SPRINT): .ytfJ2;~;;/S By: Miohaela Clainnontc Its: Manager, Conb'aCt Negotiations & Management Contnct No. DMS·03lO4olI63 Amendment No.8 Du.: Approved bV ""bile Sector Legel as to legol form kAc. /1..-11-10 Amendment No, 9 Wireless Data Services Contract OMS 03/04-063 (8S(31004-0276) Contract No.: DMS·10/11·008B· Exhibit 6 Amendment No. 09 (this "Amendment) to the Wireless Data Servlees Contract #OMS 03/04-0B3 effective June 22, 2004 ("Contract"), is entered into as of the last date Signed below, between the State of Florida, Department of Management Services ('Department"), and Sprint Solutions, Inc. ("Contractor"). 'A!HEREAS, the Parties entered Inlo Hhe Contract to set forth the duties and obligations of the Parties in relallon to Contractots performance of Its duties In connection with the Contract. THEREFORE, !n consideration of the foregoing premises,. pricing end other adjustments offered below and of the mutual covenants and conditions hereinafter set forth, the Parties hereto agree that the Contract shall be amended as follows: 1. The Contract Is amended In Attachment A-2 ("Sprint PCS Services Busl~e Plene & Pollcl .... ) by adding newsubseetlon 2.8 selollom: 2.8 3(3/4G Conn.etlon Card Plan (Restrictecl U.e UnJimHad) A. The 3G/4G ConnectlooCard Plan provides both EVDO (using CDMA technology) and Sprint 4G dala functionality in certain coverege areas of tha UnH&d Stele.. Sprint 4(3 Network coverage Is not available everywhere and requires a Splint 4(3 Network data-compatible connection cord. Customer may contact Hs Sprint Account Represenlatlva or visit wwwspdnt.comlcoverage for current coverage areas and applicable wlrelass . cIeviOes. Sprint reserves the right 10 limh the deVices that osn be used with this Bus/ness Plan. ThIs Business Plan Is only available to Customer Unes domiciled in the UnH&d States. B. 3G/4G Connection Card Plan Charges MRC NET $37.&9 Data Services In Me s 'MB' Restlicted Use Unlim~ed 1 MRC Is net of.II discounts. Customer's Service Pricing Dlecount is not applicable. 2 Sprint reseNes the light to modify or suspend wlreles.·data Service 10 a WIrelesS 081a Connection Device on the 3(3/40 • Restricted Use Unlimited Connection Card Pian If such Wl18less Data Connection Device exceecIs 300 MBimonth of usege wIhlle Roaming or engages in the following prohibited usas: server devices or host computer Appllcetions, including, but not IimHed to, continuous straaming vldao and Web camera pests that broadcast more than 24 hours; aulomatic data feeds; automated continuous straamlng mechine-to-machine conneetlcns; or peer·to-peer (P2P) file-shanng Appl/cat/ons broedcesling to muHiple servers or re<:iplenls such that they could enable 'bofs' or aimuar routines. (1) The 3(3/4(3 Resldcted Use Unlimited Connection Card Plan includes unllmHed data usege on the Sprint 4G Network, the .Sprint 30 Network and the Nationwide Sprint Network. An pricing and available MBs are the same w1hether Corporate-Uable Active Units use the Sprint 40 Network, the Sprint 3G Network or the Nationwide Spnnt Network. WmsJess high speed data coverage is not avaHable everywhere and requires a wireless high speed data·compatible deVice. Where the wireless high speed dalljl network Is available and a wireless high speed data-compatible device Is used, Corporate-LIable AcUve Units will ronrt atiempt to connect to the Sprint 4G Network, then Ihe Sprint 30 Network, and thenw!D dafauHto the Nationwide Splint Network depending on coverage and network availablrrty. (2) Roaming Is not avaUable on the Sprint 4(3 Network ai Ihls time. . (3) Premium SelVices content Is not available with this Business Plan. (4) Sprint reserves the right, without notice or IImltaUon, to Omit throughput spaeds or quanUUes or 10 deny, terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the prohibited data uses datalled below or if Sprint, In hs sole discretion, determines action I. necessary to protect the Sprint Networks or Sprint 40 Network from harm or clegiadstion. ·Sprint wireless data Services are provided solely for purposes of web surfing. sending and receiving email, photographs and other similar messaging activities, and the non-contlnuous streaming of videos, downloading of flies or on·line gaming. Sprtnt wireless date Services may not be used: (a) to generata excessive amounts Of Inlemet traffic through continuous, unattended streaming, downloading or uploading of videos or Other files or to operate hosting services Including, but not IimHed to, web, Video surveillance, or gaming hosting; (b) to maintain continuous acUve network connections to the Internet such as through a web camera .or machlne·to-machlne connactions thet do not irivolva active participation by a peraon; (e) to cfoarupt email use by others using automated or manual routines, Including, but not IimHed to, "auto-responders' or cancel bois or other .lmUar routines; (d) to lransmH or faclntate any unsolicited or unauthorized advertising, telemarketing, promotional meterlals, 'junk mall', unsolicited . commeroial or bull< emal~ or faX; (e) for activities adversely affecting the ability of other people or systems to use either Sprtnfs Wireless Servtces or other parties' Intemet-based resources, Including, but not IImhed to, 'denial of service" (DDS) attacks against another network host or Individual user; (f) for an activity that coMects any device to personal computers Onc/uding, but not IImHed to, laptops). or other equipment for Ihe purpose of transmHtlng wireless data over the Sprint Networks or ~plint 4G Network (unless Customer Is using a plan designated for such usage): (g) by a. Wireless Date Connection Device in excess of: (i) 50S/month in total, (In 300 Me/month while Roaming, or (IUj a majority of kilobytes while Roanilng; provided that Cuslome(s Wireless Oate Connection Oevices on 'unlimlted" OMS 03/04-063 Page 1 of 3 Contract Amendment No.9 !------~-~ -------~---~ ---~--- Contract No.: DMS-l0/ll-00SB -Exhibit 6 Buslne .. Plans will not be subject to the 5 GBlmonlh deta usage Iimliallon but are subject to the Roaming IImHalions; or (h) for any othar reason thai, in Sprlnrs sole discrellon, violates Sprinrs poOcy 01 providing Service for Individual use. (5) Unless speclffcally stated otherwise, wireless Products on 'unlimited' Business Plans are subject 10 the prohibHed network Uses In this section. other Buslnes. Plan optiOns for the.e Iypes of Applications are available by contacting Custome~s Sprint Account Representative. (8) Certain data ussge restrictions and limitations apply and are set forth In the Wireless ServIces Producl Annex which I. Incorporated Into this Agreement by this reference as posted to www.sprinlcomiratesandcondUlons.· . 2. All ex/sling subscribers under the Contract will be eligible to receive the service pricing outlined above wHhln a maximum of sbrty (50) days from execution of this Amendment by both Parties (the'lmplemenlalion Periodj. The Departmenl acknowledges and agrees thai no credits will be issOad to compensate for the difference in discounts during Ihe Implementation Period. . 3. Employment Ellglbnlty Verification Contnactor agrees that H wl1l enrol and participate In the Employment ElIgibility Verification Program ('E-Verily program') adminl.tered by tha U.S, Deportment of Homeland Security ('OHS'), IiMer the terms provided In the 'Memorandum of Understanding" with OHS govemlng the program. Contnactor further agnaes to provide 10 the Florida Department of Management Services (the 'Agenoy'), within thirty days of the effective date of this Agreement, documentallon 01 such enrollment in the form of a oopy ofthe "Edit Company Protlle" page in E-Verify, which contains proof of enrollment In the E-Verify Program, (ThIs page can be accessed from the "EdH Company Profile"li1k on the left navigation menu of the E-Verify employe~s homepage.) . Contractor fIlrther agrees that It will require eac:ll subcontractor that perfonns work under this Agreement to enroll and participate In the E-Vertly Program within nlnsty days of the effective date of this Agreement or within ninety days of the effective date of the contlBct between the Contractor and Ihe subcontractor, whichever Is later. The Conbactor ,heft obtain from the suboontractor(s) a copy of the "Edft Company Profile" soreen indiceling enrollment In the E-Verify Program and make such reoorc1(s) available to the Agency and other authorized state officials upon request. Contna$r further agrees to maintain records of Ita partlclpalion and compliance with the provisions of the E-Vertty" Program, Including participation by Ita subcontractors as provided above, and to make such records available to the Agency and other authorized state officials. . Comprl2nce with the terms 01 this Employment Eligibility Verification provlelon ~neluding compliance with the terms of the "Memorandum of Understanding" v.ith DHS} Is hereby made an express condition of this Agreement. 4. TIlis Amendment Is an Integra! part of end modifies the Contract The teljll" used hareln whlc:ll are defined or speciiied In the Contract shell heve the meanings est forth In the Contract. II there are any inconsistencies between the pnovlsions of this Amendment and the provisions of the Contract, the provisions olthis Amendment shaD control. 6_ All other tenns and oondltlons of the Contract shall remain In full foroe and effect. Except as otherwise expressly set forth herein, the terms and oonditions contained In the Contract and subsequent amendments, are unc:llanged. This Amendment sets forth the entire understanding between .the Parties with regard 10 the subject matter hereof. [Remainder of the page left intentionally blank] OMS 03104-063 Page 2013 Contract Amendment No.9 I Contract No.: OMS·l0/ll·00BB· Exhibit 6 SO AGReeD by the parties' authorfzed reprellelltatlvN on the "atea notecl below: STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES: ~ ~ 1_ ." z:../7'//' . ,jG ::::::izjott. .' --=->7 ~_ sy::JOhII P. Miles, s~ Date ApproYeCI as to fonn 8M legaflty bY ~f~omce: B . IatJ'rnonte Its: Manager, ContnIc:t NeQotiations & Matl8jJement &pm! R.uesen 101.()re! OMS 0311)4.063 ConIratIAmll'ldmont No.9 -April .2b 2DII Date: , } " Paga3of3 . ' . Contract No.: DMS-tOlll-00SB -Exhibit 6 CONTRACT NO. DJIfS-G3I04.G63 llE'l'WEEN DEPAR'lMENTOJlHANAGEMENTSERVICES .. AND· SPlUNT SOLllTlONS, INC • .J • • Amelldmellt No. 10 nns A.MENDl\IENT ("~) to the WU'OIesI DaIa SeMcea CoatraI:t #DMS-03I04-063 e/fectiw lUJ10 22. 2004 ("Comrac.I"), is aatmd iIIto as oldie last dati> algaed boIow, by and botweep the partles to tIte Contnc:t, oamoIy, tho StIle of I'l¢rida, I>epartznOI¢ of Manogemml Serviooo ("Depar!mont" I!Id SpiDtSoIutlOm, Inc. ~. . WII:EREAS, Ihohrtf .. -..! liiio the CoA!nA:tlD SOl forth tIte datlos and obli&all-ofC4al!oc!or ODd . Departmaat inl'lllallon lD CoIltIacfm;'s petfOrmancOofits dutlea iIIOCIDI1CCIiOll with tho ColItrac!; lDeI WJD:RJ:AS.IIIoPartles wish toameod tho Con!nIctto allow for asbc(6) IIIOIUh ..... alnn TIIEREJ'OREo in cOnsidcraIian of tho forogolng pI'IIIIlists tho Pllties horcto .,.... that tho COiuract shall be IIDOI>cIocI ts tallows: . I. Tho Pltties esree that the TOIII1 of this Omtract shall be I<IIeItded for an addiIIoaal six (6) IIK1IIlhs ~"'1IpOII_22, 2011lllel eadiDgon Deoember 21, 2011llllless -<led, cancollocI or ~IS proridedheroln OI'tIte terms and CODdilicas oflle Apomoat. . 2. '1110 Contmotor avoes to ~ to the Depomneot 81 least am!UaIJy an afticIovit ftOlI1 on IIIIhDri2ed ~ ~ that tIte COIIIraotor Is In oompIbmlllwilb lie CoIlqlOlilivo Pricing provisiOn in Section 4.4 oflle ConbacI. ... AU c1hor1m'ms and candiUoDs of lie CoatraI:t shall ...".., In 1Wl !oI'IIo and ef!hot. I!xooplIS c1horwIso -..pressly set forth b=iD, tho _ IDcI ~ -ulnect In tIte CoIIaact and IUbsequeut ,-dmeots,. ate IIIlChoDpI. ThIs AmoodmeIIt, SOlI forth the eathe 1IDCfersIaDdhls ~ tho Pariloo with I'llgonI to tho AIl!ject!Datl« h«oo£ • SO AGRBED by the partIoa' audlorlted reprooeoto1ives on tIte cI8Ioo lIOIod)oJow: Sl'ATE OFIL01IlDA, D~ARTMENTOJIMANAGEMDIT SERVICE&: 8y.!ilt~~ d~ Da (. IS. J I ;-.' AjIpJoVOII u .. form "'" leplily by l1li Dtputmeat's 0IIIce of"'. a-aI CO_: . Ifid8 Jd Jx. CwW& . =",b~//}.:..;,I.:.:;,,/I·---'T-. !lIfO< ,' . " .. , . . . . . '. ' ..... ,.-. Contract No.: DMS-1 0/11-0088 -Exhibit 6 CONTRACT NO.: DMI 11/414 GIS 1 M.A •• OO IITWIIH DlPM11llNT OF IUJWaIIIINT IIRVICEI AND SPRINT IOL.U1IONS, INC. AIIENDllDTNO.: 11 THIS AMINDIIIM ("Amlnclml .. l') III till WInIIIII on. ServIcII ConIrIct iIDM~ IIrIcIIve June 22. 2004 ("ConInIct"). IIIIdnd InIo • 01 till lilt dIIiI"", beIew. by IIIcI hit! "" lie ...... 111 .. COI*Ict, namely, the 8IlIIIt 01 FIoItcIa, DIpInnIrII d Mlnlpmanl 1lIIY. rc.~1ftnIIr4').1IIICI8prinI SaIutIant, Inc. rCallneta'). WlII!UA8, till ...... II1IIIracI lido the ConI!act III _ forth !lie dutlaa IIICI ~ Of ContIIGIIIr IIId OI~u: .... llln NIatIon tel CO .. II"'I PIIfamance d .. cbIIIln COi1i'oICIcIII will ... CcIntrIaI; 8IIcI WlIiRIM, tile Paraae willi III amancItIII Cannct to IIIIaw for. _ (1) IIICIIIIh axIanIIan. 1'HIIIIfOIW. In CIIlftIIcIItIaOll d the "Ioa'"o plinIan Iha f'IItIaa 1IIIIIIII ag .... IhIt the ConIrIct IhallIIa 1llill1dacI. faIowI: TIle PartIeI agnI8 ... till Term 01 .... CCIInct .... be IIdIncIad far an ......... ona (1) monIIr _ .. upon DaCIImber 22, 2011. 8IIcI ~ 011 JInuary 21. 2012, ..... edIIlCIecI. caIICIIad «"11111 I"~ • PIVIIIdIcIIMINIn «the tarn. end aldllb .. dthelcl_1t AI CIIIiar 1ImIII Wid eondIlIone of the CcnrIat IIiaII ~ In full t'oIoIlIICI aIIict. &cept. aIhIIWaaprlllly lilt fodh hIniIn, lie ""'" and CIIIIiIIIIoIIi ...... In Iha Connet and .... quem _........ _ 1I1CM1gId. 111'-Amandm.lIl, ... farIh tile ... 1I1I_lIIIlIeln8 hlI _ .. PartIIe wIIh NlIIId tel Ilia 1Ubf-......... heraoI. 10 MlREED by Ilia PI/IIM' IUIIIoIfIIcI ,. 11.1II1II.11 on the daIea noIIId below: Data: ' SPRINT 8OI.U1l0N8, INC. (lPRlNl]: /lf1Z;m;1J I:--Ie/~I By. Michaela Clafrrnonfa Data: Manager. Confrect NegotIaIIons & Management Sptfnt RIt #. 8SG1l12-G214 Contract No.: DMS-10/1i'-'" .......... =DlDJU> __ ---, For Purchasing Use Only: RFP/CONTRACT # ISZ3 CONTRACTFORSERVICESOFUNDEPENDENTCONTRACTOR A Contract Between the State of Nevada Acting By and Through Its Various State Agencies Monitored By: Department of Administration Purchasing Division 515 E Musser Street, Room 300 Carson City NV 89701 Contact: Teri Smith, Buyer Phone: (775) 684-0178 • Fax: (775) 684-0188 Email: tlsmith@purchasing.state.nv.us And Sprint Solutions, Inc. 2001 Edmund Halley Drive Reston VA 20191 Contact: Mary Lou Close, WSCA Contract Manager Phone: (703) 592-7846 • Fax: (703) 433-4996 Email: mary.c1ose@§print.com WHEREAS, NRS 284.173 authorizes elective officers, heads of departments, boards, commissions or institutions to engage, subject to the approval of the Board of Examiners, setvices of persons as independent contractors; and WHEREAS, it is deemed that the service of Contractor is both necessary and in the best interests of the State of Nevada; NOW, THEREFORE. in consideration of the aforesaid premises, the parties mutually agree as follows: 1. REOUIRED APPROVAL. This Contract shall not become effective until and unless approved by the Nevada State Board of Examiners." 2, DEFINITIONS, "State" means the State of Nevada and any state agency identified herein, its officers, employees and immune contractors as defined in NRS §41,0307, "Independent Contractor" means a person or entity that performs services and/or provides goods for the State under the terms and conditions set forth in this Contract. "Fiscal Year" is defined as the period beginning July I and ending June 30 of the following year, 3, CONTRACT TERM, This Contract shall be effective upon Board of Examiners' approval (antiCipated to be October 10. 2006) to October 9. 2010. unless sooner terminated by either party as specified in paragraph (9), 4, NOTICE, Unless otherwise specified, termination shall not be effective until 60 calendar days after a party has served written notice of default, or without cause upon the other party. All notices or other conununications required or permitted to be given under this Contract shaJI be in writing and shall be deemed to have been duly given if delivered personally in hand, by telephonic facsimile with simultanecus regular mail, or mailed certified mail, return receipt requested, postage prepaid on the date posted, and addressed to the other party at the address specified above, 5, INCORPORATED DOCUMENTS, The parties agree that the scope of work shall be specifically described; this Contract incorporates the following attachments in descending order of constructive precedence; a Contractor's Attachment shall not contradict or supersede any State specifications, terms or conditions without written evidence of mutual assent to such change appearing in this Contract: ATTACHMENT AA: ATTACHMENT BB: ATTACHMENT CC: STATE SOLICITATION (RFP#1523) and AMENDMENTS I & 2; SCOPE OF WORK NEGOTIATED ITEMS CONTRACTOR'S RESPONSE 6, CONSIDERATION, The parties agree that Contractor will provide the services specified in paragraph (5) at a cost of.!l!£ following Percentage Discounts on Standard Retail Rates as displayed on Sprint's website: Rate Plans: 25% discount; Approved 05/08/02 Rl!Vised 0810J \\\,~ Poge I 0/9 Contract No.: DMS-10/11-00B8 -Exhibit 6 iOEN Handsets: 39% discount; iDEN Accessories: 20% discount; COMA Handsets and Accessories are 5150.00 Service Credit applicable to consumer choice; with the total Contract or installments payable: Monthly upon receipt of vendor statement not to exceed 52.000.000.00. Sprint may adjust its rates and charges or impose additional fees. charges or surcharges on Customer to recover amounts that it is reguired by governmental or quasi-governmental authorities to collect on their behalf, or to pay to other in support of statutory or regulatory programs. plus a commercially reasonable amount to recover the administrative cosu associated with such charges or programs_ Examples of such charges include. but are not limited to. state and federal Universal Service Fund Charges. Compensation to ·Pavohone Providers. International Mobile Termination Charges, E91I or Wireless Pooling or Local Number Portability surcharges, as appHcable. Cost recovery charges are not taxes or government required charges. The State does not agree to reimburse Contractor for expenses unless otherwise specified in the incorporated attachments. The contractual authority, as identified by the not to exceed amount. does not obligate the State of Nevada to emend funds or purchase goods or services up to that amount; the purchase amount will be controlled by the individual using agency's purchase orders or other authorized means of requisition for services and/or goods as submitted to and accepted by the contractor. Any intervening end to a biennial appropriation period sball be deemed an automatic renewal (not cbanging the overall Contract term) or a tennination as the results of legislative appropriation may require. 7. ASSENT. The parties agree that the terms and conditions listed on incorporated attachments of this Contract are also specifically a part of this Contract and are limited only by their respective order of precedence and any limitations specified. 8. TIMELINESS OF BILLING SUBMISSION. The parties agree that timeliness of billing is of the essence to the contract and recognize that the State is on a fiscal year. All billings for dates of service prior to July I must be submitted to the State no later that the first Friday in August of the same year. A billing submitted after the first Friday in August, which forces the State to process the billing as a stale claim pursuant to NRS 353.097, will subject the Contractor to an administrative fee not to exceed $100.00. The parties hereby agree this is a reasonable estimate of the additional costs to the State of processing the billing as a stale claim and that this amoWlt will be deducted from the stale claim payment due to the Contractor. 9. INSPECTION & AUDIT. a. Books and Records. Contractor agrees to keep and maintain Wlder generally accepted accoWlting principles (GAAP) ful~ true and complete records, contracts, books, and docwnents as are necessary to fully disclose to the State or United States Government, or their authorized representatives, upon audits or reviews, sufficient infonnation to detennine compliance with all state and federal regulations and statutes. b. Inspection & Audit Contractor agrees tbat the relevant books, records (written, electronic, computer related or otherwise), including, without limitation, relevant accounting procedures and practices of Contractor or its subcontractors, financial statements and supporting documentation, and documentation related to the work product shall be available at Sprint's business offices during normal business hours for, inspection, examination, review, audit, and copying at any office or location of Contractor where such records may be fOWld, with or without notice by the State Auditor, the relevant state agency or its contracted examiners, the Department of Administration, Budget Division, the Nevada State Attorney General's Office or its Fraud Control Units, the State Legislative Auditor, and with regard to any federal funding, the relevant federal agency, the Comptroller General, the General AccoWlting Office, the Office of the Inspector General, or any of their authorized representatives. All subcontracts sball reflect requirements of this paragraph. Further, due to the highly sensitive and proprietary of some of Sprint's records, any third party auditor acting on behalf of the State shall be subject to prior approval by Sprint and may be required at Sprint's sole discretion to execute Sprint's standard Non-Disclosure Agreement prior to examining, inspecting, copying or auditing Sprint's records. Any audit conducted at the behest of the Purchasing Division andlor the contracting agency would only be upon written notice. c. Period of Retention. All books, records, reports, and statements relevant to this Contract must be retained a minimum three years and for five years if any federal funds are used in the Contract. The retention period runs from the date of payment for the relevant goods or services by the State, or from the date oftennination of the Contract, whichever is later. Retention time shall be extended when an audit is scheduled or in progress for a period reasonably necessary to complete an audit andlor to complete any administrative and judicial litigation which may ensue. 10. CONTRACT TERMINATION. a. Termination Without Cause. Any discretionary or vested right of renewal notwithstanding, this Contract may be tenninated upon written notice by mutual consent of both parties or unilaterally by either party without cause. b. State Tennination for Nonaooropriation. The continuation of this Contract beyond the current biennium is subject to and contingent upon sufficient funds being appropriated, budgeted, and otherwise made available by the State Legislature andlor federal sources. The State may tenninate this Contract, and Contractor waives any and all claim(s) for damages, effective immediately upon receipt ofwrinen notice (or any date specified therein) iff or any reason the Contracting Agency's funding from State and/or federal sources is not appropriated or is withdrawn,limited, or impaired. Approved 05108102 Reviled 08/03 Page2oj9 Contract No.: DMS-10J11-00S8 -Exhibit 6 c. Cause Tennination for Default or Breach. A default or breach may be declared with or without tennination. This Contract may be tenninated by either party upon written notice of default or breach to the other party as follows: i. If Contractor fails to provide or satisfactorily perform any of the conditions, work. deliverables, goods, or services called for by this Contract within the time requirements specified in this Contract or within any granted extension ofthose time requirements; or ii. If any state, county, city or federal license, authorization, waiver, permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Contractor to provide the goods or services required by this Contract is for any reason denied, revoked, debarred, excluded, terminated, suspended, lapsed, or not renewed; or iii. If Contractor becomes insolvent, subject to receivership, or becomes voluntarily or involuntarily subject to the jurisdiction of the bankruptcy court; or iv. If the State materially breaches any material duty under this Contract and any such breach impairs Contractor's ability to perform; or v. If it is found by the State that any quid pro quo or gratuities in the form of money, services, entertainment, gifts, or otherwise were offered or given by Contractor, or any agent or representative of Contractor, to any officer or employee of the State of Nevada with a view toward securing a contract or securing favorable treatment with respect to awarding, extending, amending, or making any determination with respect to the performing of such contract; or vi. If it is found by the State that Contractor has failed to disclose any material conflict of interest relative to the performance of this Contract. d. Time to Correct. Termination upon a declared default or breach may be exercised only after service of fonnal written notice as specified in paragraph (4), and the subsequent failure of the defaulting party within thirty (30) calendar days of receipt of that notice to provide evidence, satisfactory to the aggrieved party, showing that the declared default or breach has been corrected. e. Winding Up Affairs Upon Termination. In the event of termination of this Contract for any reason, the parties agree that the provisioru; of this paragraph survive tennination: i. The parties shall account for and properly present to each other all claims for fees and expenses and pay those which are undisputed and otherwise not subject to set off under this Contract. Neither party may withhold performance of winding up provisions solely based on nonpayment of fees or expenses accrued up to the time of tennination; ii. Contractor shall satisfactorily complete work in progress at the agreed rate (or a pro rata basis if necessary) if so requested by the Contracting Agency; iii. Contractor shall execute any documents and take any actions necessary to effectuate an assignment of this Contract if so requested by the Contracting Agency; iv. Contractor shall preserve, protect and promptly deliver into State possession all proprietary information in accordance with paragraph (21). 11. REMEDIES. Except as otherwise provided for by law or this Contrac~ the rights and remedies of the parties shall not be exclusive and are in addition to any other rights and remedies provided by law or equity, including, without limitation, actual damages, and to a prevailing party reasonable attorneys' fees and costs. It is specifically agreed that reasonable attorneys' fees shall include without limitation $125 per hour for State-employed attorneys. The State may set off consideration against any unpaid obligation of Contractor to any State agency in accordance with NRS 353C.190. 12. LIMITED LIABILITY. The State will not waive and intends to assert available NRS chapter 41 liability limitations in all cases. Contract liability of both parties shall not be subject to punitive damsges. Liquidated damsges shall not apply unless otherwise specified in the incorporated attachments. Damages for any State breach shall never exceed the amount of funds appropriated for payment under this Contract, but not yet paid to Contractor, for the fiscal year budget in existence at the time of the breach. Damages for any Contractor breach shall not exceed 150% of the contract maximum "not to exceed" value. Contractor's tort liability shall not be limited. Sprint's entire liability under this contract for any loss or damage cuased by material breach by Sprin~ its employees or agents related to Sprint's performance hereunder shall be as follows: i. For any claims whatsoever arising from or related to service disruption, regardless of the cause ("Service Disruption"), Sprint's sole liability is limited to a credit allowance equal to the proportionate charge to customer for the period of the Service Disruption. Service Disruptions do not include unavailability of the Service during periods of scheduled or unscheduled network maintenance. ii. In no event is Sprint liable for any consequential, special, incidental, indirect, exemplary or punitive damages, nor for lost profits, loss of business, loss of data, loss of use, or lost savings or increased cost of operations, sustained by customer or any third parties in connection with this contract. 13. FORCE MAJEURE. Neither party shall be deemed to be in violation of this Contract ifit is prevented from performing any of its obligations hereunder due to strikes, failure of public transportation, civil or military authority, act' of public enemy, accidents, fires, explosions, or acts of God, including, without limitation, earthquakes, floods, winds, or storms. In such an event Approyed 05108102 ReYised 08/0J Page J oj9 Contract No.: DMS~10f11~008B ~ Exhibit 6 the intervening cause must not be through the fault of the party asserting such an excuse, and the excused party is obligated to promptly perfonn in accordance with the tenns of the Contract after the intervening cause ceases. 14. INDEMNIFICATION. Sprint will indemnifY and defend Customer, its directors, officer, employees, agents, and their successors fonn and against all third party claims for damages, losses, or liabilities, including reasonable attorney's fees, arising directly from perfonnance of the Agreement and relating to personal injury, death, or damage to tangible personal property that is alleged to have resulted, in whole or in part, from the gross negligence or willful misconduct of Sprint or its subcontractors, directors, officers, employees or authorized agents. 15. INDEPENDENT CONTRACTOR. Contractor is associated with the State only for the purposes and to the extent specified in this Contract, and in respect to perfonnance of the contracted services pursuant to this Contract, Contractor is and shall be an independent contractor and, subject only to the tenns of this Contract, shall have the sole right to supervise, manage, operate, control, and direct perfonnance of the details incident to its duties under this Contract. Nothing contained in this Contract shall be deemed or construed to create a partnership or joint venture, to create relationships of an employer-employee or principal- agent, or to otherwise create any liability for the State whatsoever with respect to the indebtedness, liabilities, and obligations of . Contractor or any other party. Contractor shall be solely responsible for, and the State shall have no obligation with respect to: (I) withholding of income taxes, FICA or any other taxes or fees; (2) industrial insurance coverage; (3) participation in any group insurance plans available to employees of the State; (4) participation or contributions by either Contractor or the State to the Public Employees Retirement System; (5) accumulation of vacation leave or sick leave; or (6) unemployment compensation coverage provided by the State. Contractor shall indemnifY and hold State haemless from, and defend State against, any and all losses, damages, claims, costs, penalties, liabilities, and expenses arising or incurred because of, incident to, or othetwise with respect to any such taxes or fees. Neither Contractor nor its employees, agents, or representatives shall be considered employees, agents, or representatives of the State. The State and Contractor shall evaluate the nature of services and tenn negotiated in order to detennine "independent contractor" status and shall monitor the work relationship throughout the tenn of the Contract to ensure that the independent contractor relationship remains as such. To assist in detennining the appropriate status (employee or independent contractor), Contractor represents as follows: I. 2. 3. 4. 5. 6. 7. Does the Contracting Agency have the right to require control of when, where and how the independent contractor is to work? Will the Contracting Agency be providing training to the independent contractor'? Will the Contracting Agency be furnishing the independent contractor with worker's space. equipment, tools. supplies or travel expenses? Are any of the workers who assist the independent contractor in performance of his'her duties employees of the State of Nevada? Does the arrangement with the independent contractor contemplate continuing or recurring work (even if the services are seasonal, part-time, or of short duration)? Will the State of Nevada incur an employment liability if the independent contractor is terminated for failw-e to perform? Is the independent contractor restricted from offering hislher seIVices to the general public while engaged in this work relationship with the State? Contractor's Initials YES NO 16. INSURANCE SCHEDULE. Unless expressly waived in writing by the State, Contractor, as an independent contractor and not an employee of the State, must carry policies of insurance in amounts specified in this Insurance Schedule and pay all taxes and fees incident herennto. The State shall have no liability except as specifically provided in the Contract. The Contractor shall not commence work before: 1) Contractor has provided the required evidence of insurance to the Contracting Agency of the State, and 2) The State has approved the insurance policies provided by the Contractor. Prior approval of the insurance policies by the State shall be a condition precedent to any payment of consideration under this Contract and the State's approval of any changes to insurance coverage during the course of perfonnance shall constitute an ongoing condition subsequent this Contract. Any failure of the State to timely approve shall not constitute a waiver of the condition. Approved 05/08102 Revised 08/03 Page 4 oj9 Contract No.: DMS-10/11-008B -Exhibit 6 Insurance Coverage: The Contractor shall, at the Contractor's sole expense, procure, maintain and keep in force for the duration of the Contract the following insurance confonning to the minimum requirements specified below. Unless specifically specified herein or otherwise agreed to by the State, the required insurance shall be in effect prior to the corrunencement of work by the Contractor and shall continue in force as appropriate until the latter of: 1. Final acceptance by the State of the completion of this Contract; or 2. Such time as the insurance is no longer required by the State under the tenns of this Contract. Any insurance or self-insurance available to the State shall be excess of and non-contributing with any insurance required from Contractor. Contractor's insurance policies shall apply on a primary basis. Until such time as the insurance is no longer required by the State, Contractor will endeavor to provide the State with renewal or replacement evidence of insurance within ten (l0) days of the expiration or replacement of the required insurance. If at any time during the period when insurance is required by the Contract, an insurer or surety shall fail to comply with the requirements of this Contract, as soon as Contractor has lmowledge of any such failure, Contractor shall inunediately notify the State and inunediately replace such insurance or bond with an insurer meeting the requirements. Workers' Compensation and Employer'S LiabUitv Ins;"rance 1) Contractor shall provide proof of worker's compensation insurance as required of Nevada Revised Statutes Chapters 616A through 616D inclusive. 2) Employer's Liability insurance with a minimum limit of $500,000 each employee per accident for bodily injury by accident or disease, If this contract is for temporary or leased employees, an Alternate Employer endorsement must be attached to the Contractor's workers' compensation insurance policy. 3) If the Contractor qualifies as a sole proprietor as defined in NRS Chapter 616A.31O, and has elected to not purchase industrial insurance for himselflherself. the sole proprietor must submit to the contracting State agency a fully executed "Affidavit of Rejection of Coverage UnderNRS 616B627 and NRS 617.210" form. Commercial General Liability Insurance 1) Minimum Limits required: $2,000,000.00 General Aggregate $1,000,000.00 Products & Completed Operations Aggregate $ Personal and Advertising Injury $1.000,000.00 Each Occurrence 2) Coverage shall be on an occurrence basis and shall be at least as broad as ISO 1996 form CG 00 01 (or a substitute form providing equivalent coverage); and shall cover liability arising from premises, operations, independent contractors, completed operations, personal injwy, products, civil lawsuits, Title VII actions and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). Busine.u Automobile Liabilitv Insurance 1) Minimum Limit required: $Waived Each Occurrence for bodily injury and property damage. 2) Coverage shall be for "any auto" (including owned, non-owned and hired vehicles). The policy shall be written on ISO form CA 00 01 or a substitute providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Professional Liabilitv Insurance 1) Minimum Limit required: $ Waived Each Claim 2) Retroactive date: Prior to commencement of the performance of the contract 3) Discovery period: Three (3) years after termination date of contract. 4) A certified copy of this policy may be required. lJinbrella or Excess Liability Insurance 1) May be used to achieve the above minimum liability limits. 2) Shall be endorsed to state it is "As Broad as Primary Policy" Commercial Crime Insurance Minimum Limit required: $ Waived Per Loss for Employee Dishonesty This insurance shall be underwritten on a blanket form amending the definition of "employee" to include all employees of the Vendor regardless of position or category. Approved 05/08102 Revised 08103 Page 5 oj9 , Contract No.: DMS~10/11-008B ~ Exhibit 6 Performance Security AmOWlt required: $Waived 1) Security may be in the fonn of surety bond, Certificate of Deposit or Treasury Note payable to the State of Nevada, only. 2) The security shall be deposited with the contracting State agency no later than ten (l0) working days following award of the Contract to Contractor. 3) Upon successful Contract completion, the security and all interest earned, if any, shall be returned to the Contractor. General Requirements: a. Additional Insured: By endorsement to the general liability insurance policy evidenced by Contractor, The State of Nevada, Department 0/ Administration, its officers, employees and immune contractors as defined in NRS41.0307 shall be additional insured for all liability arising from the Contract via Sprint's blanket endorsement viewable at http://www.sprint.com/MoiNextel. b. Waiver of Subrogation: Each liability insurance policy shall provide for a waiver of subrogation as to additional insured. c. Cross-Liabilitv: All required liability policies shall provide cross-liability coverage as would be achieve under the standard [SO separation of insured clause. d. Deductibles and Self-Insured Retentions: Insurance maintained by Contractor shall apply on a first dollar basis without application of a deducttble or self-insured retention unless otherwise specifically agreed to by the State. Such approval shall not relieve Contractor from the obligation to pay any deductible or self-insured retention. Any deductible or self- insured retention shall not exceed $5,000 per occurrence, unless otherwise approved by the Risk Management Division. e. Policy Cancellation: Except for ten days notice for non-payment of premium, each insurance policy shall be endorsed to state that; without thirty (30) days prior written notice to the State of Nevada, clo Contracting Agency, the policy shall not be canceled, or non-renewed, and will endeavor to provide that notices required by this paragraph shall be sent by mail to the address shown above. f. Approved Insurer: Each insurance policy shall be: 1) Issued by insurance companies authorized to do business in the State of Nevada or eligible surplus lines insurers acceptable to the State and having agents in Nevada upon whom service of process may be made, and 2) Currently rated by A.M. Best as "A-VII" or better. Evidence of Insurance: Prior to the start of any Work, Contractor must provide the following documents to the contracting State agency: 1) Certificate of Insurance: The Acord 25 Certificate of Insurance form or a form substantially similar must be submitted to the State to evidence the insurance policies and coverage required of Contractor. 2) Additional Insured Endorsement: An Additional Insured Endorsement (CG20 10 or C20 26) , signed by an authorized insurance company representative, must be submitted to the State to evidence the endorsement of the State as an additional (~sured per General Requirements. Subsection a above. iitf) Schedule of Underlying Insurance Policies: If Umbrella or Excess policy is evidenced to comply with minimwn limits, a copy of the Underlying Schedule from the Umbrella or Excess insurance policy may be required. Review and Approval: Documents specified above must be submitted for review and approval by the State prior to the commencement of work by Contractor. Neither approval by the State nor failure to disapprove the insurance furnished by Contractor shaH relieve Contractor of Contractor's full responsibility to provide the insurance required by this Contract Compliance with the insurance requirements of this Contract shall not limit the liability of Contractor or its sub- contractors, employees or agents to the State or others, and shall be in addition to and not in lieu of any other remedy available to the State under this Contract or otherwise. The State reserves the right to request and review a copy of any required insurance policy or endorsement to assure compliance with these requirements. Mail all required insurance documents to the Contracting Agency identified on page one of the contract. 17. COMPLIANCE WITH LEGAL OBLIGATIONS. Contractor shall procure and maintain for the duration of this Contract any state, county, city or federal license, authorization, waiver, permit, qualification or certification required by statute, ordinance, law, or regulation to be held by Contractor to provide the goods or services required by this Contract. Contractor will be responsible to pay all taxes, assessments, fees, premiums, permits, and licenses required by law and per Section 6 of this Appro~ed 05108102 RfNued 08/03 Poge 60/9 Contract No.: DMS-10/11-00SB -Exhibit 6 Agreement. ReaL property and personaL property taxes are the responsibility of Contractor in accordance with NRS 361.157 and 361.159. Contractor agrees to be responsible for payment of any such government obligations not paid by its subcontractors during performance of this Contract. The State may set·off against consideration due any delinquent government obligation in accordance with NRS 353C.190. 18. WAIVER OF BREACH. Failure to declare a breach or the actual waiver of any particular breach of the Contract or its material or nonmaterial terms by either party shall not operate as a waiver by such party of any of its rights or remedies as to any other breach. 19. SEVERABILITY. If any provision contained in this Contract is held to be unenforceabLe by a court of law or equity, this Contract shall be construed as if such provision did not exist and the nonenforeeability of such provision shall not be held to render any other provision or provisions of this Contract Wlenforceable. 20. ASSIGNMENTIDELEGATION. To the extent that any assigrunent of any right under this Contract changes the duty of either party, increases the burden or risk involved, impairs the chances of obtaining the perfoI1Ilance of this Contract, attempts to operate as a novation, or includes a waiver or abrogation of any defense to payment by State, such offending portion of the assigrunent shall be void, and shall be a breach of this Contract. Neither party may assign this contract or any rights hereunder, without the prior written consent of the other party, which consent shall not be unreasonably withheld, except that Sprint may assign this contract to any parent, subsidiary or affiliate of Sprint or to any purchaser of all or substantially aU its assets upon written notification to Customer. 21. STATE OWNERSHIP OF PROPRIETARY INFORMATION. Any reports, histories, studies, tests, manuals, instructions, photographs, negatives, blue prints, plans, maps, data, system designs, computer code (which is intended to be consideration under the Contract), or any other documents or drawings, prepared or in the course of preparation by Contractor (or its subcontractors) in performance of its obligations under this Contract shall be the exclusive property of the State and all such materialsthall be delivered into State possession by Contractor upon completion, termination, or cancellation of this Contract. Contractor shall not use, wiLlingly allow, or cause to have such materials used for any purpose other than performance of Contractor's obligations under this Contract without the prior written consent of the State. Notwithstanding the foregoing, the State shall have no proprietary interest in any materials licensed for use by the State thst are subject to paten~ trademark or copyright protection. The Customer shaII retain ownership rights on any documents prepared specifically for the State thst includes customer's proprielaIy information, which will include, but not limited to invoicing, records, etc. All other intellectual property rights in the Products and Services remain in and/or are assigned to Sprint. In no event shall Sprint be precluded from developing for itself, or for others, products, services, or materials that are competitive with, or similar to, the Products and Services provided under this Agreement. In addition, Sprint shall be free to use its general knowledge, skills, and experience, and any ideas, concepts, know-how. and techniques within the scope of its business practices that are used in the course of providing the Products and Services to the Customer. 22. PUBLIC RECORDS. Pursuant to NRS 239.010, information or documents received from Contractor may be open to public inspection and copying. The State will have the duty to disclose unless a particular record is mede confidential by law or a common law balancing of interests. Contractor may label specific parts of an individual document as a "trade secret" or "confidential" in accordance with NRS 333.333, provided that Contractor thereby agrees to indemnify and defend the State for honoring such a designation. The failure to so label any document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any release of the records. 23. CONFIDENTIALITY. Contractor shall keep confidential all information, in whatever form, produced, prepared, observed or received by Contractor to the extent that such information is confidential by law or otherwise required by this Contract. 24. FEDERAL FUNDING. In the event federal funds are used for payment of all or part of this Contract: a. Contractor certifies, by signing this Contrac~ 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. This certification is mede pursuant to the regulations implementing Executive Order 12549, Debarment and Suspension, 28 C.F.R. pt. 67, § 67.510, as published as pt. VII of the May 26, 1988, Federal Register (pp. 19160-19211), and any relevant program-specific regulations. This provision shall be required of every subcontractor receiving any payment in whole or in part from federal funds. b. Contractor and its subcontractors shall comply with all terms, conditions, and requirements of the Americans with Disabilities Act of 1990 (p.L. 101-136),42 U.S.C. 12101, as amended, and regulations adopted thereunder contained in 28 C.F.R. 26.101-36.999, inclusive, and any relevant program-specific regulations. c. Contractor and its subcontractors shall comply with the requirements of the Civil Rights Act of 1964, as amended, the Rehabilitation Act of 1973, P.L. 93-112, as amended, and any reLevant program-specific regulations, and shall not discriminate against any employee or offeror for employment because ofrace, national origin, creed, color, sex, religion, age, disability or handicap condition (including AIDS and AIDS-related conditions.) Approved 05108102 Revised 08/03 Puge'10/9 • Contract No.: DMS-10/11-00B8 -Exhibit 6 25. LOBBYING The parties agree, whether expressly prohibited by federal, State or local law, or otherwise, that no funding associated with this contract will be used for any purpose associated with or related to lobbying or influencing or attempting to lobby or influence for any purpose the following: a. Any federal, state, county or local agency, legislature, commission, counselor board; b. Any federal, state, county or local legislator, commission member, counsel member, board member, or other elected official; or c. Any officer or employee of any federal, state, county or local agency; legislature, commission, counselor board 26. WARRANTIES. Sprint does not manufacture Products and, except as provided in the Agreement, is not responsible for any defects in the Products or for the acts or omissions of the original equipment manufacturer. Except as, and then only to the extent, expressly provided in this agreement products and services are provided "as is." Sprint disclaims all express or implied warranties and in particular disclaims all warranties of merchantability, fitness for a particular purpose, and warranties related to equipment, material, services, or software. 27. PROPER AUTHORITY. The parties hereto represent and warrant that the person executing this Contract on behalf of each party has full power and authority to enter into this Contract. Contractor acknowledges that as required by statute or regulation this Contract is effective only after approval by the State Board of Examiners and only for the period of time specified in the Contract. Any services perfonned by Contractor before this Contract is effective or after it ceases to be effective are perfonned at the sole risk of Contractor. 28. GOVERNING LAW: JURISDICTION. This Contract and the rights and obligations of the parties hereto shall be governed by, and constrned according to, the laws of the Slate of Nevada, without giving effect to any principle of conflict-of-law that would require the application of the law of any other jurisdiction. The parties consent to the jurisdiction of the First Judicial District Court, Carson City, Nevada for euforeement of this Contract. 29. ENTIRE CONTRACT AND MODIFICATION. This Contract and its integrated attachment(s) constitute the entire agreement of the parties and such are intended as a complete and exclusive statement of the promises, representations, nego-- tiations, discussions, and other agreements that may have been made in connection with the subject malter hereof. Unless an integrated attachment to this Contract specifically displays a mutual intent to amend a particular part of this Contract, general conflicts in language between any such attachment and this Contract shall be construed consistent with the tenos of this Contract. Unless otherwise expressly authorized by the terms of this Contract, no modification or amendment to this Contract shall be binding upon the parties unless the same is in writing and signed by the respective parties hereto and approved by the Office of the Attorney General and the State Board of Examiners . Appro\led 05/08/02 Revised 08/03 Page 8 oj9 • Contract No.: DMS-10/11-0088 -Exhibit 6 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be signed and intend to be legally bound thereby. Approved as to form by: Deputy Attorney General for Attorney General Approved 05108102 Revised 08103 Dato Date Administrator Purchasing Division Title APPROVED BY BOARD OF EXAMINERS on __ ~~_~~lq~,O~y~~ ____________ ___ (Date) Poge 9 oj9 Contract No.: DMS-10/11-00B8 -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTION ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 12-00115 Amendment No.1 TIllS AMENDMENT (number 1) ("Amendment") is made and entered into by and between the State of Florida, Department of Management Services ("Department" or "Customer") and Sprint Solutions, Inc., ("Sprint," "Sprint-Nextel," or "Contractor,"), for Alternate Contract Source 12-00115 originally effective May 10, 2005 ("Contract" or "Agreement"). Whereas, Contract No. 1523 for the Western States Contracting Alliance ("WSCA") is a replacement to Master Price Agreement 12-00115 for Nextel services, and Whereas, Nextel's parent company has merged with Sprint Corporation, forming Sprint Nextel Corporation, and Sprint Solutions, Inc., a corporate affiliate under common control with Nextel, offers both Sprint and Nextel services C'Services") through its affiliates including Nextel. The Department and Sprint Solutions, Inc. hereby agree to amend the Agreement as follows: 1. In Section 1 of the Agreement, the term "Master Price Agreement" is redefined to refer to Contract No. 1523. 2. Under Section 2 of the Agreement, the Parties are permitted to continue usage of the Services under the Master Price Agreement (as defined in Section 1 of this Amendment). 3. This Amendment is an integral part of and modifies the Agreement. The terms used herein which are defined or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the provisions of the Amendment shall control. 4. The terms and conditions of the Agreement, including attachments thereto not addressed by this . Amendment, and except as amended previously or amended herein, shall remain in full force and effect. 5. This Amendment shall be effective when executed by both parties. IN WITNESS WHEREOF, and intending to be bound hereby, the parties affix their signature to this Amendment. Signature: L Date: CJ I2I> I b]- By: H. Leon Frazi r -Senior Vice Preside ' , Sprint Solutions, Inc. Approved as to form and legality by the Department of Management Services: Signature: ~ • ..,L. A......... Date: ~ I '2...ll 01 By: Spencer Krae r State ofFlorida,~e~artment 0 nagement Services Signature: / JICt I\Q Date: / d 12/0 7 By: C-harles Co ,ingtes, State P""eha~or State of Florida, Department of Management Services, Division of State Purchasing ~\".."-f'\e. Q'~,,,,,,,, 'DI!.Pv.-h-l 5e.()re.~'1 Sprint -Approved as to Legal Fonn SKM -20 Sept 2007 ACS No. 12-00115 Page I of I Contract No.: DMS-l0/ll'()08B -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICA nON SERVICES AND EQUIPMENT Under authority of MASTER PRICE AGREEMENT 12-00115 I. Scope: The State of Florida, Department of Management Services (the "Department") is authorized by S. 287.042(16), Florida Statutes, to evaluate contracts and, when determined in writing to be cost-effective and in the best interests of the State, to enter into an agreement authorizing all Eligible Users (as that phrase is defined in Rule 60A- 1.005, Fla. Admin. Code) to make purchases from such contracts. The Department hereby grants all Eligible Users permission to make purchases under Nextel-WSCA Master Price Agreement 12-00115, as amended (the "Master Price Agreement"), subject to the terms contained in this Participating Addendum (the "Participating Addendum"). 2. Changes: a. This Participating Addendum shall become effective on the last date signed below and shall have a term of five (5) years unless terminated earlier pursuant to Florida law or the Master Price Agreement (but subject to the provisions of paragraph 2.b. below). Although the parties acknowledge that the term of the Master Price Agreement is cWTently set to expire in June of 2006, the expectation is that this Master Price Agreement is likely to be extended, rellewed andlor replaced with a follow-on Master Price Agreement. Therefore, as is within the control of the parties, the parties agree that the term of this Participating Addendum will continue for its stated term above, whether as part of an extension of the current Master Price Agreement or as a Participating Addendum of a follow-on Master Price Agreement and the parties agree to take all reasonable necessary actions to implement the intent of this continuation. The Department reserves the right to terminate this Participating Addendum for failure to comply with the provisions of this Participating Addendum, including but not linlited to the transaction fee provisions of paragraph 2,d. and the provisions of 287.058(1)(a) through (I), F.S. as required by paragraph 2.e. b. Notwithstanding any other language contained herein or in the Master Price Agreement to the contrary, the Department may not terminate this Participating Addendum for convenience as such right is granted under the Master Price Agreement unless the Department exercises its right to terminate the State Term Contract bid under !TN No.: 10-725-000-W for Wireless Voice Services. c. In order to procure products or services hereunder, buyers shall issue purchase orders referencing this Participating Addendum. Buyers are responsible for reviewing the terms and conditions of this Participating Addendum and the Master Price Agreement referenced above. Neither the Department nor the Western States Contracting Alliance is a party to any purchase order issued hereunder. Contract No.: OMS-10/11-008B -Exhibit 6 d. In order to complete any transaction between an Eligible User buyer and the Contractor, the Contractor must be registered in MyFloridaMarketPlace. Rule 60A-I.031, Florida Administrative Code is hereby incorporated by reference. All transactions made pursuant to this Participating Addendnm are subject to a transaction fee of 1.0% pursuant to Rule GOA-1.031 which is in addition to any fee payable to WSCA under the Master Price Agreement. e. The provisions of section 2&7.058(l)(a)-(f), F.S. are hereby incorporated by reference to the extent applicable to the types of products and services provided by Contractor. f. The following statement is required pursuant to section 287.0582, F.S.: "The State of Florida's performance and obligation to pay under this Participating Addendum is contingent upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred by it in administering this Participating Addendum are fi.Jlly funded by the transaction fee provided for under paragraph 2.d. above. The Contractor shall comply with sections 11.062, F.S. and 216.347, F.S., prohibiting the use of funds to lobby the Legislature, Judiciary, or State agencies. g. The Contractor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal, State, and local agencies having jurisdiction and anthority. By way of non-exhaustive example, the Contractor shall comply with the Inunigration and Naturalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. h. interest penalties for late payment are available subject to the provisions of section 215.422, F.S. An ombudsman, whose duties include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment from a state agency, may be contacted by calling the State Comptroller's Hotline at 1-800-848-3792. i. The exclusive venue of any legal or equitable action that arises out of or relates to this Participating Addendum shall be the appropriate slate court ill Leon County, Florida; in any such action Florida law shall apply and the Contractor waives any right to a jury trial that it may have. j. If an additional ordinance, rule, or other local governmental authority requires additional contract language before an Eligible User can make a purchase from the Master Price Agreement referenced above, in lieu of this Participating Addendum the Eligible User is responsible for signing a separate Participating Addendum with the Contractor. 3. Primary Contract: The primary contact individual for the State of Florida for this Participating Addendum is as follows: Stu Potlock 2 Contract Analyst State Purchasing 4050 Esplanade Way Tallahassee, FL 32399-0950 Fax: (850) 414-6122, Phone: (850) 488-1086 Email: PotlocS@dms.state.fl.us Contract No.: DMS-1D/11-OD8B -Exhibit 6 The primary contact individual for the Contractor for this Participating Addendum is as follows: Rexford Gile Senior Contracts Manager, Strategic Business Development 2001 Edmund Halley Drive, 2nd floor Reston, VA 20191 Phone: (703) 433-4827, Fax: (703) 433-4996 Email: rexford.gile@nextel.com 4. Price Agreement Number: All purchase orders issued by purchasing entities within the State of Florida shall include the following Master Price Agreement number: 12-00115. Unless otherwise provided by Florida law, statute, rule or this Participating Addendum, the Department will not implement any additional restrictions on any Eligible User to purchase off of this Participating Addendum_ 5. Access to this Participating AddendlUll: The Department agrees that it shall make this Participating Addendum available to all Eligible Users as a state-wide contracting vehicle option to be used at the discretion of all Eligible Users, including, without limitation, placement on the MyF1oridaMarketP1ace website, accessible to all Eligible Users_ 6. Miscellaneous: a. The Parties hereto recognize that Nextel is not the awardee for Florida State Term Contract Number 725-330-05-1 for Wireless Voice Services. However, the Parties recognize that the instant Participating Addendum constitutes an approved alternate contract source that Eligible Users may utilize to procure wireless and related products and services provided under the Master Price Agreement. b. This Participating Addendum and the Master 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 Participating Addendum and the Master Price Agreement, together with its exhibits, shall not be added to or incorporated into this Participating Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such temlS and conditions are hereby rejected. The tenns and conditions of this Participating Addendum and the Price Agreement and its exhibits shall prevail and 3 Contract No.: DMS-10/11'()08B -Exhibit 6 govern in tbe case of any sucb inconsistent or additional !elms. In addition, tbe ternlS of tbis Pm1icipating Addendum shall prevail and govern in tbe case of any tenns tbat are inconsistent witb, or contrary to tbe tenns oftbe Master Price Agreement. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both pmties below. Date: ____ bf~~~~~-------- Approved as to Form and Legality, Office of the General Counsel: 'j )(:;"/05 . , Nextel Sontb Corp. ("Contractor") By: ft~0 Nmne: Ii. LI:DtJ Flf'JtZJI£1( Title: V, P. p", /'1. c Sec.-tov- Date: l-/ -1/· 0 5 4 Contract No.: DMS-10/11-00B8 -Exhibit 6 Jim Gibbons Governor STATE OF NEVADA DEPARTMENT OF ADMINISTRATION PURCHASING DMSION 515E. Musser Street, Suite 300 Carson City, Nevada 89701-4299 Phone (775) 684-0170 • Fax (775) 684-0188 Please visit our website at http;//purchasing.state.nv.us November 19, 2009 RE: WSCA Wireless Contract Extensions To whom it may concern, Andrew K. Clinger Director Greg Smith Purchasing Administrator Please be advised that the State of Nevada, Purchasing Division, on behalf of the Western States Contracting Alliance (WSCA), intends to amend the WSCA Wireless Contracts for an additional one-year term. Upon execution of the amendment to extend, the new expiration date of these contracts will be October 31, 2011. Please feel free to contact me with any questions or concerns regarding this announcement. Sincerely, ~-~W- Teri Smith, Purchasing Officer State of Nevada, Purchasing Division WSCA Wireless Contract Administrator WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQIDPMENT Under authority of MASTER PRICE AGREEMENT 12-00115 1. Scope: The State of Florida, Department of Management Services (the "Department") is authorized by S . 287.042(16), Florida Statutes, to evaluate contracts and, when determined in writing to be cost-effective and in the best interests of the State. to enter into an agreement authorizing aU Eligible Users (as that phrase is defined in Rule 60A- 1.005, Fla . Admin. Code) to make purchases from such contracts. The Department hereby grants ali Eligible Users permission to make purchases under Nextel-WSCA Master Price Agreement 12-00115, as amended (the "Master Price Agreement"), subject to the terms contained in this Participating Addendum (the "Participating Addendum"). 2. Changes: a. Tlus Participating AddendlJm shall become effective on tHe last date signed below and shall have a term of five (5) years unless terntinated earlier pursuant to Florida law or the Master Price Agreement (but subject to the provisions of paragraph 2.b. below). Although the parties acknowledge that the term 0 r the Master Price Agreement is currently set to expire in June of 2006, the expectation is that this Master Price Agreement is likely to be extended, renewed and/or replaced with a follow -on Master Price Agreement. Therefore, as is within the control of the parties, the parties agree that the term of this Participating Addendum will continue for its stated term above, whether as part of an extension of the current Master Price Agreement or as a Participating Addendum of a follow-on Master Price Agreement and the parties agree to take all reasonable necessary actions to implement the intent of tltis continuation. The Department reserves the right to terminate this Participating Addendum for failure to comply with the provisions of this Participating Addendum, including but not limited to the transaction ree provisions of paragraph 2.d. and the provisions of 287.058(1)(a) through (0, F.S. as required by paragraph 2.e. b. Notwithstanding any other language contained herein or in the Master Price Agreement to the contrary, the Department may not terminate this Participating Addendum for convenience as such right is granted under the Master Price Agreement unless the Department exercises its right to terminate the State Temt Contract bid under ITN No .: IO-725-000-W for Wireless Voic e Services. c. In order to procure products or services hereunder, buyers shall issue purchase orders referencing thi s Participating Addendum. Buyers are responsible for reviewing the terms and conditions of this Participating Addendum and the Master Price Agreement referenced above. Neither the Department nor the We stern States Contracting Alliance is a party to any pmchase order issued hereunder. Contract No.: OMS-10/11·00BB -Exhibit 6 d. In order to complete any transaction between an Eligible User buyer and the Contractor, the Contractor must be registered in MyFloridaMarketPlace. Rule 60A-l.03J, Florida Administrative Code is hereby incorporated by reference. All transactions made pursuant to this Participating Addendum are subject to a transaction fee of 1.0% pursuant to Rule 60A-l.031 which is in addition to any fee payable to WSCA under the Master Price Agreement. e. The provisions of section 2&7.058(1)(a)-(I), F.S. are hereby incorporated by reference to the extent applicable to the types of products and services provided by Contractor. f. The following statement is required pursuant to section 287.0582, F.S.: "The State of Florida's performance and obligation to pay under this Participating Addendum is contingent upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred by it in administering this Participating Addendum are fully funded by the transaction fee provided for under paragraph 2.d. above. The Contractor shall comply with sections 11.062, F.S. and 216.347, F.S., prohibiting the use of funds to lobby the Legislature, Judiciary, or State agencies. g. The Contractor shall comply with all laws; rules, codes, ordinances, and licensing req uirements that are applicable to the conduct of its business, including tbose of Federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, the Contractor shall comply' with the hnmigratioll and Naturalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. h. Interest penalties for late payment are available subject to the provisions of section 215.422, F.S. An ombudsman, whose duties include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment from a state agency, may be contacted by calling the State Comptroller's Hotline at 1-800-848-3792. i. The exclusive venue of any legal or equitable action that arises out of or relates to this Participating Addendum shall be the appropriate state court in Leon County, Florida; in any such action Florida law shall apply and the Contractor waives any right to a jury trial that it may have. j. If an additional ordinance, rule, or other local governmental authority requires additional contract language before an Eligible User can make a purchase from the Master Price Agreement referenced above, in lieu of this Participating Addendum the Eligible User is responsible for signing a separate Participating Addendum with the Contractor. 3. Primary Contract: The primary contact individual for the State of Florida for this Participating Addendum is as follows: Stu Potlock 2 • l.. Contract Analyst State Purchasing 4050 Esplanade Way Tallahassee, FL 32399-0950 Fax: (850) 414-6122, Phone: (850) 488 -1086 Email: PotlocS@dms.state.f1.us Contract No.: OMS-l0/ll-00BS -Exhibit 6 The primary contact individual for the Contractor for this Participating Addendum is as follows: Rexford Gile Senior Contract s Manager, Strategic Business Development 2001 Edmund Halley Drive, 2nd floor Reston, VA20191 Phone: (703) 433-4827, Fax: (703) 433 -4996 Email : rexford.gile@nextel.com 4. Price Agreement Number: All purchase orders issu ed by purch asi ng entities within th e State of Florida shall include the following Ma ster Price Agreement number : 12-00115. Unless otherwise provided by Florida law, statute, ml e or this Participating Addendum, th e Department will not implement any additional reshiction s· on any Eligible User \0 ' . purchase off ofthis Participating Addendum.· . 5 . Access to this Participating Addendum : The D epartment agrees that it shall make this Participating Addendum available to all Eligible Users as a state-wide contracting vehicl e op tion to be used at the di scretion of all Eligible Users, including, without limitation, . pl ace ment on the MyFloridaMarkelPlace websit e, accessible to all Eligible Users. 6. Miscellaneous: a . The Parties hereto recogni z e that Nex tel is not the awardee for Florida State Tenn Contract Number 725-330-05-1 for Wireless Voice Services. However, the Parties recognize that the instant Participating Addendum constitutes an approved alternate contract source that Eligible Users may utilize to P,!,?cure wireless and related products and services provided under th e Mas ter Price Agreement. b. This Participating Addendum and the Master Price Agreement together with its exhibits, set forth the entire agreem en t betw ee n the parties with respect to the subject matter of all previou s communications, representations or agreements , whether oral or written, with respect to the subject matter hereof. T erms and conditions inconsistent with, contrary or in addition to the tenll s and conditions of this Participating Addendum and th e Master Price Agreement, toge ther with its eXhibits , shall not b e added to or incorporated into this Parti c ipating Addendum or the Master Price Agreement and its exhibit s, by any subsequent purchase order or otherwise, and any snch att empts to a dd or incorporate such tenns and conditions are hereby rej ec ted. The tenns and conditions of this Participating Addendum and U,e Plice Agreement and its exhibits s hall pre vail and 3 , ., Contract No.: OMS-I 011 I-OOBB -Exhibit 6 govem in the case of any sucb inconsistent or additional telms. In addition, tbe temlS of this Pat1icipating Addendum shall prevail and govern in the case of any tenns that are inconsistent with, or contrary to the tenns of the Master Price Agreement. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Date: -~W,-+IL''''''~c---- Approved as to Form and Legality, Office of tIle General Counsel: . ,.~ // r--..... c:;.'b 9-~') '111"'"/05 , , Nextel South Corp. ("Contractor") BY:/~~ Name: /I. ,L.IFDP-.J Etf'!tZJI::1( Title: 1/, P. Pukl. c S€.c . ..ToV" Date: 1-/-1/-05 4 04-07-10;10:28AM: # 1/ 1 Contract No.: DMS·10/11.()08B· Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1523 . AMENDMENT NO.2' THIS AMENDM'ENT ("Amendment") is entered into between the State of Florida, Department of Management Services ("Department" or "Customer') and sprint Solutions, Inc. ("Spr!nt", "Sprlnt/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effective May 10, 2005 ("Contract" or "Agreement"). The Department and Sprint Solutions. Inc. hereby agree to amend the Participating Addendum as follows: . 1. Amendment No.1 executed by the Parties on October 2,2007, Contract No. 1523 for the Western States Contracting Alliance ('WSCA") replaced Master Price Agreement No. 12· 00115 fo~ Sprint/Nextel Services. 2. The original Alternate Contract Source used by the State of Florida for Sprint/Nextel Services pursuant to WSCA Contract No. 1523 expires on April 11, 201.0. 3. The Participating Addendum is renewed for a period of twelve (12) months, beginning April 12, 2010 and ending April 11, 2011. . 4. This Amendment Is an integral part of and modifies the Participating Addendum. The terms used herein which are defined or specified in the partldpatlngAddendum shall have the meanings set forth in the Participating Addendum. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Partlclpatlng Addendum, the provisions of this Amendment shall control. 5. All terms and conditions in the Participating Addendum and its attachments not addressed by this Amendment or previously amended remain in full force and effect. (\6. This Amendment shall be effective upon full execution by both Parties. SPRI~T ~OLUTIO By: \Date:._~-:"-.I,\ \....:..,.\""1_0 ____ _ eneral Business & Public Sector Sp~nl-Appro"'d as to Legal Form HRF 7 Apr 2010 Approved as to form and legality by the Office of the General Counsel, Department of Management :::VA{~A frv,~~ O~/07/2010 ·11;27AM (GMT-O~:OO) ----~--------- Contract No.: OMS-l0/ll-00SB -Exhibit 6 PAR~ICIPATING ADDENDUM WESTERN STATES CONTRAcnNG ALLIANCe WIR~LesS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1SZ3 AMENDMENT NO_ 3 THIS THIRD AMENDMENT ("Amendment") Is entered Into between the State of Florida, Department of Management Services ("Department" or _ "Custome!"') and Sprint Solutions, Inc. ("Sprint", "Sprint/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effective May 10, 200S ("Cont~t" or "Participating Addendum"). . The pepartment and Sprint Solutions. Inc. hereby aeree to amend the participating Addendum .s WI~M: . . " s 1. Amendment No.1 executed by the Parties on October 2, 2007/ Contract No. 1523 for the Western States Contracting Alliance (nWSCA") replaced Master Price Agreement No. 12-00115· For Sprint/Nextel Services. i. Amendment No.2 executed by theP.rtles on April 8, 2010 renewed the Contract for a period of twelve (12) months, beginnirig April 12, 2010 and ending Aprll.1l, 2011, . . 3. _ As articulated In the Contract, this Contract shall continue until the Department exercises its right to terminate the State Term. Contract bid under !TN No. 10-n5-000-W Wireless VoiCe Seivlces ("State Ter.m Contract"). - 4. The Participating Addendum is renewed for a period oftblrteen (13) months, beginning April 12, 2011 and ending May 10,2012. S. This Amendment Is an Integral part of and modifies tbe Participating 'Addendum: The terms used herein which are deflne~ or specified. In the Participating Addendum shall have the· meanings set forth In the Participating Addendum. ·lfthere are any inconsistencies between the provisions of this Amendment and the provisions of the Participating Addendum, the provisions of this Amendment shall control. 6. All terms and conditions In the Participating Addendum and Its attachments nofaddressed by_ this Amendment or previously amended remain In full force and effect. This Arne ment shall be.effective upon full exec~tlolT by both Parties .. By:·'"*'~""-4F-¥¥~'-----Date:._..:.R'.....!.J_,;).---!./...:..,_o __ ntle:Sr Vice Preslden General Busine~ & ubllc Sector Approved by PubliC Sector Legol ttrf~ IW~7U: Date:--,' Y""'l-h::.3+4.:::2.""O '''''0'--''---_......,...-_ Approved as to form and legality by the Office of the General COunsel, Department of Management :~ijL ,." 7M;. I : 04-07-10;10:2BAM: # 1/ 1 Contract No.: DMS-10/11.()08B -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1523 , AMENDMENT NO.2' THIS AMENDM'ENT ("Amendment") is entered Into between the State of Florida, Department of Management Services ("Department" or "Custome"') and sprint Solutions, Inc. ("Sprint", "Sprint/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effective May 10, 2005 ("Contract" or "Agreement"). The Department and Sprint Solutions. Inc. hereby agree to amend the Participating Addendum as follows: . 1. Amendment No.1 executed by the Parties on October 2,2007, Contract No. 1523 for the Western States Contracting Alliance ("WSCA") replaced Master Price Agreement No. 12· 00115 fo~Sprlnt/Nextel Services. 2. The original Alternate Contract Source used by the State of Florida for Sprint/Nextel Services pursuant to WSCA Contract No. 1523 expires on April 11, 2010. 3. The Participating Addendum is renewed for a period oftwelve (12) months, beginning April 12, 2010 and ending April 11, 2011. . 4. This Amendment Is an Integral part of and modifies the Participating Addendum. Theterms used herein which are defined or specified In the PartldpatlngAddendum shall have the meanings set forth in the Participating Addendum. If there are any inconsistencies between the provisions of this Amendment and the provisions ofthe Participating Addendum, the provisions of this Amendment shall control. 5. All terms and conditions In the Participating Addendum and Its attachments not addressed by this Amendment or previously amended remain in full force and effect. (\6. This Amendment shall be effective upon full execution by both Parties. SPRI ~T ~OLUTIO , By: \ Date:_4-.}..\,J.-l..!....l\.!...I-=O ___ _ eneral Business & Public Sector Department of Management Services Sponl -Approvsd as to Legal FORn HRF 7 Apr 2010 ::cr;:J . ~~C:tJ 'Date:_~'__fcj'-.:..f-l-!~/'-()----­ TItle:J)rJ<:cA 0 r lUrcH Approved as to form and legality by the Office olthe General Counsel, Department of Management , servI~~' C+ By: ~A 7\;,~S Date:----=-i4/lC4?) I~I~D ---'---- O~/07/201011:27AM (GMT-O~:OO) erVlces Governor Charlie Crist Date: February 15, 2010 To: Charles W. Covington, Director From: Stu Potlock, Purchasing Analyst, Team 4 Contract No.: DM5.10111-008a-Exhibit 6 . UlVIslon o.t ~tate-Pf.lrchaslng 4050 Esplanade Way. Suite 360 Tallahassee, Florida 32399-0950 Tel: 850.488.8440 Fax: 850.414-6122 www.dms.MyFloridacom Secretary Linda H. South Subject: Contract Action Recommendation: Alternate Contract Source # 12-0015: Wireless Communication Services and Equipment The subject contract was executed April 12, 2005 pursuant to a settlement ,agreement also executed April 12, 2005 between Nextel South Corp. d/b/a Next Communications and the Department of· Management Services. The settlement occurred after a protest. of the award to Verizon Wireless pursuant to INT No.1 0-725-000W for wireless voice (cell phone) services' and eqUipment. The subject ACS contract was amended October 2, 2007 in order to continue services with Sprint under the Western States Contracting Alliance (WSCA) contract in accordance with the. settlement agreement, to reference the new WSCA contract number (1523) and to change the vendor name pursuant to the merger of Sprint and Nextel. Research results and next action -recommendation follows. Historical Volume Total reported sales since April 5, 2005 are $129,674,164.40. MFMP Billing and Collections System (BCS) report by Contractor*: FY 06-07 -Total spend -$ 30,807,377.00 FY 07-08 -Total spend -$ 24,202,958.40 FY 08-09 -Total spend -$ 17,996,684.00 *Only the BCS spend data includes purchases from other eligible users who do not utilize MFMP or FLAIR; therefore, the BCS data is the most accurate in determining the total spend amount for this contract. Current Vendor Information Detailed sales reports submitted from the manufacturers indicate that a majority of the contract sales are with eligible users within the State of Florida. (Appr~ximateIY 80%) We serve those who serve Florida. Contract No.: OMS-10/11-008B -Exhibit 6 Contracting Options-Renew. Re-bid. Expire: Renewal Option: The subject ACS is effectuated by the contract entitled, "PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT Under authority of MASTER PRICE AGREEMENT 12-00115" which has a term of five years. The agreement may be renewed per the information and recommendation below. Re-bid Option: The Department of Management Services, Division of Telecommunications (DivITel) is developing a Wireless Services solicitation that will include cell phone services and equipment,personal digital assistant devices (such as Blackberry©) and unified messaging services. State Purchasing has advised DivITel that it will continue to provide cell phone services under the current State Term Contract with Verizon Wireless and the subject ACS agreement with SprinUNextel until the DivITel Wireless Services solicitation is completed. The current state term contract with Verizon Wireless (#725-330-05-1) expires May 11, 2010. That contract may be renewed for up to five (the original term) years as provided in Florida Law. Expiration Option: Based upon high usage by eligible users of this contract, the settlement agreement of 2005 and paragraph 2.b. of the ACS contract, the option to allow this agreement to expire is not recommended. While paragraph 2.b. of the ACS agreement references termination for convenience, the intent of the agreement is for the Department to provide an ACS agreement as long as the state term contract awarded to Verizon Wireless under ITN No. 10-725-000W is in place. Next Action Recommendation State Purchasing has determined that it is both cost effective and' in the best interest of the State to renew this contract for one year in order to allow DivITel to complete its solicitation. The contract resulting from the DivITel solicitation will include cell phone services and equipment currently provided by the ACS with SprinUNextel and State Term Contract with Verizon Wireless. If the DivITel solicitation is not completed in a one year timeframe,' State Purchasing may exercise additional renewal periods for the ACS and state term contract referenced above. . Approved: Page 2 -------~ con~c;~~o.: DMS·10/11·008B· Exhibit 6 \... -~,. STATE OF FLORIDA DEPARTMENT OF MANAGEMENT SERVICES NEXTEL SOUTH CORP. d/b/a NEXTEL COMMUNICATIONS, a Georgia for-profit corporation, Petitioner, vs. STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES, Respondent. CASE NO. OGC-OS-04612 ITNNO.I0-72S-000-W -----------------------, SETI'LEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release is made and entered into this day of April, 2005, by and between Petitioner, Nextel South Corp. d/b/a Nextel Communications, a Georgia For Profit Corporation (''N extel"), and Respondent, State of Florida, Department of Management Services ("OMS"). Recitals A. Nextel challenged DMS' Notice ofIntent to Award its Contract for wireless voice services, for Basic Voice and Push to Talk services Option 1 only, issued pursuant to ITN No. 1O-725-000-W (the "ITN") to Verizon Wireless ("Verizon"). B. Nextel filed its Formal Protest and Petition for Formal Administrative Hearing with the Department on Monday, February 14, 2005. OMS entered its Order Dismissing FOimai Protest and Petition for Formal Administrative Hearing Without Prejudice on March 1, 200S, granting Nextel 20 days within which to file an amended petition. Nextel's Amended Petition TLH1\COMMUT\91762.1 1955010289 \ 1 C)· con8o.: DMS-10/11-00SB -Exhibit 6 for 'Formal Protest and Amended Petition for FOImal Administrative Hearing (the "Petition") was filed with DMS on March 17, 2005. C. Tlus Settlement Agreement and Mutual Release is in full settlement and discharge of all claims against DMS which were made in the aforesaid administrative Petition or which might have been made by reason of the actions of the DMS as set forth in the Petition, upon the terms and conditions set forth below. TERMSANDCONDrnONS 1. This Settlement Agreement and Mutual Release (the "Agreement") shall benefit and be a fully binding and complete settlement among Nextel and DMS, 2. BOtll parties agree this Agreement is a ~omplete compromise of matters involving disputed issues of law and fact. It is further understood and agreed to by the parties that this Agreement is not to be construed as an admission of liability on tlle part of the DMS, by whom liability is expressly denied. 3. The Parties simultaneously with the execution oftms Agreement have entered into a Participating Addendum to the Western States Contracting Alliance Wireless Communication Services and Equipment under the authority of Master Price Agreement 12- 00115. 4. All terms and conditions of the Participating Addendum ("P.A.")as set forth as Exhibit #1 to this Agreement are incorporated herein. 5. The State Term Contract for the provision of wireless services, Contract Number 725-000-03-01, dated December 20, 2002 (hereinafter the "Existing State Term Contract") between the parties will terminate upon the later of (i) thirty (30) days after the date of certification by DMS of the State Term Contract resulting from the ITN award to Verizon (i.e., TlH1IC0L4MUn91782.1 1s550f0289 2 conE~o.: DMS-10/11-00BB -Exhibit 6 availability on the MyFloridaMarketPlace.com website for Eligible Users (as that phrase is defined in rule 60A-1.005, Fla. Admin, Code), or (ii) the effective date ofDMS' written notification that all other existing state term contracts awarded to other Vendors as part of the same award to Nextel under the Existing State Term Contract are terminated. 6_ It is the understanding and intent of the parties that the termination of the Existing State Term Contract shall not affect or impact the viability of any Purchase Orders issued during the term ofthe Existing State Term Contract, and that those Purchase Orders will remain in full force and effect pursuant to their stated terms and conditions_ 7. The parties hereto agree that they will act reasonably and in a good faith in both implementing and giving full legal effect to this P.A. Specifically, representatives ofDMS·shail not knowingly suggest or infer that only one option exists for the State of Florida ' s Eligible Users to purchase wireless voice services or discourage Eligible User's from purchasing such services from the P_A. 8_ Upon execution of this Agreement, DMS shall release in full the bond submitted by Nextel in the amount of$I,844,365.00, without any reduction for costs or fees. 9. In consideration of the agreements of the parties stated herein, Nextel hereby completely releases and forever discharges DMS from any claims arising from Nextel's Petition or the ITN process, including, without limitation, any alleged violations of Florida law. Further, DMS hereby completely releases and forever discharges Nextel from any claims arising from DMS' defense of the Petition or the ITN process. 10. Nextel agrees that within five (5) days of execution ofthis Agreement that Nextel will file a Notice of Dismissal With Prejudice of its Petition. TLH1ICOMMLm91782.1 1955010289 3 ------------ conE~o.: DMS-10/11-008B -Exhibit 6 II. Nextel and DMS acknowledge and agree that no promise or agreement not herein expressed has been made to them and that this Agreement constitutes the entire agreement between the Parties hereto and that the tenns of this Agreement are contracted and not a mere recital, and that there is no agreement or compromise on the part ofDMS to do any act or thing not herein mentioned. 12. If either Nextel andlor DMS bas to tile an action in Circuit Court for enforcement of the tenns and conditions of this Settlement Agreement and Release, the prevailing party in such action shall be entitled to payment of their attorneys' fees and costs. Venue for any such action shall be in Leon County, Florida. 13. This Agreement shall be construed and interpreted in accordance with Florida law. 14. All parties agree to cooperate fully to execute any and all supplementary documents and to take all reasonable additional actions which may be necessary or appropriate to give full force and effect to the basic terms and intent of this Agreement. 15. Each party shall bear all attorneys fees and costs arising from the actions of its counsel in conm"~tion with this Agreement and aU related matters and documents referred to herein. 16. Each party acknowled~es that it is represented by competent counsel and fully understands the meaning and intent of this Agreement, and that it has good right and lawful authority to enter into and execute this Settlement Agreement and Mutual Release. TlH1ICOMMlIT\91782.1 1955010289 ------~ ~ ---~-~ -------- 4 C) con~~o.: DMS-10/11-008B -Exhibit 6 IN WITNESS WHEREOF, the Parties have executed this Settlement Agreement and Mutual Release as of this __ day of April, 2005. Date:'_--"~+K.::....1~'-_____ _ Approved as to Form and Legality, Office of the General Counsel 6~ <-/IIz-(oS- TlH1\COMMUT\91782.1 1955010289 Nextel South Corp. ("Contractor") :-.. ~ Title: 1/, P. p.,b 1.;:. .5ec:/c V- Date: 'i-;I-CIS 5 04-07-10;10:28AM: # 1/ 1 Contract No.: DMS·10/1HI08B· Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1523 , AMENDMENT NO.2' THIS AMENDM'ENT ("Amendment") is entered into between the State of Florida, Department of Management Services ("Department" or "Customer") and sprint Solutions, Inc. ("Sprint", "Sprint/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effective May 10, 2005 ("Contract" or "Agreement"). The Department and Sprint Solutions. Inc. hereby agree to amend the Participating Addendum as follows: . 1. Amendment No.1 executed by the Parties on October 2,2007, Contract No. 1523 for the Western States Contracting Alliance ("WSCAH) replaced Master Price Agreement No. 12- 00115 for. Sprint/Nextel Services. 2. The original Alternate Contract Source used by the State of Florida for Sprint/Nextel Services pursuant to WSCA Contract No. 1523 expires on April 11, 201.0. 3. The Participating Addendum is renewed for a period of twelve (12) months, beginning April 12,2010 and ending April 11, 2011. . ' 4. This Amendment Is an integral part of and modifies the Participating Addendum. The terms used herein which are defined or specified In the PartldpatlngAddendum shall have the meanings set forth in the Participating Addendum. If there are any inconsistencies between the prOVisions of this Amendment and the provisions ofthe Participating Addendum, the provisions of this Amendment shall control. 5. All terms and conditions in the Participating Addendum and Its attachments not addressed by this Amendment or previously amended remain in full force and effect. (\6. This Amendment shall be effective upon full execution by both Parties. SPRI~T 10LUTIO By: \ 'Date:_4-...l..\\~\:"'\.l,.:Ic..O-=--___ _ eneral Business & Public Sector Department of Management Services sprint-Approvad as to Legal Fonn HRF 7 Apr 2010 ~~~~ / Byart? tLJ . ~n-v..-c:f!:s . Date:_~+rf~f 1-.:.., II,---() __ ntle:14~cA. or !il£~cH ~j Approved as to form and legality by the Office of the General Counsel, Department of Management :::VA(~A ft,o~~ oate:------'..4-?-"'!fS-/-J!'=D ___ _ 04/07/2010 11;27AM (GMT-04:DD) Contract No.: OMS-tOltt-OOBB· Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTION ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQIDPMENT ALTERNATE CONTRACT SOURCE NO. 12-00115 Amendment No.1 TillS AMENDMENT (number 1) ("Amendment") is made and entered into by and between the State of Florida, Department of Management Services ("Department" or "Customer") and Sprint Solutions, Inc., ("Sprint," "Sprint-Nextel," or "Contractor,"), for Alternate Contract Source 12-00115 originally effective May 10, 2005 ("Contract" or "Agreement"). Whereas, Contract No. 1523 for the Western States Contracting Alliance (,'WSCA") is a replacement to Master Price Agreement 12-00115 for Nextel services, and Whereas, Nextel's parent company has merged with Sprint Corporation, forming Sprint Nextel Corporation, and Sprint Solutions, Inc., a corporate affiliate under common control with Nextel, offers both Sprint and Nextel services ("Services") through its affiliates including Nexte!. The Department and Sprint Solutions. Inc. hereby agree to amend the Agreement as follows: 1. In Section 1 of the Agreement, the term "Master Price Agreement" is redefined to refer to Contract No. 1523. 2. Under Section 2 of the Agreement, the Parties are permitted to continue usage of the Services under the Master Price Agreement (as defined in Section I ofthis Amendment). 3. This Amendment is an integral part of and modifies the Agreement. The terms used herein which are defmed or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the provisions of the Amendment shall contro!. 4. The terms and conditions of the Agreement, including attachments thereto not addressed by this' Amendment, and except as amended previously or amended herein, shall remain in full force and effect. 5. This Amendment shall be effective when executed by both parties. IN WITNESS WHEREOF, and intending to be bound hereby, the parties affix their signature to this Amendment. Signature: ~ Date: '1 !?JJ) b 1- By: H. Leon Fnizi r -Senior Vice Preside i I Sprint Solutions, Inc. Approved as to form and legality by the Department of Management Services: Signature: ~ £ ~L-~ Date: ~ { '2..\ l 61 By: Spencer Krae r State ofFlorida, e artrnent 0 agement Services Date: --,-lo_I--,Z l_fJ ,,--7 __ _ Signatu"r,e;';:~;:;;;::;;;;:~;j:::~:t!~:;:;:;;;:;:;;: __ By: Cowries Coywgt_or State of Florida, Department of Management Services, Division of State Purchasing ~r."-I"\e.. Q'~'"" 'D<.Pt.-<-h.l 6tu),-e.~'1 Sprinl-Approved as to Legal Fonn SKM -20 Sept 2007 ACS No. 12-00115 Page 1 of I Contract No.: DMS-10/11-00BB -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT Under authority of MASTER PRICE AGREEMENT 12-00115 I. Scope: The State of Florida, Department of Management Services (the "Department") is authorized by S. 287.042(16), Florida Statutes, to evaluate contracts and, when detelTIlined in writing to be cost-effective and in the best interests of the State. to enter into an agreement authorizing all Eligible Users (as that phrase is defined in Rule 60A- 1.005, Fla. Admin. Code) to make purchases from such contracts. The Department hereby grants all Eligible Users pennission to make purchases under Nextel-WSCA Master Price Agreement 12-00115, as amended (the "Master Price Agreement"), subject to the tenns contained in this Participating Addendum (the "Participating Addendum"). 2. Changes: a. nris Participating Addendum shall become effective on the last date signed below and shall have a term of five (5) years unless terminated earlier pursuant to Florida law or the Master Price Agreement (but subject to the provisions of paragraph 2.b. below). Although the parties acknowledge that the teon of the Master Price Agreement is currently set to expire in June of 2006, the expectation is that this Master Price Agreement is likely to be extended, renewed andlor replaced with a follow-on Master Price Agreement. Therefore, as is within the control of the parties, the parties agree that the term of this Participating Addendum will continue for its stated term above, whether as part of an extension of the current Master Price Agreement or as a Participating Addendum of a follow-on Master Price Agreement and the parties agree to take all reasonable necessary actions to implement the intent of this continuation. The Department reserves the right to terminate this Participating Addendum for failure to comply with the provisions of this Participating Addendum, including but not limited to the transaction fee provisions of paragraph 2.d. and the provisions of 287.058(1)(a) through (I), F.S. as required by paragraph 2.e. b. Notwithstanding any other language contained herein or in the Master Price Agreement to the contrary, the Department may not terminate this Participating Addendum for convenience as such right is granted under the Master Price Agreement unless the Department exercises its right to teoninate the State Term Contract bid under ITN No.: 1O-725-000-W for Wireless Voice Services. c. In order to procure products or services hereunder, buyers shall issue purchase orders referencing this Participating Addendum. Buyers are responsible for reviewing the terms and conditions of this Participating Addendum and the Master Price Agreement referenced above. Neither the Department nor the Western States Contracting Alliance is a party to any purchase order issued hereunder. Contract No.: DMS-10/11'()08B -Exhibit 6 d. In order to complete any transaction between an Eligible User buyer and the Contractor, the Contractor must be registered in MyFloridaMarketPlace. Rule 60A-I.031, Florida Administrative Code is hereby incorporated by reference. All transactions made pursuant to this Participating Addendum are subject to a transaction fee of 1.0% pursuant to Rule 60A-l.031 which is in addition to any fee payable to WSCA under the Master Price Agreement. e. The provisions of section 287.058(1)(a)-(f), F.S. are hereby incorporated by reference to the extent applicable to the types of products and services provided by Contractor. f. The following statement is required pursuant to section 287.0582, F.S.: "The State of Florida's performance and obligation to pay under this Participating Addendum is contingent upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred by it in administering this Participating Addendwn are fully funded by the transaction fee provided for under paragraph 2.d. above. The Contractor shall comply with sections 11.062, F.S. and 216.347, F.S., prohibiting the usc of funds to lobby the Legislature, Judiciary, or State agencies. g. The Contractor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, the Contractor shall comply with the Inuuigration and Naturalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis ofrace, religion, sex, creed, national origin, handicap, marital status, or veteran's status. h. Interest penalties for late payment are available subject to the provisions of section 215.422, F.S. An ombudsman, whose duties include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment from a state agency, may be contacted by calling the State Comptroller's Hotline at 1-800-848-3792. i. The exclusive venue of any legal or equitable action that arises out of or relates to this Participating Addendum shall be the appropriate state court in Leon County, Florida; in any such action Florida law shall apply and the Contractor waives any right to a jury trial that it may have. j. If an additional ordinance, rule, or other local govenunental authority requires additional contract language before an Eligible User can make a purchase from the Master Price Agreement referenced above, in lieu of this Participating Addendum the Eligible User is responsible for signing a separate Participating Addendum with the Contractor. 3. Primary Contract: The primary contact individual for the State of Florida for this Participating Addendum is as fonaws: Stu Potlock 2 Contract Analyst State Purchasing 4050 Esplanade Way Tallahassee, FL 32399-0950 Fax: (850) 414-6122, Phone: (850) 488-1086 Email: PotlocS@dms.state.fl.us Contract No.: DMS-10/11.o08B -Exhibit 6 The primary contact individual for the Contractor for this Participating Addendum is as follows: Rexford Gile Senior Contracts Manager, Strategic Business Development 2001 Edmund Halley Drive, 2nd floor Reston, VA 20191 Phone: (703) 433-4827, Fax: (703) 433-4996 Email: rexford.gile@nextel.com 4. Price Agreement Number: All purchase orders issued by purchasing entities within the State of Florida shall include the following Master Price Agreement number: 12-00115. Unless otherwise provided by Florida law, statute, rule or this Participating Addendum, the Department will not implement any additional restrictions on any Eligible User to purchase off ofthis Participating Addendum. 5. Access to this Participating Addendum: The Department agrees that it shall make this Participating Addendum available to all Eligible Users as a state-wide contracting vehicle option to be used at the discretion of all Eligible Users, including, without limitation, placement On the MyFloridaMarketPlace website, accessible to all Eligible Users. 6. Miscellaneous: a. The Parties hereto recognize that Nextel is not the awardee for Florida State Tenn Contract Number 725-330-05-1 for Wireless Voice Services. However, the Parties recognize that the instant Participating Addendum constitutes an approved alternate contract source that Eligible Users may utilize to procure wireless and related products and services provided under the Master Price Agreement. b. This Participating Addendum and the Master 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 Participating Addendum and the Master Price Agreement, together with its exhibits, shall not be added to or incorporated into this Participating Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase order or otherwise, and any slleh attempts to add or incorporate such temlS and conditions are hereby rejected. The tenns and conditions of this Participating Addendum and the Price Agreement and its exhibits shall prevail and 3 Contract No.: DMS-10/11-008B -Exhibit 6 govern in the case of any such inconsistent or additional telms. In addition, the tenns of this Participating Addendum shall prevail and govern in the case of any tenns that are inconsistent with, or contrary to the terms of the Master Price Agreement. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Date: ----;Gf'''-+.J£C''''~r---- Approved as to Form and Legality, Office of the General Counsel: '-I J t:>.j QS , , Nextel South Corp. ("Contractor") BY:/~ Name: II. LFD~ Etf'Jtzun'( Title: V. P. Pr.+kl. c Sec...tov- Date: Jj-IJ' 0 ;; 4 EXHIBIT 7 DISCOUNTS All new and existing, employees of the State of Florida and customers eligible to use SUNCOM services per chapter 282, Florida Statutes ("Eligible Employees"), may, during the term of this Agreement, purchase Products and Services for personal use and receive an Individual-Liable Service Pricing Discount for eligible charges referenced in the Individual-Liable Service Pricing Discount Table below ("Individual-Liable Service Pricing Discount", ILSPD). The Individual-Liable Service Pricing Discount is subject to and conditioned upon: (1) the Eligible Employee signing Service Provider's consumer subscriber agreement; (2) the Eligible Employee providing to Service Provider satisfactory evidence of employment with the State of Florida or the customer eligible to use SUNCOM services; and (3) the Eligible Employee complying with Service Provider's current terms and restrictions regarding discounts as described in Service Provider's consumer subscriber agreement. The Department and Service Provider will agree on methods for employment verification. Upon termination of this Agreement for any reason, or upon the Eligible Employee's termination of employment with the State of Florida or the customer eligible to use SUNCOM services, Service Provider may cease applying the Individual-Liable Service Pricing Discount Except for the Individual-Liable Service Pricing Discount and the conditions set forth, Individual-Liable Active Units (as defined as an Active Unit activated by an Eligible Employee and for which the Eligible Employee is financially responsible) are governed exclusively by the terms and conditions in the consumer subscriber agreement. Employees that are eligible for the ILSPD will maintain the ILSPD as a retiree of the State of Florida if the end user (i) has an active line of service receiving the ILSPD prior to retirement and (ii) receives retirement benefits directly from the State of Florida ("Retired Employee(s)"). The plans included in Exhibit 3 will not be available to Eligible Employees for personal use and shall only be used by Corporate-Liable Active Units on this Agreement The Individual-Liable Service Pricing Discount shall not be subject to the 1.0% Transaction Fee paid to the Department or reporting requirements in Section 7.03. However, the utilization VOlume, quantity of plan subscriptions by type, and dollars collectively spent by Eligible Employees and Retired Employees receiving the ILSPD discounts shall be reported monthly to the Department Service Provider and the Department will develop and agree to a communications plan to present discounts and to sell to Eligible Employees within 60 days of the Effective Date. Communications may include new hire materials, benefits enrollment materials, e-mail, payroll stuffers, newsletters, or Internet and intranet links, chair drops, or other mutually agreed to methods. Service Provider shall waive activation fees for all eligible Individual-Liable Active Units. Individual-Liable Service Pricing Discount Table: Category % Discount Eauipment N/A Services 18% Accessories N/A EXHIBIT 1 TECHNICAL REQUIREMENTS Contract No.: DMS I0I11-00SB Exhibit 1 Page I of 43 Exhibit 1.0 Sprint MCS Technical Requirements Contents EXHIBIT 1 .0 SPRINT MCS TECHNICAL REQUIREMENTS ••....••..•..•••••••••••.••••••...•••••.•••••••••••••••••••••••••••••••.•••••••.••••• 1 1.01 VOICE SERViCES ................................................................................................................................................ 3 1 .02 CELLULAR WIRElESS D ATA S ERV ICES OVERV IEW ..........................................................................................•.......... 3 1.03 T RANSM ITTED DATA SECURITy ............................................................................................................................. 5 1.04 CLOSED U SE R GROUP .............................................................................................................................•.......... 5 1 .05 STATE PROVIDED IP ADDRESSES (PUB LI C AND PRiVATE) ..................................................••..............................•.......... 6 1.05 .1 Wireless Device IP Routing Scheme with State Provided IP Addresses (Public or Private) .................. 7 1.06 SERVICE PROVIDER FURNISHED PU BLICAl l Y ROU TABlE IP A DDRESS SPACE ,." ..... , ........................................................ 8 1.06.1 Wireless Device IP Routing Scheme with Service Provider Furnishe d IP Addresses (Publi c) ................ 8 1.07 ENTITY SPECIFIC CIRCUIT ; WIREl ESS DEVICE ROU TI NG AND IP ADDRESS SCH EME. ......................................................... 9 1.08 SE RV ICE PR OVIDER PRIM ARY (ACTIVE ) NNIIPSEC VPN ApPLI ANCE .•........•.•..........•.•.....................................•...•.•..• 10 1.08.1 Service Provider Seco ndary (Standby) NNlIPSec VPN Appliance ........................................................ 12 1.09 WI RElESS CElLULAR ROUTER OR WWAN CEllULAR M ODEM ................................................................................. 1 2 1.10 EMERGENCY O PERATIONS .............................................................•................................................................... 13 1.11 ADDITIONAL SECURITY FEATURES ....................•..............................•................................................................... 13 1 .1 2 GRAD E OF SERViCE ..................................................................................................................................•....... 15 1.13 WIRElE SS DATA U SER AUTH ENTICATI ON ....................................................................................................•........ 17 1.14 WIRElE SS DATA U SER ACTIVITY LOGGING .................................................................................................•.......... 18 1.15 TEXT MESSAGE BR OADCAST SERV iCES ................................................................................................................. 20 1.16 M ESSAGI NG LOGGING SERViC E ...............................................................................................•.......................... 22 1.17 GEOGRAP HICAL DEVICE T RACKING SERV i CE ...............................................................................•.......................... 24 1.18 WIRElESS D EV ICE APPS ,STOR E .......................................................................................................................... 28 1.19 COVERAGE MAPS (VOICE AND DATA W EB GUI) ................................•.................................................................. 28 1.20 ROAMING .................................................................................•..........................................................•......... 29 1.21 NE TWORK N EUTRALITY .................................................................................................................................... 29 1 .22 PRIOR ITY CONNECT SERVICES •......................•.................................................................................................... 30 1.23 T EST PLAN (APPLICABLE TO W IRElESS DATACOMPONENT) ......................................................................................• 32 1.24 D ATA M ONITORING TOO L SUITE ...............................................................................•...............•........................ 32 1.25 VOI CE M ONITOR ING T OOL SUITE ......................................................................................................................• 36 1.26 V OICE HANDHelD DEVICES ............................................................................................................................... 39 1.26.1 Minimum Requirements .................................................................................................................... 39 1 .2 7 DATA TRAN SMIT D EVICES ................................................................................................................................. 40 1.28 T EX T M ESSAG ING -ONLY D EV iC ES ...................................................................................................................... .40 1.29 H ElPDESK ..................................................................................................................................................... .40 1.30 N ETWORK TROUBLE REPORTING ....................................................................................................................... .41 1 .31 D EPARTMENT T EST ACCOUNTS ......................................................................................................................... .41 1 .32 SU NCOM CLIENT T ESTING AND EV ALUATION ................................................................................................. ." ... .42 1.33 W EEKLY CONFERENCE CALLS ......................................................................................................................... : .. .42 1.34 OPERATIONAL AND U SER G UIDE ....................................................................................................................... .42 1.35 ESCALATI ON REQUi REME NT S ............................................................................................................................ .42 1.36 PLANN ED OU TAGES ........................................................................................................................................ .42 1.37 UN FORESEEN OUTAGES .................................•......................•.....•.•.......................................................•.......... .43 1 .38 H ARDWARE SH IPMEN T ..............................................................................•....•......•.•...•.................................... 43 1.39 EXIS TIN G WIRE LESS DATA CU STO MER M IGRATION ............................................................................................... .43 Co ntr act No.: DMS 10/11·0088 Ex hibit 1 Page 2 of 43 1.01 Voice Services The Wireless Voice Service shall use digital technology as the primary communication mode. The grade of service with respect to circuit quality, reliability, security, call completion, and time of access shall be equal to or exceed that provided to other commercial subscribers within the wireless voice services system's published service area. The service shall include: (a.) Unrestricted full duplex mobile-to-mobile and mobile-to-Iandline (PSTN) communications; (b.) Half-duplex push-to-talk (PTT) communications, optional; (c.) Florida, Statewide roaming at no charge; (d.) Nationwide calling (no domestic long distance); (e.) No answerlbusy transfer to voicemail; call forwarding; call waiting; and three-way calling; (f.) Voice mail; (g.) Caller ID and caller ID block; (h.) Messaging (MMS and SMS text messaging). By default, international calling shall be disabled, hence OMS shall not be charged for any incurred international charges unless OMS issues an order to enable international calling. Sprint international calling privileges must be enabled on the service account before international calling is permitted. Sprint shall only enable .International Roaming and International Calling if requested on the OMS electronic service account order. 1.02 Cellular Wireless Data Services Overview The Wireless Data Service component shall provide non-proprietary wireless TCPIIP data communications terminating on the MyFloridaNet (MFN). Closed user groups shall be created and maintained by the Service Provider within their network designed in such a manner to isolate closed user group's member lP traffic from all other IP traffic. The end-user's wireless data transmission device shall be provisioned to continuously operate within the appropriate closed user group by the Service Provider's mechanism. The Service Provider shall provide redundancy (auto-failover) between the MFN primary Network-to-Network Interface (NNI) node (Orlando, Florida) and the MFN secondary NNI node (Jacksonville, Florida). The Service Provider NNI network devices (i.e. IPSec VPN appliances etc.) shall be configured, by the Service Provider, to monitor IP network connectivity between the Service Provider and the MFN facility. In the event of an IP connectivity failure at the Service Provider's primary site and the applicable MFN node facility, the Service Provider's network shall auto-failover to their secondary facility and start routing end-user wireless data traffic to the applicable MFN node facility within five-hundred (500) seconds measured from the failure occurrence time. Contract No.: DMS 1O/l1-008B Exhibit I Page 3 of 43 IPSec Internet Based NNI for Wireless Data Connectivity CUG = Closed Use r Group tfoIn; The Service Provider shall provide an IPSec appliance at two of the Service Provide(s facilities, geographically separated, which shall be utilized for a primary and secondary (redundant) Intemet based IPSec NNI connection to MF N. The Service Provide r Sha ll designate one site as the primary and the other site as the secondary for lailov&r. The Service ProvId&(s secondary IPSec appliance shall at al l times be configured to provide fu ll fallover for their primary IPSec appliance in the even t 01 a primary failure. Likewise, the Service Provider shall provision their pm,ary and secondary VPN appliances to redirect alllPSec traffic 10 the MFN secondary VPN appliance In the event the MFN primary VPN appliance faas , Alter the failUf8 has cleared the SeMce Provider's primary VPN appliance shall (OVElf time) automaUcaIIy reestablished the IPSec tufVleIs to the MFN primary appliance . In cooperation with the MF N contractOf, the SeMce Provider shall configure a unique IP5ec runnel for each closed user group's IP traffic. Each unique IP$ec tunnel shall be configured to termina te on the primary MFN IPSec appliance and configured to failove r 10 the MFN second ary VPN appliance 8S requi red. The Sta te sha ll prOYide two unique publically mutable IP addresses for each closed user group's IPSec tUM els (pri ma ry and secondary 'allover) one to be used to terminate ltJe tunnel on the MFN primary appliance and the other to be used for the MFN secondary appliarlCe tuMel termi nation. Other details shall be provided during the negotiation sessions end/()( as required. Closed user group IP tra ffic shall be ro ut ed to the M FN via the Int ern et utili zin g IP Sec tunnel s in cooperati o n with OM S and the MF N co ntractor. T he Se rvic e Provid er shall con fig ure a unique IPS ec tunn e l fo r each cl osed us er g ro up 's IP tra ffi c as spe cifi ed b y OMS . The cl osed user gro up namin g conv e ntion (o r netw o rk id e ntifi er) shall be mutu a ll y agree d up o n by OMS a nd th e Servi ce Provid er. Eac h close d use r group 's netw o rk identifi er s ha ll co rr e lat e t o a uniqu e IPS e c tunn el. OMS sha ll provid e th e MFN IPS ec tunn e l t ermin ation IP address es, IP S ec pre-s hared auth enti cati on keys, and tunn e l con fi g ur ati o n param eters fo r each IP Sec tunnel. A ll communi cati o ns regarding IP a ddresses, IPS ec auth entication keys, and tunn e l co nfi g ur ati o n param eters s ha ll be condu cted in a mutu a lly agreed upon sec ure ma nn er. At no tim e shall thi s type in fo nn ation be t ransmitt ed in cl ear te xt across a ny no n-se cure d (public) IP net wo rk. The Servi ce Provider s ha ll co nfi g ure each unique IP Sec tunn e l t o te rminate on th e primary M FN IPSec a ppli a nc e a~d a lso co nfig ure th e tunne l to fa il ove r to th e MFN sec o ndary IP S ec appli a nce. T he s tate s ha ll provide t wo uniqu e public a ll y rout a bl e IP addresses fo r e ach cl osed use r g ro up 's IPS ec tunn el (primary and secondary fa il ove r) (i.e . o n e to be used to termin ate th e tunnel on th e MFN prim a ry a ppl iance a nd the oth er to be used for th e MFN second ary appli a nce fa il o ve r tun ne l termin ati o n). OMS sh all require th e Se rvice Pro vid er furni s h (at minimum ) two public all y rout abl e IP addre sses fo r th e Se rv ice Prov id er 's NN I IP S ec a ppli a nces (o ne IP a ddress for th e prim ary a nd o ne IP address fo r th e second ary). Each wire less dat a transmi ss ion d evi ce th at tr ave rses th e IPS ec NN I s ha ll have a stat e pro v ided IP address configured withi n th e wir e less co nn ectivit y modem o r d ev ice (s martph o ne, handh e ld co mput er, la pt o p, et c). Us in g th e pr ov ided IP a ddress, the Se rvi ce Provid er sha ll st aticall y o r Contract No.: DMS 1011 1-0088 Exhibit 1 Page 4 of 43 dynamically assign eac h device contained within a unique close d user group a permanently associated IP address. The Service Provider shall accommodate both public and private IP address space furn ished by OMS. Each unique closed user group shall be configured within the Service Provider's IP network to utili ze the applicable IP addresses as provided. At the MFN ingress point, each unique closed user group's IP traffic shall be logically mapped into the approp ri ate MFN MPLS VRF by the MFN contractor at the direction of OMS. Creations and/or modifications (adds, move s, or changes) within a closed user group's configuration s hall not be made unle ss directed by OMS via the electronic serv ice order process . The Service Provider shall also adhere to the terms and provision s as set forth in Chapters 60FF- I, 60FF-2 and 60FF-3, Florida Administrative Code while delivering/providing the Services under this contract. (See https:llwww.flrule s.o rg/gateway/Organ ization.asp?O rgNo =60ft). Sprint shall create and maintain clo sed user groups. The closed user shall be designed and configured so to isolate one closed use r group's IP traffic from a ll other. Eac h closed user group shall correlate to a unique NNI IPSec tunnel in s uch a manner, the tunnel traffic can be mapped into the appropriate MyFloridaNet MPLS VRF associated with the closed use r group by the MFN Service Provider. 1.03 Transmitted Data Security All transmit data s hall be secured between the wireless transmi ss ion end-user device and Service Provider's tran s mission antenna/tower (i.e. the air link) (see illustration below). Encryption across the air link is not required as long as the transmission scheme or algorithm sec ures the data equivalent to IPSec 56-bit encryption strength . No wireless communication transmi ss ion s hall be permitted under this contract that does not meet this minimum data transmi ss ion sec urity requirement. Smart Phone Voice & Dala Capable 1.04 Closed User Group Cellular Wireless Modem/Rou 1er Applicable to all customers routed to MFN via the IPSec NNI or utili z ing an "Entity Specific Circuit***(see below)" , it is required that all end-user IP traffic be segregated into in dividual clo sed user groups while within th e Service Provider's wireless and routed IP network . Each clo sed user group's IP traffic s hall not be IP accessible to other user groups within the Service Provider 's wire less and IP networks . OMS considers a virtual circuit , VLANs , or MPLS VRFs acceptable closed user group configurations; however, other iso lation sc hemes are acceptab le as Co ntra ct No.: DMS 1O/11-00SB Ex hibit I Page 50f43 long as the sc heme provides equivalent iso lation as referenced above. Eac h end-user's device shall be placed in the appropriate closed user group, by the Service Provider. The iss ued OMS electronic serv ice order shall speci fy the closed user group a particular user shall be placed within. As required, OMS andlor the customer (SUNCOM Eligible User) shall be allowed to have multiple segregated clo se d user groups configured within the Service Provider's network . ••• In this instance an "Entity Specific CirclIit " is defined as a dedicated data transport circll it con nected between the c lIstom er 's and Service Provider's IP networks . <4-------G rou p C IPSec T""''''---i Applies to: Data Component To $implify diagram, Ih' $fCOIIdary JPSIIC sppIianc& /$ not shown At all points between the mobile device and the Service Provider's NNI IPSec appliance the end- user's IP traffic shall be iso lated from all other IP traffic within the Service Provider's network. There shall be no "backdoor" or alternate paths into (or out of) this isolated environment which could allow access from any other entity or mobile device. Unle ss otherwise directed by OMS, there shall be no IP communications permitted between closed user groups within the Service Provider'S network. LOS State Provided IP addresses (public and private) The state shall be allowed to use state or customer owned publically routable IP addre ss s pace as well as private IP address space in acc ordance with RFC 1918 on the Service Provider 's network. It is understood by OMS and the Service Provider, the private IP address space allocated to the State of Florida by the Service Provider s hall be mutually agreed upon by both parties. A mutually agreed upon private IP address allocation block assignment (or other agreed upon method) shall be accomplished within sixty (60) days from the contract execution date . Note: Not all RFC 1918 private /P address space is available/or use on the MFN network. The OMS electronic service order shall provide the Service Provider with the IP address (or range of addresses) that shall be associated (or used) with a particular device or clo se d user group. Each state provided IP address s hall be assigned by the Service Provider permanently to a unique (one) tran s mi ss ion device for the life of the service. The issued OMS electronic service order s hall specify the nece ssary IP address space to accommodate the user '(or use rs) assigned to a particular clo sed use r group. OMS will tran s mit the s pec ific IP address to use for each mobil e device through the electronic order. The Service Provider shall assign the IP-address to each mobile-device and electronically update the OMS electronic service order sys tem with the IP address ass igned (as a check) before the order is closed-out. The OMS electronic se rvice order system s hall mainta in a correlated record of each closed user group, the assoc iat ed wireless Co ntra ct No.: OMS 10/11-0088 Ex hibi t I Page 60f43 devices, each device's electronic identifier(s), and the correlated IP address assigned to each device within each user group. Static IP addressing is acceptable as long as the IP address is coded (hard or electronically) within the transmission device permanently. An IP address dynamically assigned to the transmission device is acceptable as long as the IP address remains persistent to that particular mobile device. The dynamic IP address assignment mechanism shall persistently assign the same IP address to the same mobile device from an lP address pool assigned to a particular closed user group. IP addresses shall remain as provisioned by the DMS electronic service order until a change is submitted by the DMS electronic service order to the Service Provider. Dynamic IP address assignment is the default method currently in use by the Data Link network. Sprint will not charge State of Florida MRCs for Sprint-provided dynamic IP addresses or State of Florida-provided IP addresses. Data Link can also support customer specific dynamic and static IP address assignments that comply with "RFC 1918 -Address Allocation for Private Internets" Sprint Data Link supports smartphones. Currently, programming smartphone devices in the IP ranges needs to be done manually to support Data Link. Sprint is working on automating this process in 2011. Sprint can support Data Link over the air programming on devices with the exception of the following: Blackberry, iDEN, HPPTT, 30/40 Dual Mode, 40 device and Feature phones. Sprint will update DMS as new devices are supported. Smartphones and other units which do not support over the air provisioning will require staging and provisioning of Data Link prior to deployment. Units will be sent to a defined location for provisioning. Units will then be shipped to the end-user. Staging and provisioning should be completed within 24 hours, but in some cases could take up to 48 hours to complete. Additionally, aircards can be provisioned Over the Air. 1.05.1 Wireless Device IP Routing Scheme with State Provided IP Addresses (Public or Private) DMS shall provide the Service Provider the applicable lP address space required for each closed user group's wireless users. The Service Provider shall route state agency and SUNCOM eligible customers (connected to MFN) wireless data traffic to MFN across the Internet utilizing the IPSec NNI tunnels (i.e. one unique IPSec tunnel per user group). Applicable Internet access shall be accomplished through MFN using this IP addressing and routing scheme. Note: Neither DMS nor the Service Provider shall facilitate Internet connectivity for customers that own public IP address space but require private IP address space to be used for their wireless data users. In this case, if private IP address space is utilized by the customer, Internet connectivity shall be the responsibility of the customer using a customer controlled mechanism such as a NAT function, Internet proxy, or other customer controlled solution. Contract No.: DMS 10/11-0088 Exhibit 1 Page 7of43 Diagram Shows Logical Connectivity Typical Age".y VRF U .... 1 Noles : 1) RedundanllPSec paths are not shown in order to simplify the di agram . 2) All end-u ser wirele ss data IP traffic shall be In a closed user-group within a unique IPSec tunnel in su ch a manner it can be mapped Into the appropriate MFN MPlS Agency VRF by the MFN contra ctor . All DMS/SUNCOM IP traffic shall be isolated throughout the Service Provider wireless and lP routed networks. DMS shall have and maintain control related to setting security policies on MFN access and its Intranet traffic as well as NNI IPSec tunnel configuration parameters. State Agencies and Non-State SUNCOM eligible entities connected to MFN shall use thi s method to access their network via MFN and the Internet. Note: An end customer that require s a closed loop connection with no direct connection to the internet shall utilize Sprint DataLink Data Service. 1.06 Service Provider Furnished Public ally Routable IP Address Space The Service Provider shall furnish publically routable IP address space for customers that require their end-user wireless data IP traffic to be routed directly to the Internet by the Service Provider. 1.06.1 Wireless Device IP Routing Scheme with Service Provider Furnished IP Addresses (Public) Available to Non-State SUNCOM eligible entities that are not connected to MFN , the customer (SUNCOM eligible entity) s hall have the option of having their end-user wireless IP traffic routed directly to the Internet by the Service Provider. The Service Provider s hall provide the appropriate publically rout able IP address space as required to support this option. Contrac t N o.: DM S 10111-008B Ex hibit 1 Pa ge 8 of 4 3 1) The Service Provider shall assign a publically mutable IP addresses to each wireless devies as required. 2) All customer IP traffic shall be rou ted directly to the public Intemel. The Service Provider shall provision and route all the end-users wirele ss data IP traffic directly to the Internet. This transport option shall facilitate encrypted VPN traffic for customers using a remote-access VPN concentrator to access their IP network , or facilitate Internet connectivity to web-servers or web-based applications. The Service Provider shall ill!! be required to create closed user groups for customers that require the Service Provider to route their wireless end-users IP traffic directly to the Internet. Also under this option, the Service Provider shall not be required to persistently assign the same IP address to a unique wireless device. Applicable to State Agencies and Non-State SUNCOM eligible entities connected to MFN: Any state agency or SUN COM eligible entity connected to MFN attempting to use this IP connectivity approach is required to obtain an approved "Exemption Request" from OMS. The Service Provider s hall not permit IP connectivity as described above to any network without OMS involvement and approval. See exemption below. Exemption: SUNCOM eligible customers that are connected to MFN us ing a filter ed extranet co nnection are exe mpt fr om thi s s tipulation . Th e Service Provider shall notify DMS of any dir ect Intern et ro uting provided using this exemption so that the direct Int ern et con nec tivity can be docum ented as a n on-se curity issu e or risk. Note: An end customer that requires direct access to the internet shall utilize the Sprint Vision Data Service. 1.07 Entity Specific Circuit; Wireless Device Routing and IP address Scbeme. In thi s in stance an "Entity Specific Circuit" is defined as a dedic ated data trans port circuit connected between th e cu st omer 's and Service Provider 's IP network s. The cu stomer (SUN COM eligible entity) s hall have the option to route their end-user wire less IP traffic directly to their network by the Service Provider via a dedicated tran spo rt circuit. The Service Provider s hall provide the appropriate private IP address s pace as required , or shall allow the cu stomer to provide the applicable IP address s pace (public) that s hall be utili ze d by the Service Provid er to address their wireless device s provided in the se rvice order. The cus tomer may use private IP address s pac e provided by OMS which shall be in accordance with the private IP address Co ntract No.: DMS IO /II-OOBB Exhibit I Page 9 o f 4 3 allocation block mutuall y agreed upon (or other agreed upon method) by DMS a nd the Service Provider. 1) The customer shall be permitted to provide the IP addresses to be assigned to th ei r end-user mobile dev ice s by the Service Prov ider. 2 ) As required the Service Provider shall pro vide or accom modate private IP addre ss spa ce . 3) All end-user wireless data IP traffic shall be in a closed us er..group 4) All customer IP traffic shall be routed directly acro ss the dedica ted entity speci fi c circuit. 5) Tr ansport circuits are not avaitable und er thi s contract. Applicable to Non-State SUNCOM eligible entities not connected to MFN: The Entity Specific Circuit's associated cost shall be billed directly to the SUNCOM eligible entity by the circuit provider. Entity Specific C ircuits are out of the scope of this contract and sha ll not involve DMS in the ordering, billing, provi s ionin g, payment, network su pport, or other thereof. Applicable to State Agencies and Non-State SUNCOM eligible entities connected to MFN: Any s tate agency or SUNCOM eligible entity connected to MFN attempting to use thi s IP connectivity approach is required to obtain an approved "Exemption Request" to use a filtered MFN extranet connection from DMS terminating at the Tampa MFN facility. The Service Provider sha ll not permit IP connectivity as described above to any network without DMS involvement and approval. See exemption below . Exemption: SUNCOM eligible customers th at are co nn ected to MFN using a jiltered extranet connection are exempt from this s tipula ti on. The Service Provider shall notifY DMS of any direct connec ti on made us ing thi s exemption so th at th e co nn ection can be d ocum e nted as a non-security iss ue or ri s k. Note: An end customer that requires a closed loop connection with no direct conn ection to the inte rn et s ha ll utilize Sprint DataLink Dat a Service. 1.08 Service Provider Primary (Active) NNIIPSEC VPN Appliance The Se rvice Provider shall provide a primary (active) IPSec VPN app li anc e and Int ernet connectivity for that appliance at th e Service Provider's facility. The initiallPS ec VPN appliance s hall be upgraded if the encrypted throughput reac hes eighty-percent (80%) of the IPS ec a ppli a nce's rated capacity or if the C PU uti li zat ion reac he s eighty-p ercent (80 %) of rated capacity or if th e port throughput spee d reaches eighty-percent (80%) of rat ed capacity. The available Internet bandwidth shall be increased by a minimum of twenty percent (20%) w ithin nin ety (90) days if th e utilization reache s eighty-percent (80%) of capacity and ma intained over any fiv e minute period. T he Service Provider s hall provide either Option-lor Option-2 (shown be low) in order for DMS to mon it or the primary IPSec VPN appliance performance me trics: Contract No.: DMS 101I1·OOSB Exh ibit I Page 10 of43 Option 1: "READ-ONLY" acces s to the primary NNI IPSec appliance including SNMP.' The Service Provider shall permit the MFN network monitoring tools (Spirent & E- Health) acces s to monitor the IPSec appliance 's performance metrics. Option 2: The Service Provider shall provide the DMS a monthly performance report of the primary IPSec appliance. The report (at a minimum) shall identify the appliance model, list the associated hardware modules and show a thirty (30) day peek average percentage for the CPU, interface, memory, and encryption engine utilization. The performance report shall be provided to DMS in the agreed upon format within the fir st twenty (20) days of the following month. The primary (active) NNI IPSec VPN appliance hardware and software configurations s hall be at all times identical to that of the secondary (standby) NNI IPSec VPN appliance. The Service Provider'S IPSec appliances (both primary and secondary) shall support the following IPSec parameters: IPSec Parameters IKA (SA) Main Mode Encryption Strength 3DES Authentication Pre-Shared Key Diffie-Hellmans (D-H) Groups 2 or 5 (group-5 preferred) Perfect Forward Secrecy pfs Data Integrity Hash Algorithm SHA IPSec (SA) Quick Mode Security Association (SA) Lifetime 86,400 seconds (maximum) Authentication Type HMAC-SHA Security Association (SA) Lifetime 28 ,800 seconds (maximum) Simultaneous Active Tunnels 1000 (minimum) The Service Provider's secondary (standby) IPSec VPN appliance shall at all times be configured to provide full fail over for their primary IPSec VPN appliance so that IP connectivity to MFN is maintained in the event of a Service Provider's primary failure. The Service Provider shall provision their primary and secondary VPN appliances to redirect all IPSec traffic to the MFN secondary VPN appliance in the event the MFN primary VPN appliance fails and vice versa. After the failure has cleared the Service Provider's primary VPN appliance shall (over time) automatically reestablished the IPSec tunnels to the MFN primary appliance . Likewi se, DMS s hall provi s ion the MFN primary and secondary VPN appliances to redirect all IPSec traffic to the Service Provider'S secondary VPN appliance in the event the Service Provider's primary VPN appliance fails and vice versa. The BGP routing protocol (and other mutually agreed upon mechanisms) shall be used to monitor, trigger, and measure any failover event. DMS shall monitor the primary and secondary IPSec VPN appliances via an IPSec tunnel configured to permit SNMP to enable the monitoring tool s. Contract No .: OMS 10111-0088 Ex hib it I Page II of4 3 OMS shall deliver to the Service Provider the required IPSec tunnel configuration parameters for each closed user group's IPSec NNI tunnel. The Service Provider shall adhere to the provided configuration parameters while provisioning their IPSec VPN appliances. 1.08.1 Service Provider Secondary (Standby) NNI IPSec VPN Appliance The Service Provider's secondary IPSec VPN appliance, the appliance's available Internet bandwidth capacity, operational software image, and programmable configuration shall at all times be identical (or equivalent) to that of their primary IPSec VPN appliance. At all times the secondary IPSec appliance shall be configured to provide full automatic fail over for the Service Provider's primary IPSec VPN appliance. Any fail over event shall be achieved within five- hundred (500) seconds. The Service Provider shall provide either Option-lor Option-2 (shown below) in order for OMS to monitor the secondary IPSec VPN appliance performance metrics: Option 1: "REAO-ONL Y" access to the secondary NNI IPSec appliance including SNMP. The Service Provider shall permit the MFN network monitoring tools (Spirent & E-Health) access to monitor the IPSec appliance's performance metrics. Option 2: The Service Provider shall provide the OMS a monthly performance report of the secondary IPSec appliance. The report (at a minimum) shall identify the appliance model, list the associated hardware modules and show a thirty (30) day peek average percentage for the CPU, interface, memory, and encryption engine utilization. The performance report shall be provided to OMS in the agreed upon format within the first twenty (20) days ofthe following month. Provider's secondary NNI VPN IPSec appliance hardware platform and configuration shall be at all times identical (or equivalent) to that of their primary NNI IPSec VPN appliance. OMS shall monitor the Service Provider's secondary IPSec appliance via an IPSec tunnel configured to permit SNMP to enable the monitoring tools. 1.09 Wireless Cellular Ronter or WW AN Cellular Modem The acronym "WCR" shall be used to denote the "Wireless Cellular Router or WWAN Router or WW AN Cell uIar Modem". The Service Provider shall make available under the contract a WCR. The WCR shall be used by SUNCOM Clients as an alternative transport to MFN and for other transport applications. The WCR shall be used in redundancy, mission critical (emergency), disaster recovery, and MFN mobility applications as defined below but shall not be limited to those listed. The Service Provider shall denote the recommended number of simultaneous users that each offered WCR can support. The WCR shall conform to all requirements contained herein unless otherwise noted: a. Network I Transport Protocol TCP/IP, UOP/IP b. I Network port (IEEE 802.1 I b,g Compliant) c. WW AN Cellular Transmission Modem with Antenna d. OHCP support, NAT support, VPN pass-through, Access Control List (ACL) e. WCR Management Web GUI (HTTP) or CLI f. Power Supply g. Status Indicators-LINK, Link Activity, Power h. Switched 4 Ethernet LAN ports, (IEEE 802. I I b,g Compliant) i. WI-FI transmission Radio-Ethernet (WI-FI Certified) with antenna j. Program user access features and authentication method Contract No.: OMS 10111·008B Exhibit 1 Page 12of43 k. Encryption Algorithm The Service Provider shall provide all applicable WCR software and firmware for each device offered under the contract. The Service Provider shall provide to DMS a link to the WCR manufacturer's website where customers can download current software updates/releases, and software version release notes. As required, the Service Provider shall work with the customer and make a device recommendation based on a case-by-case analysis of the intended use of the device. All devices offered under the contract shall be certified (or tested) by the Service Provider to operate with the performance parameters claimed by the manufacturer on the Service Provider's network. Any device that does not meet the manufacturer's and/or the Service Provider's performance claims shall not be offered under the contract. Sprint currently has several Wireless Cellular Routers that meet (or exceeds) the specifications defined (a) thru (k).Sprint shall include a link to WCR manufacturer's site on the Sprint site for easy navigation to current software updates and release notes. 1.10 Emergency Operations The Service Provider shall upon notification from the State of Florida Emergency Operations Center (EOC), Emergency Support Function (2) (ESF -2), provide wireless phones, data modems, and service airtime during declarations via "Executive Order" (federal, state and local) disaster operations and disaster recovery. At no cost, the Service Provider shall deliver to ESF -2 the specified quantity (up to 100) of activated wireless (voice and data) devices within 24 hours of receiving the ESF-2 request. Alternatively, the Service Provider shall use commercially reasonable efforts to deliver the devices to any accessible (officially ordered safe to enter) location within the Service Provider's service area as directed by ESF -2. The airtime shall be provided at no charge for a period not to exceed thirty (30) days. On the thirty first day the Service Provider shaIl be aIlowed, at their discretion, to initiate billing on any active device accumulating airtime (not dormant). On the thirty first day, the Service Provider shall foIlow the ESF-2 procedures to recover their non-biIlable hardware. Sprint shaIl meet the specified quantity (up to 100) of activated wireless (voice and data) devices within 24 hours of receiving an ESF-2 request. 1.11 Additional Security Features [n addition to the security requirement listed herein, the Service Provider shall provide additional security features designed into their integrated solution which blocks unauthorized access into the State's Intranet via the NN[ and potential [P attacks. The additional security features shall be consistent with established DMS rules. Additionally the core assets are security-hardened through both patching and close configuration management, and Sprint Wireless has careful operational controls to manage access among our internal staff. Physical Security [n addition, businesses depend on the continuous availability and integrity of information assets, critical systems and resources. Physical security is the first line of defense against potential incidents and interruption of business and Sprint maintains a protected environment designed to prevent/detect unauthorized entry of facilities. All Sprint facilities are secured 24x7 and are provided with security protection commensurate with facility criticality and the potential for disruption of operations resulting from unauthorized access. Sprint employs a broad array of physical security program elements to protect its Contract No.: DMS 10/11-0088 Exhibit I Page 13 of 43 facilities and operations, to include electronic access control systems, closed circuit TV surveillance systems, intrusion alarm systems, visitor control, identification badges, perimeter fencing, security lighting, and guard services. Access alarms are monitored continuously by a Network Operations Surveillance Center, a Wireless Network Management Center or a commercial central station. In the event of an alarm condition, an appropriate response (including dispatch of law enforcement personnel, where appropriate) is initiated. To ensure compliance with internal security requirements, and to identify risks requiring mitigation, Sprint conducts recurring physical security assessments of critical facilities. Security personnel, cameras, and electronic badge readers secure the main entrance to Sprint facilities. We secure additional areas within each building based on the level of compartmentalization required. In addition, we secure the security operations center with an additional security camera and electronic badge reader providing access to corporate security employees only. Personnel who do not require continuing access to computing facilities are considered visitors and will be escorted by an authorized Sprint associate. We require visitors to sign a visitor control log, which is retained by the Facility Control Manager for at least one year. Electronic security measures are deployed to secure computing rooms or resources and computer components located in support rooms or closets are protected from unauthorized access. These components may include servers, routers, and other telecommunications equipment. We lock doors to such rooms to prevent unauthorized access, and keys or combinations will be issued only to those persons having a continuing need for access. In terms of physical security, Central Offices' security practices fall within the category of "critical facilities." In addition to the requirements set forth in the base document, the following standards apply to any facilities designated as "critical." Where feasible, rooms containing technical equipment (e.g., switches, servers, routers) are located so they are not on exterior walls or below ground level. Facility support equipment (e.g., emergency generators, batteries, HVAC) are not located below ground level. Critical equipment/operations are not located on floors designated by fire code as fire stairway re-entry points. Specifications for future construction require fuel tanks supporting emergency generators to be of double-wall construction (steel/steel or concrete/steel). When above ground, the tanks and associated fuel feeder lines will be protected from vehicular damage by walls and/or bollards. External signage does not identify the function of the facility, and, unless required by regulatory directive, such signage does not identifY the facility as belonging to Sprint. All security systems (e.g., alarm, card access and CCTV) have battery back-up and are supported by the emergency generator. Where it is feasible, parking areas have a 100-foot setback from structures. Whenever practical, the facilities are enclosed with fencing. Card readers are installed on all vehicular and pedestrian access gates. The perimeters of sites located in a high crime area (CAP index score of 400 or more) are surrounded by cut and climb-resistant fencing. Doors leading from semi-public areas (e.g., visitor/reception areas, shipping and receiving areas) into the facility employ revolving security doors, which prevent tailgating. Doors leading from semi-public areas (e.g., visitor/reception areas, shipping and receiving areas) into the facility employ either biometric or dual verification (card and PIN) readers. Any external windows in equipment areas are opaque and protected by heavyweight security film attached to the window frame. Glass break detectors cover all external glass. All exterior doors, and all interior doors leading from an open corridor into a limited access area, have door alarm contacts installed. Doors Contract No.: DMS 10111-0088 Exhibit I Pagel4of43 leading to vaults serving critical facilities are alarmed. Alarm systems use two separate communication paths terminating at two separate and staffed monitoring locations for alarm annunciation. Vehicle entrance and exit gate(s) to the property are motorized. Entrance gates are equipped with card readers. Exit gates are equipped with card readers if company vehicles or other high-value, mobile company equipment is stored within the fenced area. Pedestrian gates to the property are equipped with card readers for entry. All exterior doors used to access the facility, and interior doors leading to limited access areas within the facility, are equipped with card readers. The following areas are covered by CCTV cameras: • All exterior doors • Parking areas and roadways • Emergency generators and related fuel storage tanks • Ground-level HV AC, equipment cooling, and electrical and telephone service equipment/appearances • Vehicular and pedestrian gates in perimeter fencing • All interior doors connected to either an alarm or access control system • Visitor processinglreception areas Firewalls Sprint's nationwide wireless network is protected by state-full inspection firewalls. The configuration of the firewalls is relatively open to allow customers the ability to use a wide variety of applications which use any number of protocols and ports. However, because Vision- enabled PCS Phones and Devices are given publicly routable Internet addresses, Sprint blocks specific inbound ports to reduce the threat of over 90% of current Internet attacks. Ping, traceroute, and other ICMP commands are also disabled inbound from the Internet. Additionally, Sprint has the flexibility to enforce additional rules as new threats appear. Sprint advises users of PDAs and laptops to install their own anti-virus and personal firewall solutions for maximum security. 1.12 Grade of Service The grade of the Wireless Data Service provided by the Service Provider with respect to circuit quality, reliability, security, modem connection setup, and layer-3 routing propagation time, at a minimum, shall be equal to or exceed that provided to other commercial subscribers within the Service Provider's wireless data network. SLA Commitments The SLAs provide commitments for voice service reliability based on measuring dropped calls, blocked calls and network voice availability. Sprint's wireless SLAs provide the following: • Network Voice Block Rate: Less than 2 % o The Network Voice Block Rate is the percentage of calls blocked as compared to total number of attempts by all Sprint customers over a calendar month. The call is "blocked" if the customer can not successfully place a call while within the Sprint CDMA coverage area. The Sprint goal for wireless voice blocks on the Nationwide Sprint Network to be less than 2%. Contract No.: DMS 1O/11·008S Exhibit 1 Page 150f43 • Network Voice Drop Rate: Less than 2% o The Network Voice Drop Rate is the percentage of calls dropped as compared to total number of calls established on the Nationwide Sprint Network over a calendar month. The call is "dropped" when a user experiences an abnormal call release without either party manually ending the call while within the Sprint COMA coverage area. The Sprint goal for wireless voice drops on the Nationwide Sprint Network to be less than 2%. • Network Voice Availability Rate: 99.9% o The Network Voice Availability Rate is the percentage of minutes the Nationwide Sprint Network voice elements are operational as compared to the total number of minutes in a given calendar month. The availability of all network elements in the call path for wireless voice service determines the overall service availability. The Sprint goal for wireless overall average Network Availability Rate to be greater than 99.9%. Access to Monthly SLA Metrics Each month, Sprint posts its network performance on a secure password-protected website. Following contract award and only after execution of a non-disclosure agreement, Sprint will provide a user narne and password to access the Sprint Wireless SLA Performance metrics each month. Performance metrics for the preceding month will be available after the third week of the month. Your Sprint Account Representative can provide a demonstration of the website at your request. Our goals for Mean Time to Repair (MTTR) are based on the Trouble Severity level of the event. Trouble Severity levels are defined by Sprint based on a number of factors in the following descriptions. Our goals for MTTR for each of our first three severity codes are: • 4 hours for Trouble Severity I Events: Complete loss of a Service for all customers, an entire market, or an entire business. • 8 hours for Trouble Severity 2 Events: A m,yor loss of a Service for all customers, an entire market or an entire business. Or a major impairment of the performance of any Service for all customers, an entire market, or an entire business. • 24 hours for Trouble Severity 3 Events: A partial loss of a Service for all customers, an entire market, or an entire business. Or a partial impairment of the performance of any Service for all customers, an entire market, or an entire business. Or a loss of a portion of Service which is non-critical or has minor impact on functionality. Wireless Data SLA Wireless Data Service performance commitments are as follows: • Wireless Data Network Availability -99.5% or greater • Wireless Data Blocks -less than 2.00% • Wireless Data Drops -less than 1.00% Every month Sprint will measure the performance of the Sprint-owned COMA wireless network (excluding the iDEN network, Affiliate networks or roaming networks) on a national level in each of the three commitment areas. EVDO network statistics are included in Network Availability and Data Blocks, but not currently included in Data Drops. State shall be permitted to access the results ofthe measurements online each month on a password protected website. Performance information will be accessible to eligible customers who agree to keep such information confidential. Contract No.: DMS IO/Il-OOSB Exhibit I Page 160f43 With the exception of SLAs listed within the SLA matrix contained within Exhibit 5, in no event shall failure to meet the stated service goals contained in this section subject Sprint to any penalties or damages of any kind. Note: The report(s) provided under this section contains Sprint confidential information and is/are protected by the Sprint non-disclosure agreement signed by DMS. 1.13 Wireless Data User Autbentication The Service Provider shall implement a wireless data end-user authentication process that shall associate the SUNCOM end-user to a particular wireless device. The IP address assigned to that device shall be persistent to that device for the contract life of the device or until changed by a DMS electronic service order. The Service Provider shall maintain physical, electronic, and procedural safeguards to protect the security of their internal systems as well as the MFN network. The Service Provider shall secure DMS/SUNCOM information by, employing strong user authentication technology to make certain that only authorized devices connect to the Service Provider'S wireless network and the MFN network. Also, the Service Provider shall implement internal and external security procedures to guard their networks and applications against unauthorized access. DMS shall be provided a copy of the Service Provider's associated security procedures upon request. DataLink: Is the product offering Sprint has proposed to satisfy the ITN requirement for a Closed User Group for mobile data services. Previously submitted DataLink Whitepaper outlines in detail the diagrams of the proposed architecture. State of Florida has discussed different user profiles to consider when provisioning a DataLink user, however, prior to defining these profiles; additional detail on DataLink was provided. I) Proxy Authentication with Radius is required (AAA). Sprint has proposed two available solutions to assist the State of Florida a. Option I: User currently utilizes Radius (AAA) within existing architecture to meet DataLink (AAA) requirement. b. Option2: User has not deployed Radius (AAA) within their architecture or is unwilling to allow their infrastructure to communicate to Sprint Radius (AAA) Servers. Sprint can provide, for an additional cost, Sprint hosted (AAA) services (SHA). i. At no additional cost, end customer's administrator will utilize the Sprint Radius (AAA) to provision their users to meet DataLink (AAA) requirement. 2) State of Florida has requested Static IP address pools provided as part of the Closed User Group solution. Sprint will work with the State of Florida to define these ranges. The IP address at the time of provisioning must be associated to the (AAA) username/password 3) State of Florida has requested provisioning of these devices be performed over the air (OTA) when possible and as seamless as possible to the end-user. Currently the standard processes for provisioning a DataLink user is as follows: I) Client requests a device with an activated MDN (Phone#) 2) Client generates a username/password on their AAA server or on Sprint managed AAA server 3) Client associates AAA credential with Static IP address Contract No.: OMS 10/11-008B Exhibit 1 Page 170f43 4) Customized Software Client is built for Modems only *** Enhanced Account Management (EAM) not required 5) Client pushes Over the Air (OTA) programming via Enhanced Account Management (EAM) portal State of Florida has requested a customized process for provisioning to enhance end-user experience. The State of Florida has identified two user profiles utilizing Closed User Group (DataLink). Profile 1: Client would like to utilize the security and control benefit of DataLink but does not want to generate their (AAA) credentials and does not have AAA infrastructure. State of Florida has requested Sprint provide (SHA) AAA services and will generate credentials based on information provided by client. When a SUNCOM End-User selects this option in OaSIS, the SUNCOM End-User must agree to the disclaimer referenced in Section 2.03.1 OaSIS Website in order to submit the corresponding order. At the time of order utilizing OaSIS, the State of Florida will provide the Static IP address to be associated with the AAA credentials. Sprint will then provision the end-user device via (OTA) utilizing the (EAM) portal or manually provisioning the device prior to shipment to the end-user. Profile 2: Client would like to utilize the security and control benefit of DataLink. Client requires an employee of their organization to provision their users. The clients IT staff will generate (AAA) credentials and associate the static IP address provided by the State of Florida. To provision the devices (OTA) the client would utilize the (EAM) enhanced account management portal. ** Sprint would need to setup Administrator accounts by Realm for (AAA) and (EAM) ** Sprint acknowledges the final Closed User Group Provisioning Process shall be mutually agreed upon and defined within the Services Operational Guide (Op-Guide) and this proposed process is subject to change. 1.14 Wireless Data User Activity Logging The Service Provider shall log and archive all user activity routed into MFN. The Service Provider shall include in the log file a unique line entry record for each individual connection a particular wireless data device makes to the cellular network. At a minimum, each line entry shall include the following parameters (in the shown order) for each connection event: (a.) The actual date and time of connection initiation, (b.) unique identifier assigned to the connection device, and if different the EID, billing identifier, or other, (c.) closed user group name (or other) the wireless user is assigned to, (d.) IP address assigned to the device for connected session, (e.) total uplink data amount (in bits) transmitted over the connected duration, (f.) total downlink data amount (in bits) received over the connected duration, (g.) duration time (in minutes) of the connected session, (h.) wireless device's associated ten (10) digit phone number, (i.) account number associated with the transmit/receive wireless device, and G.) other information as recommended by the Service Provider or requested by DMS if available from the Service Provider. Contract No.: OMS 10/11-0088 Exhibit 1 Pagel8of43 DMS shall waive (not require) items c, d, e, and f (in the list above) until the Service Provider's elects to enable that capability on their network. The Service Provider shall capture the SUNCOM Client activity log file daily (each 24 hollr period) starting (the next) and ending (the previous) capture at 12:00 a.m., simultaneously. Each capture of daily SUNCOM Client activity shall be available to OMS for a period of ninety (90) days. Upon specific request, the Service Provider shall provide the log file(s) to OMS within three (3) working days from the request date. Note: OMS prefers the log files be available via a web-server (or other) configured in such a way, OMS can download the log file(s) without requiring any assistance from the Service Provider. Each daily SUNCOM Client activity log file shall be fonnatted with a delimit character so that Microsoft® Excel can import each delimited parameter into a separate spreadsheet column without issue, then capable of being sorted by the column. The Data Direct program was designed to support customers with a need for electronic or paperless invoicing. Data Direct is a simple way to provide summary and usage data to customers in an ASCll text fonnat. Data Direct File / Record Format Sprint Nextel's standard Data Direct file is offered in CSV (Comma-Separated Values) fonnat. CSV is a delimited data fonnat that has fields/columns separated by the comma character and records/rows separated by new lines. If required, the file can be fonnatted with data in fixed positions. Each record layout table in this document includes a column showing the Fixed Position for each field. Sprint does not have a way to provide this from the Data Link systems. Please note we can provide Radius Account Information directly to the customer if they are using SHRA(Sprint Hosted Radius Accounting). Alternative Solution Available from Sprint The requirements of this section can be met using the Sprint Data Link Hosted RADIUS Authentication Service. Sprint's Hosted RADIUS Authentication service provides Customer a hosted usemame and password management solution for their remote access users. Remote users authenticate on one of two redundant Sprint AAA servers while remote access administrators facilitate usemame/password management, of multiple transports types, on a single Sprint hosted Remote Access Authentication System (RAAS) or tool. Authentication database: Native RADIUS, Active Directory, LDAP, any SQL-based solution. a. Redundant Sprint AAA servers are located in Lenexa, KS, and Lee Summit, MO. The RAAS application is Oracle based and is located in a highly secure strong DMZ environment in Lenexa, KS. b. Authentication administrators through the RAAS system will have the ability to: (I) Change passwords for existing users (2) Control the addition and deletion of users (up to the maximum limit purchased) (3) Control RADIUS authentication via policy management and profile groups (4) Reset forgotten passwords (5) Sprint provides authentication administrators RAAS Tier I support for application questions Contract No.: DMS 10111-008B Exhibit I Page 190f43 (6) Sprint maintains the server infrastructure providing both AAA RADIUS authentication and username/password management (RAAS) 1.15 Text Message Broadcast Services The text message broadcast service shall have a method (or mechanism) to broadcast messages (via cellular number) to single individuals or a defined group of recipients including cellular numbers not associated with the awarded contract. The service shall include broadcast message scheduling and auto-triggered broadcast messaging based on dates, an event, or other. The broadcast message once initiated shall be delivered to the recipient(s) within five (5) minutes. The broadcast service shall include a management web interface (or GUI) accessible to the agency to manage their broadcast recipients and broadcast message content. Service Utilization Example: FOOT is seeking an electronic text messaging mechanism to communicate information to their SunPass customers. They anticipate sending text messages such as individual account status information (e.g. low balance), road conditions, or emergency directions. The defined group of cellular phone numbers receiving the broadcast will be made-up of SunPass customers who use the messaging service. The proposed text message broadcast system shall be, an enterprise solution, capable of supporting multiple agencies with each agency having the ability of define multiple unique broadcast recipients. The downloadable Outlook plug-in integrates the Sprint EMG with all versions of Outlook and Outlook Express, including Outlook 7, and runs the Sprint Messenger Web Portal. The Sprint Messenger Web Portal is an easy to use, flexible application used for creating and managing messages that can be delivered via multiple delivery methods including SMS, e-mail, text-to- voice and fax, and that are sent over the Internet via Secure Socket Layer (SSL), using a proprietary XML-based Application Programming Interface (API). There are no charges for sending these messages to Sprint users. If messages are sent to a non- Sprint user, there is a charge. The user receiving the text will be charged according to the plan they are on. Web Portal The Sprint Messenger Web Portal is an easy to use, flexible application used for creating and managing messages that can be delivered via multiple delivery methods including SMS, email, text-to-voice and fax, and that are sent over the Internet via Secure Socket Layer (SSL), using a proprietary XML-based Application Programming Interface (API). Sprint has an XML API available with EMG Gateway. Sprint EMG Protocol Support Sprint EMG messages can be up to 500 characters and supports the following protocols • SNPP -Provides 2-way messaging support, including delivery receipts, to appropriate receiving devices over the Internet. As an industry standard protocol, SNPP is based upon the SNPP specification RFC 1861 -Simple Network Paging Protocol -Version 3 - Two Way Enhanced. Contract No.: DMS 10/11-008B Exhibit I Page 20 of 43 • WCTP -Provides 2-Way messaging su pport including delivery receipts over the Internet , both with and without SSL. WCTP is based upon WCTP specification vers ion 1.3 • SMPP -Provides 2-Way mes saging support including delivery receipts over the Internet. SMPP support is based upon SMPP s pecification vers ion 3.4 . Note: If the me ssages are sent to a government employer then there is no cost. If to a non- government emp loyee (SUNPASS user as de sc ribed in the example) there is a co st for th e me ssage. Sprint E n terprise Messaging Ga t eway Desc ription The Sprint Enterprise Messaging Gateway (EMG) provides a si ngle point connection for text messages onto both the Nationwide Sprint and Nexte l Nationa l Networks to enab le State of Florida employees to keep connected, bridg ing the fixed and mobile workforce. TeleMessage, a universa l messaging service provider founded in 1999 , provides the Sprint EMG. Its techno logy partners include Microsoft HP, IBM , Sun , In tel , and Oracle among others. With Sprint EMG, State of Florida mobile workers can receive messages from State of Florida systems and or emp loyees, thus enhancing productivity. System Architec tu re The Sprint EMG works as follows : Message simt to EMG from an application . EMG intelligent ly processes, organizes, formats and tracks eac h message and it s respon ses . EMG delivers the me ss age to the device(s) s pecified by the customer and co ll ects a re spon se if appropriate . Fax Phone A ~ SIP/VOIP, ISON PRJ Fax Phone Mall Server t SMTP I POP 3 J IMAP. Mall Server S p r i nt EMG P r otoco l Support _Ie _Ie Phone Phone ~ ~ 8MPP I HTTP .. 10171 ...... ' .... , On,w"," External Port, Q ~ HTIPIS, SOAP/lUll External Party ..... ': Sprint EMG mes sages can be up to 500 characters and s upport s the following protocols: • SNPP -Provide s 2-way mes sag ing support, inc luding de livery receipts , to appropriate receiving device s over th e Int ernet. As an industry standard protocol, SNPP is based upon the SNPP specification RFC 1861 -Simp le Network Pagin g Protocol -Version 3 - Two Way Enhanced. Contract No.: DMS 10/11-008B Exhibit 1 Page 21 of4 3 • WCTP -Provides 2-Way messaging support including delivery receipts over the Internet, both with and without SSL. WCTP is based upon WCTP specification version 1.3 • SMPP -Provides 2-Way messaging support including delivery receipts over the Internet. SMPP support is based upon SMPP specification version 3.4. Web Portal and Ontlook Plug-in The downloadable Outlook plug-in integrates the Sprint EMG with all versions of Outlook and Outlook Express, including Outlook 7, and runs the Sprint Messenger Web Portal. The Sprint Messenger Web Portal is an easy to use, flexible application used for creating and managing messages that can be delivered via multiple delivery methods including SMS, e-mail, text-to- voice and fax, and that are sent over the Internet via Secure Socket Layer (SSL), using a proprietary XML-based Application Programming Interface (API). The Outlook plug-in uses Exchange GAL and Outlook and enables State of Florida users to utilize the same contacts they use for their e-mail messages and can support up to 5,000 entries that can be organized into distribution lists or individual entries. The Outlook plug-in integrates completely with Outlook, messages so they appear in the Web Portal just as if they were in Outlook. This makes it easy for State of Florida users to compose messages in a variety of formats, send to a variety of destinations, and check delivery status and receipt all from their mobile devices without having to invest time, IT resources or money for any additional training or support. The Sprint Messenger Web Portal is accessible at http://messenger.sprint.com and requires login credentials. Connection Process The Sprint Enterprise Messaging Gateway requires authentication. Authentication requirements vary depending upon access method. • SMPP -Requires persistent connectivity via a VPN, Frame Relay or ATM. • SNPP -Connectivity can be provided over the open internet, VPN, Frame Relay, MPLS or ATM. • WCTP -Connectivity can be provided over the open Internet, both with or without SSL, via VPN, Frame Relay, MPLS or ATM. (This will be provided at the time their credentials are provided) 1.16 Messaging Logging Service All messages (transmit/receive) shall be logged upon the end-user's request (order submittal). The Service Provider shall capture a unique message log file daily (each 24 hour period) starting (the next) and ending (the previous) capture at 12:00 a.m., simultaneously. The Service Provider shall provide the previous month's daily logging files to the end-user within the first ten (10) days of the month by electronic data transfer and electronic storage media (OVO, CO, etc.). It shall be required the logging files be available for a period of sixty (60) days via a web-server configured in such a way, the records can be downloaded without requiring any assistance from the Service Provider. The log file shall be formatted so that the files can be import into an electronic spreadsheet without issue and capable of being sorted by device identifier, user account number or other identifier as listed below. The log file shall include for each message (at a minimum) the listed identifiers. (a.) Minimum Identifiers, Content and Network: Contract No.: DMS 1O/1I-008B Exhibit I Page 22 of 43 (b.) Handheld device identifiers; (c.) associated user account number; (d.) message send date/time; (e.) message receive date/time; (f.) message content, sent; (g.) message content, receive; (h.) wireless network identifier; (L) other information as recommended by the Service Provider or requested by OMS if available from the Service Provider. The message log file shall have a unique line entry which contains the listed identifier fields separated by a delimit character such as a comma (,). OMS is aware that some handheld devices support PIN-ta-PIN transmitted off-net' messages which may not traverse the Service Provider's network. 'In this instance an "off-net text message" is defined as: any transmitted or received text message that does not transverse and/or cannot be logged using the Service Provider's network facilities. DMS waives tbe requirement tbat all wireless device messages be logged until the Service Provider elects to enable this functionality on their network and limits this requirement to devices tbat are message logging capa ble as identified by the Service Provider. This capability is currently only available on a limited number of Sprint devices. This service requires an application to be loaded on the wireless device. Standard (non smartphone) devices are not currently supported. Network supported text logging could be provided in the future but is undetermined at this time. If text logging is required, the end-user would have to select a "text logging" capable device and load the applicable software. All SMS messages sent from smartphone devices are captured at the time of transmission and made available online to authorized users. The devices that are txt logging capable are identified in product catalog. With an application loaded on the device, every message can be captured upon send or receive of smart phones and can be provided. Pictures can be stored but will require additional set up to support volumes of JPG, WA V files and other type media files. With the Logging Application, all messages are available online too authorized users. Sprint has the ability to auto-generate an output of all messages to be delivered electronically within the specified timeframe AND which can be burned to DVD by Sprint or by the State of Florida, if required. All SMS but not MMS messages sent and/or received are stored on the system for a minimum of 12 months. All captured SMS and MMS messages can be exported sorted by device identifier, user account number or other identifier as listed. Virtually any messaging technology can be rolled into Sprint's solution. In addition, the Sprint's solution also captures the content of all PIN-to-PIN messages sent or received. Sprint currently supports the most common carrier provided messaging technologies: SMS, MMS and PIN-to- PIN. Sprint additionally maintains the number TYPE (long Distance, local etc.), the Signal Strength of the device at the time of send or receive, the GPS location (ifGPS is enabled on the device) and a Message Type. Outside of messaging, Sprint also logs all applications and contacts that are Contract No.: OMS IOIlI·008B Exhibit I Page 23 of 43 resident on smartphone devices, providing migration tools for device replacement. Sprint tracks data and voice use. Thus, this can be proactively measured against the carrier's invoice. 1.17 Geographical Device Tracking Service The geographical device tracking service shall have a method (or mechanism) to track individual wireless devices within the State of Florida. The device's location shall be tracked utilizing latitude and longitudinal (Lat-Long) coordinates. It is desired the device logging interval be a parameter controlled by the SUNCOM Client but if not possible, the Lat-Long coordinate shall be logged on a defined interval in minutes continuously during designated time periods. The logged information for each individual device shall be electronically stored and maintained by the Service Provider for a period of thirty (30) days. A daily record (electronic file) of all logged devices activity shall be provided to OMS via agreed upon electronic transfer protocol daily and/or upon request. The Service Provider shall provide the total data file at the end of the applicable month. The Service Provider shall also provide API access to its network services via a Web-services framework to enable OMS to develop application or to integrate with other applications. The longest time interval between location attempts that Sprint would impose for a given device is 10 minutes. The geographical device tracking service shall include a management web interface (GUI) accessible to the SUNCOM Client that shows relevant devices' general location in real-time. The web interface shall plot individual device day history locations, and real-time location on an electronic Florida road and county map. The mapping software shall be capable of filtering based on a defined group of devices or a single unit. The Service Provider shall identifY all devices in their product database that support the geographical tracking functionality noting the degree of accuracy for each or provide a website that contains this information. Any device not supporting geographical tracking functionality shall be noted on the Service Provider's ordering interface (the tracking feature option shall be disabled for ordering purposes), and the Product Catalog submitted to OMS. In lieu of a product catalog, Sprint shall provide a website that list all COMA devices launched in 2006 and beyond that are certified for all Location Based Services (LBS), as well as many prior to that date. Existing devices can be found at www.sprint.com/phones. Regarding degree of accuracy, under the same conditions there will be similar degree of accuracy regardless of device type. Sprint shall use the best available technology to obtain the location fix. The level of accuracy is environment driven. For example in-building, where GPS positioning is blocked The Service Provider shall provide terrestrial positioning (AKA: tower triangulation). Along with the location value the uncertainty value of the location fix in meters indicating the quality of the location fix shall also be returned. Due to network assistance Sprint GPS receivers typically perform better at lower signal levels than stand-alone GPS units. The Service Provider shall not provide the SUNCOM Client with the option to activate geo- tracking services via the Service Provider's ordering interface prior to OMS notifying the Service Provider the SUNCOM Client has established a geo-tracking billable account. Upon receipt of the OMS notification, the Service Provider shall activate the SUNCOM Client account to allow them to activate geo-tracking for the devices managed under the account. Once tracking has been activated, the Service Provider shall electronically notifY the SUNCOM Client via the tracked device that device tracking has been enabled. The geo-tracking service shall permit SUNCOM Clients to activate (or deactivate) tracking of the subscriber supported device. It is desired that the subscriber shall be able to pick the start and stop times (e.g. starting at 7:00 AM and ending at 6:00 PM to track strictly during the business day) and the frequency of Geotracking sampling. The sample frequency options available to them for Contract No.: DMS 101I1-008B Exhibit I Page 24 of 43 collecting the tracking data should include interval ranges of at least fifteen (15) minutes, thirty (30) minutes, one (I) hour, and once daily. Meeting this requirement is driven by specific application and logic on the handset. Certain applications such as Actsoft, Telenav, or Xora can provide clock-inlclock-out capability within their third party application. Geofence triggered tracking may also allow for start/stop as a user enters a defined geofence area. These functions will depend on the third party application that is selected. Sprint also provides API access to its network services via a Web-services framework to enable OMS to develop application or to integrate with other application. The Service Provider shall send a real-time notification message to OMS every time the SUNCOM Client activates (or deactivates) geo-tracking on a device. The message will contain the: (a) SUNCOM Client's account number. (b) User !D, name, and email address of the person making the change. (c) Choices made by the SUNCOM Client: I. Device !D (phone number and data device identifier 2. Start-Stop times 3. Sampling frequency Exception: Sprint takes exception to (a) through (c) 3 above. The reporting and notification capabilities available are highly dependent on the end solution that is chosen. Sprint does not provide this level of notification, but specific notifications can be determined by the chosen third party application. The Service Provider shall compile all of the location records collected in the previous 24 hours into one file and electronically transfer the file report to OMS daily. Each record will contain the following: (a) Device ID (phone number or data device identifier) (b) Twenty-four (24) location history with location (Lat-Long),date and time for each unique sample entry. Exception: Sprint takes exception to items (a) through (b) above. Sprint does not offer this as a standard offering but could be offered by a third party provider. As a part of the same transaction, the Service Provider will supply a summary showing how many records are included in the record file. OMS shall verify the number of records equals the summary and ask the Service Provider to resend the batch file or summary if a discrepancy is noted. If a discrepancy is found, OMS shall provide the Service Provider an exception report and shall not pay for records outside of what was requested (i.e. absent of proof and reconciliation). The regular monthly invoice from Service Provider shall include a charge for all of the tracking records supplied to OMS for the prior month. The tracking data supplied daily shall be used as the invoicing detail (substantiation of the invoice) thus the total charge shall equal the number of valid records (i.e. complete records within the parameters the customer requested) OMS tallied during the month. A compilation of the daily summary amounts is the quantity that shall appear on the vendor invoice. Sprint Business Mobility Framework Overview Contract No.: DMS 10111·0088 Exhibit 1 Page 25 of 43 Sprint Business Mobility Framework allows State of Florida to locate, track, direct, message, and share information utilizing Sprint's Network capabilities, an enterprise IT application environment, and mobile workforce devices or assets: • Location Services (Cell Sector Location and Precision Location): Sprint uses celllsector, Assisted Global Positioning Systems (A-GPS, satellite-based) and Advanced Forward Link Trilateration (AFL T, tower-based) capabilities to deliver fast and accurate location data • Presence Services (Presence and Presence Notifications): Sprint uses Presence (current "on" or "of[' status of device) and Presence Notifications (change in status) capabilities to deliver status information for authorized Sprint PCS 3G devices. • Alert Services (one-way text messaging): Sprint uses SMS (text) and Play Voice XML (voice) capabilities to deliver messaging options through the Sprint Business Mobility Framework gateway Sprint Business Mobility Framework Permits I. State of Florida develops applications based on your specific requirements or purchases an application pre-certified on the Sprint network. Sprint shall help State of Florida identify existing applications or other third party applications eligible for integration with Sprint Business Mobility Framework. 2. The State's IT staff or a System Integrator can integrate the State application(s) through a secure SSL connection. 3. State of Florida purchases or utilizes existing GPS-enabled devices, and purchases individual Sprint Business Mobility Framework services, based on the application requirements and frequency of use. Sprint Business Mobility Framework Solutions Includes: • Sprint Mobile Locator -Sprint-branded location application with location presence and messaging services in a bundled product solution; a solution designed for customers requiring basic location and mapping services to improve the productivity of their mobile workforce. • Field Service Automation -Provides mobile technicians with access to software designed to automate core business processes and coordinate work orders. • Field Force Management and Sales Force Automation -Allows businesses to reduce expenses associated with transport and delivery of products and services through improved monitoring and management of mobile employees. This category includes Sales Force Automation (SFA) solutions that extend CRM software to sales personnel for pre-sales and post-sales activities in an organization. • Fleet Management -Monitor and manage assets and equipment and include location services (monitoring/tracking, routing, mapping, traffic weather alerts); work order management (record shift times and breaks, capture job and work order information, expense reporting), and dispatch functions Gob order scheduling). • Asset Management and Tracking -Monitor and track high-value assets using specialized devices. Technical Functionality Details Account management is enabled through the consumer web portal. Application developers use Application Protocol Interface (API) hooks through Software Development Kits (SDK) provided by Sprint. Contract No.: DMS 10/11·0088 Exhibit I Page 26 of 43 • Precision Location (Includes AGPS and AFL T) provides the latitude and longitude of a device along with an accuracy estimate (accurate within 5-300 meters depending on conditions). • AGPS (Assisted GPS) determines location utilizing Sprint Infrastructure and Satellites. Line of sight to three satellites is not required as in regular GPS technology, but two satellites must be visible for a precise AGPS fix. • AFL T (Advanced Forward Link Trilateration) determines location through the phone by taking measurements of signals from nearby cellular base stations (towers) and reporting the time and distance readings back to the network. The network then calculates an approximate location of the device. In general, at least three surrounding base stations are required to get an AFL T position fix. Cell Sector Location provides the latitude and longitude of a device (accurate within the signal zone of a CDMA tower). The device location is within a wedge-shaped cell sector, much faster than precision location, more accurate in urban areas than rural areas. Presence Services Presence provides a status indicating whether the device is on or off. Presence Notifications alerts the application when a device is turned on or off. Security parameters are in place to ensure only authorized users can access presence information. Alert Services SMS Alerts (Text Messaging) enables application server to send a text message easily to a device. • State of Florida can send an SMS message to a single device or up to 20 Sprint PCS 3G devices at one time. • The Play Voice XML version supported by BMF is 1.0. Sprint Bnsiness Mobility Framework Manager Sprint Business Mobility Framework Manager provides self-management portals with integrated application and privacy management: Administrative Portal Your Telecommunication Administrator's Portal: • Provides a web-interface to manage which applications can use Sprint Business Mobility Framework services and which devices those applications can query • Enables Sprint and third party administrators to manage applications and ensure applications can only query devices that have given them permission • Provides a number of management features including Work List, TPA Management, Device Management, and Group Management Consnmer Portal The Consumer Portal allows Sprint PCS Vision subscribers to manage permissions to location and presence applications made available to them by third party providers. Individual subscribers can: Contract No.: OMS 10/11-008B Exhibit I Page 27 of 43 • View, accept, and reject application invitations • Create and cancel subscription requests to applications • Block applications from sending invitations • Change personal preferences such as disabling text messaging or administrative authorization Certified Sprint Bnsiness Mobility Framework Partners for Application Development Sprint Business Mobility Framework provides a software development environment with highly interoperable web services. Sprint has integrated with multiple developers. State of Florida can access detailed infonnation on our certified partners at www.sprint.com. 1.18 Wireless Device Apps-Store The Service Provider shall provide an Apps-Store for wireless handheld device applications. The Apps-Store shall have a web-based interface for wireless device applications development and functionality to disseminate applications to the mobile device. The Apps-Store shall be provisioned with a state accessible and public accessible partition with public access to the state partition restricted. The Apps-Store shall be a tum-key solution with all software, hardware, and data transport links provided and maintained by the Service Provider for the tenn of the Contract. Sprint Nextel Corporation offers the "Business Applications Marketplace" solution to the Application Store requirement in this section. The "Business Applications Marketplace", provides Business and Government Agencies with Mobile Productivity Applications from a range of providers covering all major Mobile Device Operating Systems. The Business Applications Marketplace will operate as an extension of the suite of legacy Sprint Billed Solutions. The Business Applications Marketplace provides: • Business Mobility Applications for all Mobile Device Operating Systems • New Mobile Productivity Applications will be continuously added to the "Marketplace" • All Applications ordered through Sprint will be billed as part of your Sprint Nextel Wireless Services monthly bill. The Business Applications Marketplace shall provide the State of Florida if they wished to use this service to bill for the Mobile Applications that have been developed by the State. There is a set up process for this "Marketplace" that can be delivered for review, if necessary. From a process standpoint, the State of Florida would deliver the application -Sprint would bill the end- user, and then remit payment to the appropriately identified State Agency. 1.19 Coverage Maps (Voice and Data Web GUI) Within forty-five (45)-days from the contract execution, the Service Provider shall complete development and make available a "coverage map" webpage accessible via the wireless cloud and the Internet. The Service Provider shall maintain and update the wireless service webpage as required or directed by OMS at no additional cost. The Service Provider shall furnish a dedicated Internet accessible web GUI application database containing current non-proprietary, coverage maps to validate the counties, or portions thereof, where they have wireless voice and data services operating and providing reliable services, 24x7x365. The outdoor coverage maps should be detailed (marketing maps are not acceptable) and accurately reflect the reliable voice and data service areas. The Service Provider shall provide detailed in-network (no roaming) voice and data services coverage maps for the State of Florida, with a detailed overlay of counties and major highways. Contract No.: OMS 10/11-0088 Exhibit t Page 28 of 43 The coverage map s s ha ll in c lude a statew ide map and county-by-county maps, s ixty-seve n (67) in total. The map must include a referenc e to the propagation software used and be in compliance with accepted mapping standards. Detailed engineering propagation maps are not required (at this time). The maps shall differentiate voice and data coverage areas. The Service Provider-shall - highlight any areas on the coverage maps where roaming charges for voice or data will be incurred. The Service Provider shall include, on the serv ices webpage, a listing of a ll counties within the s tate where they currently have wireless serv ice available with the coverage percentage for each. Counties with no coverage shall be listed with a comment stating "no coverage available." After the contract award and as service areas are expanded by the addition of new transmi ssion facility s ite s or other capabilities, the Service Provider shall update the coverage map database to accurately depict the Service Provider's wireless service area as required. The coverage maps shall be available, via the Internet, to potential SUNCOM Clients, and used to determine the best Service Provider's coverage area for a particular geographical area within the State of Florida. It is desired that a continental United States coverage map also be included. The coverage map s shall include a statewide map and county-by-county maps , s ixty seve n (67) in total. Sprint shall provide files to Florida in a digital format for use in their GIS system. OMS waives the requirement for static coverage as long as: Sprint provides and maintains a wireless coverage GUIon the public Internet accessible to OMS and the end customer_ http://coverage_sprint.comIIMPACT_isp 1.20 Roaming There s hall be no additional roaming cost associated with a use r acco unt within the State of Florida. There shall be no roaming charge incurred by end-user accounts within the Service Provider'S advertised footprint outside the State of Florida within the United States. Sprint does not charge for roaming for voice services. Data roamin g charges are applicable after the 300MB cap is exceeded both in and out of the State of Florida. 1.21 Network Neutrality The Service Provider 's network shall be a "Neutral Network" which, in this instance, shall be defined as: free of any restrictions which, degrade communication streams based on th e following, including, but not limited to: particular third party service providers, communication types, communication content, application, application data, application ports, or destination si te filtering by filter-list, URL, network-address, ho st-address, or other. The SUNCOM end-user s hall be capable of transmitting and receiving third party serv ices and application data without re s triction s s uch as: IP traffic throttling, blocking mechanism s, or other network traffic control sche mes which queue, shape, differentiate or degrad e the associated communication stream in any way. While connected to the Service Provider's cellular network (via transmit/receive device), the wireless IP data mode of communication shall not be restricted, blocked , or governed by the Service Provider to hinder or prevent the execution of third party serv ice s or applications. The Service Provider s hall not block , re strict, impede (degrade), or negatively influence the communication stream of a third party service (or application) which may (or may not) include services (or applications) that compete with s imilar se rvice s available from the Service Provider. See the diagram below. Cont ract No.: DMS t0/11-008B Exhib it 1 Page 29 of 43 , , , .' , Wireless Device With 3td Party Services & Applications .' .' .' ~ ----,('" ;:7 __ _ .' .' ---WI FI Path •• _ •• _. Cellular Path The Service Provider shall not impede (degrade), block, or differentiate performance of third party wireless connectivity devices (data-modems, handhelds, routers, or other), which technically conform to, and are functiona ll y compatible with, the Service Provider's wireless network. The Service Provider shall not imped e or degrade any transmit/receive device's performance or any communication streams being processed by the device during a communication session. Sprint shall not intentionally degrade network performance affecting applications not purchased from Sprint. 1.22 Priority Connect Services The Service Provider's wireless network shall be provisioned to support a Wireless Priority Service (WPS) scheme in compliance with the National Communicat ions System (NCS) of the Department of Homeland Security . DMS is aware WPS is a federal program, admin istered by the National Communications System (NCS) within the Department of Homeland Security (DHS) that provides the benefit of priority network access for qualified government and industry subscribers that must h ave communications capabilit ies in times of national security and emergency preparedness. DMS requires that the WPS service shall be deployed on the entire Service Provider Wireless network across the United States. Once WPS is act ivated, registered users shall be capable of dialing a 'three (3)-digit number to activate the priority connect feature before dialing the ten (IO)-digit telephone number. The ca ll will automatically be placed in high-priority status and will be given priority for the next avai lable wireless channel at the originating radio access network. At this time, Sprint Wireless Contract No.: DMS 101I1·008B Exhibit I Pa ge 300f43 supports priority features for voice traffic only. Wireless Priority Service (WPS) is offered today to Federal, State, Local, and Tribal Government's authorized personnel, providing priority access to the public wireless network during network congestion. The service is activated by dialing a code and then the phone number. To take adva ntage of WPS on the Service Provider Wireless network, a uthorized National Security and Eme rgency Preparedness (NS/EP) users must first apply to the NCS to receive this service, by visiting the NCS ' website at http://wp s .ncs.gov/. Once NCS confirms eligibility, the NCS will then notify the Service Provider that the official request has been approved for WPS and that the se rvice can be added to the user's account. Users may also contact the DMS Product Manager, the Service Provider's Account Manager or the WPS Activation and Support department at 877-262-2950 for further information. Additional information regarding the WPS program can be obtained by visiting http://wps.ncs.gov. Higher priority -~--= I : 8 : it I Exacutr.. l •• Mflhlp .,d Policy M"kerl Dil.lllu Re.pon Ie and MIIit~ Comm.nd .,d Control Public H •• tth , 5.f.ty, .nd L_Enforcement Public S.NC .... Utititieol • • nd PublicW.tfu. I = -..= -5 • -Lower priority Priority Conned Feature Gives the aRght of Waf to Emergency Communications and is Compatible with National Communications System (NeS) Escalation Categories Only individuals in NS/EP positions are authorized to use of WPS. Five categories have been established in order to identify critical NS/EP leaders hip functions and determine eligibility. The NCS will be the decision maker on those subscribers that are and are not eligible for WPS service. a. Executive Leadership and Policy Makers b. Disaster Re sponse/M ilitary Command and Control c. Public Health, Safety and Law Enforcement Command d. Public Services/Utilities and Public Welfare e. Disaster Recovery WPS is invoked by dialing '272 prior to the de st in a tion number: • WPS is an enhancement to basic cellular service that allows NS/EP calls to queue for the next available service channel • IOC provides queuing on the origination of the cellular call • FOC will provide hand ling from origination, through the network , to the called destination Customers must have leadership role s in NS/EP to use WPS. Key requirement s are as follows: • C ustomer must be a Sprint subscriber Contract No.: OMS 1011 1-0 088 Exh ibit 1 Page31 of43 • Customer must request WPS service at http://wps.ncs.gov/ or call \-866-NCS-CALL to apply • NCS will inform Sprint of those subscribers approved for WPS and at what Priority Level • Sprint cannot add. delete or modify a WPS subscription without NCS consent Emergency Gronp Connect Emergency Group Connect. also known as "ruthless preemption," provides network resources to specific subscribers during times of congestion. When Emergency Group Connect is initiated, all other Oirect Connect calls occupying the channel are preempted to allow for the call to be completed. The emergency calls are initiated from handsets equipped with an emergency button. The emergency transmission is prioritized to a priority level of 0 and sent over the active channel, preempting all other calls that would have otherwise prevented its transmission. All active members of the user's talkgroup (including the dispatcher) immediately switch into a special emergency talkgroup and the Emergency Group Connect session begins. Emergency Group Connect is available on all iDEN handsets; however, the i3251S is the only handset that can initiate the call. 1.23 Test Plan (applicable to wireless data component) The Service Provider shall be responsible for testing the wireless data transport system to ensure proper performance as required as part of this contract. All wireless service system testing shall be coordinated with and approved by OMS and/or the applicable SUNCOM agency applicable to this contract. The Service Provider shall be responsible for testing each component of the wireless data service system including wireless modems (before and after installation, if requested by the SUNCOM agency), transport NNl, transport NNI failover, and closed user group configurations. The Service Provider shall develop and submit to OMS for approval a test plan and demonstrate successful IPSEC NNI failover testing for each NNI tunnel between the primary and secondary IPSec VPN appliances before SUNCOM service orders shall be permitted. All test plans and testing shall be coordinated with and approved by OMS. The test plan shall be applicable to the contract elements only. The test plan once approved by OMS shall be contained within the MCS Operational Guide. 1.24 Data Monitoring Tool Snite The Service Provider shall make available to OMS and the end-user a GUI tools which support administrative management of user accounts (e.g. activate or deactivate device), monitor per-user usage, track user activity, and monitor service agreed upon SLAs. Also, provide a list of GUI tools capable of troubleshooting user problems, monitor malicious activity, customer defined event notification, and excessive usage notification alarming as defined by the customer. The GUI tool suite shall be integrated into the OMS SUNCOM portal and made available to the OMS NOC and end customer. The tool suite shall be configurable and provide OMS functionality to monitor all user accounts while limiting the end customer to their particular users. Exemption: The Sprint solution to this requirement only supports selected smartphones and requires an appliance to be loaded. The solution does not support aircards or non-smartphone type devices. Sprint shall provide a Oata Monitoring Tool Suite that is very configurable that shall be made available to OMS NOC and end customer staff. With these tools, the State of Florida shall have the ability to monitor all smartphones on the account and to easily restrict end customer access. The tool provides the required management functionality for smartphone data and the following other aspects of wireless use management. Contract No.: DMS 101l1-008B Exhibit I Page 32 of 43 CUI Based Monitoring Tool Outgoing CoIlls All Calls Incoming SMSs Outgoing SMSs AIISMS. Incoming MM5s Outgoing MM5s All MMS. Incoming PPMs Outgoing PPMs All PPM. Network Data Usage The tool provides the following GUI based Smartphone Data Monitoring tool s and related functionality. ~ .-'-....... '-._ .. -,_ .... -._- 4> '" _, ,,' tmmC " ~Pl l ] _EOIIE011-=:1c:::::::1~tc=:::ltc::e:e:I_m=:::tI .... ,.~. ,""M' , ...... , .... ,~ .. __ -.4'.1°,',,\'11 .-..... 1 .... (0)1 ,_ 1 ......... '-.,.. ....... .'''''_ ',"o(.l Smartphone Data use is recorded along with the following information : • Network • Carrier • Tower • KB Downloaded • KB Uploaded • Time • Signal Strength • Blocked YIN • Location • Any associated URL • The flowing are speci fic requirements in the stated sec tion and our re sponse: • End -user GUI tool s which s upport administrative management of user accounts (e.g. act ivate or deactivate device) The tool provides a GUI based set of tools for administering the mana ge ment of line s. In addition to being able to DEACT IVATE a Smartphone device, you can control many aspects of how Smartphone devices are use d. At a minimum a use r has the ability to Deactivate , Lock, Wipe, Kill and track a Smartphone device. Co ntr ac t No.: DMS 10/11-008B Ex hibit 1 Page 33 of43 .y"'"._~1 ""'.W. ".n l'ef .~ Additionally, a user has the ability to control many of the aspect of how Smartphone devices are used. Profiles can be established that provide the following controls at a minimum: • Limit the amount of data use before a Smartphone device ceases working • Re strict Smartphone International Use • Send out alerts based on amount of Smartphone data used , s ites visited etc. • Block access to certain s ite s or re strict who a use r can exchange data with All profiles can be adjusted by different parameters, for example time of day. The State of Florida has the ability to restrict a Smartphone user ITom visiting facebook during bu s ine ss hours if so desired, but allow such access after a se t time, for exam ple 6pm. The tools have the ability to provide GUI base d tool s 10 monitor Smartphone use on a per line bases. Monitoring can be set for Incoming and Outgoing Calls, SMS , MMS and PIN to PIN Messaging (PPM). Additionally the tools can monitor Applications Device Information (SIM lD, ESN Etc.), Status (On, Off etc.) and Smartphone Network Usage. Contract No.: DMS 10 /11-0088 Exhib it I Page 34 of 43 ... Calls ... Incoming ... Outgoing ... SMS .... Incoming "'" Outgoing ... MMS ... Incoming ... Outgoing ~--... PPM ... Incoming ..., Outgoing .... Application ... D e vice Status i ... Device Information Net.\'ork Usage I •... __ ._-------... Smart phone user activity can be tracked if any of the above monitoring options are selected. Additiona ll y, if GPS is enabled, a location can also be provided for specific calls, messages or data use. The typica l SLA items that can be tracked are coverage . Monitor malicious activity; All Smartphone calls, me ssages and data use are logged. Malicious activity can be tracked and quickly identified. Once me ssages are in the system, we provide key word filtering for malicious activity identification and tracking. C ustomer defined event notificat ion, and excessive usage not ification alarming as defined by the customer; An example GUI interface is provided be low. The system provides a very robust facility for defining events for notification. Minimally, Smart phone users can set notification for the following: • Specific data use • Non use • Hits on specified URL's • Mes sages sent to spec ific numbers • International or other location based alerts The GUI too l can be integrated into th e DMS portal , the method of integration w ill depend on the techno logy deployed. At a minimum a link, tab or other input can be associated. Single s ign on is also desirable. Contract No.: DMS 1O/11-008B Ex hibit I Page 35 of 43 Sprint is proposing a Smart phone Data Monitoring Tool Suite that is VERY configurable and can be made available to DMS NOC and end customer staff .The us ers can acce ss the information thru a link thru Oasis in the mobility section . They will be able to see a dashboard of items as it relates to the monitoring of the Smartphone device , it does not work on non-smart phones. With these tools in place, the State of Florida will have the ability to monitor all s mart phones Note: Embedded devices will depend on whether the application can be loaded on the device and has the capability for interaction monitoring . Aircards only if they are in a laptop and the application actually loads on the laptop , not the Aircard. 1.25 Voice Monitoring Tool Suite The Service Provider shall provide a web-based tool capable of monitoring Smartphone voice account information, usage minutes, calling activity, activation/deactivation functionality, overage alerts , and service area outage information . The tool suite shall be integrated into the DMS SUNCOM portal and made available to the DMS NOC and end customer. The tool suite shall be configurable and provide DMS functionality to monitor all Smartphone user account while limiting the end cu stomer to their particular users . Exemption: The Sprint solution to this requirement only supports selected smartphones and requires an appliance to be loaded. Th e solution does not support non-smartphon e typ e devices . The monitoring tools provide a web interface giving the State of Florida the ability to monitor smart phone voice account information including usage minutes. At the account level , many aspects of the Smartphone wireless us e are tracked . At a high level the following common items are available: • Total Voice Minutes • Peak Minutes • Off Peak Minutes • Peak Mobile To Mobile Minutes • Available minutes • Minutes over/under plan allowance • Radio Minutes • Incoming Minutes All of the above are tracked at the line level and are available for reporting at the line, account or another level. ~ * •• ~ m M on ,. ~ ... .~ "''' » -."-~-m •• I, .. .". ~, • • m ... ~ ~ * .. " .-• .' • • • --...... """-U1U ' • • • • • • --.. c.....,..._e ..... • .. 1M! " lilt Hit n. ~ -""""" 'lor . ......., on I'"'' --• • • • • •• M --~r,_ .... _. ". . .. ~. •• • '" 'n ". ---.....",. ,-...... .... 'UUI Ji ll " • ~ m • III' '''~ • _m * -~ c .... ~. ". ''''M JIIlli ~ • .* OM -.m "" ~ •• ~ -""""" c~._ .n .. ~ "IUl • • • i • • • • .. ,,_, "",.,"" I.. _" ",., ,_, .". '"'' "" All Smartphone calls are tracked and recorded as they happen. Additionally all calls recorded by the carrier are tracked for compari son purposes . Contract No.: OMS 10 /11-0088 Exhibit I Pa ge 36 or 43 Real Time View: ~ -_. '--...-, ----_ .. -....... -. -- ..... _. ... c:m:im . ~,,{- ~. "_'d ''''',,01100 '~"l"~ ll .... ~.u ".".'hl~""' ... t, ,,,,,,"'10111 ClCll:I.:=:IIc:z:::I-==::I.:==:I-==:Im:mIl=::lI -.-._" , ........ ,_ __".-... , __ ,, __ .,,_ _.......... r_.... , .... _ 'I~"'''''' ~ -"~ .. "'"," .. " u --" .... , .... ,,, ... U ~ o.».,~ _ .. "....:. ., ... "., ......... U ~ ""'.t ...... -,. _ ........ ,f»{,. ... '.·I1 ... U ~ .. ,." .... -~ _ .. ,,"'a ..' ... "'.' ........ U .......... ---",,-. ~ ................ U .. M .... '. -~ _C .. '.....,. ,,, ... 0. •• ,,_ U ~ -~-........ " .. " '''''''''''' .. n ... U ..-..... """ ·, .. u .. " ....... U ~ --_IIIU' __ • ... 'MltO! ., ..... U ~ ""'''''101 ......... .,..~,." ., .. -U " ........ ,., --........ ,....:0 " , ...... ,." ·h ...... U ~ -~-'cu "" " .. N II " " " .... U ~ ._ ..... ---•. '1va" ...... ' .. _ U Carrier Data View : 'l'IeI""d",1 C.II, To ~ I I",~t .... 1""0., I''''''' to m .. I ,,,'''' H'n o lI o an. To ll ... ".1 (r ,' .. "" (,,' tWler»" M. .... ..S '-0 UA'Mo:Uo ..... .... ..s r_ 0 u. .. utOp .... .... .. S -0 tvttN:nol I • .... .. .. MS ,-0 U1Un:n. .... WM ,MJ'f -0 tJfl UMOp .... .... MS -0 UfHMdI. .... .... MS ........, 0 The system tracks a ll new Sm a rtphone Ac ti vat ion s and Deactivations processed in our orderin g tool. Management R~rts C_lHIft y ... '41 ___ ..-... ... -)t' ... U __ WII ..... "" ..... 1Ii< -,.,.. ...... _YHtMIltMIIi< --:N, .... , c ....... 00'" -.. ~ --,..... .. ___ '*-... ",..1 ......... 20 ' ...... ___ ..................... ~ 2O,.. .. _YN_ ~u u .... ~n* on )tJ..Mlo.I/Il ..... )tUM-It _ ..... HJ..MI..un U J lit,....." .. ..... ".._,, .. m 'jof..J!f~ ..... II1 Clltro -_ ... u_ --Jt?N,.u It U'J)f ...... ~I ... .,At_ ,~-~. lOtI ... 1I t, lWJ -_ ... --.... -.M_ " "'" :s-::!a...v IlPot _ _ .... N .. · •• ' Mol .uJ1J _ ... -....-........ lit .!.!!lJ "" -~ u ...... -,., .... u, .!!!!.J umll ""'--JoMt,K.f4 Ul .!.!!lJ The system al so provides a track ing mechani sm fo r the STATUS of all line s, includ ing ACT IV E, TERMINATED, LOST , SPARE, STOLEN, etc. Additiona l Status 's can be added by the client. Contract No .: OMS 10/11·008B Ex hibit 1 Pa ge 37 o f4 3 Last Na m e : First Name: IAdams II Abioail Employee ID : II ~~ __ -,~DI~VI~,,~on~-,~ID~'~Pt~ __ ~~ ~ 11'-""'°°"---__ ---'1.,,'111 .. '°"'°"'° ____ -'-1.,,1 ESN: I XXXTGN9Z9D PIN: I Device St,lt U <' SPfore Stolen Tennl~ted Device .: Radio: IP: 17145 55 1118 11 286-79-1379 I ~I ~=::::::==J Carrier Acct .: Rate Code: Co ntract Plan: 1994558815 II sZAD7 1 1 filgr ~D~.m~'~ln~'~ IDA dm L .. 1 ~ol iCY ~Edit @Report ing lDR e imb urse IEJRecapture Login E-nlall Address: I Reports and a lerts can be se t for real time use or hi storical. For real time alerts, thresholds would be set by line or group of lines , and alerts would be triggered based on exceeding the threshold. As is shown here, the total allocated time threshold can result in one or severa l alert s. The Sprint Accounts Portal is an interactive website that provide s access for key DMS perso nnel to wireless network performance information. Network health information will be available such as: • Reporting on the health and welfare of the network: Users can view a natio nal map depicting blocked call rate s, dropped call rates, call success rates and the number of call atte mpts by city or by tower. • Application Status: Shows status of specific applications over 8-hour time-frames. Color-codin g indic ate s health of speci fic wireless ap plication s. • Service Alerts: Displays a list of major service alerts, both current and over the past 24 hours. • Real-time outage status: Provides text message notification of network problems or service outages. Contract No.: DMS 10/11·008B Exhibitl Page 38 of43 • Scheduled maiutenance events: Provides a high-level description of scheduled hardware/software maintenance events and upgrades that are customer impacting. • Monitoring of specific sites: Users can enter a list of cell sites of interest, enabling quick access to specific information. The Accounts Portal shall provide the State the Florida with the most accurate, up-to-date network performance tools. The tool suite shall be integrated (or at minimum a link) into the OMS SUNCOM portal and made available to the OMS NOC and end customer. The tool suite shall be configurable and provide OMS functionality to monitor all Smartphone user accounts while limiting the end customer to their particular users. 1.26 Voice Handheld Devices The Service Provider shall provide at least one device in each of the following categories throughout the life of the contract: • Conventional Device: a standard voice handheld device with integrated data functionality. This phone shall be Full-duplex, Digital, and Multi-mode: The term multi- mode designates a phone that supports the frequency bands utilized by the Service Provider'S wireless network. These phones shall feature full duplex digital technology, mobile to mobile, and PSTN interconnect operation. This type phone shall be offered as the basic phone for all new subscribers as part of the service package. • Push-to-Talk (PTT) Device: a PTT voice handheld device with integrated data functionality. This phone shall have combined the functionality of a Conventional Device (above) with Push-to-Talk (PTT) operation between mobile units. • Premium Type Device: a premium handheld device with integrated data functionality such as iPhone®, Droid®, or Blackberry®. 1.26.1 Minimum Requirements All voice handheld devices shall meet or exceed the following minimum requirements: a) 12-button (or simulated) keypad (0-9, *, #) in handset b) 50 number memory, 16 digits (minimum) per number stored. c) Support Text, SMS. and MMS messaging d) Controls and indicators as required to: e) Originate and receive calls control, f) Power On/Off, g) Call in Progress (In Use), h) No Service, i) Battery Status, j) Roaming or Home area service, k) Character display with memory recall of all stored digit, I) Call log showing missed calls, dialed calls, and received calls, Contract No.: DMS 1O/1I-008B Exhibit I Page 39 of 43 m) Auto redial, n) Ring silence or vibrate settings, 0) Volume control, p) An On/Off switch, and q) PTT button as applicable to operation mode r) Rechargeable battery, AC charger, and associated antenna(s) included 1,27 Data Transmit Devices The Service Provider shall provide at least one data transmission device each commercially available fonn factor (PCMCIA, Express, USB, Tether, and Cellular ModemfWireless Routers). The data transmission devices shall be compatible with any standard computing device such as: laptop computers, personal digital assistants, notepads, handheld, router (with modem slot or adapter), etc. At all times during the life of the contract, the transmission devices (internal or external) provided under the contract shall be capable of transmitting infonnation at the highest throughput rate commercially available on the Service Provider's wireless network. The Service Provider shall include, at no additional cost, the associated device antenna(s). The Service Provider shall provide all applicable device softwarelfinnware including a management plan to update each device offered, as required. The Service Provider shall accomplish the softwarelfinnware updates through their wireless network if possible. At the discretion of OMS, softwarelfirmware update revisions shall first be tested using a seed lot (approximately twenty users) of the OMS customer base before the update is made available to all customers by Service Provider. The seed lot users shall be detennined by OMS upon the Service Provider'S request, and shall be made up from different agency users such as HSMV, FDLE, DOH, DOT, DCF and others. The latest softwarelfinnware list on the Service Provider's SUNCOM services webpage shall be tested or approved by OMS. 1,28 Text Messaging-Only Devices The Service Provider shall provide, for the life of the contract, a wireless handheld device that can be provisioned to only permit SMS (text messaging) and 911 wireless transmissions. With the exception of 911 calls, the handheld device shall not be configured with voice functionality or have the ability to enable voice functionality by the end-user. Some Sprint brands can be provisioned to disable voice and function as a Text Messaging Device only. 1.29 Helpdesk The Service Provider shall provide a centralized trouble reporting and maintenance system ("Helpdesk) for use by the Department and SUNCOM Clients. The Helpdesk shall accept and promptly respond to all incoming calls, faxes, and e-mails received during (i) normal Business Hours, and (ii) emergency situations as detennined in advance by the Department with reasonable advance notice. In all cases, The Service Provider shall open an incident ticket with the date and time indicated to capture the reported problem. The incident record shall contain the caller's narne, contact infonnation and a brief description of the reported problem. It shall be The Service Provider's sole responsibility to resolve the problem as soon as practicable. The Service Provider shall provide an electronic, consolidated incident status report weekly for all open trouble tickets to the Department. The status report shall be electronically formatted as specified by the Department and reference the incident number, state the reported problem, the resol ution, Contract No.: DMS 10111·0088 Exhibit 1 Page 40 of 43 resolution date and time or provide a target date for resolution and other information as requested by the Department. After The Service Provider resolves the reported problem, the Service Provider shall closeout the incident record with a complete description of the reported problem and the corrective actions taken by the Service Provider. The Service Provider shall assist the Department with the integration of the Helpdesk with the Department's Service Desk, Service Desk Express application andlor other existing DMS helpdesk system(s). The Service Provider shall make available a web-enabled trouble ticket tracking system with GU!. The tracking system shall contain a complete database of all open and closed trouble tickets for the life of the Agreement. The Department shall have a master account listing all service trouble tickets within the database. The SUNCOM Client shall have limited access to only the trouble tickets applicable to their End-users. Trouble ticket history shall be provided by the Service Provider through API, or an equivalent method. Trouble ticket information shall contain all information related to the incident and identify the item by the Department inventory number. The Service Provider shall provide the capability and functionality for the Department to collect trouble ticket information as described. The Service Provider shall provide useable interfaces to its ticketing system for all SUNCOM Clients and the Department. Sprint shall work with the State through the implementation process to develop a ticket reporting tool. Sprint will provide Helpdesk to Helpdesk support. Sprint will provide an interface to access the ticket data. 1.30 Network Trouble Reporting. Upon notification of network trouble FROM THE STATE OF FLORIDA, the Service Provider shall respond to the trouble reports within four (4) hours of notification. A verbal report of trouble clearance shall be furnished to the Department within one (l) hour of trouble clearance, and a copy of the Service Provider's written trouble ticket shall be provided upon request. In the event of a transmission facility site, network, or large-scale failure, the Service Provider's Network Operations Center (NOC) shan provide notification to the Department immediately (within One (1) hour) after the occurrence when it will affect wireless services potentially or imminently. 1.31 Department Test Accounts. The Service Provider shall configure (or re-configure) the devices andlor accounts within their wireless network equipment as directed by the Department at no cost. The accounts may be used by any SUNCOM Client at the discretion of the Department for test and evaluation purposes. The test accounts shall be controlled (activated or deactivated) andlor supervised by the Department. The Service Provider shall provide (up to 10) voice accounts and handheld devices for test purposes. The test devices shall be representative, equal in functionality, and support all features that are inherent to the Service Provider's commercially available network. The test units shall be premium (highest functionality) devices with integrated voice and data feature functionality. The Service Provider shall provide (up to 10) data test accounts and transmission devices for test purposes. The Service Provider shall include two (2) representatives for each form factor commercially available and shall support the premium feature suite commercially available for that particular form factor. Contract No.: OMS 1O/11-008B Exhibit 1 Page41of43 All test accounts and devices shall be configured to operate (transmit/receive) on the Service Provider's network throughout the continental United States, only. Also, the test accounts and associated devices shall be assigned and used by the Department personnel without limitation in order to test, evaluate, and observe the Service Provider's quality of service over the life of the Agreement. 1.32 SUN COM Client Testing and Evaluation. Prior to making their initial order for Service, SUNCOM Clients shall be permitted to obtain wireless demonstration equipment (including airtime) for the purposes of testing and evaluation at no additional cost. The demonstration equipment shall be made available for a period of thirty (30) working days. Any demonstration equipment fonns and processes shall be reasonably provided, managed, and maintained by the Service Provider. The Service Provider shall post (on their webpage) the step-by-step procedure the SUNCOM Client is required to follow in order to obtain the demonstration equipment. The Service Provider shall coordinate directly with the SUNCOM Client regarding demonstration accounts and devices. 1.33 Weekly Conference Calls. The Service Provider shall participate in a weekly conference call with the Department to discuss and provide status on all open or unresolved issues related to the Services (including trouble tickets). It shall be the responsibility of the Service Provider to coordinate and initiate the call at a time acceptable to the Department's staff. At the Department's discretion, the call frequency may be modified. 1.34 Operational and User Gnide The Service Provider shall assist DMS in developing and maintaining a User and Operational Guide. The User guide is intended to provide a set of instructions for the customer on how to use the service. The Operational Guide shall contain DMS instructions, processes, and procedures that shall be followed by the Service Provider while delivering the contracted wireless services as specified herein. 1.35 Escalation Reqnirements The Service Provider shall develop a escalation procedure and contact list to be used for unresolved SUNCOM Client problems, unresolved network problems, or problems not being resolved in a timely manner shall include names, titles, and phone numbers of contacts in the Service Provider's escalation chain. 1.36 Planned outages Sprint shall provide DMS with an outage broadcast notification and up to 100 DMS selected customers per Sprint's SLAs in Exhibit 5. Customer notification is sent via the Enterprise Notification System (ENS) for planned and unplanned downtime on the Sprint Network. To receive notifications, Customer must be subscribed to the Customer Notification Service. End-users shall enroll for the Customer Notification Service via the Service Provider's online notification service for no additional cost. Customer Notification Service supports all wireless voice and data products, and -,IP Products (dedicated IP, MPLS, SprintLink Frame). Contract No.: OMS 10/11-0088 Exhibit I Page 42 of43 For IP services, the Service Provider schedules maintenance identified as "customer impacting" on Monday between I A.M. and 5 A.M. local time for U.S. customers and on Saturday between 12 a.m. and 6 a.m. for international customers. Wireless and Wireline maintenance takes place II p.m. -6 A.M. Sunday through Thursday. Customer impacting from I a.m. to 5 a.m. Maintenance activities not expected to affect State of Florida are scheduled between II p.m.-6 a.m. local time. For, IP based services including MPLS the standard maintenance window is Monday between 12 a.m. -6 a.m. and 12 a.m. -6 a.m. on Sunday for International locations. Customer impacting activities are changes that cause: • Degradation to voice services • Degradation to provisioning • Degradation to data services Planned Downtime Customer Notification" The Service Provider notifies End-users at least 14 days before any scheduled wireless and Wireline network maintenance that could affect State of Florida service. Occasionally, it is necessary to perform demand or emergency maintenance to prevent an outage condition. The Service Provider performs demand maintenance during the next available scheduled maintenance window and emergency maintenance is performed immediately. 1.37 Unforeseen Outages Within four (4) hours of Sprint realizing a customer-impacting outage, Sprint shall send a notification up to 100 DMS and up to one hundred (100) selected customers communicating the wireless or wire line services may not be available with an estimated time for service restoration. From a cellular tower standpoint, it is understood users located in the affected area may not receive the broadcast messages. This message includes event type, start and end dates and times, areas and platforms affected, and customer impact. 1.38 Hardware Shipment From the Service Provider receipt date of the complete OaSIS electronic service account order, the Service Provider shall MAKE COMMERCIAL REASONABLE EFFORT TO ship the ordered hardware to the delivery address within seventy-two (72) hours excluding state holidays. If the Service Provider is unable to ship the ordered hardware due to unavailability (out of stock), the Service Provider shall send an electronic notification to DMS and the end-user within seventy-two (72) hours of order receipt date. Shipments related to "Enhanced Services" hardware are exempt from this requirement. 1.39 Existing Wireless Data Customer Migration Once the Service Provider receives the complete OaSIS electronic service account order to migrate the existing wireless data customers, the Service Provider shall move all existing wireless data users to the new MFN access method as specified herein within one hundred twenty (120) days. In cases where continued issues arise Sprint will notify State of the problem. Contract No.: DMS IO/ll-008B Exhibit I Page 43 of43 EXHIBIT 2 -BUSINESS PROCESS AND OPERATION Contract No.: OMS IOIlI-008B Exhibit 2 Page I of23 Exhibit 2.0 Sprint MCS Business Processes and Operations Table of Co ntents 2.0 I Business Model General Description ................................................................................... 3 2.02 Implementation Timeline ..................................................................................................... 3 2.03 SUNCOM Client Ex perience ............................................................................................... 3 2.03.1 OaSIS Website ........................................................................................................................... 4 2.04 Business Process Technology and Core Data ...................................................................... 4 2.04.1 OaSIS Managed Sessions ........................................................................................................... 4 2.04.2 Data and Relationships ............................................................................................................. 5 2.05 Business Process Flow and Service Provider Dutie s ........................................................... 5 2.05 .1 Transition Period ....................................................................................................................... 7 2.05 .2 Steady State Business Process ................................................................................................ 12 2.06 Sprint Wireless Services Product Annex ........................................................................... 18 2.06 .1 Usage Charges ......................................................................................................................... 18 2.06.2 Long Distance/Special Services ............................................................................................... 18 2.06.3 Mobile Termination Charges .................................................................................................. 19 2.06.4 Wireless Metering of Data Usage ........................................................................................... 19 2.06 .5 Credits for Redialed Calls ........................................................................................................ 19 2.06 .6 Customer Affiliates .................................................................................................................. 20 2.06.7 Provisioning and Returns ........................................................................................................ 20 2.06 .8 Insurance ................................................................................................................................. 20 2.06.9 Resale ...................................................................................................................................... 21 2.06 .10 Equipment and Software .................................................................................................... 21 2.06.11 Annex Definitions ................................................................................................................ 22 2.07 Enduser Identificati o n .................................................................................................... 22 Cont ract No.: OMS 10/11·0088 Exhibit 2 Page 20f23 2.0 I Business Model General Desc ription To deliver service, a comprehensive business-to-business (B2B) process s hall be implemented between OMS and the Service Provider. The proce ss shall use significant automation to implement the OMS standard business model as governed by Section 282, Florida Statutes, and Chapter 60FF-2, Florida Administrative Code. The Service Provider shall provide OMS all products and serv ices information with rel ation s hips that identify which products and se rvice s are compatible. SUNCOM Endusers place orders (Customer Services Authori zations, or CSAs, in Florida Admini st rative Code 60FF-2) through the OMS Open and Shared Information System (OaSIS). Orders are passed electronically to Service Providers who update the fulfillment s tatu s. Upon order completion, Service Providers then invoice OMS monthly for se rvices rendered to all SUNCOM Endusers through a single invoice to OMS with supporting detail and utilization in electronic files. This supporting detail includes auditable charges at the ac tivity level capable of being tracked to the SUNCOM Endu se r. The Service Provider shall not be obligated to directly invoice or collect payment from SUNCOM Endu sers for any product or services purchased throu g h OaSIS. 2.02 Implementation Timeline Figure 2 : I is the timeline identifying milestones to be achieved by both DMS and the Service Provider to implement the agreed B2B model. Auuign Upcy Cu-.IO IoItnI SUMCOM "_~and"""~~1 ~. "'assiQNd legacy _ ... Transition Period (8 months) --"" -L~Cnl_ _ ..... 10 ONToIln bR;II Milt" "«>ounI Clltdditl --- Figure 2:1 Steady State -( .... month ~ end of contract) DMS and the Service Provider agree to make available the required test sites to implement the applicable prototype integration modules. 2.03 SUNCOM Client Ex perience SUNCOM Endusers s hall obtai n and man age their wireless telecommunications Products, Services and costs using OaSIS. SUNCOM Endusers s hall have the ability to login and navigate OaSIS to revi ew their inventory , orders, accounts a nd charges. SUNCOM En dusers seeking to purchase, change or learn details about the Products/Services provided s hall do so through OaSIS from information s upplied by the Service Provider and approved by OMS. Contract No.: DM S tO/II-008 B Ex hibit 2 Page 30f23 OaSIS integration with the Service Provider shall not preclude branding and marketing. OaSIS shall display Service Provider logos in association with the Products/Services offered by the Service Provider through SUNCOM. 2.03.1 OaSIS Website OaSIS shall be the exclusive SUNCOM Enduser portal to all systems. Orders shall be configured and distributed from OaSIS. The Service Provider shall produce an electronic file of all Products/Services, including relationships, for OaSIS to identify the necessary business rules for ordering Service Provider Products/Services. The Service Provider shall include valid specifications, pictures, and details on all devices. The Service Provider shall provide coverage maps that are accessible to the SUNCOM Enduser from OaSIS. The Service Provider shall impose no terms, conditions or requirements that are not identified herein. When a SUNCOM Enduser selects a Closed User Group under Profile 1 (as referenced in Exhibit 1), OaSIS shall present the following disclaimer for the SUNCOM Enduser to agree as part of the work order submission: AAA AUTHENTICATION RELEASE: As addressed and defined in the Service Operational Guide, the Service Provider may provide SUNCOM Endusers with Closed User Group services ("AAA Services"). As the Service Provider provides AAA Services and generates credentials for an Enduser Device, the SUNCOM Enduser will not hold the Service Provider responsible for any delays or errors that could arise in retrieving information from the Enduser. "Information" the Radius AAA username/password as well as the State of Florida assigned IP address. The SUN COM Enduser will further release the Service Provider and OMS from any and all third- party claims, losses, expenses, demands, actions or causes of action arising out of a delay or error in information for the AAA Services. OMS shall establish and maintain SUNCOM Enduser Billing Accounts. Account management functions shall be performed entirely by OaSIS. OMS shall transmit work orders to the Service Provider using APls when SUNCOM Endusers seek to add, modity, or discontinue a Product/Service offered by the Service Provider. Product/Service maintenance shall leverage the APIs to electronically transmit work orders to the Service Provider. Service Provider shall accept supplied order data from OaSIS and provide back to OaSIS all data field requirements established by OMS through APIs for work order fulfillment. Service Provider shall manually complete work orders in OaSIS if automated routines are not available from the Service Provider based on the type of work order generated by the SUNCOM Enduser. 2.04 Business Process Technology and Core Data 2.04.1 OaSIS Managed Sessions OaSIS shall be the only state system granted access to the Service Provider's systems. Additional systems requiring access to the Service Provider system may be mutually agreed upon by both parties. Managing SUNCOM Endusers' ordering permissions in OaSIS is solely the responsibility of DMS. Contract No.: OMS 10/11-0088 Exhibit 2 Page 4 of23 2.04.2 Data and Relationships OaSIS s hall contain a comprehensive set of all ordering and inventory data elements as re s pectively as signed by the Service Provider and DMS. SUNCOM Endusers shall view their comprehensive order information as well as inventory information from OaSIS. The conceptual data diagram in Error! Reference source not found. below, combined with the data dictionary (Attachment 15: Data Dictionary), comprises a proposed conceptual data schema developed to illustrate the minimal busines s requirements of this Contract and the technical mechani sms necessary to achieve them. The schema includes the minimum data tables, elements and relationship s that are necess ary to the business process. DMS will retain a comprehensive set of all of the data in OaSIS. Figure 2:2 ----........ _ ... ""' ......... ... -..... ---"_._..10_"'\.10 .~ ~_(O_'''l t..-.................. "' __ J The propo sed conceptual data schema is not comprehens ive of the entire schemas expected to be used by both Parties. Nor is this schema a literal depiction of the table and field names DMS or the Service Provider expects to use. The s e term s were chosen to bes t illustrate the concepts necess ary to illustrate the business process. Every data element, tabl e and relation ship depicted here has an analogy within DMS's OaSIS and some are ex pected to be matched with a nalogous data in the Service Provider 's systems. 2.05 Business Process Flow and Service Provider Duties The followin g diagram outlines both parties ' re spectiv e dutie s during the Transition and Steady State Periods for the life of the Contract. Contrac t No .: DM S 10/11·0088 Ex hibit 2 Page 5 0 f2 3 OMS ;.:r.~l!\lml !!.\1l1 .I'Jl.~ ..... _. Service provider i T1 ! T2 TS1 H tntmsIcCustomm btlillllh SUNCDM 11111 IImNnt I Update InventorY & '(end1M'" of SefVke Acc:ou nt MOVt! to $UNtOM ovv and Pnce Prod -I I f f'rovtdt OMS Complete In trlM K Customer Data Identi OMS Dj~crellonil Account Nam es .J, Obtain Olscretiona (u5tomerCommltment I nform DMSof D lstfeliolUlry Customer Commitment I Provide OMS Complete Olsqetion.1rV (uucmer I Data' T2 ~~~~:;':;:;;~==;-'--i Move service Ac(ounts to SUNCOM L r __ ~~~~~~'~';"~".~"ic~,~,~t,~m~.~,~~~~~~,--_ T3 1 1- EsQblls Modi Produc nlke Offen J. Seek Produ Service Postlo to Calalo OfferTem O~ Promotions TS1 r-------,,--.~,-.. ia ;;.s.;;;;._~.p;i;i ................................................ ... Establsh Custor'Mr lSI r---- 182 Establish Accounls i .... --.--.... -..... ----~-.. --.... --.... --.-...... T."~.---I Esta Rtstrktions J ......... u aN I 54 I .-~~~ .• ,,----.. .-... ;.""' .. J,~ .... ----·--''''r.-c .,----~ .. -...I---- C:lI~nm,., iI< .J " Validate Work Orders I --r · Crejte inc! p~ fteinant Work Orden I ==~~_~~=================L :J I I Establish service Account ~ SeIl/ModifV Product/service .J, e e Notice OMS 01 SOlIe OInd service Account .1 I I»tomtro Iss .tit ACl iv.,le or Revole I 1 I ! atelnveBto 0 rvlce Account & Purchase J. U ale service Account Closs.walk Not SU M stomer 0 Ad lit Notite OMS 0 Atlivalion .---~ -_ .... _.-. ..._-_ .. __ ....... ! \.M .................... , .............................................................. H •••• _ •• H ....... . 56 f---'---'-"-"-"-"- IS7 t~ .. ,,-- PrOVide PrOdu ct Service U ite IllYtnto Activit n --J --MetE'f" Usa II .J, lm10lct OMS Pruu II Vftldor InYOke ______ + .. ~c _____ ~_~ 1'1 e uS!omer .1 ".,"-",-"~",,,~,".,-~-.. -... 0< Acce t POI ment 56 Collect rom SUNCOM CuSIOrMr Con tract No .: DMS 10/11-00 88 Ex hib it 2 Page 6 of23 Figure 2:3 2.05.1 Transition Period Both parties shall use the Transition Period to prepare the services and business process outlined herein. The Transition Period shall begin at Contract execution and be completed within eight months. At the sole discretion of OMS, the Transition Period may be extended. Both parties shall agree to reduce the timeframe. The Transition Period shall consist of two phases; 1) Development and Preparation lasting approximately three months, and 2) Legacy Contract Expiration lasting approximately five months. During the Transition Period, the Service Provider shall continue to serve all SUNCOM Eligible Endusers it currently serves under pre-existing State of Florida contract terms between the Service Provider and the customer, unless OMS requests the Service Provider to transition specific Endusers to the new terms associated with this Contract. The Service Provider may also activate new service under the pre-existing contract terms during this Period only. Terms of preexisting State of Florida contracts will become addendums to this Contract and active until affected Endusers are transitioned to the new terms and will be terminated at the end ofthe Transition Period. During the Transition Period, there shall be no breaks in service for Enduser accounts in good standing, unless the Enduser requests termination. The Service Provider shall not adjust prices and require no obligation to make changes to services provided during Transition. Collections for any payment obligations incurred by any SUNCOM Enduser prior to the affected Endusers being transitioned to the new Contract terms shall continue to be the Service Provider's responsibility. Debt incurred for any Product/Service usage or purchase prior to one full billing cycle after the transition of a SUNCOM Enduser to this Contract shall not become the responsibility ofDMS or its obligation to pay. 2.05.1.1 Development and Preparation Phase 2.05.1.1.1 Establishing Prerequisite A utomation Capabilities During the Development and Preparation phase, both parties shall modifY their respective automation systems to meet the requirements of the Contract. No SUNCOM Enduser shall be served under the new terms of this Contract until the Development and Preparation phase is completed. Completion of this phase is defined in the attached Implementation Checklist of tasks (Attachment 10). This list is comprised of all the automation capabilities and exchanges of preliminary data necessary to accommodate the business process described in Legacy Contract Expiration Phase and Steady State Business Process. Execution of the Implementation Check List by both parties shall affirm the listed automation functions can be performed. 2.05.1.1.2 Legacy Eligible SUNCOM Enduser Lists to be provided to OMS At the beginning of the Development and Preparation phase, the Service Provider shall provide DMS with the data necessary to contact Eligible SUNCOM Endusers currently being served by the Service Provider. The Service Provider shall provide the electronic data pertaining to Eligible SUNCOM Endusers based on the enduser definition provided in Section 2.07 Enduser Identification. The Service Provider shall deliver Eligible SUNCOM Enduser data in American Standard Code for Information Interchange (ASCII) delimited batch files for Eligible SUNCOM Endusers within two weeks Contract No.: DMS 10/11-0088 Exhibit 2 Page 70f23 of Co ntract execution. The Service Provider shall make periodic updates for any SUNCOM E ndu se rs established during the Developm ent and Preparation phase and as Products/Services are modified. DMS Billing Accounts shall be activated at the beginning of the Legacy Co ntract Ex piration Phase. The approach to tran s ferring E ligible SUNCOM En du se rs to a DMS Billing Account shall be different depending upon the SUNCOM Enduser bein g an Intrin s ic Enduser or Di scret ionary Enduser. DMS and the Service Provider shall attempt to contact every Eli g ible SUNCOM Endu se r identified by the Service Provider announcing thi s Co ntract and providing price s and instructions on how to establish an account with DMS. Contact s hall be made based on Eligible SUNCOM Enduser statu s in Section 2.07 Endu ser Identification. A SUNCOM Enduser se lf-service page in OaSIS will be made available allowing the enduser to either; I) des ignate current DMS Billing Accounts to become the accounts for wireless service, or 2) establish new DMS Billing Accounts for wireless service. DMS will also use thi s page in conjunction with SUN COM En du sers to establish/designate accounts. DMS shall attempt to directly contact Eligible SUNCOM Endusers for whom there was an email notification problem and tho se who have not used OaSIS to establish/designate an account w ithin 60 days after the notice was se nt. 2.05.1.1.2.1 Intrin s ic Endusers: TI Deta iled account data shall be provided by the Service Provider to DMS regarding the Intrinsic SUNCOM E ndusers identified in Section 2.07 Enduser Identification. The Service Provid er s hall provide DMS detailed account data re lated to the SUNCOM Enduser Billing Account, Service Accounts, Users, Orders, Inventory and Products/Services (as depicted in the conceptual dat a diagram in Figure 2:2 above). The Service Provider shall also provide the s upplemental data for the SUNCOM Enduser s hown in Figure 2:4 below. Intrinsic Customer Supplemental Data CUsbmer ~eml!r1tm Biling Aa:omt SlppI811Sltal servlc~~t"'t SuppemlJltal User Sl.pplem-ental Vel1dor.!Cusbmer_D BiIlin<;LAcoo"'IlID Vendor ~Se(llice _Acco lI'tl lD U5eUO Cusbm."_Dos:aiption StreeCAddress_1 StreetjAQdres'_J St(eeCAddres"s_1 I C""~acUD streeCMdress_2 StreeLMdress_2 Street_.6ddress_2 Con~toc'-Desaiplion rpo _sOlt Pq_SOlt PO_SOlt rstreeU~ddre5s_1 'CitL.Address City-Address City_Address SlreeCAddress_2 State_Address [State_Address State_Address PO_B ox Zip_Code Zip_Code l ip _Code City_Pddr~5 Unpaid ]ffioices State_Address Unpaid_Arnoll'll Zip_Code Note hat 'd1e relationships between Customers , Billing kcolf1ts , Service ACCfJlI1ts , Users tuld other ket lIelds should be s~plied throug, the VEJld or's delivery of its version of the core data depicted in tleschema diagram . Also note hat the req ues t for and inclusion of data m pending pa ymertsdoes no t imply OivTel's 8Ssunptionof1hose obtigations . Rather , itis contedu81 information . Co nlracINo~: DMS 1011 t-OOSB Ex hibi t 2 Pa ge S or23 Figure 2:4 As OMS informs and facilitates transfer of Intrinsic Endusers during the Development and Preparation Phase, OMS shall periodically inform the Service Provider via electronic file of the Endusers ready for transition. The Service Provider shall then identifY the Enduser Service Accounts to become part of the OMS Billing Account in the Service Provider's system upon completion of the Development and Preparation Phase. 2.05. I. 1.2.2 Discretionary Endusers: T2 The Service Provider shall provide Account Name information for discretionary SUNCOM Eligible Endusers as defined in Section 2.07: Enduser Identification. The Service Provider shall contact these SUNCOM Eligible Endusers to notify them of the Contract and Products/Services available therein. Upon confirmation to the Service Provider from the SUNCOM Eligible Enduser to move their service to SUNCOM, the Service Provider shall send the detail account information and supplemental data equivalent to the Intrinsic Enduser process referenced above. The SUNCOM Enduser will then have the ability through OaSIS to associate their service to a SUNCOM account. The Service Provider shall update OMS on its status to notifY these SUNCOM Eligible Endusers. OMS shall notify the Service Provider via electronic file of Endusers ready for transition. The Service Provider shall then identify the Enduser Service Accounts to become part of the OMS Billing Account in the Service Provider's system upon completion of the Development and Preparation Phase. 2.05.1.1.2.3 Initiating Service for Legacy SUNCOM Endusers: T3 Unless OMS names exceptions, during the Transition Period, the Service Provider shall move all Service Accounts held by all Intrinsic Endusers and all consenting Discretionary Endusers to a latent OMS Billing Account (i.e. mark them for later consolidation under the OMS Billing Account). The Service Provider shall provide a list of all Service Accounts to be added to the OMS Billing Account. On the last day of the Development and Preparation Phase, the Service Provider shall activate the OMS Billing Account with all applicable Service Accounts moved to it, at the request of OMS. All Intrinsic Endusers (unless named by OMS as exceptions) and many consenting Discretionary Endusers will be included in this transition. At this time there shall no longer be an association in the Service Provider's system between these Legacy SUNCOM Endusers and these Service Accounts for billing purposes. Rather, these Service Accounts shall then be included in the OMS Billing Account and OMS shall be the Service Provider's single customer holding all of these Service Accounts. The transitioning of more Eligible Endusers who consent after the end of the Development and Preparation Phase, and any previously named exceptions among Intrinsic Endusers, will continue through the end of the Transition Period (see 2.05.1.2 "Legacy Contract Expiration Phase"). Once transferred and the end of the current billing cycle transpired, Legacy SUNCOM Endusers shall no longer receive an invoice directly from the Service Provider. New prices, terms and conditions shall now apply to the Service Accounts. OMS and the Service Provider will attempt this transition to correspond to the Service Provider's billing cycle. If the timing of the transition does not coincide with the Service Provider's billing cycle, all charges, to OMS and the Legacy SUNCOM Enduser, shall be prorated to account for partial billing periods of service. All payment obligations that were incurred by the SUNCOM Enduser prior to the first full billing cycle under the OMS Billing Account will continue to be Contract No.: DMS 10111·008B Exhibit 2 Page 9 of23 the obligation of the SUNCOM Enduser to pay directly to the Service Provider. OMS shall not assume any obligation or responsibility for the debt. OMS and the Service Provider shall exchange and audit the lists to verity and reconcile which Service Accounts will become active under the OMS Billing Account. 2.05.1.1.2.4 Establishing the Matching Product/Service Catalog: TS I The Service Provider shall first obtain approval from OMS to make any Product/Service available to any SUNCOM Enduser. The Service Provider shall be the source of Product/Service information. OMS shall not alter Product/Service information submitted by the Service Provider (OMS will append to the Product/Service information, such as SUNCOM price, SUNCOM !D, etc.). The Service Provider shall provide this data to OMS via electronic message, pseudo file, or ASCII delimited file, so that the relationships between Products, Services and features can be extrapolated through automated routines. OMS shall advise the Service Provider that the Product/Service has been approved or disapproved to be a part of the Catalog. Product/Service shall not be available to SUNCOM Endusers through OaSIS, or any other manner, until approved. If approved, OMS shall provide a SUNCOM price for the Service Provider to market to SUNCOM Endusers. No other prices shall be displayed or represented to the SUNCOM Enduser by the Service Provider. The approved Product/Service data provided by the Service Provider, along with the SUNCOM prices, shall be included in the SUNCOM Catalog as a basis for ordering, inventory, auditing, and billing. All approved and declined requests shall be maintained for a period of one year. No Product/Service elements from the Service Provider shall be made available under this Contract without prior OMS approval, as set forth above. Products (devices) no longer sold by the Service Provider shall be archived due to inclusion in inventory. Products (devices) currently not available due to a lack of available inventory shall remain in the Product Catalog with an inventory level of zero. 2.05.1.1.2.4 Product/Service Temporary Promotions: TS I With approval from OMS, the Service Provider may offer temporary price reductions for those specific Products/Services contained in the Products/Services Catalog. To obtain Promotion approval and establish the appropriate SUNCOM pricing, the Service Provider shall exchange the Product/Service data necessary to identify the promotion and the basis for calculating any savings from the promotion prior to the availability of the Promotion. Only the resulting SUN COM established price for the Product/Service Promotion shall be displayed to the SUNCOM Enduser by the Service Provider. OMS shall not increase its existing cost recovery percentage for the purpose of offsetting any SUNCOM Enduser savings from the Promotions. The following conditions shall apply to Promotions: I. All Promotions follow the same Product/Service approval process as set forth above. 2. All Promotions related to a particular Product/Service must be available to all SUNCOM Endusers. There shall be no restrictions or conditions other than the requirement that it applies to a specific Product/Service and that it is offered to a SUNCOM Enduser. 3. Promotion Codes (if required by the Service Provider) requested at order placement as a prerequisite to obtaining the benefits of a Promotion shall include written justification in the electronic file submitted. Contract No.: DMS 10/11-0088 Exhibit 2 Page 10 of23 4. At the sole discretion of OMS, Promotions may be publicized in any way it chooses. 5. Promotions shall never have the effect of increasing a Product/Service price. 2.05.1.1.2.5 Taxes and Fees Classified as Services Taxes (defined here to include fees that the Service Provider collects on behalf of public entities) shall be established as Services in the Product/Service Catalog prior to charging OMS. The standard electronic file process whereby the Service Provider submits requests for Product/Service Catalog inclusion shall contain a description field and clearly identifY the tax or public fee. The Catalog item shall be tagged as a tax/fee and the Service Provider shall provide a complete explanation describing the basis for the tax/fee. The Service Provider shall recognize and honor all validly and properly issued and executed tax exemption certificates delivered by OMS and statutory exemptions and shall not bill OMS for any such exempted taxes. The Service Provider's rates and charges for Products and Services shall not include taxes. OMS shall pay any and all taxes for which it does not have an exemption. Taxes and fees identified in Exhibit 3 may appear on bills to OMS. No other FCC or PUC fee, cost recovery fee, surcharge or assessment applicable to wireline and/or wireless voice and/or data telecommunications services shall be imposed during the term of this Contract, without inclusion in the Contract, unless mandated by the FCC or PUC. The Service Provider will only bill for discretionary fees that are sanctioned by the Federal or State governments if they are included in Exhibit 3 or subsequently agreed upon between both Parties. 2.05.1.2 Legacy Contract Expiration Phase Immediately following the conclusion of the Development and Preparation Phase, a five month Legacy Contract Expiration Phase shall begin during which the remaining Eligible SUNCOM Endusers currently served with wireless communications service by the Service Provider, shall be transferred to OMS. This shall require reassignment of respective Service Accounts from existing Eligible SUNCOM Endusers to OMS as the single Customer, with a single Master Billing Account. During the Legacy Contract Expiration Phase, the Service Provider shall not establish any new billing accounts for any Eligible SUNCOM Enduser pursuant to the State Term Contract for wireless services. Additionally, during the Legacy Contract Expiration Phase, the Service Provider shall not establish any billing accounts for any state agency under any terms or contract other than this Contract. I. Ongoing Transfers During the Phase a. During the Legacy Contract Expiration Phase, OMS and the Service Provider shall continue to contact Eligible SUNCOM Endusers served by the Service Provider. As each additional SUNCOM Enduser billing account is designated/established in OaSIS, the Service Provider shall include the SUNCOM Enduser in the OMS Billing Account. The Service Provider shall implement the change as soon as commercially practical upon notification from the SUNCOM Enduser or OMS, per statutorily required SUNCOM Endusers per Section 2.07 "Enduser Identification". b. Within 48 hours of notice from the Discretionary SUNCOM Endusers agreeing to include its Service Account(s) under SUNCOM, or OMS notification that a state agency will become a part of the SUNCOM billing account, the Service Provider shall provide the associated detailed account data to OMS and move the Enduser Service Accounts to the OMS Billing Account for inclusion in the next complete billing cycle. Contract No.: OMS 1O/1I-008B Exhibit 2 Page 11 of23 c. After the SUN COM Enduser Service Accounts have been transferred to OMS and the end of the current billing cycle has transpired, the SUNCOM Enduser shall no longer receive an invoice directly from the Service Provider. Any payment obligations that were incurred by the SUNCOM Enduser prior to one full billing cycle under the OMS Billing Account shall continue to be the SUNCOM Enduser's obligation to pay directly to the Service Provider. OMS shall not assume any obligation or responsibility for the debt owed by the SUNCOM Enduser to the Service Provider. 2. Terminating Services at the Conclusion of Transition a. At the end of the Legacy Contract Expiration Phase, the Service Provider shall discontinue providing wireless telecommunications services to all state agencies that are not a part of the OMS Billing Account, regardless of the contract used to purchase the services, unless OMS has requested an extension on behalf of the specific SUNCOM Enduser in accordance with Section 282.703(5)(a), F.S. If OMS grants any such extension, it shall provide a list of affected SUNCOM Endusers to the Service Provider. The Service Provider shall comply with any time limits imposed by OMS on the extension by terminating services to the state agency at the end of the extension period unless another extension is granted or the SUNCOM Enduser's account is transferred to the OMS Billing Account. b. One month prior to the end of the Transition Period, the Service Provider shall provide daily lists of all state agencies that have not been transferred to the OMS Billing Account and identity all of the active Service Accounts that are in jeopardy of termination without transfer to OMS. c. At the Service Provider's discretion, it may continue to serve all non-state agency SUNCOM Endusers after the Legacy Contract Expiration Phase under terms established with the Enduser. d. The terms of the existing State Term Contract for Wireless Voice Services, the Participating Addendum and all other SUNCOM wireless services contracts that have effectively been extended through amendments to this contract shall be void at the end of the Legacy Contract Expiration Phase and shall no longer be available for use by any entity. OMS reserves the right to establish separate extensions on individual contracts during the Transition Period. 2.05.2 Steady State Business Process With the transition of existing SUNCOM Endusers and services to the Contract, and completion of systems modifications to accommodate the shared business processes (as verified in Attachment 10: Implementation Checklist), the Transition Period shall end and standard business processes shall be implemented. While both Parties have responsibilities related to the process, either the Service Provider or OMS shall be primarily responsible for specific steps. Figure 2:3 categorizes these steps and assigns responsibility for them. 2.05.2.1 Updating the Products/Services Catalog: TS 1 The process for establishing new Products/Services shall be the same during the Steady State Period as it is during the Transition Period. Refer to Section 2.05.1.1.2.4 Establishing the Matching Product/Service Catalog: TS I" for an explanation of the process. Contract No.: OMS 10/11-008B Exhibit 2 Page 12 of23 2.05.2.2 Establishing SUNCOM Endusers and Billing Accounts: S I OMS shall be responsible for invoicing SUNCOM Endusers and must verify SUNCOM eligibility. OMS is solely responsible for establishing SUNCOM Endusers and the Billing Accounts under which they will be invoiced and managed. The business processes for establishing SUNCOM Endusers and Billing Accounts will occur within OaSIS and this data shall not be synchronized between the Parties. However, OMS will share Enduser information related to each Service Account that is necessary to the Service Provider for delivering product support. I. Transferring Existing SUNCOM Eligible Endusers During Steady State Period a. Existing SUNCOM Eligible Endusers being served by the Service Provider may decide to become SUNCOM Endusers after the Transition Period. As OMS or the Service Provider identity such SUNCOM Eligible Endusers, OMS and the Service Provider shall implement the business process as described in Section 2.05.1.1.2.2 Discretionary Endusers: T2. 2. SUNCOM Enduser Implemented Catalog Restrictions: S2 2.05.2.3 a. All SUNCOM Endusers shall have the option of restricting the availability of certain Products/Services from their staff. OMS shall facilitate this by providing SUNCOM Endusers an OaSIS interface for the restriction at the account level. b. The system default restriction option shall be set to "Allow". SUNCOM Client Management: S3 I. Establishing SUNCOM Enduser Permissions: S3 a. OaSIS shall be the portal for access to all services and functions under the Contract. OaSIS shall manage all SUNCOM Enduser permissions. OMS shall be solely responsible for establishing SUNCOM Endusers, maintaining their information and passwords and assigning their permissions. OMS shall not be required to provide any of the information related to specific SUNCOM Endusers to the Service Provider, unless the information is necessary for E-Rate eligibility and compensation, and necessary to the Provider for product support. 2. Service Provider Staff Authorities in OaSIS 2.05.2.4 a. Service Provider staff shall be given broad permissions within OaSIS to assist SUNCOM Endusers in selecting the Service Provider's products and drafting orders to the Service Provider. Enduser Shopping and Work Order Creation: S4 SUNCOM Endusers will use OaSIS to shop for wireless services. The basis of the OaSIS Shop shall be the Products/Services Catalog data submitted from the Service Provider. The OaSIS Shop will be populated with this Catalog data, upon OMS approval. OaSIS shall create an individual work order per Service Account requested by the SUNCOM Enduser and electronically submitted to the Service Provider to complete. OaSIS shall perform validation on the work orders before submission to the Service Provider. OaSIS shall extract the validation rules from the electronic Products/Services Catalog Contract No.: OMS 10/11-0088 Exhibit 2 Page 13 of23 submitted by the Service Provider. The Service Provider upon receipt of work orders sha\l validate their accuracy and update OaSIS with their respective status. The Service Provider sha\l be responsible for a\l Product/Service information presented in the OaSIS Shop. 2.05.2.5 Enduser Orders I. Establishing Service Accounts: S5 a. Service Accounts sha\l be associated with at least one work order identifYing a Product/Service from the Catalog submitted by the SUNCOM Enduser. The Service Account may carry several unique identifiers such as phone number, electronic serial number, and device serial number. 2. Validate Sale: S5 a. The Service Provider sha\l submit status updates and completion information per work order for OMS to validate the status and completion of the work order. b. If the order is declined, the Service Provider shall terminate the work order and archive the order request for review. c. OMS shall notifY the SUNCOM Enduser via email based on the Service Provider update. d. The Service Provider and OMS sha\l work together to resolve any confusion about a work order and document the result. i. The Service Provider sha\l have a dedicated account representative to manage and monitor pricing, order quality, approved/declined orders, and resolve issues or discrepancies. 3. Activation Changes: S5 a. SUNCOM Endusers may seek to make changes to a Service Account. These changes sha\l generate work orders from OaSIS that are then electronica\ly forwarded to the Service Provider for completion. These changes may impact billable options on the Service Account. A deactivation sha\l terminate the Product/Service by SUNCOM Enduser choice. 4. Changing Data: S5 a. At any time, data associated with a Service Account may warrant modification which may have no charge ramifications. A\l modifications sha\l be sent to the Service Provider as a work order using OaSIS. 5. Retail Store Device Replacements a. SUNCOM Endusers wi\l enter orders for replacements using OaSIS. The Service Provider sha\l receive the order from OaSIS and coordinate with the SUNCOM Enduser where to pick up replacement devices. The Service Provider retail store sha\l provide the ESN and other necessary information to the appropriate Service Provider contact that will then update OaSIS with the completion information. Contract No.: OMS 10111-0088 Exhibit 2 Page 14 of23 b. If the Service Provider is unable to facilitate this process, then no actions pertaining to the OMS Billing Account shall be implemented in retail store locations. 6. Activation Status: S5 2.05.2.6 a. Order and activation may happen independently. The Service Provider shall provide activation status updates separately and subsequent to work order placement and completion. Inventory: S5 OaSIS Inventory shall reflect modifications made to SUNCOM Enduser Service Accounts. Service Accounts in Inventory shall be kept current using updates provided by the Service Provider's electronic work order processing system. The Service Provider shall perform inventory updates and electronically transmit all changes to OMS. Verification of inventory data shall be handled weekly at a minimum and be the responsibility of both Parties. 2.05.2.7 Invoicing 1. Service Provider Invoicing: S6 a. The Service Provider shall submit monthly invoices to OMS for all wireless services. This invoice shall consist of I) a single request for payment on unchangeable format known as a "hand bill" that reflects the total charges for the month, and 2) an electronic detail file which substantiates all billable services and activities by Product/Service Catalog ID at the Service Account level that is the auditable basis for all charges. The total of substantiated detail charges shall match the single payment request on the "hand bill". b. Monthly invoice data shall be delivered to OMS at no additional cost. c. The Service Provider shall identifY credits at the Service Account level on the monthly invoice. d. The Service Provider shall provide FRN and description on E-Rate credits in the monthly invoice. e. Unused Business Plan minutes and megabytes do not carry forward. In certain instances (e.g., Roaming charges), the Service Provider may invoice OMS for usage that occurred during a prior invoicing cycle, if not previously invoiced to OMS. When the Service Provider invoices for usage incurred during a prior invoicing cycle, those minutes shall count against minutes in the current invoicing cycle. Wireless Services billed according to a monthly flat rate shall be itemized. Service Provider may bill OMS on behalf of third party providers of applications that OMS accesses through wireless Products. OMS is responsible for all charges for wireless Products and Services associated with each Service Account (or Corporate-Liable Active Unit) as long as all services and products are ordered via OaSIS. f. For single payments to be applied across multiple account numbers, OMS shall identify with its payment the specific amounts paid for each account number. Contract No.: DMS 1011 1·008B Exhibit 2 Page 15 of23 g. SUNCOM Enduser changes to Business Plans or Wireless Service options may not be effective until the following bill cycle. For SUNCOM Enduser initiated Wireless Service cancellations, the Service Provider shall bill DMS for the entire month in which Wireless Service was cancelled. When a SUNCOM Enduser changes Business Plans during a bill cycle, minutes and megabytes shall be charged under the Business Plan in effect at the time the usage was incurred. i. E-Rate Invoicing Contract No.: OMS 1O/11-008B I. Service Provider shall generate billing to DMS that contains sufficient specificity to allow DMS to accurately bill each of its SUNCOM Endusers and audit each FRN for reimbursement credits through the OASIS system and will work with DMS to establish appropriate system interfaces to allow OASIS to process information as submitted by the Service Provider. 2. Credits issued shall be detailed in the electronic bill data and identifY the following: a. The item for which the credit is being applied: b. The type of credit being issued (SLA, adjustment, E-Rate, etc.); and, c. A description related to the credit type identified (such as which SLA, why an adjustment is given, FRN, etc.) 3. For SUNCOM Endusers who apply for, or intend to apply for E-Rate discounts ("S UNCOM E-Rate Endusers"), the Parties agree as follows: a. DMS will notifY all SUNCOM E-Rate Endusers of their obligation to submit the proper forms, consistent with the Funding Request Numbers (FRN) utilized by the E-Rate program. b. DMS will inform all SUNCOM E-Rate Endusers of their obligation to complete all documentation required by the Service Provider which is necessary for the Service Provider to accurately bill E-Rate eligible services under the Service Provider Invoicing (SPI) method of E-Rate discounting and/or process SUNCOM E-Rate Enduser's Billed Entity Account Reimbursement (BEAR) payments. c. The Service Provider, upon receipt of the necessary documentation from the SUNCOM E-Rate Enduser, will, for those accounts for which SPI billing has been requested by the SUNCOM E-Rate Enduser, apply discounts to the invoicing submitted to DMS, in accordance with E-Rate rules and the SUNCOM E-Rate Enduser's Funding Commitment Decision Letter (FCDL), issued by USAC. For those SUNCOM E-Rate Endusers who choose BEAR billing, the Respondent will bill the full amount for the services, in accordance with E-Rate rules. Exhibit 2 Page 16 of23 d. For SPI billing, the Service Provider will bill USAC for the discounted portion, in accordance with E-Rate rules. 2. Electronic Substantiating Detail a. The monthly detail file shall include one-time subscription periods, metered increments and installments for all charges attributable to a Service Account and Product/Service. Every discrete charge shall have a Charge Event. i. Subscription charges for periods when a Product/Service is available are derived from activation/deactivation dates defining the period when the subscription was active. The unique Charge Event identifier shall correspond to the active subscription period. ii. Services with incremental metered charges shaIl be directly metered from counted units. Each Charge Event shaIl correspond to a discrete activity such as phone caIl, single text sent, etc. iii. One-time purchase Charge Events shall occur when the purchase is satisfied with delivery. iv. Installment Charge Events shall cover the period associated with the particular periodic payment. 3. OaSIS Pre-Audit a. OaSIS shaIl pre-audit the Service Provider invoice monthly to match all charges against the current inventory of services and configurations being provided and to the prices associated with the Product/Service approved in the Catalog. b. An exception report shall be sent to the Service Provider detailing any charges inconsistent with the prices and inventory in OaSIS. OMS shaIl request credits for any exceptions on the current invoice. c. The Service Provider and OMS will reconcile OaSIS data with the Service Provider's data if they do not substantially affect the integrity of the invoicing process, as solely defined by OMS. If reconciliation cannot be attained, OMS shall reject the invoice and request the Service Provider rescind the charges and submit a new invoice. d. Barring audit exceptions, OMS shall pay the Service Provider the total charges on behalf of all SUNCOM Endusers for services rendered. 4. Monthly Invoicing Detail Exception for Geotracking a. Invoicing detail for Geotracking Services shall be delivered daily and provided to SUNCOM Endusers; therefore it shall not necessitate a monthly Charge Event. The service (delivery of Geotracking data) and the detail required to substantiate the monthly invoice are synonymous. 5. SUNCOM Invoicing: S7 a. Barring audit exceptions, OMS shall use the Service Provider's electronic billing substantiating detail to invoice SUNCOM Endusers at SUNCOM prices, for services Contract No.: DMS 10/11-0088 Exhibit 2 Page 17 of23 rendered. DMS shall notity SUNCOM En du se rs VIa email when their invoice is available . b. SUNCOM Endusers will use OaSIS to view their detailed invoices and pay their invoice7 2.06 Sprint Wireless Services Product Annex Exce pt where noted in thi s Wirele ss Services Product Annex ("Annex") or the Agreement, term s and conditions of thi s Annex apply to wireless Product s and Services offered on the Nationwide Sprint Network, the Sprint 3G Network, the Nextel National Network, a nd the Sprint 4G Network. Capitalized term s are defined in the Definitions section at the end of this Annex if not otherwise defined in the Agreement. Sprint re se rve s th e so le right to determine if any of its services provided herein can no longer be supported due to obsolescence. If that s hall occur, Sprint shall notity DMS in writing of plan s to withdraw the service at least six (6) months prior to the proposed date of the withdrawal. At that tim e Sprint shall provide the DMS a plan to ensure service continuity. 2.06.1 Usage Charges I. Metering of Voice Usage a. For each s ucces s ful call, Department will be charged a minimum of I minute of airtime. After the first minute , airtime charges are rounded-up to the next minute , as specified in the respective Bu si ne ss Plan. On calls that cross time periods (e.g., anytime minutes versus nights and weekends), minutes a re deducted or charged based on the call start time. Service Provider may impose on Department charges or surcharges for terminating a call to other wireless carriers, such as international mobile termination charges. The amount of the charges and s urcharges imposed may vary and may be viewed at the following URL: http://s hop2 .s print.c om/e nlse rvic es/wo rldwidelrates fromu s .s html . 2. Nextel Direct Connect Transmissions a. Airtime charges for Nextel Direct Connect transmissions are charged to the party that initiates the transmission and are calculated by multiplying the duration of the transmission (as calculated above) by the a pplicable rate and the number of participants . b. For Nextel Products, Direct Connect, International Direct Co nnect , Group Connect Talkgroup, NextMail, a nd Direct Send minutes of use are deducted from the Direct Connect minutes included in End User's Business Plan and will also incur se parate surcharges if the add-on is not included in End User's Business Plan . End User will incur overage charges ifthe minutes used exceed the minutes allowed under the Business Plan. 3. Nextel Direct Connect Call Alert Transmissions a. Service Provider does not charge for sending or receiving Call Al erts. A use r will initiate a new pu sh-to-talk tran s mi ss ion by re sponding to a Call Alert, even if responding within 6 secon ds of rece iving the alert. 2.06.2 Long Distance/S pecial Services Customer may incur long distance charges (including international calling) or other charges for calls to 800, 866, 877 , 888 and other toll-free numbers on Bu s ine ss Pl ans that do not include long di stance. Contract No.: DMS 101l1-008B EX hib it 2 I'age 18 of2 3 Customer also may incur charges for special Services such as directory assistance, operator-assisted calls or call-forwarding, depending on Customer's Business Plan. 2.06.3 Mobile Tennination Charges Sprint may impose on Customer charges or surcharges for terminating a call to other wireless carriers, such as international mobile termination charges. The amount of the charges and surcharges imposed may val)'. 2,06.4 Wireless Metering of Data Usage I, Metering of Data Usage a. Department's invoice will not separately identifY the number of kilobytes attributable to End User's use of specific sites, sessions or Services used. When traveling within the Sprint Networks, a data session may end when moving between coverage areas and a new data session initiated, although no interruption to the actual data session will occur. When traveling between the Sprint Networks and the Sprint 4G Network, a data session will end and a new data session will be initiated. Circuit-switched, modem-to-modem data calls are treated as voice calls and use anytime minutes on the associated Business Plan (or are billed at casual voice rates) in lieu of using kilobytes for data usage. Circuit- switched, modem-to-modem data calls are not available on the Sprint 4G Network. b. The Smart CD+ contains all the usage records for cellular, text, Direct Connect and data usage. Between Data Direct and Smart CD+ all required data is available. 2. Text and Numeric Messaging a. Unless End User has purchased a quantity of messages at a fixed monthly recurring charge, Service Provider will charge the Department on a per message basis for text and numeric messaging. Service Provider will charge the Department the per message rate for each message that exceeds End User's purchased quantity and for all text and numeric messages while Roaming internationally. Text and numeric messaging are not available on the Sprint 40 Network. 3. Premium Services Charges a. Access to, and downloading of, Premium Services is not included in the pricing in the Agreement. Charges for Premium Services will be specified at the time of access or will be available at www.sprint.com. Data usage charges also apply to, and are separate from, charges for Premium Services. Even if End User's Business Plan includes unlimited megabytes of data, Department must still pay all charges associated with access or use of Premium Services. End User may block Corporate-Liable Active Units from, or otherwise disable them from using, Premium Services provided by third-party content providers. i. Nextel Direct Connect Call Alert Transmissions. Service Provider does not charge for sending or receiving Call Alerts. A user will initiate a new push-to- talk transmission by responding to a Call Alert, even if responding within 6 seconds of receiving the alert. 2.06.5 Credits for Redialed Calls ContracINo.: OMS 10/11-0088 Exhibit 2 Page 19 of23 Sprint will provide Customer with an airtime credit of at least I minute for a call on a Corporate-Liable Active Unit that is: (a) placed while in an area covered by the Sprint Networks, (b) disconnected due to limitations of the Sprint Networks, and (c) redialed within I minute of disconnection, Customer must contact Sprint Customer Care within 24 hours of the disconnection and request credit for the call. 2,06,6 Customer Affiliates If Sprint and Customer agree to permit Customer's Affiliates to purchase wireless Products and Services under the Agreement, Customer will be responsible, financially and otherwise, for the Affiliate's purchases, unless the Agreement says otherwise 2,06,7 Provisioning and Returns I. Nonconforming Products a, End User must request a RMA kit to retum visibly damaged or defective wireless Products within 30 days of receipt or End User will be deemed to have accepted the Products. End User should retum the device within 10 days from that. End User may reject wireless Products or shipments that are visibly damaged or defective. Sprint will pay all reasonable ground transportation freight charges associated with returns under this Nonconforming Products Section. 2. Returns a. New and undamaged wireless Products may be returned to Sprint at End User's expense within 30 days after the date the Product is activated or, if the Product has not been activated, within 30 days after the date the Product is purchased. End User is allowed one discretionary exchange or return for each new Product purchased; provided that End User may not use the one discretionary exchange to change the color of a Product if the Product has been activated. Within 30 days of activation, End User must: (A) contact its Sprint Account Representative or call Sprint Sales Support for return instructions; (8) return the complete, undamaged Product, including all accessories, hardware, materials and package inserts that came with the wireless Product in the original Product packaging, with the original proof of purchase to the location provided by End User's Sprint Account Representative or Sprint Sales Support; and (C) if End User wishes to discontinue Service for the Product, request that Sprint deactivate Service. Following notification, Sprint may change the return policy. Upon Sprint's receipt of the returned wireless Product, Sprint will credit End User's account for a full refund of the original Product purchase price and activation fee. For returns of wireless Products that are upgrades of an existing End User Line, End User will be responsible for all actual usage charges (including any related taxes, fees and surcharges) and Sprint may charge a $35 restocking fee unless otherwise prohibited. For returns of wireless Products that are activated as new End User's Lines, End User will be responsible for the following usage charges and any related taxes, fees and surcharges: (A) per minute/textikilobyte usage charges (I) not included in End User's voice or data plan, or (2) incurred after End User exceeds End User's Anytime Minute, text or data allowance; (8) premium content such as digital downloads, songs, games, applications, etc; (C) 3rd party billing; and (0) international charges. 2.06.8 Insurance End User's may purchase insurance to protect against loss, theft or damage involving End user's wireless Products. Coverage may not be available for all wireless Products and may involve a per claim Contract No.: OMS 10/11-0088 Exhibit 2 Page 20 of23 deductible. Enhanced warranty coverage is available on some wireless Products. Insurance is provided by third party insurers and not by Sprint. If End User selects coverage, Sprint will charge End User a monthly premium per covered wireless Product, and Sprint will remit the premiums to the third party insurer on End User's behalf. Insurance is not subject to any discounts. Claims must be submitted directly to the third party insurer. Terrus of insurance coverage are available at the point of sale or in subsequent communications. 1. Pay-Per-Call Services. Sprint will not complete calls from any wireless Product to 900, 976 and similar numbers for pay-per-call services. 2. International Call Blocking. Sprint will block international calling capability unless Customer expressly requests such capability for a Corporate-Liable Active Unit. 3. Caller !D. Caller identification inforruation may not be available for all incoming calls. 2.06.9 Resale Customer acknowledges and agrees that this is a retail purchase agreement for use only by Customer and its other Sprint-authorized end users as set forth in this Agreement. Customer may not resell or lease wireless Products and Services under this Agreement. Sprint acknowledges that, under the terrus of this agreement, the Department is a single aggregate purchaser on behalf of all of the entities that are eligible to use SUNCOM services under Florida Statutes and therefore, the Department is the single customer that is authorized to redistribute Sprint Products and Services to, and seek compensation from, those entities without violating this restriction on reselling or leasing Products and Services. Notwithstanding the foregoing, Customer may participate in the Sprint Wireless Recycling Program. 2.06.10 Equipment and Software I. Products. Sprint does not manufacture Products and, except as provided in this Agreement, is not responsible for the acts or omissions of the original equipment manufacturer. 2. Equipment and Licensing. Customer is responsible for any items not provided by Sprint (including but not limited to equipment or software) that impair Product or Service quality. Upon notice from Sprint of an impairruent, Customer will promptly cure the problem. Customer will continue to pay Sprint for Products and Services during such impairment or related suspension. If the impairruent interferes with the use of the Sprint's network by Sprint or third parties, Sprint, in its reasonable discretion, may suspend or disconnect the affected Products and Services without advance notice to Customer, although Sprint will provide advance notice where practical. At Customer's request, Sprint will troubleshoot the impairruent at Sprint's then-current time and materials rates. Sprint is not liable if a commercially reasonable change in Products or Services causes equipment or software not provided by Sprint to become obsolete, require alteration, or perforru at lower levels. 3. Prohibitions. Customer is not granted any right to use any software on behalf of third parties or for time share or service bureau activities. No rights are granted to source code and Customer may not reverse engineer, decompile, modifY, or enhance any software. Subject to the terms and conditions in the licensing requirements subsection above, Sprint or its suppliers retain title and property rights to Sprint-provided software. Upon terruination or expiration of this Agreement or the applicable Service, any applicable software license will terruinate and Customer will surrender and immediately return the Sprint-provided software to Sprint; provided that Customer is not required to return the software embedded in Products sold to Customer under this Agreement. Contract No.: DMS 10/11-008B Exhibit 2 Page 21 of23 2.06.11 Annex Definitions I. "Anytime Minutes" means the voice minutes of use that are available in a Business Plan that may be used at anytime other than during Nights and Weekends. 2. "Applications" include email. and data. information and other wireless Internet services. 3. "Business Plans" means Sprint and Nextel wireless service plans for business customers. Certain Business Plan options are priced in the Agreement or Customer may select from any other available Business Plans. subject to the terms and pricing of that Business Plan. 4. "Corporate-Liable Active Unit" or "Cnstomer Line" means an Active Unit (a) activated by Customer for Customer's end use, (b) enrolled in a Business Plan, and (c) for which Customer is financially liable. 5. "Employee" means a person in the service of Customer and from whom Customer withholds FICA (Federal Insurance Contributions Act) contributions from such person's gross pay. 6. "Individual-Liable Active Unit" or "Employee Line" means an Active Unit activated by an Employee and for which the Employee is financially responsible. 7. "MRC" means monthly recurring charge. 8. "Nextel Device" means a Product that uses the Nextel National Network for Nextel Direct Connect service, including a PowerSource device. 9. "Nights and Weekends" means Monday through Thursday 9:00 p.m. to 7:00 a.m. and Friday 9:00 p.m. to Monday 7:00 a.m., unless either the Nights and Weekends at 6pm option or Nights and Weekends at 7pm option is selected. "Nights and Weekends at 6pm" means Monday through Thursday 6:00 p.m. to 7:00 a.m. and Friday 6:00 p.m. to Monday 7:00 a.m. "Nights and Weekends at 7pm" means Monday through Thursday 7:00 p.m. to 7:00 a.m. and Friday 7:00 p.m. to Monday 7:00 a.m. The time used to determine Nights and Weekends eligibility is the local time where the wireless Product is located when an inbound or outbound call originates. 10. "Roaming" means voice or data service provided on another wireless carrier's network through agreements established by Sprint. II. "Sprint Device" means a Product that uses the Sprint 30 Network for Nextel Direct Connect service. 2.07 Enduser Identification As result of negotiations with bidders for the State of Florida's new Mobile Communications Services Invitation to Negotiate (ITN #DMS-IO/1I-008), and new information provided during those negotiations, the State is issuing this clarification regarding the requirement that the prevailing vendor(s) provide data to the Department of Management Services (OMS) that would otherwise be protected under the provisions of the Federal Communications Commission (FCC) restrictions on Customer Proprietary Network Information (CPNI). The table below effectively redefines "Intrinsic Customer" (as used in the ITN; those for whom "detailed account data" should be provided to DMS without any requirement for extra permission from users) to include all but the seven scenarios for "Eligible Endusers". Contract No.: OMS 1 01l1-008B Exhibit 2 Page 22 of23 Currently Using Current User of Other Current User SUNCOM Current Contract Under of SUN COM Contract User of HParticipating Billed by Billed by State Term Addendum" to State All Other Contracts or Elil!,ible Endusers DivTel Vendor Contract Term Contract Agreements Slate Agencies Detailed Detailed Detailed Detailed account data Detailed account data account data account data account data Legislative Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy Judicial Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy State Universities Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy Other Statutorily Account Name only per Established Detailed Detailed Detailed Account Name only per customer Privacy Policy Political account data account data account data customer Privacy Policy Subdivisions Cities and Counties Detailed Detailed Detailed Account Name only per Account Name only per account data account data account data customer Privacy Policy customer Privacy Policy Private Colleges, Account Name only per Account Name only per Private Libraries Detailed Detailed Detailed customer Privacy Policy customer Privacy Policy & QualifYing account data account data account data Nonprofits The column of "Eligihle Endusers" is defined in Part III of Section 282 F.S. "Detailed account data" is defined by section 5.06.1, (2), (a) of ITN #DMS-10IlI-008; "Mobile Communication Services". This is data that is otherwise protected under CPNI restrictions. "Contact only data" is defined in section 5.06.1, (2), (b) of ITN #DMS-IO/II-008; "Mobile Communication Services". This is data that is not protected under ePNI restrictions. Contract No.: DMS IO/ll.(J08B Exhibit 2 Page 23 0[23 EXHIBIT 6 Amendme nt No .8 Packaged Services and Oth er Fees • ,. . " , . " " WIRELESS VOICE (FLORIDA) MONfHLYPLAN P lan Price Overage Ra te PLAN /I OUANTffY (Minutes) TIER Straight Rdte Overage Rate PlanPriu Variance frcnn Variance from (col d + col b) (per mi •• ,.) Target Targtt 6.1a 250 Tier 1 $19 0 .0760 0 .05 4.00 (0 .010) 6.30 500 Tier 2 524 0 .0480 0 .05 1.50 0 .005 6.4. 600 Tier 3 (27.00) (0.045) 6.5a 1,000 Tier 4 $33 0 .05 1.00 O.oJ8 6.60 Unlimited Tier 5 $45 ---5.00 -- WIRELESS VOICE (NATIONWIDE) MONfHLYPLAN Plall Price Overage Rate PLAN /I QUANlTFY (Minutes) TIER Straight Rate Overage Rate Plan Price Variance from Variance from (col d + col b) (per millute) Target Target 6.1a 250 Tier 1 $19 0.0760 0.05 4 .00 (0 .0 10) 6.3a 500 Tier 2 $24 0 .0480 0 .05 6 .00 (0.010) 6.4a 600 Tier 3 (2 7.00) (0 .04 5) EXHIBIT 6 Amendment No.8 Pa ckage d Services and O t her Fees , ,. , " ,. II " 6.Sa 1,000 Tier 4 $33 0 .05 1.00 0,018 6.60 Unlimited Tier S $50 -_. 10.00 -- A1RCARD DATA MONTHLY PLAN PLAN /I QUANTITY TIER Straight Ride Ovnage Rate Plan Price OveNge Rilte lMeg.l1ytes) PiR" Price (col d + col b) (per megabyk) VariRItU from Varia,," from rorget Target 6.1b 500 Tier 1 $25 0.0000 0 .04 7.50 0 .005 6.2b 1,000 Tier 2 $31 0.0310 0 .04 6 .00 0,015 6.3b 2,000 Tier 3 S34 0.0170 0 .04 4 .00 0 .025 6.4b Unlimited Tier 4 $36 ---3 .00 -- SMARTPHONE DATA MONTHLY PLAN PLAN /I QUANTITY TIER Straight Rate Overage Rate P lan Price Overage Rate (Megobytes) Plan Price (col d + co l b) (per megobyte) Variattct from Variance from Target Target 6.Sb 100 Tier S $20 0.2000 0.04 10.00 (0.060) 6.6b SOO lier 6 $20 0.0400 0.04 5.00 0 .010 6.7b 1,000 Tier 7 $25 0.0250 0 .04 5.00 0 .0 20 6.8b Unlimited TierS 525 ---2.50 -- BLACKBERRY DATA Un1lJTl..tT v P J AN' EXH IB IT 6 Amendment No .8 Package d Services and O t her Fees , I, " " " " . PLAN /I QUANTITY TIER Straight Rate Overage Rate PIa" Price Overage Rate (Megabytes) Plan Price (co l d + col b) (per megabyte) Variance from Variance from Target Target 6.9b 100 Tier 9 520 0.2000 0 .04 10.00 (0.060) 6.10b 500 Tier 10 520 0 .0400 0 .04 5.00 0 .010 6.11b 1,000 Tier 11 $25 0.0250 0.04 5.00 0.020 6.12b Unlimited Tier 12 $25 -2.50 --- MONTHLY PLAN TABLET/iPAD DATA PLAN /I QUANTITY TIER Straight Rate Overage Rate PltmPrice OvnageRate (Meg_bytes) P lan Price (col d + col b) (per megabyte) Variance from Variance from Targd Target 6.13b 500 Tier 13 520 0 .0400 0 .04 /.25 2 .50 #VALUE! 6.14b 1,000 Tier 14 $20 0.0200 0.04/.25 (5.00) #VALUE! 6.15b 2,000 Tier 15 $30 0.0150 0 .04 0.00 0.025 6.16b Unlimited Tier 16 $40 -0.0400 7.00 - EXHIBIT 6 Amendment No .8 Packaged Services and Other Fees .. ,. , " " " " TELEMETRY DATA MONTIILY PLAN PLAN. QU ANIlTY TIER Straight Rate Overage Rdte Plan Price OverageRau (Meg'by"') Plan Price (col d + col b) (per meg.bytt) Variance from Variance from Targd TArget 6.17b 1 Tier 17 $6 6.0000 3 .00 0 .00 - 6.18b 2 Tier 18 $6 3.00 (1 .00) - 6.19b 3 Tier 19 (8.00) - 6.20b 4 Tier 20 (9.00) - 6.21b 5 Tier 21 $8 3.00 (2 .00) - 6.22h 10 Tier 22 $11 3.00 0.00 2 .900 6.23b 100 Tier 23 $18 0 .30 5 .00 0 .200 6.24b 500 Tier 24 $21 0 .0420 0 .3 0 6 .00 0 .200 MONTIILY PLAN SMS/MMS MESSAGING PLAN. QUANIlTY TIER Straight Rdte OtJnQgt Rdte Plan Price Overllge Rate (M"'ogts) Plan Price (col d +col b) (per mtssogt ) Varianct' from V.riIuoct frum Target T.rgtt 6.1 c 300 Tier 1 $1 0 .0033 0 .04 0.00 0 .030 6.2c 500 Tier 2 $2 0.0040 0 .04 0 .00 0.03 0 6.3c Unlimited Tier 3 $5 --0 .00 - ALL INCLUSIVE PLAN PLAlS • MONTIILY PLAN QUANIlTY Plan Plan Price Pri.aVaiana V.I .. Added Ft.hn'e<,lC/orifying Notes from T.rgtt 6.1d Unlimited $70 8 .00 starting at 7 pm, and Tex t Messages. & Voice mail, Blac kBerry U n li mit ed .AA.-A ,~ \ II 11,111 \ I ()thl'lll'l'S: "1'11/ lill-;1 I 6.1e 6.1f Minimum M onthly Servi ce Charge (T ier 1) Mo nthly Teth erin g Premium 6.1g MO llthl y Sa tellite Servi ces Subsc rip tio n Fee (Ti er 1) $5 Voic e servi ce, $2 .50 varian ce fr om target; $20 Smartphone, $17.50 vari ance fr om ta rget; $25 Aircard de vic e, $22.50 vari ance fr om targe t $10, $3 fro m targe t EXH IB IT 6 Amendment No.8 Packaged Services and Other Fees .1 I· , d \' 11 1~ No Charge. -See description in tab "Pkg's 6.1h Monthly Message Broadcasting Subscription Fee Continued" Note: Any value provided for 6.111 will be factored in to rates provided on Exhibit 38 for evaluation. 1- 6.1i Monthly Message Logging Subscription Fee $2 Note: Any value submitted for 6.1i will supersede rates submitted on Exhibit 3C. 1-$5-Incl. 200 Pings/unit, $15 unlimited 6.1j Monthly Real-Time Ceo-Tracking Subscription Fee (fier 1) • Note: This service may require a vendor~approved data plan. EXHIBIT 6 Packaged Services and Other Fees I Value Added Fealvreti/Clarifying Notes Unlimited Nights &: Weekends (Nights Start a t 9 pm), Sprint Mobil e-te-Mobile, Direc t Connec t and G roup Connec t; Includes Na ti o nwide Long Distance, Ca ll er 10 &Voice Mail. Calls origination or teminating o utside of Florida will be charge .29/min including lo ng distance charge Unli mited N ights &: Weeke nds (Nights Start a t 9 pm), Sprin t Mobile-ta-Mobile, Direc t Connect and Grou p Connec t; Includes Nationwide Long Distance, Ca ll e r ID &Voice Mail. Ca ll s o ri gination o r teminating o utside of Flo rid a will be c harge .29/rnin including long dis tance Unlimit ed Nig hts &: Weekends (Nights Start a t 9 pm), Sprint Mobile-te-Mobil e, Direc t Connect and G roup Connect; Includes Nati o nwid e Long Dis tance, Caller 10 &VoiceMaiL Calls o ri gination o r teminating o utside of Florida will be c harge .29/min including lo ng d is tance c harge Unlimited Nights & Weekends (Nig ht s Sta rt a t 9 pm), Sprint Mobile-to·Mobile, Direc t Connect a nd G ro up CO lUl ect; Includes Nationwide Lo n g Dis tance, Call e r ID &Voice Mail. Call s o rigination or teminating o utside of Fl o rida w ill be charge .29/ min including long distance c harge Value Added Features/Clarifying Notes Unl imited N ig hts & Weekends (N ig hts Sta rt a t 9 pm), Sprint Mo bile-to·Mobile, Direct Connec t a nd G ro up Connect; In cl ud es Nati o nwide Long Distance, Call er ID &Voice Mail. Unlimite d Night s & Weekends (Ni g hts S tart at 9 pm), Sprint Mo bile-to-M o bile, Direct Connec t and G ro up Connec t; Includes Nationwide Long Distance, Ca ller ID &Voice Mail. Amendment No.8 EXHIBIT 6 Packaged Services and Other Fees Unlimited N ights & We e ke nds (Nights Sta rt a t 9 pm), Sprint Mo bil e-Io -Mo bile, Direct Coom",' I and Grou p Connec t; Includ es N ati o nwid e Long Dista nce, Call e r ID &e Voke Ma il . Unlimit ed N ights &: Wee ke nd s (Ni ghts Start at 9 pm), Sprint Mo bil e-to-Mo bile, Direc t Connec t I a nd G roup Connect; Includes Nati o nwide Lo n g Di st a nce, Call e r ID &eV oice Mail. Va l.u Added Fedhlrts/Clarifying Notes Additional d a ta Roa min g usage a bove 3 00 MB -SO .25/ MB, S p rint w ill n o t ch a rge for d a ta roaming on Airca rd a nd Table t devices unless there is pro a cti ve n o tifi ca tion provided to the cu sto me r who is a bo ut to excee d the establish ed roa ming limit a s d escri bed in the d a ta p lan be in g used Ad d iti ona l data Roa min g u sage a bove 300 MB "" $O .25j MB, S print will not c ha rge fo r da ta roaming o n Aircard a nd Tabl e t d evi ces unl ess the re is p roact ive notifi ca ti o n provided to the custom er who is abo ut to e xceed the esta bl is he d roaming limit as d escri bed in th e data plan bein g used Add iti o n a l d a ta Roa min g usage abov e 300 MB .,. $O .25/MB, S print will n o t c harge for data ro aming on Aircard a nd Ta bl e t d ev ices unl ess there is pro active n o tificati o n prov id e d to th e c u sto mer w h o i s abo ut to exceed the es ta blis he d roa m ing limit as d esc ri bed in th e data p lan be in g used • a cce ptable u sea ge, Additiona l data Roaming w Va lue Added Features/Clarifying Notes $20 Unl w ith Voice plan a dde d, Max c harge $2: $2 0 Unl with Vo ic e plan a d d e d , Max charge $2.: $2 0 Un! w ith Vo ice p lan a dded , Ma x ch a rge $2: $20 Un l with Voice plan a dded , Ma x c harge $2: Amendme nt No.8 EXHIBIT 6 Amendment No .8 Packaged Services and Other Fees V.I .. Added F •• tum;lCl.rifying Notes 100 MB o ff n etwork a ll owance-.25 /MB o ff ne tw 100 MB off n e twork a ll owance-.25/ MB off n etw SG ca p, Sprin t w ill not cha rge for da ta roa min g ( EXHIBIT 6 Packaged Services and Other Fees Value Added Feahn'es/Clarifying Noles 1MB =$S.SO/MB Data Pooling. Data usage \\ Data Pooling. Data usage will be pooled amon! Data Pooling. Data usage will be pooled amon! Data Pooling. Data usage will be pooled amon~ Data Pooling. Data usage will be pooled amon~ Data Pooling. Data usage will be pooled amon{ Vol .. Added feotum;/CUnifying No,.. $S minimum voice plan required $5 minimum voice plan re quire d $5 minimum voice plan requ ired Includ es Nationwide Long Distance, Ca ll er ID Ema il and Web Plan(BES) or Nextel Pro Pack. . " Minimum monthly fees will induct. Amendment No.8 EXHIBIT 6 Amendment No.8 Packaged Services and Other Fees EXHIBIT 4- ENHANCED SERVICES AND SOLUTIONS Contract No.: DMS 1O/lI-008B Exhibit 4 Page lof21 Exhibit 4.0 Sprint MCS Enhanced Serv ic es and So lutions Contents EXHIBIT 4.0 SPRINT MCS ENHANCED SERVICES AND SOLUTIONS ••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.••••.••• 1 4 .01 HYBRID SATEL LI TE/CE LLULAR TE LECOMM UNICAT IONS .............................................................................................. 3 4 .0 2 INDOOR CELLULAR SIGNAL AMPLI FIER SySTEM .... " ........ , , ...... " ••.• "" ......... ", ............................................ " •••..........• 3 4 .0 3 CONVEN TI ONAL AND PIT D EVICE INTEROPERABILITY WIT H LAND M OBI LE RADIO SYSTEMS ..................... ,,, ..................... 8 4 .04 CAMP US V OICE (ALL GROUP ............................................................................................................................... 9 4 .0 S ENCRYPTION SERVICES ....................................................................................................................................... 9 4.06 IP VERSION 6 (IPv 6) ....................................................................................................................................... 10 4 .07 COMMUNICATION STREAM PRIOR ITI ZATION ......................................................................................................... 10 4.08 W I-FI SMARTPHONE TECHNOlOGy ..................................................................................................................... 10 4.09 G EOGRAP HI CA L T RACK IN G DATA EN RIC HED WITH V EH ICLE I NFORMATION ."."" ..................... """ ................... ,, ......... 11 4 .10 FILLI NG GAPS IN FUTURE PUBLIC SAFETY M OB IL E BROA DBAND N ETWORK .......••...............................••...........•........... 2 1 (ontr ae l No.: DMS 101l 1-008B Exh ibit 4 Page2of2 1 4.01 Hybrid Satellite/Cellular Telecommunications To the extent available, the Service Provider s hall provide hybrid sa tellite/cell ular telecommunications services and the associated handheld device(s) with cellular, Wi-Fi(desired), and satellite voice and data functionally. See diagram below. Mobile Switching Center tMSC) Sprint will not currently be proposing a Hybrid Satellite/Cellular Telecommunications so lution, but may elect in the future to provide this service feature. 4.02 Indoor Cellular Signal Amplifier System To the extent available, the Service Provider s hall provide bi-directional cellular s ignal amplifier systems for both home and office applications. The bi-directional cellular signal amplifier system shall be used in situations where the indoor cellular s ignal strength does not carry the necessary s ignal power level required for reliable cellular communications (Voice & Data). The diagram below depict s the intended functionality of a bi-direc tional cellular s ignal amplification system and doe s not specify the actual system design or denote th e required individual electronic components. Contract No.: DMS 10/11 -008B Exhibi t 4 Pagc30f21 OutsIde Antenna (((I . : .. + ___ ,Acceptable Outdoor F.f::;:ry-~"";::::~~,!J Cellular Signal ---+ I; Distant Cellular Tower Weak Unreliable Cellular Signal The Service Provider shall provide the coverage area footprint (per indoor antenna), the system's simultaneous user capacity, and a physical measure (in square feet) of the indoor area each propo sed system is de signed to operate within. Also, the Service Provider shall specify the minimum acceptable outdoor cellular signal strength required for each system proposed. The Service Provider may include (or substitute) mini, micro, pico cellular tower technology , network extender device(s}, or other appliance de s igned to improve indoor cellular signal power levels. The Service Provider shall provide, as required , helpdesk support for the in stalled system and assist the end customer or OMS with identifying or troubleshooting issues related to perfornlance degradation assoc iated with the communication streanl 's transport path. Note: For all indoor signal enhancement systems procured under this contract, the Service Provider s hall be re s pons ible for each system 's in stallation , helpde sk support, and customer configuration assistance for the tenn of the Contract. The proposed system shall be a Service Provider tum-key solution . Sprint Option 1: AIRA VE 2.0 is a COMA-base station (Femtoce ll ). This base station extends a C OMA signa l within the use r's home or small office providing full bar coverage in their location by incorporating base station (BTS) and base station controller (BSC) functionality into the Femtocell itself, which then has connectivity, via th e internet, to the AIRA VE 2.0 core network. Voice over IP (VolP) allows the unit to provide voice and data services in the same way as a nonnal base station, but with the cu stomer installation s implicity of a Wi-Fi access point. The A IRA VE 2.0 is unrestricted by default , allowing any user to enjoy the enhanced coverage while within range of your device. If the owner chooses, the AIRA VE 2.0 can be restricted to allow authorized phones to access the device. In either mode , up to three users can use the service simu lt aneous ly. AIRA VE 2.0 supports the 1900 MH z band and s upport s seam less handoffs from the AIRA VE 2.0 to the towers on the Sprint 3G and Nationwide Sprint Networks . Because Femtocells operate in licen se d spectrum and licen sed s pectrum a ll ocation is made to carriers on a per fee basi s, deployment of AIRA VE 2.0 equipment mu st meet strict requ ir ements . So, while use rs can travel with Ihe A IRA VE 2.0 device and use it wherever Ihere is power, Con tr ac t No.: OMS 1011 1-008B Exh ibit 4 Page 40f21 broadband connection, and Sprint has licensed spectrum, each AIRA VE 2.0 device is equipped with a OPS system to ensure it does not operate in areas where Sprint is not licensed to offer service. Additionally, the OPS receiver is used to provide accurate location information to public safety answering points in the event of a 911 call. Device Enhancements with AIRA VE Access Point include: • Analog Telephone Adapter port (ATA)-provides VolP calling from the home or small office. o The AT A port allows the customer to port their existing wire line or wireless number to AIRA VE Access Point and connect a wired desk phone; giving customers' a true landline replacement solution. (VoIP will be launched at a later date) • Customers can use their existing home phone equipment with AIRA VE Access Point • Support for EVDOlRev A data-AIRA VE Access Point will support EVDO/Rev A data speeds when in range of the AIRA VE 2.0 • Increased number of simultaneous users to six; • Voice and Data Quality of Service (QoS)-built-in router prioritizes voice traffic above data traffic. o This preserves voice quality by making sure voice traffic is sent before data traffic when someone within the home or office is using the broadband connection. In addition to the above enhancements, the following existing functionality continues to be supported: • Sprint Branded Femtocell product designed to create a dedicated COMA signal within the home or office through the customer's broadband Internet connection • Works with any Sprint device • Auto setup/Plug-N-Play • Active handoff coming from the AIRA VE and going to the Sprint 30 and Nationwide Sprint networks • Private Home Designation allows the customer to control who can use their AIRA VE Access Point. Limitation of the AIRA VE: AIRA VE 2.0 does not support active handoff from the Sprint 30 or Nationwide Sprint Networks to the AIRA VE 2.0. In this case, the phone will continue on the Sprint 30 and Nationwide Sprint Network until the call ends. After the call ends, the phone will automatically lock on to the AIRA VE 2.0. Customer Requirements • High Speed IP access -CablelDSLIFTl/Tl Contract No.: OMS 10/1l-008B Exhibit 4 Page50f21 • Ethernet port -An available Ethernet port on the LAN/Cable modemlDSL router/other router • Physical Location: o Within close proximity of a window o Within AlRA VE 2.0 coverage areas -For location availability, please refer to www.sprint.com/airave. AIRA VE 2.0 uses standard ports to connect to the Nationwide Sprint Network via the Internet. These ports are open by default on most routers and firewalls and will not need additional configuration. However, if your AIRA VE 2.0 cannot connect to the Sprint 30 or Nationwide Sprint networks due to a unique network configuration, you may need to open the following ports on your switch or router: 500, 4500, 53, and 52428 (all are UDP). Multiple AIRA VE Uuits The deployment of multiple AIRA VE 2.0 units within a single location to either increase the coverage area or capacity of the product is not recommended for the following reasons: • There is no active handoff between AIRA VE 2.0 units (i.e. calls will not transfer if a user moves from the range of one AIRA VE to another). • In certain circumstances, several AIRA VE 2.0 units within a very close proximity may interfere with each other. If it is absolutely necessary to place multiple devices within close proximity of one another, the below guidelines should be followed to ensure proper operation: • AIRA VE 2.0 units should be at least 45 feet from each other for optimal operation. • The AIRA VE 2.0 units must have the same user restriction settings (either open access, or the same phone numbers allowed on each AIRA VE 2.0. This is to prevent certain users from being unnecessarily blocked. Sprint Option 2: Custom Network Solutions Overview Sprint Custom Network Solutions implemented by our Custom Network Solutions (CNS) group extends Nationwide Sprint and Nextel National Networks and Sprint 30 and 40 into buildings and onto campuses to deliver the power, productivity and efficiency of Sprint's voice and data communications wherever you need it. Com ponents of a Custom Network Solution A CNS solution design team consists of a CNS Solutions Engineer, a CNS Program/Project Manager, local engineers and assigned project personnel from State of Florida. The CNS design team will do a solution design walk around the campus(s) and all adjacent locations. The team will determine the system design to provide in-building and on-campus coverage. CNS offers two levels of solutions: Contract No.: DMS 10111-008B Exhibit 4 Page 60f21 • Basic Network Solutions: Implemented in cases where enhanced coverage for a sma ll area is required (on I or 2 floors ofa bui lding, for example) and where there are less than 200 units involved • Full-Scale Network So lutions: Covering a broader area (such as a full bu ilding or campus of buildings impacting more than 200 units); Full-Sca le Network So l utions enable Advanced Mobility Solutions inc luding Private Radio So lutions, WLAN Infrastructure and Fixed Mobile Convergence and the creation of Wireless Ecosystems Full Scale Dua l Network Solutions liDEN /COMA) cover il brond eraa -a full building Of ca mpus of bu ildings -and impacl s f1lO(9 lhan 200 units. FuU -S cal e Network Solution s en ab le deployment of WOI'kploce Mobility Solution s. Basic Network So lutions ore gene-rolty Impl emented in ca ses where enhanced coverage lor a small orco is required · on 000 or two noors of 8 building fO( ex ample -end where there ora Jess thoo 200 unils Involved . -~:" ... ,.'lI ::::. -. ~ The primary solution may include a macro-base station design with external rooftop antennas, which CNS designs to provide adequate radio frequency (RF) penetration to the majority of the campus. In areas requiring further coverage enhancement, Spr int may design and instal l a distributed antenna system with interna l antennas placed throughout the required spaces. CNS install s, monitors and maintains the wireless networks on-site allowing IT departments to reduce costs and focus on other priorities. Depending on State of Florida requirements, a CNS so lution w ill include many or all of the following components: Spri nt Se rvice s • Cellu lar SMRlDirect Connect • Two-way messaging • Data Applications Handsets • BlackBerry Devices Nextel &Sprl nt De vices • Sing le mode and dual mode Data Cards • • Smart Devices eNS Infra structu re Distributed Antenna system • E nhanced Base Transceiver • Bi-directional Amplifier System eNS Appli cation s • PBX Integ ration • Web-based account • Console Intell ration management Requirements Analysis • Project Management • eNS Netw ork Servic es Site Survey • Installation • PrOVisioning Network Design • • Trainino • Contract No.: DMS 101l1-008B Exhibit 4 Pa ge7of21 Custom Network Solutions Sales and Project Manage ment Approach Salts anti Solutions Engineering Process Projea q UdJific4 f iOlt Acct. team coonJinCtIion ClIslomtJf prestfll~fion Propoul c,..,tio" • Terms Ql)d legal Mgoliafiofl Contracf execution CNS Sal" C()()(din3\os with Iho Segmen t Salos, Solutions Engineers and Customer to d rive pro;.cts 10 co mpletion by managin g 311 facols of lh e e NS Sa\os proeoss wh ich aDows Custom.,s kllocus on O'i~ra. bu"'eu manage ment Profess ional Oeslgn and Oeployment Process Requirements gathering Site.suNey Network ~ign Irt.s falfatiQrr NeM'ork optimilafiol1 Device trainklglcon~gurabOn CNS nlaBag$$ all stages of the CUS (Onl91 deploym9fl 1 ptOClSS, from the initial reqiJir.menls assessme nt tluo ug h installation and deploymcot wit h conStJl130'11 gra de methods , proce duros and toots. Sprint is continuin g to work on the CN S Bu s in ess Mo del that will appl y to fundin g e N S In - building so luti o n(s). 4.03 Conventional and PTT Device Interope rability with Land Mobile Radio Systems To the extent avail abl e, th e Se rvic e Provider shall provide a co mpreh e ns ive so lution which provid es inte rop e rability betwee n co nv e ntion al pu s h-t o -t alk ce llul a r techno logy and Land Mo bile Radi o Sy s te ms i.e . T runk ed Di gital YHFIU HF /800MH z. The solutio n sha ll provide interopera bl e communicati o ns (end-to -end): betwe en a defin e d cl osed use r g roup s utili z in g t he Se rvice Pro vid er's commerc ia l cellul ar netwo rk and a parti c ul a r Land Mo bil e Ra di o Syste m (LRM) di s patch and the LMR rem o te user. The pro posed syste m sha ll be a Servi ce Pr ov ider turn -ke y s oluti on. ~1 lMR Hand held ,l::~:::' I o00~ Oispatdl Trunked Digital VHFfUHF/800MHz Syslem Co ntr ac t No.: DMS 10/1 ) ·008 8 InteroperabiWty Interlaoe Ex hibit 4 Mo bil e Swi tc h C enter Cellu la r T ower Page 8 o f 2 1 The interoperability interface gateway s hall be software programmable and flexible enough to be configured on a daily basis , and contain a robust functional feature set that support s a broad range of agencies and be independent to end-user applications and LMR systems. Sprint does not provide a turn-key solution; however, SprintlNextel PTT services are capable of integration with most LMR systems with the proper hardware. 4.04 Campus Voice Call Group To the extent available, Service Provider shall provide a Campus Voice Call Group service. By switching the call from the MSC to the campus PBX directly, the communication streams shall not transverse the PSTN cloud and therefore a cost savings shall be realized. The diagram below is provided to illustrate the OMS objective (cost saving) and does not depict the actual design needed to accomplish the objective. The Service Provider shall not propose any solution that doe s not meet the OMS cost savings objective. The proposed service shall be a Service Provider turn- key solution. Center Campus ~~~ Office PBX Sprint will not currently be proposing a campus call group solution , but may elect in the future to provide this service feature. 4.05 Encryption Services To the extent available , Service Provider shall provide a wireless end-user encryption solution . The ideal solution shall be clientless or transparent (i.e. auto-established) to the SUNCOM Client. This mean s the solution shall automatically establish an encrypted session without SUNCOM Client input and function in the background transparent to the end-user. The solution shall secure the communication stream content with an encryption algorithm. The encryption algorithm s hall utilize , at a minimum , a 128-bit encryption key strength. The diagram below is provided to illustrate the OMS objective (tran s parent, seamless, end-to-end encryption) and does not depict the actual design needed to accomplish the objective. The proposed encryption service shall be a Service Provider turn-key solution. Contra ct No.: OMS 10111-0088 Exhibit 4 Page90f21 Enc ted Encrypted ryp ~ Data Tunnel Voice .' «I £. . ')'.' riJ6 " ~ · " · " ~ · " • • • • • • • • • • • .' ... L Demarcation ••••• Service Provider's Encryption Appliance Sprint is not currently proposing an encryption service solution , but may elect in the future to provide this service feature. Nole: On Ihe Sprint 4G N etworks, data is encrypt ed using 128·bi/ AES en cryption with c iph er block chaining. 4.06 LP Version 6 (IPv6) It is desired by OMS that the Service Provider's network and handheld devices support both IPv4 and IPv6 Internet protocol s. Basically, Sprint 's 4G will be IPv6 and 3G will remain IPv4 becau se 3G standards are not being updated for IPv6. Dual-stack only makes sense as there is no compatibility between the two standards, making (es sentially) two internets (lPv6 and IPv4). First dual·stack device is e x pected 2H12012. Once we move to an entire 4G data network (2015 and beyond) we will asses s whether it make s sense to move to a fullIPv6 network or not. If the internet evolves to a dual·stack environment, then we'll stay with that. 4.07 Communication Stream Prioritization To the extent available, all communications pertaining to public safety entities shall be prioriti zed (ofa higher order) over all other state and commerci a l traffic. For COMA wireles s services on the Nationwid e Sprint Network , no prioritization is currently placed on voice over data or vice versa. Prioriti zation is placed on emergency (911) call s only. These call s are prioriti zed over all other call type s. 4.08 Wi-Fi Smartphone Technology Integrated Wi·Fi smart phone technology is desir ed with function a lity capable of tra ns fer s betwee n Wi·Fi and cellular networks and that permits utilization of VolP technology. The du a l· mode smartphone is envi s ioned to automaticall y hop between wireless Ethernet (802.11) and Contrac t No .: DM S 10111·0088 Ex hibit 4 Pa gelOof 2 1 digital cellular networks with a seamless handof( For example, if the Wi-Fi enabled smartphone has an active data session using the cellular network and an available wireless Ethernet signal is detected, the smartphone will hop to the cheaper and faster wireless Ethernet network technology. DMS is aware a 3rd party (802.11) Wi-Fi access point may employ a blocking or network traffic shaping scheme which is out of the control of the Service Provider; therefore, the transmit/receive device shall include functionality through which the user can manually force the device to connect to a desired network (Wi-Fi or cellular). The device shall maintain connectivity (within the connected network footprint) until the user resets the device to an auto-select mode. Sprint has read and will comply. Sprint Wi-Fi enabled phones and devices will meet this requirement. 4.09 Geographical Tracking Data Enriched with Vehicle Information In addition to providing the ability to track individual drivers and/or vehicles (with attached dedicated devices) implicit in the description for the "Error! Reference sonrce not found." in Exhibit I, solutions for obtaining more information regarding vehicles are desired. This enriched data should include On-Board Diagnostics and alarms, driving performance (speed, exceeded inertial velocity limits, crash detection, etc.), routes and route fencing using industry standards for fleet management. DMS will consider a variety of approaches from turnkey of complete services (where the Service Provider enables all components of the service) to a compartmentalized approach that requires the State provide/obtain components to complete the service (e.g. the State might buy on-board computers and installations through other contracts). However, solutions that include DMS as the clearinghouse for data provided to its clients are preferred. Turnpike RouteTracker Sprint has teamed with Turnpike to offer http://www.turnpikeglobal.com/Turnpike RouteTracker, TurnpikeDirect and TurnpikeDirect Premium, high performing, low-cost fleet management solutions on the Nextel National Network that automates regulatory compliance reporting through embedded GPS chip and direct connection into the engine computer. This allows for reporting on Speed, RPM, Fuel Economy, Idling, Hard Breaking, Odometer, Engine Warning Codes and other criteria depending on make/mode of vehicle. The Turnpike RouteTracker solution uses tethered devices in trucks along with handset applications for the drivers to track the regulatory needs for both drivers and the fleet. Fleet operations reports are provided via web service and with filings for International Fuel Tax Agree (IFTA), Hours of Service (HaS) and International Registration Plan (IRP) Turnpike RouteTracker includes: • In-vehicle hardware • Cabling • Installation kit (alcohol wipe, 2-sided tape and silicone adhesive) • Installation manual TurnpikeDirect application provides: **not allfeatures available for all makes/model vehicles Vehicle Operation Reports including: Contract No.: DMS 10111·0088 Exhibit 4 Page 11 of21 • Road speeds • Engine idle • Hard braking • Odometer • Mileage • Productivity monitoring • Payroll • RPM • Vehicle and Driver scorecard • Route Bread Crumb Trail • Electronic trip sheet, • Stop detail • Customer stops TurnpikeDirect Premium application adds: • Electronic Hours of Service (HaS) application o Includes pre-trip and post-trip inspection. • Real-time fault code reporting • Driver log-in and operational reports by driver Turnpike Direct Premium application add on can include electronic hours of service (HaS) application, (includes pre-trip/post-trip inspection), driver log-in and operational reports, and real- time fault code reporting. Location-based Services Summary Wireless subscribers see location-based services as a key differentiator. Sprint has emerged as a leading carrier of location-based services (LBS) service for mobile phones, with the longest history of providing location-based services in the wireless industry beginning with the first location and mobility services in 2000 and the first GPS-enabled phone to support E911 services in 2001. We continued that trend offering the first navigation service on wireless phones with turn-by-turn driving directions in 2003 and the first family location service in 2006. Spring innovative location-based solutions from Sprint provide businesses the ability to: • Locate & Navigate -to track driver location and activity. Workers will spend less time asking for directions and more time getting things done, by optimizing your train routes. This results in reduced costs, increased efficiency and improved customer satisfaction. • Track & Manage -provide constant fleet visibility, which means that wherever your trains, trucks, or buses are, State of Florida will have the infonnation you need to make real-time decisions and just-in-time repairs. Sprint's asset tracking & fleet management tools provide the capability to manage mobile resources for drivers, vehicles and trains, in fleets of any size in real-time. State of Florida can optimize assets for maximum efficiency and enhanced customer service • Automate & Compute -simplify job entry and help you match drivers and vehicles to customers' needs. Sprint-certified LBS applications provide accurate wireless data transfer that you can reply on to eliminate the errors and redundancies of handwritten Contract No.: DMS 101I1-008B Exhibit 4 Page 12 of21 communications. Automated driver schedules and customer payments reduce paperwork, speed billing and accelerate cash flow. Today, Sprint supports more than 20 consumer GPS applications, including Sprint Workplace Locator. Our relationship with leading location-based developers such as TeleNav and Trimble further strengthens Sprint's position as a leader in the LBS marketplace. Machine-to-Machine With a growing number of manufacturers incorporating wireless embedded modules into their mobile computing and M2M equipment offerings, Sprint is able to extend our wireless portfolio beyond handsets and data cards to offer a broad range of wireless solutions that include a variety of laptop and notebook computers as well as a variety of machine-to-machine (M2M) devices to support OM. These include: network agnostic capabilities (including 30, 40, COMA, and a reliable Tier 1 IP network); specialized industry solutions engineering teams; an open approach to devices and applications through the company's Open Device Initiative, an expansive M2M partner ecosystem; and the ability to provide customers with customized solutions that can include distribution, branding, billing and customer care services. Sprint IP Convergence Strategy Sprint understands financial and competitive gains are tied to the network a company chooses for its communication needs. For longer than any other global Internet service provider, Sprint has demonstrated our commitment to providing our customers with premier data services by building one of the world's best-engineered IP networks. Our network is built with a 100% IP architecture, organically grown as a single network -not a diverse network meshed through years of mergers and acquisitions. By providing a seamless connection for our customer data traffic, we offer a high degree of network survivability and performance backed by an industry-leading Service Level Agreement (SLA) portfolio. As a global network provider, Sprint offers both global breadth of service though our wholly owned IPIMPLS network covering 90 percent of the global MNC (multinational corporations) locations and local depth of service leverages our NNI collaborates globally which allows for expansion of existing worldwide service to all parts of the world. Fixed Mobile Convergence In addition to the cost savings of consolidating your voice and data infrastructure, State of Florida can improve productivity and make your communications systems a strategic advantage across different business functions. Virtually wherever and whenever State of Florida connects, Sprint-enabled Unified Communications (UC) will follow -from the desk phone to computer to the mobile phone -with voice, data, messaging and conferencing applications effortlessly flowing from one destination to the next. Sprint solutions help business and government agencies increase productivity and customer satisfaction while driving down costs. Telenav Track Field Force Applications Overview Through a combination of the latest advances in GPS, wireless and Web technologies that make mobile workforce, Sprint offers TeleNav Track, a leading fleet and field force management solution, With TeleNav Track State of Florida can save money, get control of operational costs, Contract No.: DMS 1O/l1-008B Exhibit 4 Page 13 of21 and improve the productivity of your workforce and assets. TeleNav Track allows you to locate and track your mobile workforce, manage GPS enabled timesheets, schedule and dispatch jobs, generate reports and real-time alerts as well as automate many paper-based processes giving you greater control of your business and workforce. TeleNav Track has been part of the Sprint Nextel portfolio since 2005 offering products that can provide substantial benefits and immediate ROI State of Florida as long as they have mobile workers they need to manage. State of Florida can enjoy free telephone, email and Web support 24 hours a day, 7 days a week and in-house deployment and integration teams ensure that State of Florida starts realizing the savings and other benefits from TeleNav Track quickly. Also, Sprint's TeleNav Track solutions come in a variety of plans to meet State of Florida specific needs. These various plans include: • Lite • Plus • Enhanced • Premium • Fleet Key Features and Customer Benefits GPS Tracking with Alerts -See what happens in the field every minute of the day: • View employees' locations, stop history, and current status on a map • View the status of a dispatched job in real-time • Managers can view field personnel location from their handsets • Get alerts for speeding violations, stops, geofence entry/exit, or other parameters you define Wireless Dispatching -Drastically reduce paperwork with wireless dispatching: • Schedule new jobs and be notified when completed • Have job workflow date, time, and location-stamped • Create or delete jobs from the handset • Get alerts when jobs or workers don't start or finish on time, deliveries don't meet expected transit window, dispatched jobs don't reach the handset, and more GPS Navigation -Gives mobile workers visual and audible tum-by-tum driving directions with automatic re-route so they drive fewer miles: • Works seamlessly with dispatched jobs and work orders • Workers can get to work sites faster and with less fuel consumption • Use Business Finder to find a location and then map it, drive to it, call it, or save it for later Wireless Forms -Reduce paperwork and data re-entry while improving the quality of data captured in the field: • Capture data from the field and send it back in real time to the website • Re-create any form of process with 18 field types (including signature and photo) and branching logic • Attach forms to jobs sent to employees and to timesheets Contract No.: OMS 10/11-0088 Exhibit 4 Page 14 of21 • Integrate forms and data wit h other systems Wire less Timecards -Stream line time card coll ection and payro ll proce ss ing and he lp make payro ll more accurate: • Workers clock in and out and record breaks from the ir wire less devices • Team Timecard lets superv isors clock in/out indiv idua ls or entire teams from one device • Voice T imecard lets users enter time punches usi ng voice commands from their phones • Capture labor codes w ith every t ime punch • Spec ify overtime ru les and view a breakdown of a worker's times heet • Integrate with ADP and other payroll and back-office systems Te leNav Trac k Co m pet it ive D iffe re nti a to r s Feature The TeteNav Diffe rence Forms & • Ove r 20 un iq ue Fi eld Types w ith 1000's of fie lds per device, incl ud ing Workflow text fie ld, pull down menus, check boxes and more . w/Barcode • Use branchi ng logic to create specific work fl ows and si mplify co mplex pape r based forms • Capture photos, signatu res, GPS coo rd inates, and ba rcodes • Most oth e r tracki ng app s onl y have a cou ple of fiel d types and greatly li mit the nu mbe r fie lds per device • T e le N av T rack turn s workers' mob ile devices in to wi reless time clocks, letting t he clock in and out , and record breaks in th e field with ve ry sim ple menu s Timecards fo r • Tea m Timecard lets supervisors record time punches for crews Individual • T eleNav Track provides tim e a nd labor manageme nt report s and Workers and ale rt s, he lpin g business better mana ge labor and job costs and Teams con trol ove rt ime • Integr ation of ti mecard da ta wi th ADP and other pay roll sys tems can reduce payroll admi nistration effort by as much as 80%. Integrati on with • Nea rl y all data ccllected by th e wi reless handset or sto red in the Other Sy s t em s Tele Nav Track system ca n be integ rated into most back office sys tems . • Tele Nav offe rs a wide ra nge of integration optio ns, includi ng precc nfigu red sta ndardiz ed modu les for po pul ar sys tems (ADP Quick Books , Kronos , etc .), a secu re behin d -,the -,fj rewa II exc hange server, and open AP l s and a syste ms in teg ratio n team for custom integra tio n requireme nt s. • Tele Nav T rack integrates with CRM, work order software and asset manageme nt systems to accept cus tomer records and work ord ers . • Very few othe r t racki ng apps have an SI tea m avai lable and requi re custom er s to pe rform any int egratio n, if it is eve n ava il ab le. • Mos t other tracking apps are very limited to what data ca n be exc hanged wit h backe nd systems and prov ide little if any ass ista nce or custo mization . GPS Navigation • Mobile workers only need to select a j ob to start GPS naviga t io n to wi Truck Routes t he job si te . For drive rs of large tru cks , spec ifi c routes th at acco mm odate oversized vehicles ca n be provided . • Most other tracking apps req uire l aunching separa te Navigation app lication on the handse t and require much more use r intervention . Tru ck routes are rarely an op tio n in this si tuatio n. Tracking & • Tele Nav Track and provide very granul ar "bread cr umbing " with Reports tr acking scalab le dow n to 1 minute intervals . This provi des in formation that is much more accurate and reports (speed , mileage , stops, etc.) • Most other tracki ng apps can onl y go down to 5 minute tracking Contract No.: DMS 1011 1-0088 Ex hibit 4 Pa ge 15 of2 1 intervals and reoortina can be very inaccurate . Mileage Tracking • TeleNa v Tra ck can provide mileage reports that are over 93 % accurate . Th is is critical for accurately paying expense reports and increases worker satisfaction . • Most other tracking apps are much less accurate (some under 50 %) mainlv due to 5 minute trackino limitation. Customized • TeleNav Track allows customers to upload the ir own fully Maps customizable maps that allow the integration of external lo cation information Gob sites , customer locations , distribution centers, etc.) to be displayed on the dispatch console . • lfIhlile others claim to have customized maps , they only allow chanaina of a few colors and do not Drovide external data intearation. Scalable • TeleNa v Tra ck provides 36 turnkey features that are highly accurate Architecture with most of the data being fully exportable to external databases . In addition to these turnkey features , • TeleNav track is extremely customizable with robust wireless forms and integration features .· Most tracking apps have les s turnkey features and have limited, if any customization capabilities . Route • TeleNa v Track Premium has integrated route management features Management that optimize multistep routes or deli very schedules . • Even though some tra cking apps provide route optimization , few have it inteqrated into the dispatch and schedul ina functions. Customer • TeleNav Track customer care is all US based and open 24x7, 365 Support days a year. It is the largest in the industry and well staffed with 80 % of calls answered in person in less than 45 seconds. • Most other tracking vendors use offshore customer support only open durina US business hours , Monday throuah Friday . TeleNav Track Plan TeleNav Track Plan Llte2 Standard1 Premlum1 Monthlv Fee SetuD Fee 24 x7 Li ve Phone SUDDort • • • Live Web Trainina • • • Location T rackina • • • One Year ReDort Historv • • • Customizable Address Book • • • GPS Trackinn • • • Location Renorts (breadcrumb , stons , speedina) • • • Landmarks • • • Geofence Alerts • • • Admin Loain Activitv Report • • • Route and Route Report • • • Ren ortinn • • • GPS Timecard • • • GPS Geofence Timecard (New in Y4 .1\ • • • Remote Start (Publi c IP Needed) • • Contrac t No.: DMS 10 /11 -0088 Ex hibi t 4 Page l 6o f 2 1 TeleNav Track Plan Llle2 Siandard1 Premlum1 PinQ (Locate) (Public IP needed) ~ ~ Store and Forward (reccrd data when oul of ccverage) ~ ~ Locate others from phone ~ ~ Voice Timecard ~ ~ Speeding and Stop Alerts ~ ~ Exception Alerts (speeding , stop, state cross , low battery alert) ~ ~ Messaging (like 2way text messaging) ~ ~ Text Directions (Mapquest style directions) ~ ~ Customizable Map ~ ~ Find Closest (identify worker closest to site on web ~ ~ console map) MileaQe ~ ~ Job Importing , Dispatching and Scheduling ~ Job Schedule Alerts ~ Barcode Scanning3 ~ Wireless Forms ~ Wireless Forms Reports ~ Signalure Capture (attach signature to wireless forms) (New in v4 .1) ~ Image Capture (attach images to wireless forms) ~ (New In v4 .1) Document Hosting3 ~ Jobs Report ~ Route OptimizationS (load balance and optimize routing) ~ Real-time Audible Turn by turn GPS Navigation ~ Business Directory ~ Fleet Edition (Additional $9.99/user/month)4 ~ Hot Kev Alert (New in v4.1) ~ Team Timecard (New in v4.1) ~ 3. Bl ackBerry only. Barcode scanning al so av ailable for Motorol a 1615 Contrac l No .: OM S 10111-0088 Ex hibit 4 Pa ge 17 0 f21 ActSoft Snapshot -~Jlrint-certified Third Party Manufacturer Solution Provider Application Industry Description ActSoft Comet Tracker Comet Tracker is an affordable Inc. (incl. Sprint and mobile management solution that IT2MC) Nextel tracks time. tasks. jobs and Compatible locations of workers . Comet Co ntract No.: DM S 101l1-008B Construction , Education, Field Services, Government, Health Care, Manufacturing, Tracker ; utilizes the GPS capabilities of Sprint Nextel phones to find and update the locations of workers and assets . ActSoft provides a full suite of services, including : • Comet Tracker: Full-featured tracking solution available on Sprint and Nextel handsets • Comet Tracker Lite: Network- initiated tracking available on Sprint and Nextel handsets • • • Vehicle and Engine Monitoring solution Comet Mobile Worker: Work· order management and tracking solution designed to support the full service lifecycle IT2M E: Web-based tracking Real Estate, solution f-:--c-~-;---:-1 Retail & 1------------1 Comet Tracker Distribution, Comet Tracker Lite is a client- Lite Transportation based desktop application that Sprint and means local storage of data, easy Neldel integration, power feature set and Compatible easy to scale. All features are available at a single price point - no add cns required for dispatching Comet Tracker Web Sprint and Nextel Compatible Comet Mobile Worker Sprint and Nextel Compatible Vehicle and Engine Monitoring Sprint and Nextel Compatible Comet Tracker Ex hibit 4 Comet Tracker Web is a web- based application mean means easy integration, powerful feature set and easy to scale . Comet Mobile Worker automates the full service lifecycle with a single solution, from the initial service request to service call completion. Includes invoice integration with QuickBooks , worker profiles, calendar view and recurring appointments. Vehicle and Engine Monitoring is a cost-effective vehicle monitoring and diagnostics solution with sensors , rich reporting and support for rules and logic . Allows companies to significantly lower operating and maintenance costs. Comet Tracker In-Vehicle Page 18 of21 Solution Provider Application IndustlV Description In-Vehicle provides cost-effective in vehicle Sprint and solution Nextel Compatible Comet Tracker Comet Tracker Mexico allows for Mexico continuous fleet tracking into Sprint and Mexico Nextel Compatible ActSoft Mobile Applications Overview Since 2003 , Sprint has partnered with ActSoft to offer affordable mobile management and GPS tracking solutions that uses Sprint Nextel phones to track and update time, tasks, jobs and location s of workers. ActSoft is the only partner to that offers the option of client-based (with no unlimited data storage), web-based or a combination of the two applications to offer it s clients full MRM capabilities. ActSoft's web-based application offers many of the same feature s as the client-based application, and allows an easy transition from Web to Client based product as the customer grows. Both applications provide robust features to the customer. Comet Tracker ActSoft's Comet Tracker is a fully-featured , very-easy-to-use and innovative software that leverages both GPS and wireless technology to give State of Florida the most potent and versatile mobile management tool on the market today . Comet Tracker truly automates every part of your work flow-, which saves paper, time and fuel and money! Comet Tracker offers location tracking; wireless time clock reporting for drivers paid by the hour, job dispatching and customized alerts. This makes Comet Tracker an exceptionally powerful location-based solution that gives the be st possible detail while lowering costs, improving safety and enhancing customer service. GPS Tracking • Wirelessly track State of Florida workers nationwide using Nextel phones • Location infonmation updated as often as every 15 seconds • Track locations even when on the phone or outside your coverage area • Alert workers to start tracking and automatically stops tracking at the end of the day Time Tracking • State of Florida workers clock in and out of shifts and breaks using their phones • Times are recorded and stored, allowing you to verify worker time cards Extensive Reporting • Document worker activities. Reports provide mileage, speed, location , heading , and stops data • Export report data to another application Comet Mobile Worker ActSoft leverages GPS technology and wireless workflow management to offer Comet Mobile Worker, a mobile application designed to manage and monitor GM 's daily operations. This multi- purpose so ftware allows State of Florida to streamline processes throughout your servi ce Con tract No.: DMS IO /II-008B Exhibi t 4 Pag e 190f21 lifecycle, from the moment the service is requested to the final call completion. Comet Mobile Worker offers the following features: Location Tracking • Use GPS tracking to locate GMworkers on web-based maps • View speed and stop durations of all workers • Easily assign closest worker to a job • Receive geofencing alerts when workers enter or leave predetermined areas • Monitor planned versus actual routes driven Wireless Forms Capture accurate data from the field Provide factual data for regulatory and compliance purposes Reduce paper and cumbersome manual processes Eliminate needless trips to the office Wireless Invoices Immediately invoice when job is completed Speed up accounts receivable process Increase cash flow Reduce paperwork Reduce trips to the office and duplicate data entry Vehicle and Engine Monitoring ActSoft offers Vehicle and Engine Monitoring applications for State of Florida to take true control of your fleet, while driving down the cost of fuel and maintenance. ActSoft has partnered with Malone Specialty, Inc., to offer its Sprint-certified, multi-patented CV-MARC system, a revolutionary device that takes the management out of trying to enforce idle reduction policies. Combined with ActSoft's powerful software and the Sprint 3G and 4G 1 networks and Nextel National Networks as well as the ability to monitor multiple sensors on a vehicle, State of Florida will start saving money immediately upon installation and know exactly when and where things happen. Product highlights include: Reduce Idling • Monitor Idle time to reduce fuel costs and consumption • Reduce maintenance expenses and wear and tear • Idle Limiting with Automatic Engine shut off to enforce compliance • Automated alerts and reports to keep management informed of abuse Monitor Sensors • Prolong engine life by monitoring oil pressure, engine temperature, battery strength and more • Know when doors are opened to be alerted of emergencies or theft • Monitor systems including switches, lights, PTO, valves, lifts and more • Receive alerts and run reports to know duration of events for compliance reporting Reduce Carbon Footprint Help the environment by reducing emissions Contract No.: DMS 10/1l-00SB Exhibit 4 Page 20 of21 Improve customer image by going green Enforce regulatory compliance and standards ActSoft Support ActSoft's Support Center operates from 8 a.m.-8 p.m. EST by a staff of highly trained personnel. Most software installations and end-user training are conducted over the phone. Training can be in one-an-one or group sessions. On-site training is also available. 4.10 Filling Gaps in Future Public Safety Mobile Broadband Network Current proposals before Congress and the Federal Communications Commission anticipate using technologies for public safety telecommunications that are similar those offered by the Service Provider in relation to this contract (i.e. public safety officials may ultimately use devices similar to those used by consumers instead of traditional public safety radios in use today). Entities like OMS and its public safety partners, expect to obtain usage rights in 700 megahertz bands for this purpose. To deploy public safety networks using these bands, OMS anticipates developing new procurement vehicles that either seeks a comprehensive public safety network or components thereof that will be assembled by OMS into a comprehensive network. However, the magnitude of a statewide public safety network means future Service Providers will likely offer incomplete geographic coverage. OMS is seeking, a commitment from the Service Provider to offer assets and services at fair prices to complete this future public safety telecommunications network. The Service Provider shall provide a brief description of the assets and services that may aid OMS's effort to complete a future public safety telecommunications network and indicate the Service Provider's willingness to provide them. Sprint is interested discussing a "custom" 700 MHz LTE network with the State of Florida". Contract No.: DMS 1O/l1-008B Exhibit 4 Page 21 of21 EXHIBIT 5 -SERVICE LEVEL AGREEMENT MATRIX Contract No.: DMS 1O/11-008B Exhibit 5 Page 1 of5 Exhibit 5: Sprint MCS Service Level Agreement Matrix The SLA Exhibit is expected to also include delivery, response, and notification SLAs. An example of a "delivery SLA" is the time required for the end-user to receive hardware device(s) and/or contracted services once the order has been received by the Service Provider. An example of a "response SLA " is the time the Service Provider requires to provide an initial respon s e (or acknowledgement) to a helpdesk ticket . An example of a "notification SLA" the amount of time DMS will receive notification prior to planned service outage(s). SLA I SLA Item Description SLA Definition, General Service Performance Matrix SLA Timers Credit Allowance 1 IPSec VPN (primary/secondary) Appliance Failover Contract No.: DMS 10/11-0088 In the event there is an IP connectivity failure caused by the Service Provider's primary IPSec VPN appliance , the Service Provider network shall failover to their secondary IPSec VPN appliance to maintain connectivity to MFN. In the event there is an IP connectivity failure caused by the MFN primary IPSec VPN appliance the Service Provider's IPSec VPN appliance s hall fail over to the MFN secondary IPSec VPN appliance to maintain connectivity to MFN. The failover in any case s hall be accomplished within five-hundred (500) seconds. The failover shal l be governed by the BGP routing protocol operating between the MFN and Service Provide devices or other as agreed upon by OMS . The SLA cred it allowance shall be charged to the Service Provider if their primary and secondary VPN app liances fail si multaneously or other Service Provider network event which causes a total outage or the VPN appliance failover does not occur in the specified time. The Service Provider shall be exempt from this SLA if the MFN primary and secondary VPN appliances fail simultaneously. Sprint agrees to the IPSec VPN (primary/secondary) Appliance Failover SLA as written. The Parties agree that until OMS accepts and approves the monitoring and fail over system described above is in place, Sprint will not be authorized to se ll or provide any servic es available pursuant to this Agreement through the OaSIS system. OMS agrees that it will not enforce this SLA until the monitori ng and failover system described above is in place and has been accepted and approved by OMS. In any event, if the fail over system is not accepted o r approved by OMS , OMS re serves the right to terminate thi s Contract for convenience. If the agreed validation sys tem determines an "incident" has occurred the parties will work together to iso late the root cause of the incident. If Sprint is determined to be at fault and the fail over did not occur within 500 seconds the credit is due. Ex hibit 5 500 seconds, Within 5% of the affected users'MRC Page2of5 2 3 4 5 Engineering Coverage Maps, (Voice and Data) Hardware Shipment Operational Guide and User Guide Escalation Procedure Contract No.: DMS IO/II-008B The Service Provider shall provide outdoor engineering coverage maps acceptable to DMS that accurately reflect the reliable voice and data service areas in the State of Florida within forty-five days from the contract execution date. If the coverage area changes from the original maps submitted, the Service Provider shall provide an update revision to DMS within ninety days of the change. Sprint will update maps quarterly as necessary. From the Service Provider receipt date of the complete OaSIS electronic service account order, the Service Provider shall MAKE COMMERCIAL REASONABLE EFFORT TO ship the ordered hardware to the delivery address within seventy-two hours. If the Service Provider is unable to ship the ordered hardware due to unavailability (out of stock), the Service Provider shall send an electronic notification to DMS and the end-user within seventy-two hours of order receipt date. Shipments related to "Enhanced Services" hardware are exempt from the SLA. The SLA shall be measured by the Service Provider and verified by the OaSIS ordering system. IF DATA LINK PROVISIONING IS NECCESSARY ADDITIONAL 48 HOURS IS REQUIRED. Failure to respond, within a target completion date, to a DMS requested actions (review andlor input) regarding the development and maintenance of the Operational Guide and User Guide. DMS WILL PROVIDE PRIOR NOTICATION AND A MUTUALLY AGREED UPON TIME FRAME TO COMPLETE THE REQUESTED ACTION. The Operational Guide shall describe the operational relationship between the Service Provider and DMS (e.g. order processing, service provisioning, service monitoring and maintenance, troubleshooting and reporting, billing, etc.) The User Guide shall describe the service relationship between the SUNCOM end-users and DMS. From the contract execution date, the Service Provider shall provide an escalation procedure and contact list to be used by DMS to remedy unresolved problems within thirty-days. Thereafter, the Service Provider shall provide updates to the escalation procedure and contact list as required. The Service Provide shall be subject to the SLA credit allowance if the escalation procedure or contact list is found to contain outdated or incorrect information applicable to the DMS discovery date. Credit allowance would be applied from when the error is identified. Exhibit 5 45-days, Within 72-hours, Within, except during holidays As Required by DMS forthe Life of the Contract 3~-days, Within $1,000.00 per-day thereafter, until provided $50.00 per-failure to ship, or failure to notify $1,000.00 per- failure to respond $1,000.00 per day thereafter, until provided or until updated Page 3 of5 6 7 8 9 Existing Wireless Data Customer Migration Planned Wireless Service Outage Notification Unplanned Wireless Service Outage Notification Helpdesk Verification Tool Contract No.: OMS 1O/lI-008B Once the Service Provider receives the complete OaSIS electronic service account order to migrate the existing wireless data customers, the Service Provider shall move all existing wireless data users to the new MFN access method as specified in the contract technical exhibit within one hundred twenty (120) days. In cases where continued issues arise Sprint will notify State of the problem. The Service Provider shall send a two-business day (minimum) advance electronic notification which informs DMS and the affected end-users of a planned service outage which includes the date, time, and estimated duration of the outage. The SLA shall be measured and verified by the Service Provider's system. END USERS MUST SIGN UP TO NOTIFICATION PROCESS THAT ALLOWS FOR MULTIPLE OUTAGE NOTIFICATIONS OPTIONS. SOME LIMITATIONS EXIST AS STATED IN RESPONSE (I.E. LIMITED TO 100 RECIPIENTS FOR SOME NOTIFICATIONS). REFER TO SLA MATRIX IN EXH #5, BTSA NOTIFICATION DOC. The Service Provider shall send a notification to OMS and all end-users communicating the wireless services is not available in a generalized area within Florida which includes an estimated time for service restoration within five hours (maximum) from the outage start time. The SLA shall be measured and verified by the Service Provider's system. END USERS MUST SIGN UP TO NOTIFICATION PROCESS THAT ALLOWS FOR MULTIPLE OUTAGE NOTIFICATIONS OPTIONS. SOME LIMITATIONS EXIST AS STATED IN RESPONSE (I.E. LIMITED TO 100 RECIPIENTS FOR SOME NOTIFICATIONS). REFER TO SLA MATRIX IN EXH #5, BTSA NOTIFICATION DOC. The Service Provider shall make available to DMS a web-based application tool (Read-Only) to verify the helpdesk performance. The web tool shall , generate a matrix of all helpdesk tickets captured for the past ninety days. The matrix shall include an end-user and wireless device identifier, unique helpdesk ticket identifier number, ticket status (open/closed), and history log for each ticket. Exhibit 5 120-days, Within 2-business days, Prior to 5 hours, Within 180-Days From contract execution date $3.00 per-day, per-wireless data device thereafter, until completed $2,500.00 per- planned outage, failure to notify $2,500.00 per- unplanned outage, failure to notify $300.00 per-day thereafter, until provided Page 4 of5 Upon receipt of an end-user helpdesk ticket related to a wireless device network configuration error, the Service Provider shall correct the configuration error within four hours. The four hours time period shall be 4 hours, $50.00 perticket 10 Service Provider Network measure using the automated (open/close) timestamps contained within the Less than Configuration Error. helpdesk ticket. A network configuration error is defined, in this instant, as any softwarelhardware mechanism provisioned by the Service Provider which prohibits the wireless device from establishing a usable communication channel due to a configuration error. Total SLA payouts shall in no case exceed 3% of current year to date Current YTD Not to Exceed 3% 11 Maximum SLA Payout annual contract revenue. Enhanced services (Exhibit 4 of the contract) shall Revenue not be included in SLA total contract revenue calculations. - Contract No.: DMS 1O/11-008B Exhibit 5 Page 5 of5 Contract No.: DMS·10/11-008B· Exhibit 6 Exhibit 6 Contract No.: OMS·l0/ll·00SB· Exhibit 6 State Technology Office STO Purchasing Phone 850-922-2756 4030 Esplanade Way Fax: 850-413-8623 Tallahassee, FL 32399 WIRELESS DATA SERVICES CONTRACT BY AND BElWEEN SPRINT AND THE STATE OF FLORIDA ACTING THROUGH THE STATE TECHNOLOGY OFFICE Contract No.: DMS-10/11-00B8 -Exhibit 6 State of Florida State Technology Office Wireless Data Services SECTION 1 DEFINITIONS ............................................................................................................................... 5 1.1 DEFINITIONS .................................................................................................................................. 5 1.2 RULES OF INTERPRETATION ........................................................................................................... 6 1.3 HIERARCHY OF DOCUMENTS .............................................•............................................................ 7 SECTION 2 SCOPE OF SERVICES AND COMPENSATION ..................................................................... 7 2.1 PURPOSE AND SCOPE .................................................................................................................... 7 2.1.1 Contractor's Role .........................................................................................................•........ 7 2.2 SPECIFIC SERVICES AND DELIVERABLES ............................•...................................................•....... 8 2.3 e-Procurement Transaction Fee ................................................................................................... 8 SECTION 3 CONTRACT ADMINiSTRATION ................................................................................................ 8 3.1 CONTRACT MANAGEMENT ........•..................................................................................................... 8 3.1.1 Program Management Responsibility ....................................................................................... 8 3.1.2 Key Personnel .......................................................................................................................... 8 3.1.3 Knowledge of Intent to Transfer Corporate Interests ........................................................ 9 3.1.4 Meetings •..................................................................•......................................................•...... 9 3.1.5 Meeting Minutes ..................................................................................................................•. 9 3.1.6 Reporting ................................................................................................................................ 9 3.2 CHANGE ORDERS ..............•................................•.......................................•.•........................•....... 9 3.2.1 Change Order Process ..................................................................................................•.... 10 3.2.2 Effect of Change Orders ••................................................................................................... 10 3.2.3 Technology Refresh Proposal .......•................................................................................... 10 3.3 WARRANTY ................................................................................................................................. 11 3.3.1 Contractor Warranties ........................................................................................................ 11 3.3.2 Exceptions ...................•....................................................................................................... 11 3.3.3 WARRANTY DISCLAIMER. ...........................................................................................•..... 12 3.4 Subcontractors .........•.......................................................................................................... 12 3.5 ACCEPTANCE .............................................................................................................................. 12 3.5.1 Time for Acceptance ...................•....................................•.................................................. 12 3.5.2 Process ................................................................................................................................. 12 3.6 CONTROL OF RESOURCES ...................................................................................•........................ 12 3.7 OTHER OBLIGATIONS ......................................................•............................................................ 13 3.8 STO RESPONSIBILITIES ............................................................................................................... 13 3.8.1 Data Entry ............................................................................................................................. 13 3.8.2 Operating Instructions ..................................................................................................•..... 13 3.8.3 Cooperation ......................................................................................................................... 13 SECTION 4 FINANCIAL MANAGEMENT .................................................................................................. 13 4.1 AUDIT RIGHTS ............................................................................................................................. 13 4.2 PAYMENT UPON TERMINATION .....................................................................•............................... 14 4.3 INVOICING AND PAYMENT ............................................................................................................. 15 4.3.1 Invoices ...............................................................................................................................• 15 4.3.2 Disputed Invoices and Penalties ....................................................................................... 15 4.3.3 Payment. ............................................................................................................................... 15 4.4 COMPETITIVE PRICING ................................................................................................................. 17 SECTION 5 ONE FLORIDA ........................................................................................................................... 17 5.1 UTILIZATION OF SMALL BUSINESS CONCERNS .............................................................................. 17 5.2 CONTRACTOR'S COMMITMENT ...................................................................................................... 17 5.3 NON-DISCRIMINATION AND EQUAL OPPORTUNITY ......................................................................... 17 SECTION 6 PERFORMANCE STANDARDS .............................................................................................. 18 ITN No. 03..sTO-ITN·011 CONTRACT FORM APRIL 17, 2004 Page 2 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·tO/ll·008B· Exhibit 6 SECTION 7 SOFTWARE AND INTELLECTUAL PROPERTy ................................................................ 18 7.1 STO MATERiALS ••••••••••••••••••.•••••••.••.••••••.•••.•••••••••••••••••••••••••••.••••••••••••••..••••••••••••.•••••.••••••••••••••••• 18 7.2 TRADE SECRETS •••••.•••..••••.••••••••••••••••••••••••.•••••••••••••••••...••••••••••••••••••••••••.•••.•.•••••••••••••••••••••••••••••• 21 7.3 SOURCE CODE •••••••••••..•••••••••••••••••••••••••••••••.•••••••.••••••••••••••••••••••••••••••••••••.••••••.••••••••••••••••••••••••••• 21 SECTION 8 INSURANCE ................................................................................................................................ 22 8.1 INSURANCE COVERAGE ••••••••.•••••••••••••••••••.•••••••••••••••••••••••••••••••••.••••••••••.••••••••••••••••••••••••••••••••••••.• 22 8.1.1 Commercial General Liability ............................................................................................. 22 8.1.2 Workers' Compensation Insurance ................................................................................... 22 8.1.3 Automobile Liability Insurance .......................................................................................... 22 8.1.4 Professional Indemnity Insurance ..................................................................................... 22 8.2 SUBCONTRACTOR INSURANCE COVERAGE •••••••••••••••••••...•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 22 8.3 PROOF OF INSURANCE ................................................................................................................. 22 8.4 DEDUCTIBLE AMOUNTS ••••••••••••••••••••••••••••••••••.••••••.••••••••••••••••••••••••••••••••••••••••••••••.••••••••••••••••••••••• 23 8.5 SELF INSURANCE ••••••••.•••••••••••••••••.•••••.••.•••••••••••••••••••••••••••••..•••••.••••••••••••••••.••••••••.•••••••••••••••••••••• 23 SECTION 9 DEFAULT AND REMEDIES ..................................................................................................... 23 9.1 CONTRACTOR EVENTS OF DEFAULT ••••••••••••••••••••••••••••••••••••••••••••.••••••••••••••••.••••.•••••••••••••••.••••••.••• 23 9.2 STO REMEDiES iN THE EVENT OF DEFAULT ••••••••••••••••••••.•••••.••••••.•••••••••••••••••••••••••••••••••••••••••••••••• 24 9.3 STO EVENTS OF DEFAULT ••••••••••••••••••.••••••••••••••••••••.•••••••••••••••••.•••••••••••••••••••••••••••••••••••••.•••••••••• 24 9.4 CONTRACTOR REMEDIES iN THE EVENT OF DEFAULT •••••••••••••••••••••••••••••••••.••••.•••••••••••••••••••••••••••••• 25 9.5 STO MAY CURE ••••••••••••.••••••••••••••••••••••••••••••••••••••••••••••••••••••••.••••.•••••••••.•••••.••••••••••••••••••••.•••••••.•• 25 SECTION 10 DISPUTE RESOLUTION ........................................................................................................... 26 10.1 DiSPUTE RESOLUTiON •••••.••••••••••••••••••••.•••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••.••••••••••••••••••••••• 26 10.2 PERFORMANCE TO CONTiNUE ••••••••••••••••••••••••.••••••.••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••••• 26 10.3 CONFiDENTIALITY ........................................................................................................................ 26 10.4 PAYMENT OF FEES AND COSTS •••••••••••••••••••••••••••••••••••••.•••••••..•••••.••••••••••••••••••••••••••••••••••••••••••••.•• 26 SECTION 11 TERM, RENEWAL, AND TERMINATION PROVISIONS .................................................. 26 11.1 TERM/RENEWAL ......................................................................................................................... 26 11.2 TERMiNATION FOR CONVENIENCE ••••••••••••••••••••••••••••••••••••••••••••.••••.•••••••••.•••••.••••••••••••••••••••••••••••••• 27 11.3 TERMiNATION FOR CAUSE ............................................................................................................ 27 11.4 CONSEQUENCES OF TERMiNATiON By STO .................................................................................. 27 11.4.1 Termination for Cause ........................................................................................................ 27 11.4.2 Termination for Convenience ............................................................................................. 27 SECTION 12 GENERAL PROViSiONS .......................................................................................................... 27 12.1 ADVERTISiNG ............................................................................................................................... 27 12.2 ANNUAL ApPROPRiATIONS ........................................................................................................... 28 12.3 ASSIGNMENT ............................................................................................................................... 28 12.4 CHANGE OF STATUTE OR REGULATiON ......................................................................................... 29 12.5 COMPLIANCE WiTH LAWS ............................................................................................................. 29 12.6 CONTRACT ADMiNiSTRATOR ......................................................................................................... 29 12.7 GOVERNiNG LAW ......................................................................................................................... 29 12.8 EMPLOYEES, SUBCONTRACTORS, AND AGENTS ............................................................................ 30 12.9 ENTiRE CONTRACT ...................................................................................................................... 30 12.10 EXECUTiON iN COUNTERPARTS .................................................................................................... 30 12.11 FORCE MAJEURE, NOTiCE OF DELAY, AND No DAMAGES FOR EXCUSABLE DELAYS ...................... 30 12.12 FURTHER ASSURANCES ............................................................................................................... 31 12.13 INDEMNiFiCATiON ......................................................................................................................... 31 12.14 LIMiTATiON OF LIABiLITY .............................................................................................................. 31 12.15 INDEPENDENT CONTRACTOR STATUS OF CONTRACTOR ................................................................ 32 12.16 MODiFiCATiON OF TERMS ............................................................................................................. 32 12.17 NOTiCES ...................................................................................................................................... 32 ITN No. 03-STO-ITN-011 CONTRACT FORM APRIL 17, 2004 Page 3 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00BB -Exhibit 6 12.18 PROJECT MANAGERS ................................................................................................................... 33 12.19 PUBLIC RECORDS ........................................................................................................................ 33 12.20 Loss OF DATA ............................................................................................................................ 33 12.21 SECURITY AND CONFIDENTIALITY ................................................................................................. 33 12.22 LOBBYING AND INTEGRITY ............................................................................................................ 34 12.23 SUBCONTRACTS .......................................................................................................................... 34 12.24 SUBCONTRACTOR LIABILITY ......................................................................................................... 34 12.25 TAXES ......................................................................................................................................... 34 12.26 WAiVER ....................................................................................................................................... 34 12.27 WARRANTY OF AUTHORITY .......................................................................................................... 35 12.28 WARRANTY OF ABILITY TO PERFORM ........................................................................................... 35 12.29 8EvERABiuJy ................................................................................................................................. 35 ITN No. 03-STO-ITN-D11 CONTRACT FORM APRIL 17, 2004 Page 4 of 37 State of Florida State Technology Office Wireless Data SeNices Contract No.: DMS-10/11-00S8 -Exhibit 6 CONTRACT This Contract ("Contract") is entered into as of the last date fully executed (the "Effective Date") by and between Sprint ("the Contractor"), and the State of Florida, acting by and through the State Technology Office (the "STO"), with an office at 4030 Esplanade Way, Tallahassee, Florida 32399-0950 (each, a "Party" and collectively, the "Parties") RECITALS WHEREAS, the STO issued Invitation to Negotiate ("ITN") No. 03-STO-ITN-011, Wireless Data SeNices, to solicit firms interested in providing cellular based wireless data seNices. WHEREAS, the Contractor responded to the solicitation and, following negotiations between the STO and certain offerors, the STO has determined it is in the best interest of the State to award this prime contract under the ITN, to the above named Contractor, who will provide cellular based wireless data seNices (24X7X365) in the coverage areas shown on the coverage maps, and in the counties provided with the Contractor's response to this ITN, as applicable to the Contractor. Smart devices with Personal Digital Assistant Capabilities and e-mail applications such as the Blackberry, Treo 600, Hitachi 1000, etc. may be purchased as a balance of line items to this contract. NOW THEREFORE, in consideration of the promises and mutual covenants set forth herein, the Parties agree as follows: Section 1 Definitions 1.1 Definitions. Capitalized terms used in this Contract without definition shall have the meanings ascribed below: "Acceptance" and "Accepted" mean, with respect to each Deliverable, that such Deliverable have been accepted by the STO in accordance with Section 3.5 as meeting the specified Deliverable requirements set forth in the contract. "Attachment" means a written attachment to this Contract as may be agreed upon by the Parties from time to time that sets forth certain additional terms and conditions or information relating to this Contract. "Change" means a material change to the SeNices or Deliverables to be provided under this Contract. Any Change must be mutually agreed upon by the Parties and implemented in accordance with the change order process set out in Section 3.2. "Confidential Information" means all pre-existing documents, software and documentation, reports, financial or other data, records, forms, tools, products, seNices, methodologies, present and future research, technical knowledge, marketing plans, trade secrets, and other materials Contractor and the State provide to each other in the course of the negotiation of and the term of the Contract, whether tangible or intangible and whether or not stored, compiled, or memorialized physically, electronically, graphically, in writing, or by any means now known or later invented. Confidential Information includes, without limitation, the STO Materials, and all STO data stored on Contractor equipment or processed through the applications provided by Contractor as well as all records and information: (i) that has been marked as proprietary, confidential, or a trade secret; (ii) whose confidential nature has been made known; or (iii) that due to its character and nature, would be deemed a trade secret under then-applicable state law. Notwithstanding the foregoing, the State's Confidential Information shall only be those records that are deemed "exempt" or "confidential" by the Florida Public Records Law, Chapter 119, Florida Statutes, any other provision of the Florida Statutes, or Section 24, Article I of the Florida Constitution. "Contract" means this agreement between the STO and the Contractor, including any Exhibits or CONTRACTFOR IMRELESS DATA SERVICES MAY 14, 2004 Page 5 of 37 Contract No.: DMS-10/11-0088 -Exhibit 6 State of Florida State Technology Office Wireless Data Services Attachments. "Contractor" means vendors who are legally bound by this contract to perform the work andlor provide the commodities required by this contract and the Invitation to Negotiate document preceding this contract document. "Contractor Software" means Software owned or developed by the Contractor or its subcontractors or suppliers (excluding Developed Software) or Software licensed by the Contractor or its subcontractors or suppliers from a third party. "Deliverables" means those items andlor materials provided, prepared and delivered in the course of performance of the Services herein by the Contractor and that are listed in this Contract. "Developed Software" means any custom Software developed by Contractor or its subcontractors for the STO under this Contract after the Effective Date in accordance with the contract, excluding derivative works or modifications of Contractor Software. "Eligible User" means any entity for which the STO is authorized by law to procure Services hereunder. "Exhibit" means a written supplement to this Contract as may be agreed upon by the Parties. "ITN" means Invitation to Negotiate No. 03-STO-ITN-011, Wireless Data Services, issued by the STO on November 13, 2003. "Parties" means the STO and the Contractor. "Performance Standards" means specific measurement indicators or service levels representing timeliness and quality of task output as set forth in this Contract. "Project Manager" means those persons designated pursuant to Section 12.18 of this Contract. "Services" means the information technology services to be provided by Contractor as described in Section 2 of this Contract hereto, pursuant to the terms and conditions of this Contract, unless otherwise mutually agreed upon in wr~ing by the Parties. "Software" means those programs and programming, including all modifications, updates and enhancements thereto, and supporting documentation that are required to support the delivery of Services by Contractor. "STO" means the State of Florida, acting by and through the State Technology Office. "STO Materials" means any information (including business requirements and functional specifications), data, STO Software or other items provided by the STO or an Eligible User to Contractor or its subcontractors under this Contract. "STO Software" means Software owned by the State or an Eligible User, or Software licensed by the State or an Eligible User from a third party. "State" means the State of Florida and its departments and agencies, as applicable. "State CIO" means the State of Florida's Chief Information Officer. 1.2 Rules of Interpretation. In this Contract, unless otherwise indicated or otherwise required by the context, the following rules of CONTRACT FOR VVRELESS DATA SERVlCES MAY 14, 2004 Page 6 of37 State of Florida State Technology Office Wireless Data Services interpretation shall apply: Contract No.: OMS-l0/ll·00BB· Exhibit 6 (a) reference to, and the definition of, any document (including any Exhibit) shall be deemed a reference to such document as it may be amended, supplemented, revised or modified in the method prescribed herein; (b) except as explicitly stated otherwise, all references to a "Section" or "Exhibit" are to a Section or Exhibit of this Contract; (c) the Table of Contents and Section headings and other captions are for the purpose of reference only and do not limit or affect the content, meaning or interpretation of the text; (d) defined terms in the singular shall include the plural and vice versa, and the masculine, feminine, or neuter gender shall include all genders; (e) the words "hereof', "herein" and "hereunder', and words of similar import, shall refer to this Contract as a whole and not to any particular provision of this Contract; (I) the words "include", "includes" and "including" are deemed to be followed by the phrase "without limitation"; (g) any reference to a governmental entity or Eligible User shall include the governmental entity's or Eligible User's authorized successors and assigns; and 1.3 Hierarchy of Documents. In the event of any conflict between the terms of this Contract and the ITN, this Contract shall govern. In the event of any conflict or inconsistency between the terms of the body of this Contract and any Exhibit of this Contract, the ITN shall govern. Section 2 Scope of Services and Compensation 2.1 Purpose and Scope. The purpose of this contract is to establish a three-year state term contract for the purchase of non- proprietary turn key TCP/IP based statewide enterprise wireless data services. These services will be made available by the State Technology Office to all State of Florida agencies, and all SUNCOM eligible entities, in accordance with Chapter 282 Florida Statutes. The procured wireless data service is intended to provide mobile access utilizing TCP/IP data communications to the State's intranet such that this access is consistent with established State Technology Office Policies, Procedures, Standards, and Guidelines (reference http://myflorida.com/myflorida/State Technology Officel for additional information). Since no one wireless data Service Provider offers statewide wireless data capabilities or coverage, the State Technology Office is awarding a multi-Service Provider contract award. 2.1.1 Contractor's Role. The Contractor shall deliver the Services and Deliverables to the STO and Eligible Users for whom the STO has procured such Services and Deliverables subject to the terms and conditions of this Contract, and shall act in a reasonably prudent manner, in accordance with generally accepted industry practices and shall follow all mutually agreed upon standards, terms, and conditions of this Contract. The Contractor's failure to perform its obligations under this Contract shall be excused to the extent that such failure results from the STO's breach of warranty, representations, or covenants, or STO's failure to perform its responsibilities under the Contract or any acts or omissions of an Eligible User to which Contractor is delivering Services or any third party contractor or agent of the STO or an Eligible User. If information provided by the STO or an Eligible User is incomplete or incorrect, or if facilities, equipment, software, data, or other resources provided by the STO or an Eligible User are not in compliance with CONTRACTFOR IMRELESS DATA SERVlCES MAY 14, 2004 Page 70f37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00S8 -Exhibit 6 applicable laws, rules and regulation, or if any necessary authorizations or consents have not been obtained with respect to STO Materials provided to Contractor or its subcontractors, any work required to correct problems created by the use of such information or resources shall be treated as a Change request under Section 3.2 of this Contract. The STO shall promptly notify Contractor of such inaccuracies, omissions, or noncompliance of which the STO becomes aware. 2,2 Specific Services and Deliverables, The Contractor shall deliver Services and Deliverables in accordance with the contract. The contract specifies in detail units of Deliverables, milestones or a clear definition as to the Services or Deliverables to be provided by the Contractor. 2.3 &-Procurement Transaction Fee. The State has instituted MyFloridaMarketPlace, a statewide e-Procurement System ("System"). Pursuant to Section 287.057(23), Florida Statutes (2002), all payments shall be assessed a transaction fee of one percent (1.0%) ("Transaction Fee"), which the Contractor shall pay to the State. The Transaction Fee shall apply to the portion of payment to Contractor that is not attributable to STO's agreed-upon overhead or remuneration, as defined in the contract. For payments within the State accounting system (FLAIR or its successor), the Transaction Fee shall, when possible, be automatically deducted from payments to the Contractor. If automatic deduction is not possible, the Contractor shall pay the Transaction Fee pursuant to Rule 60A-1.031 (2), Florida Administrative Code and shall file any reports required hereunder. By submission of these reports and corresponding payments, Contractor certifies their correctness. All such reports and payments shall be subject to audit by the State or its designee. Contractor shall receive a pro rata credit for any Transaction Fee paid by the Contractor for the purchase of any Deliverable(s) if such Deliverable(s) are returned to the Contractor or rejected by STO through no fault, act, or omission of the Contractor. Notwithstanding the foregoing, a Transaction Fee is non- refundable when an item is rejected, returned, or declined in accordance with this Contract due to the Contractor's failure to perform or comply with specifications or requirements of this Contract. Contractor's failure to comply with these requirements shall constitute a breach of a material obligation of this Contract by the Contractor, subject to Section 9 hereof. CONTRACTOR DELINQUENT IN PAYING TRANSACTION FEES RESULTING IN AN EVENT OF DEFAULT MAY BE EXCLUDED FROM CONDUCTING FUTURE BUSINESS WITH THE STATE. Section 3 Contract Administration 3.1 Contract Management 3.1.1 Program Management Responsibility. The Contractor shall be responsible for managing the performance of all Services and the provision of all Deliverables required by this Contract, including all Services and Deliverables set forth in this contract. 3.1.2 Key Personnel. The Parties agree that in order for efficient and effective communication to occur, clear lines of authority and areas of responsibility need to be identified for each Party. The "key personnel," and their duties with CONTRACTFOR WRELESS DATA SERVlCES MAY 14. 2004 Page 8 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11-008B -Exhibit 6 regard to this Contract will be set forth in this contract. Each Party agrees to promptly notify the other in the event of any change in key personnel, or in the address or phone number of key personnel. In addition, the Contractor agrees that in the event it becomes necessary for the Contractor to change "key personnel" while performing the Services, substitution of said personnel shall take place only upon the STO's prior written consent which shall not be unreasonably withheld or delayed. Consent to replace is not required if such "key personnel" (i) resigns from Contractor or takes a leave of absence; (ii) is dismissed by Contractor for cause; (iii) fails to perform his or her duties or responsibilities pursuant to the Contract; or (iv) dies or is unable to work due to his or her disability. However, the STO shall have the right to reject any proposed replacement key personnel, which rejection shall not be unreasonably made. For illustrative purposes, "key personnel" shall include Project Managers and any other persons designated as "key personnel" in this contract. 3.1.3 Knowledge of Intent to Transfer Corporate Interests. The Parties recognize and agree that award of the Contract is predicated upon features of the Contractor's business organization. By execution of this Contract, Contractor represents that it has no knowledge of any party's intent, either individually or as a group, to transfer more than 49.9% of all interests entitled to vote in the Contractor in one transaction or a series of transactions. 3.1.4 Meetings. Within thirty (30) calendar days following the Effective Date, the Parties will mutually determine an appropriate set of periodic meetings to be held between the STO and the Contractor. At a minimum, these meetings will include periodic project status meetings and monthly meetings between the Contractor ProducUProject Managers and any other necessary parties. For the monthly meetings, the Contractor shall publish an agenda sufficiently in advance of the meeting to allow meeting participants a reasonable opportunity to prepare for the meeting. The STO must approve the agenda before the Contractor publishes it, which approval may not be unreasonably withheld or delayed. The Contractor shall not be entitled to additional compensation for meeting preparation or attendance. 3.1.5 Meeting Minutes. The Contractor shall provide detailed and well-documented meeting minutes for the periodic meetings referenced in paragraph 3.1.4 above. Draft meeting minutes will be distributed by the Contractor to individuals who attended the meeting on behalf of the STO within three (3) business days of the subject meeting so that any errors can be corrected and items not included can be added by the Contractor prior to issuance as a Deliverable. 3.1.6 Reporting. The Parties will mutually determine an appropriate set of periodic reports to be issued by the Contractor to the STO. At a minimum there shall be a monthly report summarizing the Contractor's performance, including Services and Deliverables accepted by the STO or due the STO, the failure of Contractor to provide any Services or Deliverables due or to otherwise meet Performance Standards, and any disputes between the Contractor and the STO regarding Services or Deliverables. Where the report includes any failure to provide Services or Deliverables, or to otherwise meet Performance Standards, the Contractor shall state a proposed method to cure such failure and to prevent such failure from recurring. 3.2 Change Orders. As a general rule, Changes shall be permitted to the Contract by mutual agreement of the Parties, consistent with this Section 3.2. Such Changes may address, among other things, technological refreshment of the Services and Deliverables provided under the Contract, including the substitution or CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page 9 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11·00BB -Exhibit 6 addition of Services or Deliverables within the scope of the Contract that may become available as a result of technological or professional improvements. The Parties may, at any time during the Term of the Contract, or any extensions thereof, mutually agree to modify the Contract to provide for the acquisition of Services and Deliverables within the scope of the Contract. 3.2.1 Change Order Process. To propose a Change, either Party will deliver a written proposal (the "Change Order Proposal") to the other Party specifying the proposed Change and specifically identifying the basis for the proposed Change. The Change Order Proposal shall describe (i) the objective or purpose of the Change, (ii) the requirements and characteristics of the Services and Deliverables to be provided pursuant to such Change, and (iii) the requested prioritization and schedule for the Change. The Parties will cooperate with each other in good faith in discussing the scope and nature of the Change Order Proposal, the availability of Contractor personnel, expertise and resources to provide such Change, and the time period in which such Change will be implemented. Within ten (10) business days of providing or receiving a Change Order Proposal, Contractor will prepare a written assessment of the proposal (the "Change Assessment") (i) describing any changes in products, services, assignment of personnel and other resources that Contractor believes will be required, (ii) estimating the increase or decrease in Contractor charges and/or STO remuneration that would be required due to such Change, (iii) specifying how the proposed Change would be implemented, (iv) describing the effect, if any, such Change would have on the Contract, including, but not limited to, time for performance, (v) estimating all resources required to implement such Change, (vi) describing the delivery risks and associated risk mitigation plans, and (vii) providing such other information as may be relevant to the proposed Change. To the extent that a proposed Change is of such magnrtude or complexity that it is not feasible for Contractor to produce a detailed Change Assessment within ten (10) business days, Contractor shall prepare a summary Change Assessment outlining such details regarding the prospective Change as Contractor can ascertain within ten (10) business days, and the Parties shall agree upon a schedule for the production of a more detailed Change Assessment. The STO will review the Change Assessment and respond within ten (10) business days, indicating whether the STO desires Contractor to implement the Change pursuant to the Change Assessment. If so, the Parties will execute a change order based upon the Parties' agreement. 3.2.2 Effect of Change Orders. Changes to the Services or Deliverables, manner or method of providing the Services or Deliverables, shall be made in writing and be executed by the STO and Contractor's authorized agent and otherwise in accordance with the terms of the Contract. Contractor shall have no obligation or authority to commence work in connection with any Change until the schedule, the Services or Deliverables, the start and expiration dates, and any other terms and conditions proposed by a Party have been established and set forth in a written Change order executed by the STO and Contractor. Change orders may include or result in suspension of work. 3.2.3 Technology Refresh Proposal. During the course of this Contract, the Contractor and the STO shall discuss at least annually technological refreshment in connection with the Services. If the Parties mutually agree, Contractor shall submit a Technological Refreshment Proposal for STO consideration to propose substitutions or additions for any provided Services and Deliverables that may become available as a result of technological improvements. If the Parties mutually agree, Contractor shall provide a live test demonstration of the substitute Service or Deliverable. The STO is under no obligation to modify this Contract in response to the Contractor's proposed additions or substitutions. Such additions or substitutions may include all or CONTRACT FOR WRELESS DATA SERVlCES MAY 14. 2004 Page 10 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00SB -Exhibit 6 any part of a given Service or Deliverable provided that the following conditions are met and substantiated by documentation in the Contractor's Technological Refreshment Proposal: (1) The proposed Service or Deliverable shall meet all of the technical specifications and terms and conditions of this Contract. (2) The proposed product shall have capacity, performance, or functional characteristics equal to or greater than the current Service or Deliverable. (3) The Technological Refreshment Proposal shall include all information that would be required in a Change Order Proposal and a Change Assessment as described in Section 3.2.1 hereof. The cost of Changes not specifically addressed in the Technological Refreshment Proposal shall be borne solely by the Contractor. (4) The Technological Refreshment Proposal shall include a description as to how the suggested change would result in cost savings to the State and/or Eligible Users. Contractor has the right to revise, in whole or in part, any Technological Refreshment Proposal prior to acceptance by the STO. Contractor will use commercially reasonable efforts to ensure that prices for additions or substitutions are comparable to replaced or discontinued Services and Deliverables. If a Technological Refreshment Proposal is accepted and made a part of this Contract, an equitable adjustment modifying the Contract price and any other affected provision of this Contract shall be made in accordance with this section and any other applicable provision of this Contract. Any Change orders to be made based upon a Technological Refreshment Proposal shall be made in accordance with Section 3.2.1 hereof, and shall be subject to the restrictions of Section 12.2 hereof. 3.3 WalTanty. 3.3.1 Contractor Warranties. The Contractor warrants that the Services and Deliverables shall be delivered in accordance with Performance Standards and specifications set forth in the contract. With respect to Deliverables for which warranties and the duration thereof are not addressed in the contract, this warranty will remain in effect for a period of twelve (12) months following Acceptance of each Deliverable required by this Contract. With respect to Services for which service levels and remedies are not addressed in the contract and that do not meet this warranty throughout the twelve (12) months after such Services are initially performed, Contractor will promptly correct, cure, replace or otherwise remedy such performance at no cost to the State. 3.3.2 Exceptions. With respect to Deliverables, the warranty extends only to the Deliverables existing at the time of the STO's Acceptance, or as later modified pursuant to a Change order by Contractor, and does not apply to any modifications to the Deliverables made by anyone other than Contractor or its subcontractors or without Contractor's specific prior written consent, nor does it apply to any use of a Service or Deliverable in a manner or for any purpose other than those contemplated in the Contract. The above warranty shall not apply to any non-compliance caused by the STO's or an Eligible User's failure to use corrections or enhancements made available by Contractor. CONTRACT FOR WRElESS DATA SERVlCES MAY 14. 2004 Page 11 of37 State of Florida State Technology Office Wireless Data Services 3.3.3 WARRANTY DISCLAIMER. Contract No.: OMS-l0/ll-00BB· Exhibit 6 EXCEPT AS EXPRESSLY STATED IN SECTIONS 3.3, 12.27 AND 12.28, THE PARTIES MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES REGARDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CONTRACTOR'S WARRANTIES EXTEND SOLELY TO THE STATE AND TO THE APPLICABLE ELIGIBLE USER OF THE CONTRACTOR'S SERVICES. This Section 3.3 shall survive termination of this Contract, except that Section 3.3.1 shall not survive (other than for Services and/or Deliverables for which STO has already paid, or will pay, Contractor) termination for convenience by the STO, termination by the STO under Section 12.2 or termination by Contractor due to a STO Event of Default. 3.4 Subcontractors. Contractor is responsible for the acts or omissions of all subcontractors used by Contractor in the performance of Services during the term. All subcontractors require prior written consent by the STO, 3.5 Acceptance. 3.5.1 Time for Acceptance. The STO will accept each Deliverable or Service when it meets the requirements of this Contract. Unless othelWise specified in the contract hereto, the STO shall have a maximum period of ten (10) business days after delivery of a Deliverable or Service to verify that the Deliverable or Service meets the Contract requirements. If the STO does not notify Contractor of a Nonconformity (as defined in Section 3.5.2.) with respect to a Deliverable or Service within the time period required after delivery or redelivery of such Deliverable or Service under Section 3.5.2, the STO will be deemed to have accepted such Deliverable or Service. Notwithstanding the foregoing, Performance Standards set forth in the contract shall apply throughout the term set forth therein. 3.5.2 Process. The STO will conduct its acceptance review in a manner so as to identify how the Deliverable or Service materially fails to conform to the specifications or Performance Standards in the contract (each such material failure constituting a "Nonconformity"). After the State notifies Contractor in writing of any Nonconformity, specifying for each Nonconformity how the Deliverable or Service materially fails to meet the applicable specifications or Performance Standards, and if the remedy for such Nonconformity is not addressed in the contract, Contractor shall correct such Nonconformity within ten (10) business days, or proceed on another mutually acceptable basis as set forth and agreed to in writing by the Parties. The State shall then have an additional ten (10) business days commencing upon Contractor's redelivery of the Deliverable or Service to verify that the previously reported Nonconformity has been corrected and report any Nonconformity caused by the correction of the previous Nonconformity. 3.6 Control of Resources. During the term of this Contract, except as othelWise provided in this Contract or mutually agreed to by STO and Contractor, Contractor shall have the exclusive right to manage the Contractor resources, and all STO resources managed by Contractor under this contract, used in providing the Services as Contractor deems appropriate, including, without limitation, the right to relocate and substitute computer equipment, personnel and other resources, and to change computer configurations and procedures. Notwithstanding the provisions of the foregoing sentence, if any such relocation, substitution, or change will materially affect the STO, then Contractor shall provide the STO with prior written notice thereof. Upon receipt of such notice, if such change shall upon implementation result in a material change in the CONTRACT FOR WRELESS DATA SERVlCES MAY 14, 2004 Page 12 of37 State of Florida State Technology Office Wireless Data Services Contract No.: OMS-l0/ll-00BB -Exhibit 6 pricing/remuneration terms of the Contract, the STO must approve or disapprove of same in writing; provided, that if such change involves implementation of a more current version of Software and if, upon such implementation the version currently in use will no longer be supported by the licensor of the Software, then the STO's approval shall not be required. If Contractor has not received written notice of disapproval by the STO within five (5) days after receipt by the STO of such notice thereof from Contractor, then the STO shall be deemed to have approved such change. The relocation outside the State of Florida by Contractor of personnel or other resources dedicated to providing Services shall require the prior written consent of the STO. Except as specified in Section 7 of this Contract, any assets owned by the STO (including such assets substituted by the Contractor under this Section) under control of or in the possession of the Contractor upon termination of this Contract shall be promptly returned by the Contractor to the STO. Unless otherwise specified in this contract, the Contractor shall maintain all such assets, including perpetual licenses, under its management or control until such time as those assets are returned to the STO. 3.7 Other Obligations. Neither Party assumes any obligations or liabilities of the other Party except as expressly provided in this Agreement. 3.8 5TO Responsibilities. During the Term of this Contract, the STO shall retain all responsibilities related to its information technology services requirements. 3.8.1 Data Entry. Except to the extent that the Contractor is responsible under this contract for inputting data or verifying the accuracy of such data, (a) the STO shall be responsible for inputting all data for processing by the Contractor and verifying the accuracy of all data so entered, and (b) the Contractor shall not be responsible for errors in the Services, including data entry, programs, data files, or output provided to or maintained for the STO, resulting from errors in the STO's or an Eligible User's input data or from the STO's or an Eligible User's failure to comply with Contractor's operating instructions which shall be provided pursuant to the Contract. 3.8.2 Operating Instructions. The STO will comply with all reasonable operating instructions provided from time to time by the Contractor in writing and in advance to the STO for purposes of assuring proper and efficient delivery of the Services, which instructions must comply with instructions or protocols provided by third party vendors. 3.8.3 Cooperation. The STO will cooperate with the Contractor by making promptly available, as reasonably requested by the Contractor, such management decisions, personnel, information, data, facilities, approvals and acceptances to the Contractor as may be required to enable the Contractor to properly perform its obligations under this Contract. Section 4 Financial Management 4.1 Audit Rights. The Contractor recognizes and acknowledges the requirements of Chapter 119, Florida Statutes, and CONTRACT FOR IMRELESS DATA SERVlCES MAY 14, 2004 Page 13 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11-008B -Exhibit 6 section 24, Article I of the Florida Constitution, and recognizes and acknowledges that it is providing services under this Contract in the place of, and on behalf of, the State. As such, upon reasonable notice the Contractor shall provide the State, including any authorized officer or employee of the State, with reasonable access to inspect and copy all records and information, including records and information stored electronically, related to this Contract that are public records under Chapter 119, Florida Statutes, and section 24, Article I of the Florida Constitution, and which are not exempt from disclosure. In connection with such access, Contractor shall permit inspection and copying of records in the possession of the Contractor by officers or employees authorized to have access in the performance of their official duties. Without limiting the class of those authorized to perform an audit, the Contractor acknowledges that the Department of Financial Services, the State Auditor General, the Florida Department of Management Services' Inspector General, the Office of Program Policy and Government Analysis, applicable federal agencies, and independent agents hired by the foregoing or the STO may conduct audits. The following records are specifically excluded from inspection, copying, and audit rights under this Contract: (i) financial records of the Contractor that are unrelated to this Contract, (ii) documents created by and for the State or other communications related thereto that are confidential attorney work product or subject to attorney-client privilege, unless those documents would be required to be produced for inspection and copying by the State under the requirements of Chapter 119, Florida Statutes, and section 24, Article I of the Florida Constitution, and (iii) information of the Contractor that is a trade secret or otherwise confidential in accordance with then-applicable State law. The STO acknowledges, however, that if such audits disrupt the Contractor's operations or degrade Contract performance, including compliance with Service Levels or Performance Standards, the Contractor shall not be liable for any breach of Contract requirements or failure to meet Performance Standards related to such disruption or degradation. Contractor must provide STO with notice as promptly as possible of any such disruption or degradation that will occur or has occurred and shall make any commercially reasonable efforts (without incurring significant cost) to mitigate such disruption or degradation. Each Party shall be responsible for its own costs associated wiih audits. Information disclosed during any such audit is subject to the requirements of Chapter 119, Florida Statutes, and section 24, Article I of the Florida Constitution. 4.2 Payment Upon Tennination. In the event of termination of this Contract in accordance with the provisions of this Contract, the STO agrees to pay the Contractor as provided in Section 11 hereof, or as appropriate, to take actions required by Section 12.2 hereof. To be eligible for payments under Section 11, Contractor shall submit to the STO, within one hundred-twenty (120) calendar days after the effective date of termination, a request for payment of such amounts. However, the STO will immediately pay any amounts previously invoiced and not paid and amounts due and owing pursuant to the Contract. Requests submitted later than one hundred-twenty (120) calendar days after termination will not be honored and will be returned unpaid, provided that the STO may grant exceptions to this requirement as appropriate. Notwithstanding anything to the contrary in this Section 4.2, payment for Services requested by the STO and provided by the Contractor after termination, including transition assistance, shall be paid as mutually agreed upon. Notwithstanding anything to the contrary, the Contractor shall be afforded an opportunity to amend its final invoice in the event inaccuracies therein are directly attributable to erroneous data provided by the STO or an Eligible User, provided Contractor delivers such amended invoice to the STO or Eligible User within 90 days after becoming aware of such erroneous data. In the event the STO pays any termination costs to the Contractor, the STO shall have the right to have an independent auditor, paid for by the STO, audit the Contractor's costs to verify that termination costs paid to Contractor were costs consistent with the scope of this contract and actually incurred by Contractor. The intent of such audit shall not be to review the Contractor's business judgment. Contractor agrees to cooperate with any such audit. In the event the audit concludes that the STO paid any amounts to the Contractor in excess of costs within the scope of this contract and actually incurred by Contractor, the Contractor shall refund such amounts to STO within 10 days of written notice of such finding. If the Parties wish to dispute any amount to be paid or refunded, they may do so only in accordance with Section 10 of this Contract. CONTRACT FOR 'MRELESS DATA SERVICES MAY 14,2004 Page 14 of37 State of Flonda State Technology Office Wireless Data Services 4.3 Invoicing and Payment 4.3.1 Invoices. Contract No.: DMS-10/11-00B8 -Exhibit 6 The Contractor shall submit monthly invoices to the STO for payment for Services rendered during the preceding period, as set forth in the contract hereto. The billing cycle for this contract shall be a maximum of thirty (30) days from date of first bill. The electronic CSA must be routed back to State Technology Office using the Automated Online CSA system within ten (10) calendar days after the service or facility is installed, with Block 7 completed. Monthly billing statements must be current. The State Technology Office will not be obligated to pay for services made earlier than one billing cycle prior to the current month unless agreed upon in advance by the State Technology Office. Billing in arrears (more than one bill cycle) or in advance is not acceptable and the State Technology Office will not be obligated to pay unless agreed to in advance. The Contractor shall submit during the first six (6) days of each month an itemized bill for SUNCOM qualified users to the State Technology Office billing department. The bill shall be received not later than the 6th day of the month following the month of usage billed. The Contractor shall offer direct agency billing for wireless services to SUNCOM customers if requested and approved by the State Technology Office. State Technology Office retains audit authority for all services provided as a result of this Contract. 4.3.2 Disputed Invoices and Penalties. If the STO reasonably and in good faith disputes, or the Chief Financial Officer disputes, that any portion of any amount claimed by Contractor is payable or has been erroneously paid, as the case may be, then the STO will provide Contractor with written notice specifying the disputed amount and the basis for the dispute in reasonable detail within forty (40) calendar days of the date the invoice is received, and will pay any undisputed portion of the amount in accordance with Section 4.3.3. Upon resolution of the disputed portion, any amounts owed to Contractor shall be paid within forty (40) calendar days after the date of resolution. In the event a Party files for administrative review of a decision regarding such a dispute pursuant to the procedure of Section 10.1 hereof, the Contractor shall have the right, provided it has given thirty (30) days advance written notice, to cease performance of Services or Deliverables for which payment is in dispute, or the earlier of: (a) provided at least one hundred thirty (130) days has lapsed from the date the notice of dispute has been sent pursuant to this Section, the date the amount in dispute exceeds two million (2,000,000.00) dollars or (b) ninety (90) days after such filing. A monetary penalty shall be applied to any Contractor that fails to provide a readable and accurate file within the first (6) days of the month as noted above. Beginning the seventh day, the State Technology Office shall levy against the Contractor at fault a credit of $1,000 per day for each day, until the end of the month, to the applicable Contractor's billed amount for any delays in providing a readable and accurate file. 4.3.3 Payment. In accordance with section 215.422, Florida Statutes, if payment is not issued within forty (40) calendar days, measured from the latter of the date the invoice is received, or the Services or the Deliverables are accepted under Section 3.5.1, an interest penalty will be due to Contractor at a rate as established pursuant to section 55.03(1) of the Florida Statutes on the undisputed unpaid balance from the expiration of such forty (40) calendar day period until such time as the payment is issued to the Contractor. Invoices returned to the Contractor due to preparation errors will result in a payment delay. The forty (40) calendar CONTRACT FOR v.1RELESS DATA SERVlCES MAY 14, 2004 Page 15 of3? State of Florida State Technology Office Wireless Data Services Contract No.: DMS~10'11~008B ~ Exhibit 6 days to issue invoice payments shall not start to run until a properly completed invoice is provided to the STO. A properly completed invoice shall not be deemed provided to the STO unless, at a minimum, invoice detail, by Service provided to each Eligible User, has been submitted to the STO in an electronic format specified in writing by the STO. Interest penalty disputes shall be resolved in accordance with Rule 3A-24.004, Florida Administrative Code. A Vendor Ombudsman has been established within the Department of Banking and Finance. The duties of this individual include acting as an advocate of vendors who may be experiencing problems in obtaining timely payment(s) from a State agency. The Vendor Ombudsman may be contacted at (850) 488-2924 or by calling the State Comptrollers Hotline, 1-800-848-3792. Contractor will be paid monthly for wireless service air-link. The monthly recurring costs shall be tiered and discounted based on the number of users and the amount of transmitted data. The monthly recurring cost shall also include all applicable activation fees, management fees, roaming fees, regulatory fees, taxes, and any and all other associated charges. Contractor must not provide a roaming fee within the State of Florida. Contractor must ensure that optional monthly recurring cost, is on a per user basis, for all cost associated with the frame-relay termination equipment and the user authentication system. Contractor must ensure that the per-Kilobyte rate proposed in the Contractor's response to the ITN is the rate charged to the end-user for data transmissions above the applicable user selected tier. The Contractor shall provide credits for incorrect account charges, and shall have one (1) billing cycle to confirm the disputed charges and reflect credits. The State Technology Office shall have a forty-five (45) day period to review, reconcile, and make payment to the Contractor(s) upon receipt of a correct Wireless Data Service bill. A copy of the Contractors invoice must contain at a minimum a CSA number, customer name, description of services, number of users, unit prices(s), extended price(s) and total invoice amount. The Contractor shall furnish invoices in an agreed upon Electronic Data Interchange (EDI) format. EDI file transport and translation fees will be paid in accordance with State Technology Office policies. Those policies require the sender to pay all fees required to make the EDI file available to the State Technology Office. The Contractor's electronic file must have search and sort features including, but not limited to: CSA number, IP Address (if applicable), authorizing agency, user name, and company or affiliate name, and be capable of retrieving and sorting IP addresses (if applicable) with additional usage charges. Electronic files must provide the ability to identify and sort new accounts complete with IP Address (if applicable) from the pervious month, and be capable of retrieving and sorting individual invoices andlor CSA's for each user account. Electronic files must have the ability to export all data to any Microsoft® software suite or any other State available billing system. In addition, the electronic file must accommodate print capabilities consisting of print page, section or entire bill. The Contractor shall furnish a copy of the data contained within the EDI data transfer on permanent storage media. The storage media shall be non-proprietary computer storage compact disk (CD). The Contractor shall provide a detailed line item report grouped by State agency or SUNCOM eligible entity. The summary report shall be a summarization of the total bill to the State Technology Office. The credit report shall be a line item report group by State agency or SUN COM eligible entity. Summary information shall be provided each contract quarter to the State Technology Office. CONTRACT FOR WRELESS DATA SERVICES MAY 14. 2004 Page 16 of37 State of Florida State Technology Office Wireless Data Services 4.4 Competitive Pricing. Contract No.: DMS-10/11-00B8 -Exhibit 6 The Parties agree to review on an annual basis the competitiveness of the prices the Contractor charges to the STO for Services and Deliverables by comparing the combined pricing for all Services and Deliverables provided under this Contract to the combined pricing charged by Contractor to any similarly situated United States state government customer for a mix of services and deliverables substantially similar in scope and volume to those provided under this Contract, taking into account the particular characteristics of both contracts such as performance standards, pricing terms, and contract terms and conditions. If after review the Parties determine that such similarly situated customer of the Contractor is receiving goods and services from Contractor at a combined price below that being charged to the STO pursuant to this Contract, the Parties agree to amend this Contract as necessary to reflect the lower price; except that Contractor will have no obligation to amend pricing to the extent that the combined price difference results from Services and Deliverables provided by third parties, unless and to the extent that Contractor can obtain reduced pricing from such third parties using reasonable efforts. In connection with the review described in this Section 4.4, Contractor has no obligation to provide the STO with Contractor's or its subcontractors' or suppliers' trade secrets or confidential information not otherwise required to be provided under this Contract. Section 5 One Florida 5.1 Utilization of Small Business Concems. It is the policy of the State that minority and woman-owned business enterprises (MWBE) have the maximum practicable opportunity to participate in performing State contracts (see the Office of Supplier Diversity website at http:\\osd.dms.state.fl.us). The Contractor hereby agrees to use reasonable efforts to carry out this policy in the awarding of subcontracts to the extent consistent with efficient Contract performance. The Contractor further agrees to reasonably cooperate in any studies or surveys as the State may conduct to determine the extent of the Contractor's compliance with this clause. 5.2 Contractor's Commibnent At a minimum, Contractor shall: • Comply with One Florida, Equity in Contracting, as set forth in Executive Order 99-281 (see http://www.state.fl.us/eog/executive_orders/1999/november/e099-281.html). • Identify and report MWBE participation. • Provide opportunities for MWBE participation. 5.3 Non-Oiscrimination and Equal Opporbmity. The Contractor agrees to not discriminate on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status in their employment practices and with respect to availability and accessibility of services to the public. The Contractor agrees to comply with all applicable laws of the State of Florida and of the United States of America, regarding such non-discrimination and equality of opportunity. Furthermore, in accordance with section 287.134, Florida Statutes, an entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid on a contract to provide goods or services to a public entity and may not be awarded or perform work as a Contractor, supplier, subcontractor, or consultant under contract with any public entity, and may not transact business with any public entity. By reference, the Contractor submits that it is not in material violation of any laws CONTRACT FOR WRELESS DATA SERVlCES MAY 14. 2004 Page 17 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11·008B· Exhibit 6 referenced herein as of the Effective Date and for the life of the Contract. Any material violation of such laws by Contractor will be deemed a breach of a material obligation of this Contract subject to Section 9 hereof. Section 6 Performance Standards Contractor agrees to all of the technical requirements/performance measures provided in the Contract. Section 7 Software and Intellectual Property 7.1 STOMalerials. To the extent required by this Contract, the STO will provide, and will use commercially reasonable efforts to ensure applicable Eligible Users provide, to the Contractor and its subcontractors the STO Materials as required to enable the Contractor to provide the Services during the term of this Contract. The STO will obtain, and will use commercially reasonable efforts to have Eligible Users obtain, all consents necessary to permit the STO and applicable Eligible Users to provide the STO Materials to Contractor and its subcontractors and to permit Contractor and its subcontractors to use the STO Materials as required to provide the Services, and will provide evidence of such consents to Contractor at its request. The STO will make all payments necessary, and will use commercially reasonable efforts to ensure applicable Eligible Users make all payments necessary, to obtain such consents, and the Contractor will cooperate with the STO and Eligible Users in obtaining such consents. Contractor shall use commercially reasonable efforts to minimize the cost of any such cooperation. In the event that STO Materials or Contractor's and its subcontractors' use thereof in accordance with this Contract infringe or violate the rights of any third parties or any applicable legal requirements, Contractor's sole remedy shall be as set forth in Section 2.1.1 hereof. All STO Materials provided or used by the STO or Eligible Users pursuant to this Contract shall remain the exclusive property of the STO, Eligible Users, or their licensors, unless expressly provided otherwise in the Contract. The Contractor shall not have or obtain any rights in STO Materials provided to the Contractor under this Contract other than to use the STO Materials solely for the purpose of performing any required responsibilities of the Contractor as otherwise permitted under this Contract, or as otherwise may be authorized by the STO in writing from time to time. Unless expressly provided otherwise in the Contract, the STO will be responsible for, and will use commercially reasonable efforts to ensure applicable Eligible Users are responsible for, maintaining their respective STO Software and for any license or maintenance fees related to providing their respective STO Software for use by the Contractor and its subcontractors under this Contract. Unless Contractor is paying maintenance or license fees related thereto pursuant to the contract, Contractor shall use STO Software only for purposes of this Contract. The use of STO Software by the Contractor shall be subject to any restrictions and other license terms for such Software (including any restrictions and license terms contained in applicable third party license agreements). 7.1.1 Deliverables The Contractor must provide deliverables as outlined below: The Contractor must be capable of receiving on·line CSA's on or before 30 days from final execution of the contract. CONTRACT FOR V>.\RELESS DATA SERVICES MAY 14, 2004 Page 18 of37 Contract No.: DMS-10/11-008B -Exhibit 6 State of Florida State Technology Office Wireless Data Services Wireless Data Service Deliverables Contractor must provide a complete "turnkey Wireless Data Service" meaning there shall be nothing remaining to purchase or be supplied by the State Technology Office, State Agency, SUNCOM customers, or end user other than those items so indicated in the responses received from vendors. 2 Contractor must provide protection against fraudulent use of their wireless technology, as provided in their responses too the Invitation to Negotiate. 3 "Wireless Data", "Wireless Data Service", or "Wireless Service" shall be synonymous with wireless mobile data access service and is intended to describe TCP/IP mobile data access to applications that reside within the State's intranet via a wireless modem (or other appropriate device) utilizing 2.5G and greater (high speed) wireless cellular technologies. 4 Contractor must provide a seamless or transparent transfer of existing CDPD subscribers to the new Wireless Data Service. 5 Contractor must reimburse the State Technology Office $1,000 per day for any existing CDPD user that has not been migrated to the new wireless service on or be before September 30, 2004 provided the applicable Contractor receive the authorization CSA for that user on or before August 30,2004. 6 Contractor shall be solely responsible for the installation, maintenance, and administrative servicing of all services and facilities provided during the life of the contract, regardless of whether the Contractor own or lease these facilities. 7 The Contractor must establish an account and utilize the Automated Online CSA system. 8 Contractor shall furnish up to fifteen (15) wireless data test accounts to the State Technology Office for test and performance evaluation purposes for the life of the awarded contract at no cost. Hayes must supply 15 test accounts for each wireless data provider. 9 Contractor agree to provide, on an annual basis during the Term of this Contract, and at no cost to the State Technology Office, (to include travel, lodging, meals, registration fees, etc.) attendance for two (2) State Technology Office employees for technical training classes, andlor a technology applications visit, andlor an update conference(s} such as user group meeting(s}. CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page 190f37 State of Florida State Technology Office Wireless Data Services 10 11 12 13 14 15 16 17 18 19 20 21 Contract No.: OMS-10/11-008B -Exhibit 6 Contractor must provide as an option the transmission modem as part of the Wireless Data Service. The State Technology Office shall not be held accountable for lost, stolen, or damaged wireless modems. The Contractor may hold liable the end user or the applicable agency. Contractor must provide all applicable modem software and continuously update the modem software remotely through the wireless network to the latest revision available from the modem manufacturer. The Contractor shall deliver the modem to the integrator (Hayes) for the end-user distribution. Contractor must provide that the dynamic IP address scheme or solution must be capable of assigning a particular user-group to a specific IP address range or pool. Contractor must furnish dynamically configurable publicly routable IP address ranges as required by the State Technology Office or SUNCOM eligible customer. Contractor's wireless network solution must provide an option of supplying or blocking end-user Internet access based on the modem's IP address. Contractor must ensure that all equipment and facilities are compliant with associated wireless data systems, industry standards, and all other applicable requirements. Contractor must employ the current case management (helpdesk) system in use by the State Technology Office for any issues associated with the services offered. This includes any functions available in the Enterprise Technology Services Desk (ETSD) and any processes required for escalation of issues to be resolved. Any integration or cost associated with said utilization will be the responsibility of the Service Provider(s). Contractor shall provide helpdesk support to all wireless data customers continuously 24x7x365 (24 hours per-day, 7 days per-week, 365 days per- year) for the life of the contract. Contractor must provide a centralized trouble reporting and maintenance system (Contractor's NCG) that is staffed 24 hours a day, seven days a week, 365 days per year. Contractor must warrant that all work performed complies with customary, reasonable, and prudent standards of care in accordance with the industry and must perform any and all services desired herein in a professional manner. Contractor must be capable of receiving on-line CSA's on or before 30 days from final execution of the contract. CONTRACTFOR IMRELESS DATA SERVlCES MAY 14, 2004 Page 20 of 37 State of Florida State Technology Office Wireless Data Services 7.1.2 Balance of Line Contract No.: DMS·10f11·008B -Exhibit 6 The State Technology Office reserves the right to accept any optional equipment as balance of line equipment at negotiated prices, such as, but not limited too, smart devices with personal digital assistant capabilities and e-mail applications (blackberries, Tero 600's, Hitachi 1000, etc.), and other equipment at any time during the term of this Contract. Additionally, new products may be added and prices negotiated accordingly. 7.2 Trade Secrets. In the course of performance hereunder, the Contractor may use or provide to the STO proprietary products, materials, information, tools, and methodologies that are the trade secrets of the Contractor or third parties (collectively "Proprietary Items"). The STO and applicable Eligible Users shall have or obtain no rights in such Proprietary Items (or in any modifications or enhancements to them) other than (i) to use them as authorized by Contractor in writing from time to time solely for purposes of performing any required responsibilities under this Contract, (ii) to the extent the Proprietary Items are incorporated into a Deliverable, to use them as part of the Deliverable for purposes of the STO's and applicable Eligible Users' internal business only, (iii) pursuant to the standard license for such Proprietary Items or, in the case of Proprietary Items owned by third parties, pursuant to terms acceptable to the applicable third party, or (iv) as otherwise provided in this Contract. If Proprietary Items are made available to the STO under (i) or (ii) above, they will be made available in an "AS IS" condition and without express or implied warranties of any kind; those Proprietary Items made available under (iii) above shall be subject only to applicable terms of the applicable license. Notwithstanding the foregoing, nothing in this Contract shall limit the STO's rights as set forth in Sections 7.2 and 7.3 hereof, or the full exploitation of those rights by the STO. The Contractor and the STO each acknowledge that the Software provided by the other Party (excluding Developed Software) includes proprietary information of the other Party, and each Party agrees to keep and treat such Software as a trade secret or otherwise confidential, at all times, consistent with State law. 7.3 Source Code. With respect to Contractor Software owned by the Contractor and provided to the STO under this Contract, at the STO's request the Contractor shall, at Contractor's option, (1) provide the STO with source code for such Software, or (2) place such source code in a third party escrow arrangement with a designated escrow agent, which shall be identified to the STO, and which shall be directed to release the deposited source code if Contractor materially fails to provide support and maintenance for the Contractor Software as required under this Contract or if Contractor ceases business activities, in accordance with an escrow agreement acceptable to the STO (which acceptance may not be unreasonably delayed or withheld). If Contractor is required under this Contract to provide support and maintenance for such Contractor Software, such source code shall be updated for each new release and modification of the relevant Software issued during the term that Contractor is required to provide support and maintenance. The STO's use of such source code shall be limited to support and maintenance of the Contractor Software for internal use during the term of the license until such time as Contractor resumes support and maintenance for such Software as required under this Contract. The Contractor shall identify the escrow agent upon delivery of the Contractor Software and shall certify annually that the escrow remains in effect in compliance with the terms of this paragraph and the applicable escrow agreement. With respect to Contractor Software licensed by the Contractor or its subcontractors from a third party and provided to the STO under this Contract, Contractor shall use commercially reasonable efforts to obtain for the STO source code escrow consistent with this Section 7.5. All source code related to Developed Software shall be delivered with Developed Software. CONTRACT FOR IMRELESS DATA SER~CES MAY 14, 2004 Page 21 of37 State of Florida State Technology Office Wireless Data Services Section 8 Insurance 8.1 Insurance Coverage. Contract No.: OMS·l0/ll·00BB· Exhibit 6 The Contractor shall, at its own expense, maintain the insurance coverage outlined below. The Contract shall not limit the types of insurance Contractor may desire to obtain or be required to obtain by law. The limits of coverage under each policy maintained by the Contractor shall not be interpreted as limiting the Contractor's liability and obligations under the Contract. Contractor performance under this Contract may not commence until certificates of insurance evidencing the required coverage's are provided to the STO. 8.1.1 Commercial General Liability. The Contractor shall maintain commercial general liability insurance in a face amount of $5,000,000. The STO shall be named as an additional insured in the general liability coverage policy. Each policy shall include thirty (30) calendar days prior written notice to the STO of cancellation for any coverage. 8.1.2 Workers' Compensation Insurance. The Contractor shall maintain Workers' Compensation insurance as required for the State of Florida under the relevant Workers' Compensation law. The insurance shall cover all of the Contractor's employees connected with the services provided under this Contract. In case any work is sublet, the Contractor shall require the subcontractor similarly to provide Workers' Compensation Insurance for all of the subcontractor's employees unless such employees are covered by the protection afforded by the Contractor. Such insurance shall comply fully with the Federal and Florida Worker's Compensation law. In case any class of employees engaged in hazardous work under this Contract at the site of the project is not protected under the Workers' Compensation statute, the Contractor shall provide, and cause each subcontractor to provide, adequate insurance, satisfactory to the State, for the protection of employees not otherwise protected. 8.1.3 Automobile Liability Insurance. The Contractor shall maintain automobile liability insurance, including coverage for liability contractually assumed, which shall cover all owned, non-owned, and hired autos used in connection with this Contract. The limits (inclusive of any amounts provided by an umbrella or excess policy) shall be $5,000,000 for each occurrence·bodily injury and property damage combined. 8.1.4 Professional Indemnity Insurance. The Contractor shall maintain professional indemnity (errors and omissions) insurance appropriate for the services provided under this Contract. The lim~s shall be $10,000,000 per claim. 8.2 Subcontractor Insurance Coverage. All subcontractors of the Contractor shall maintain the insurance appropriate to the scope of their work. 8.3 Proof of Insurance. At the request of the STO, the Contractor shall provide to the STO certificates or other mutually agreed upon proof of such insurance or proof of its ability to self·insure satisfactory to the STO, including renewal or replacement evidence of insurance no more than fifteen (15) days following the expiration or termination of any insurance. CONTRACT FOR IMRELESS DATA SERVlCES MAY 14, 2004 Page 22 of 37 Contract No.: DMS-10/11-00SB -Exhibit 6 State of Florida State Technology Office Wireless Data Services 8.4 Deductible Amounts. The deductible amounts for any peril shall not exceed those determined by the Contractor to be customary in the industry. The Contractor shall be responsible for payment of its deductible. 8.5 Self Insurance. For any insurance coverage required hereby, Contractor may use a self-insurance program, provided such program has received prior written approval of the State, which approval may not be unreasonably withheld. Section 9 Default and Remedies 9.1 Contractor Events of Default Anyone or more of the following events shall, after the required notice(s) and opportunity to cure, constitute an "Event of Default" on the part of the Contractor hereunder: (a) Payment. The failure of the Contractor to pay to the STO any sum of money required hereunder, other than amounts disputed in good faith in accordance with Section 4.3.2, within forty-five (45) calendar days after receipt of written notice from the State that the same is due; or (b) Performance. Anyone of the following events by the Contractor, which is not cured within thirty (30) calendar days (except as specified in (d) below) after receipt of written notice of breach from the State, provided, however, that if the parties mutually agree to extend the period or if such cure is of a nature that it could not reasonably be performed within thirty (30) calendar days, such 3D-day period may be extended so long as the Contractor begins performance within such 3D-day period and thereafter diligently and continuously pursues performance: (1) Contractor breaches a material obligation under this Contract where such breach and a respective remedy or credit is not covered under a description of Performance Standards set forth in the contract hereto; or (2) The Contractor knowingly employs an illegal alien in the performance of Services; or (3) The Contractor becomes insolvent or is declared bankrupt; or (4) The Contractor files for reorganization under the bankruptcy code; or (5) The Contractor commits any act of bankruptcy or insolvency, either voluntarily or involuntarily; or (6) The Contractor made or has made an intentional and material misrepresentation or omission in any materials provided to the State; or (7) The Contractor fails to promptly pay any and all undisputed taxes or assessments imposed by and legally due the State or federal government; or (8) The Contractor admits in writing its inability to pay its debts or makes an assignment for the benefit of creditors without the approval of the State; or (9) The Contractor knowingly utilizes a vendor in the performance of Services which has been placed on the State's Convicted Vendors List; or (10) The Contractor improperly refuses to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes, made or received by Contractor in conjunction with this Contract and not otherwise exempt from disclosure as a trade secret or otherwise confidential under then- applicable law; or CONTRACTFOR IMRELESS DATA SERVICES MAY 14, 2004 Page 23 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00B8 -Exhibit 6 (11) The Contractor refuses to allow aud~or access to Contractor's facilities or otherwise fails to cooperate with an audit as required by the Contract under Section 4.1 in a manner that materially impedes such audit; or (c) With regard to the events involving bankruptcy or insolvency (events 3 -5), the Contractor shall, at the discretion of the STO or pursuant to court order, be considered as having cured the event by submitting a post-bankruptcy or post-insolvency guarantee to the STO that the Contractor intends to complete Contract performance despite its bankrupt or insolvent status. (d) With respect to the events described in subsections (2), (9), and (10) of (b) above, the cure period for Contractor shall be no more than five (5) business days. 9.2 STO Remedies in the Event of Default If an Event of Default has occurred pursuant to Section 9.1 above, the STO shall have the right to terminate this Contract with respect to which there has been an Event of Default by Contractor. If the STO elects to terminate, then the STO shall provide the Contractor with a second written notice ("Termination Notice") evidencing its intent to terminate the Contract pursuant to this Section 9.2 and reciting that the STO intends to pursue termination of the Contract if the Event of Default is not cured. The Termination Notice will not be effective unless it references this Section 9.2 and provides that the STO intends to pursue termination of the Contract if the Event of Default is not cured. If the Contractor fails to cure the default within ten (10) calendar days from receipt of the Termination Notice, then the STO may terminate the Contract and exercise all of its remedies, including all those at law or equity consistent with the terms of this Contract. In the event of termination, the Parties shall work together in good faith to phase out the Services of this Contract consistent with Section 4.2 and in accordance with any applicable terms herein. Upon the occurrence of an "Event of Default" on the part of the Contractor, the STO is entitled to anyone or all of the following remedies: (a) termination of the Contract in accordance with this Section 9.2; (b) seek equitable relief and/or institute legal proceedings against the Contractor consistent with the terms of this Contract to collect payment of any damages or sums owed by the Contractor hereunder, or to compel the performance of any obligation required to be performed by the Contractor hereunder including, where appropriate, actions for specific performance and/or injunctive relief; and (c) without limiting the foregoing, Events of Default resulting in termination of this Contract by the STO may also result in: (1) The Contractor's name being removed from State Purchasing vendor mailing list(s). (2) All State agencies being advised not to do business with the Contractor without written approval from the Division of State Purchasing until such time as the Contractor reimburses the State for all reprocurement and transition costs. 9.3 STO Events of Default. Anyone or more of the following events shall, after the required notice(s) and opportunity to cure, constitute an "Event of Default" on the part of the STO: (a) The STO fails to timely pay any amounts owed to Contractor under the Contract as provided in Section 4.3 hereof, other than amounts disputed in good faith in accordance with Section 4.3.2; or CONTRACT FOR 'MRELESS DATA SERV1CES MAY 14. 2004 Page 24 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10f11·00S8 -Exhibit 6 (b) The STO breaches any other material obligation under this Contract. The cure period for a material breach by the State shall be thirty (30) calendar days from receipt of notice of material breach; or (c) Upon the occurrence of an "Insolvency Event of Defautt." The occurrence of anyone or more of the following events shall constitute an "Insolvency Event of Default": (1) the State admits in writing its inability to pay its debts generally or makes a general assignment for the benefit of creditors; or (2) any affinnative act of insolvency by the State orthe filing by or against the State (which is not dismissed w~hin ninety (90) days) of any petition or action under any bankruptcy, reorganization, insolvency arrangement, liquidation, dissolution or moratorium law, or any other law or laws for the relief of, or relating to, debtors; or (3) the subjection of a material part of the State's property to any levy, seizure, assignment or sale for or by any cred~or, third party or govemmental agency. 9.4 Contractor Remedies in the Event of Default Upon occurrence of an "Event of Default" on the part of STO, the Contractor is entitled to anyone or all of the following remedies: (a) seek equitable relief and/or institute legal proceedings against the State consistent with the terms of this Contract to collect payment of any damages or sums owed by the State hereunder, or to compel the performance of any obligation required to be performed by the STO hereunder including, where appropriate, actions for specific performance and/or injunctive relief; and (b) terminate the Contract. If an Event of Default has occurred pursuant to Section 9.3 above, the Contractor shall have the right to terminate this Contract with respect to which there has been an Event of Default by the STO. If the Contractor elects to terminate, then the Contractor shall provide the STO with a second written notice ("Termination Notice") evidencing its intent to tenninate the Contract pursuant to this subsection and reciting that the Contractor intends to pursue termination of the Contract if the Event of Default is not cured. The Termination Notice will not be effective unless it references this Section 9.4 and provides that the Contractor intends to pursue termination of the Contract if the Event of Default is not cured. If the STO fails to cure the default within ten (10) calendar days from receipt of the Termination Notice, then the Contractor may terminate the Contract and exercise all of its remedies hereunder. In the event of tennination, subject to Section 4.2, the Contractor shall work with the STO in good faith to phase out the Services of this Contract. 9.5 STO May Cure. If the Contractor commits an "Event of Default" in the performance of any term, provision, covenant or condition on its part to be performed hereunder, the STO may, upon notice to the Contractor, perform or have performed for it the same at the reasonable expense of the Contractor. If, at any time and by reason of such Event of Default, the STO elects to pay any sum of money or do any act which will require the payment of any sum of money, or incur any expense in the enforcement of its rights under this Section 9.5, such sum or sums in excess of the amounts that would have been payable to Contractor for such performance under this Contract, together with a rate of interest, if applicable set forth in section 55.03(1), Florida Statutes, shall be repaid to the STO by the Contractor promptly when billed therefore within the timeframe set forth in Section 9.1 (a) hereof. The STO shall use commercially reasonable efforts to mitigate any such costs. CONTRACTFOR IMRELESS DATA SERV1CES MAY 14, 2004 Page 25 of37 State of Florida State Technology Office Wireless Data Services Section 10 Dispute Resolution 10.1 Dispute Resolution. Contract No.: DMS-10/11-00S8 -Exhibit 6 In the event of any dispute concerning performance under the Contract, the Parties shall use good faith efforts to resolve such dispute informally. Such good faith efforts shall include the provision of written notice describing the basis for the dispute by the Party claiming a dispute to the other Party, and at least one meeting between a management employee of Contractor and the STO's Purchasing Director or other personnel of the Parties with authority to resolve the dispute. If such dispute is not resolved within 30 calendar days after receipt of the initial written notice of the dispute, the dispute shall be referred to the State CIO who shall, within 30 calendar days, make a decision regarding the dispute, reduce the decision to writing and serve a copy on the Contractor. Prior to making any such decision, the CIO shall provide each Party a reasonable opportunity to present its position with respect to the dispute, and shall meet with a representative of the Contractor to attempt to resolve the matter. The decision of the CIO shall be final and conclusive unless within twenty-one (21) days from the date of receipt of the decision, the Contractor files with the State for administrative review. 10.2 Performance to Continue. Each Party shall continue to perfomn its obligations under the Contract pending final resolution of any dispute arising out of or relating to the Services subject to Section 4.3.2. 10.3 Confidentiality. All negotiations pursuant to Section 10 of this Contract shall be treated as compromise and settlement negotiations. Nothing said or disclosed, and no document produced (including any notice, response, offer, argument, admission, finding, recommendation, ruling, opinion, or conclusion), in the course of or in connection with such negotiations that is not otherwise independently discoverable and admissible as evidence shall be offered or received as evidence or used for impeachment or for any other purpose in any arbitration, litigation, administrative proceeding, or other dispute resolution process or proceeding. Neither the STO nor the Contractor shall disclose to any third party, except as may be required by applicable law, any communications or negotiations related to such negotiation or mediation. Neither the STO nor the Contractor shall call as a witness, depose, interrogate, or interview; or attempt to call as a witness, depose, interrogate, or interview, any attorney who participated in the negotiations or mediation for the other Party as to any involvement of such attorney in any aspect of such negotiations or mediation. 10.4 Payment of Fees and Costs. Except as otherwise provided under the Contract, the STO and the Contractor shall each bear its own costs and expenses incurred in connection with any negotiations pursuant to this Contract. In addition, the STO and the Contractor shall share equally all third-party costs in connection with any attempt to resolve disputes pursuant to this Contract unless otherwise agreed. Section 11 Tenn, Renewal, and Tennination Provisions 11.1 TennlRenewal. The Parties agree that the "Term" of this Contract shall be for a three-year period commencing upon the Effective Date unless extended, terminated or renewed as provided herein. Subject to Chapter 287 of the Florida Statutes, and upon mutual agreement, (a) upon expiration of such three-year period, the STO and the Contractor may renew the Contract, in whole or in part, for an additional three-year period, and (b) upon expiration of the initial or renewal, the STO and the Contractor may extend the Term for an additional six month period. Any renewal or extension shall be in writing and signed by both parties. The STO shall provide written notice to the Contractor regarding its intent to renew or extend the Contract prior to the expiration of the Contract. The STO shall rely on several factors in making the determination to renew including, but not limited to, satisfactory performance evaluations by the STO and the availability CONTRACTFOR WRELESS OATA SER~CES MAY 14, 2004 Page 26 of 37 State of Florida State Technology Office Wireless Data Services offunding. 11.2 Tennination for Convenience. Contract No.: DMS-10/11-00B8 -Exhibit 6 Unless otherwise specified in the contract hereto, the STO may, upon ninety (90) days written notice to Contractor, terminate for its convenience this Contract, in whole or in part, whereupon the Contractor shall cease the provision of the terminated Services to the STO in accordance with the reasonable terms of such notice. 11.3 Tennination for Cause. Either Party may terminate this Contract in accordance with Section 9 in the event of an Event of Default of the other Party. If the Event of Default is caused by the default of a subcontractor of Contractor at any tier, and to the extent the cause of the default is beyond the control of both the Contractor and the subcontractor, and without the fault or negligence of either, the Contractor shall not be liable for any damages arising from the Event of Default, unless the subcontracted services or supplies were obtainable from other sources without significant increase in costs and in sufficient time for the Contractor to meet the required delivery schedule. If Contractor terminates this Contract for an Event of Default of the State, the rights and obligations of the Parties shall be the same as if the termination had been for the convenience of the STO under Sections 11.2 and 11.4.2. If, after termination of this Contract by the STO due to an Event of Default by Contractor, it is determined that there was not an Event of Default by Contractor or that the Event of Default was excusable, the rights and obligations of the Parties shall be the same as if the termination had been for the convenience of the STO under Sections 11.2 and 11.4.2. 11A Consequences ofTennination By STO. 11.4.1 Tennination for Cause. If this Contract is terminated by the STO for an Event of Default of the Contractor, the Contractor shall only be entitled to payment for Services performed in accordance with this Contract, which shall be offset by any actual damages caused by the Event of Default and due the STO consistent with the terms of this Contract. This consequence is supplemental to the State Remedies in the Event of Default, addressed in Section 9.2 herein. 11.4.2 Termination for Convenience. If this Contract is terminated by the STO for convenience, the STO shall compensate the Contractor fairly for the work done and the preparations made (including reasonable startup and implementation costs that were to be amortized over future payments) for the terminated portions of the Contract, including reasonable settlements with subcontractors, reasonable costs of settling the terminated work, a reasonable allowance for profit for Services and/or Deliverables already provided to and accepted by the STO. The Contractor shall take commercially reasonable efforts to mitigate any such costs arising after notice of termination. Upon termination of its obligations under this Contract, the Contractor shall submit a request for payment as required by Section 4.2 of the Contract. Notwithstanding Section 1.3 hereof, in no event shall any such request include any termination costs or charges for termination for convenience that includes loss of profits, anticipated profits or damages in excess of those generally described in this Section 11.4.2. Section 12 General Provisions 12.1 Advertising. Contractor shall not disseminate to the public any written sales or marketing information concerning the Contract without prior written approval from the STO, including, but not limited to mentioning the Contract in a press release or other promotional material, identifying the STO as a reference, or otherwise linking CONTRACT FOR WRELESS DATA SERVICES MAY 14, 2004 Page 27 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS-10/11-00SB -Exhibit 6 the STO's name and either a description of the Contract or the name of the State or the STO in any material published, either in print or electronically, except to potential or actual authorized subcontractors or Eligible Users (as authorized by the STO). Within a reasonable time after the Contract's Effective Date, the Parties shall issue a mutually agreeable joint press release regarding the Contract and the Services to be provided hereunder. 12.2 Annual Appropriations. The State of Florida's performance and obligation to pay under this Contract is contingent upon an annual appropriation by the Legislature. Contract, as used in the preceding sentence, shall include all provisions hereof, all Exhibits hereto, and any Changes pursuant to this Contract. If appropriations are required, the STO shall affirmatively take all reasonable steps to seek such appropriations, but shall not guarantee the securing of annual appropriations. The State of Florida, as used in this Section 12.2, specifically includes the STO. The Parties acknowledge and agree that there is no intent to violate section 216.311, Florida Statutes, with the execution of this Contract, and that any provision deemed to violate that statute shall be null and void and stricken from the Contract, and the remainder of the Contract shall remain in full force and effect. The Parties further agree that the foregoing does not in any way limit, abrogate or otherwise modify the Contractor's rights or remedies under applicable law, including the Contractor's rights to seek a claims bill. If funds are necessary and not available through appropriations for payments under this Contract, the STO shall have the right to terminate the portions of the Contract for which payments are contingent upon such appropriations at the end of the last period for which funds have been appropriated or otherwise made available by giving thirty (30) days advance written notice of such Contract termination to the Contractor. All available appropriated funds appropriated for the Services hereunder shall be expended on this Contract. In the event of such termination, the Contractor may seek payment from the State through a claim or other appropriate process. If the Contractor must seek approval from the State Legislature for such a remedy, the STO shall work in good faith with the Contractor and the State Legislature to affect such a remedy, including requesting appropriation for such payments as the Contractor would have received had the termination been for convenience under Section 11.4.2. Only to the extent applicable funds are or become available through appropriations, such termination shall be deemed a termination for convenience subject to Section 11.4.2. If funding for the STO is not appropriated, the STO and its successors in interest shall use commercially reasonable efforts to facilitate and permit Contractor's continued, direct dealings with Eligible Users as necessary to carry out the provisions of this Contract. 12.3 Assignment Neither Party may sell, assign or transfer any of its rights, duties or obligations under this Contract without the prior written consent of the other Party. However, the STO may assign this Contract to another a State agency provided that all STO rights and obligations are so assigned, and Contractor may assign this Contract to a wholly owned subsidiary of Contractor capable of performing the Contractor obligations hereunder. Contractor may assign any monies due under this Contract from the STO to a third party with the STO's written consent, which consent shall not be unreasonably withheld. No change in Contractor's organization, if any, shall operate to release Contractor from its liability for the prompt and effective performance of its obligations under the Contract. All terms and provision of this Contract shall be binding upon and inure to the benefit of the Parties hereto and their successors and assigns. A Change of Control, as hereafter defined, of the Contractor, shall constitute an assignment for purposes of this Section 12.3. CONTRACT FOR 'MRELESS DATASERVlCES MAY 14. 2004 Page 28 of 37 State of Florida State Technology Office Wireless Data SeNices Contract No.: DMS-10/11-00BB -Exhibit 6 "Change of Control" means (a) the acquisition of all or substantially all of the assets of the Contractor other than by an affiliate (as such term is defined in Rule 405 of the Securities Act of 1933), (b) the acquisition by any party (or group as such term is defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") not currently a holder of more than 5% of Contractor's capital stock entitled to vote for the election of directors of such number of additional shares of capital stock (whether in one transaction or in a series of transactions), which results in such Party (or such group) owning 50% or more of such stock other than by an affiliate of Contractor, (c) any merger, combination, consolidation or similar transaction involving Contractor following which the holders of the capital stock of Contractor immediately prior to such transaction will not own more than 50% of the combined voting power entitled to vote generally in the election of directors of the reorganized, merged or consolidated company's outstanding voting securities, in substantially the same proportion as their ownership immediately prior to such reorganization, merger, consolidation or other transaction, or (d) Contractor being subject to a Delisting Event, where a "Delisting Event" shall mean such time as the stock of Contractor shall no longer be publicly traded on a national securities exchange or quotation system (e.g., the New York Stock Exchange or NASDAQ) in the United States. 12.4 Change of Statute or Regulation. Any changes to this Contract or the SeNice and Deliverables provided hereunder necessitated by changes in existing statute or regulation, or the promulgation of new regulations or the issuance of new statutes, shall be governed by Section 3.2 herein. 12.5 Compliance with Laws. The Contractor shall comply, and shall require each of its subcontractors to comply, with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, Chapter 287 of the Florida Statutes and Chapter 60A-1 of the Florida Administrative Code govern the Contract. By way of further non-exhaustive example, the Contractor shall comply with the following laws to the extent applicable to the conduct of its business: any applicable provisions of section 247A(e) of the Immigration and Nationalization Act; Titles I-IV of the Americans with Disabilities Act; Sections 504 and 508 of the Federal Rehabilitation Act amendments; the Assistive Technology Act of 1998; and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. Material violation of such laws shall be deemed a breach of a material obligation of this Contract, subject to Section 9 hereof, except that any material violation of such laws shall not be deemed a breach of a material obligation to the extent such material violation results from an act or omission of the State or any Eligible User or their agents or contractors or the failure of any facilities, equipment, software, data or other resources provided by the State or any Eligible User or their agents or contractors to comply with such laws. 12.6 Contract Administrator. The State shall name a Contract Administrator during the Term of this Contract whose responsibility shall be to maintain this Contract. As of the Effective Date, the Contract Administrator is Gina Gibson, 4030 Esplanade Way, Suite 235M, Tallahassee, FL 32399. The State shall provide written notice to Contractor of any changes to the Contract Administrator; provided, such changes shall not be deemed Contract amendments. 12.7 Governing Law. The exclusive venue of any legal or equitable action that arises out of or relates to the Contract shall be the appropriate state court in Leon County, Florida; in any such action, Florida law shall apply, the Contractor waives any right to jury trial that it may have, and the threshold issue for determination shall be whether the action is in the appropriate forum. CONTRACTFOR IMRELESS DATA SERVlCES MAY 14.2004 Page 29 of 37 State of Florida State Technology Office Wireless Data Services 12.8 Employees, Subcontractors, and Agents. Contract No.: OMS-10/11-00BB· Exhibit 6 The Contractor employees. subcontractors. or agents performing work under the Contract must comply with all security and administrative requirements of the State. Contractor shall conduct criminal history checks for all current and prospective Contractor employees who will be providing the Deliverables and Services prior to the Contractor's employees obtaining access to State, state employee, or state retiree Confidential Information. Such criminal history checks shall be maintained in the Contractor records and made available for the STO's inspection upon demand. The STO may conduct, and the Contractor shall reasonably cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by the Contractor. The State may refuse access to, or require replacement of, any Contractor personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or material non-compliance with STO's security or other requirements. Such approval shall not relieve the Contractor of its obligation to perform Services in compliance with the Contract. The State may reject and bar from any facility for cause any of the Contractor's employees, subcontractors, or agents. 12.9 Entire Contract This Contract constitutes the full and complete Contract of the Parties hereto and supersedes any prior Contracts, arrangements and communications, whether oral or written, with respect to the subject matter hereof. Each Party acknowledges that it is entering into the Contract solely on the basis of the representations contained herein, and for its own purposes and for the benefit of Eligible Users, and not for the benefit of any other third party. 12.10 Execution in Counterparts. The Contract may be executed in counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 12.11 Force Majeure, Notice of Delay, and No Damages for Excusable Delays. Neither Party shall be responsible for delay or failure to perform its obligations under this Contract to the extent such delay or failure is due directly to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond the Party's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. In case of any delay a Party believes is excusable, the Party shall notify the other in writing of the delay or potential delay and describe the cause of the delay either (1) within ten days after the cause that creates or will create the delay first arose, if the Party could reasonably foresee that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five days after the date the Party first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE PARTIES' SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY OR FAILURE TO PERFORM DUE TO ANY OF THE CAUSES DESCRIBED IN THIS PARAGRAPH. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages, other than for an extension of time, shall be asserted against a Party due to any of the causes described in this paragraph. Neither Party shall be entitled to an increase in the Contract price or payment of any kind from the other for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause described in this paragraph. If Contractor performance is suspended or delayed, in whole or in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor shall perform at no increased cost, unless performance has been delayed for more than 90 days and the STO determines, in its sole discretion, that the delay will significantly impair the value of the Contract to the State, in which case the STO may (1) accept allocated performance from the Contractor, provided that the Contractor grants preferential treatment to the STO with respect to Services subjected to allocation, andlor (2) purchase from other sources (without recourse to and by the Contractor for the related costs and expenses) to replace all or part of the Services andlor Deliverables that are the subject of the delay, which purchases may be deducted from the Contract quantity, or (3) terminate the Contract CONTRACT FOR WRELESS DATA SERVICES MAY 14, 2004 Page 30 of 37 State of Florida State Technology Office \Mreless Data SeNices Contract No.: OMS-tOltt-OOSB -Exhibit 6 in whole or in part. This Section shall not excuse the STO's obligation to pay undisputed amounts due to the Contractor for SeN ices or Deliverables provided and Accepted following the cessation of any of the causes described in this paragraph that have delayed such payment. 12.12 Further Assurances. The Parties will, subsequent to the Effective Date, and without any additional consideration, execute and deliver any further legal instruments and perform any acts that are or may become necessary to effectuate the purposes of this Contract. 12.13 Indemnification. Each Party shall be fully liable for the actions of its agents, employees, partners, or subcontractors. Contractor shall fully indemnify, defend, and hold harmless the STO, and its officers, agent and employees, from suits, actions, damages, and costs of every name and description, including attorneys' fees ("Claims"), arising from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Contractor, its agents, employees, partners, or subcontractors; provided, however, that Contractor shall not indemnify the STO for that portion of any loss or damages proximately caused by the negligent act or omission of the STO. In the event of a third party Claim against the State, ijs officers, agents, employees, partners or subcontractors ("State Indemnified") that any Deliverable or any material provided by the Contractor which is included in or used in the development of a Deliverable (excluding any third party Software or STO Materials) infringes a United States copyright, trademark, presently existing patent or trade secret of any third party, the Contractor will defend against such Claim at its expense and will pay any costs or damages that may be finally awarded against the State Indemnified as a result of such Claim. The Contractor will not indemnify the State Indemnified, however, if the Claim of infringement is caused by: (1) misuse or unauthorized modification of the Deliverable by the State or an Eligible User; (2) failure to use corrections or enhancements made available to the State or an Eligible User by the Contractor; (3) use of the Deliverable in combination with any product or information not owned or developed by the Contractor unless the Claim would have arisen solely from the use of the Deliverables without combination with such product or information; (4) State's or an Eligible User's distribution, marketing or use for the benefit of third parties of the Deliverable, unless the contract under which the Deliverable was provided contemplated such distribution, marketing or use; or (5) the development of a Deliverable in accordance with specifications provided by the STO or an Eligible User. If any Deliverable is found to be infringing, the Contractor shall at its expense and option either (a) procure the right for the STO to continue using it, (b) replace it with a non-infringing equivalent, (c) modify it to make it non-infringing, or (d) direct the return of the Deliverable and refund to the STO the fees and expenses paid for such Deliverable, less a reasonable amount for the STO's or Eligible User's use of the Deliverable up to the time of return. The foregoing remedies constitute the sole and exclusive remedies of the STO against the Contractor and the Contractor's entire liability with respect to infringement. Contractor's obligations under the preceding two paragraphs with respect to any legal actions are contingent upon the STO giving Contractor (1) prompt written notice of any action or threatened action for which a State Indemnified is seeking indemnification, (2) the opportunity to take over and settle or defend any such action at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense. Contractor shall not be liable for any cost, expense, or compromise incurred or made by a State I ndemnified in any legal action without Contractor's prior written consent, which shall not be unreasonably withheld. 12.14 Limitation of Liability. For all other claims against the Contractor other than indemnification claims under Section 12.13, regardless of the basis on which the claim is made, the Contractor's liability for direct damages arising in connection with the contract shall be limited, unless otherwise specified in the contract, to the greater of one million ($1,000,000.00) dollars. No Party shall be liable to another for punitive, special, indirect, or CONTRACTFOR IMRELESS DATA SERVICES MAY 14, 2004 Page 31 of37 Contract No.: DMS-10/11-008B -Exhibit 6 State of Florida State Technology Office Wireless Data Services consequential damages, even if the Party has been advised that such damages are possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings. 12.15 Independent Contractor Status of Contractor. The Contractor, together with its agents, subcontractors, officers and employees, shall have and always retain under the Contract the legal status of an independent contractor, and in no manner shall they be deemed employees of the State or deemed to be entitled to any benefits associated with such employment. During the term of the Contract, Contractor shall maintain at its sole expense those benefits to which its employees would otherwise be entitled to by law, including health benefits, and all necessary insurance for its employees, including workers' compensation, disability, and unemployment insurance, and provide the STO with certification of such insurance upon request. The Contractor remains responsible for all applicable federal, state, and local taxes payable by Contractor, and all FICA contributions for its employees. 12.16 Modification of Terms. This Contract contains all the terms and conditions agreed upon by the Parties, which terms and conditions shall govern all transactions under the Contract. The Contract may only be modified or amended upon mutual written agreement of the STO and the Contractor. No oral agreements or representations shall be valid or binding upon the STO or the Contractor. The Contractor may not unilaterally modify the terms of the Contract by incorporating terms onto the Contractor's order or fiscal forms or other documents forwarded by the Contractor for payment. The STO's acceptance of Services or Deliverables or processing of documentation on forms furnished by the Contractor for approval or payment shall not constitute acceptance of the proposed modification to temns and conditions. 12.17 Notices. All notices under this Contract shall be served upon the STO by certified mail, return receipt requested, by reputable courier service, or delivered personally to each of the following: State Technology Office Gina Gibson Purchasing Director 4030 Esplanade Way. Suite 235M Tallahassee, Florida 32399-0950 State Technology Office Simone Marstiller Chief Information Officer 4030 Esplanade Way, Suite 180 Tallahassee, Florida 32399-0950 Department of Management Services Gerry York Office of the General Counsel 4050 Esplanade Way, Suite 260 Tallahassee, FL 32399-0950 All notices under this Contract to be served upon the Contractor shall be served by certified mail, return receipt requested, by reputable courier service, or delivered personally to: Sprint-Florida, Inc. Attn: Nelson Coli 101 North Monroe Street, Suite 100 CONTRACT FOR IMRELESS DATA SERVICES MAY 14, 2004 Page 32 of 37 State of Florida State Technology Office Wireless Data Services Phone Number: 407-616-5528 NcoII01@sprintspectrum .com Contract No.: OMS-10/11-00S8 -Exhibit 6 The Contractor contacts referenced above are required to participate in a monthly SUNCOM Contractor meeting and are responsible for resolution of all billing and technical problems . The Parties agree that any change in the above-referenced address or name of the contact person shall be submitted in a timely manner to the other Party. All notices and other communications under this Contract shall be in writing and shall be deemed duly given either (i) when delivered in person to the recipient named above , (ii) upon confirmation of courier delivery to the intended recipient ; or (iii) three (3) business days after mailed by certified U.S. mail, return receipt requested , postage prepaid, addressed by name and address to the Party intended . 12.18 Project Managers. Each Party will designate a Project Manager during the Term of this Contract whose responsibility shall be to oversee the Party's performance of its duties and obligations pursuant to the terms of this Contract. As of the Effective Date , the STO's Project Manager is Bill Hand, 4030 Esplanade Way , Suite 315N, Tallahassee , FL 32399 , and the Contracto~s Project Managers are listed below : Sprint-Florida , Inc . Attn : Tabitha Haputa 813-637-1522 Tabitha .haputa@mail.sprint.com The Project Manager for the Contractor provided above shall be required to participate in a monthly SUNCOM meeting and be responsible for resolution of all billing and techn ical problems . Each Party shall provide prompt written notice to the other Party of any changes to the Party's Project Manager or his or her contact information; provided , such changes shall not be deemed Contract amendments . 12.19 Public Records. Any and all records produced or used regard ing this Contract are subject to Chapter 119 of the Florida Statutes . Absent a valid exemption , including status as a "trade secret: Contractor shall allow public access to all documents, papers , letters , or other material subject to Chapter 119 that are made or received by the Contractor in conjunction with this Contract. A willful breach of this Section shall be deemed a breach of a material obligation of this Contract subject to Section 9 hereof. 12.20 Loss of Data. In the event of loss of any State data or record where such loss is due to the negligence of the Contractor or any of its subcontractors or agents , the Contractor shall be responsible for recreating such lost data in a manner and on a schedule that are commercially reasonable , except that the Contractor shall have no obligation to recreate lost data to the extent such data is lost due to the STO 's breach of this Contract or to an act or omission of the State , an Eligible User or any of its contractors or agents other than the Contractor. The Contracto~s obligations under this Section 12.20 are subject to any disaster or data recovery obligations set forth in the contract. 12.21 Security and Confidentiality. Each Party shall comply fully with all appropriate security procedures in its performance of the Contract. Neither Party shall divulge to third parties any Confidential Information of the other Party obtained by the CO NTRACT FOR IMRELESS DATA SERVlCES MAY 14 , 2004 Page 33 of 37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·10/11-008B -Exhibit 6 Party or its agents, subcontractors, officers or employees in the course of negotiations of this Contract or performing Contract work, including, but not limited to, security procedures, business operations information, or commercial proprietary information. Neither Party shall be required to keep confidential any information or material that is publicly available through no fault of the Party, material that the Party developed independently without relying on the other Party's Confidential Information or material that is otherwise obtainable under State law as a public record. To ensure confidentiality, each Party shall take appropriate steps as to its personnel, agents, and subcontractors. Contractor shall keep confidential all information received in connection with this Contract that is exempt from public record under Chapter 119, Florida Statutes, and Section 24(a), Article I, of the Florida Constitution, including, without limitation, information made exempt pursuant to section 443.1715, Florida Statutes. Contractor, however, shall not be required to keep confidential any such information or material that is publicly available through no fault of the Contractor or that is otherwise obtainable under State law as a public record. This Section shall survive termination or expiration of the Contract. 12.22 Lobbying and Integrity. Pursuant to section 216.347 of the Florida Statutes, the Contractor may not expend any State funds for the purpose of lobbying the Legislature, the judicial branch, or a State agency. The Parties agree that any funds provided by the Contractor for purposes of marketing under Section 3.1.4 of this Contract shall not be deemed to be State funds for the purpose of lobbying hereunder. In addition, the Contractor shall not, in connection with this Contract, directly or indirectly (1) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to give anyone any gratuity for the benefit of, or at the direction or request of, any State officer or employee. For purposes of the foregoing clause (2), gratuity means a payment in whatever form of more than nominal monetary value. 12.23 Subcontracts. The Contractor shall not enter into any subcontracts for Services without the express written consent of the STO. In all instances, the Contractor shall remain fully responsible for all work to be performed under the Contract, including work to be performed by its subcontractors. Each approved subcontract shall be subject to the same terms and conditions as the Contract to the extent applicable based on such subcontractor's scope. 12.24 Subcontractor Liability. The Contractor's subcontractors in the performance of Services are the responsibility of the Contractor. The State shall have no liability to such subcontractors for claims, demands, loss, damage, negligence or any expense relating, directly or indirectly, to subcontractors. 12.25 Taxes. The State does not pay Federal excise or sales taxes on direct purchases of tangible personal property. The State will not pay for any personal property taxes levied on the Contractor or for any taxes levied on employees' wages. 12.26 Waiver. The delay or failure by a Party to exercise or enforce any of its rights under this Contract shall not constitute or be deemed a waiver of the Party's right thereafter to enforce those rights, nor shall any CONTRACT FOR IMRELESS DATA SERVICES MAY 14,2004 Page 34 of37 State of Florida State Technology Office Wireless Data Services Contract No.: DMS·l0/ll-008B -Exhibit 6 single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 12.27 Warranty of Authority. Each person signing the Contract warrants that he or she is duly authorized to do so and to bind the respective Party to the Contract. Each Party warrants that it has sufficient right and authority to enter into this Contract, and to grant and assume all of its respective rights and obligations set forth herein. 12.28 Warranty of Ability to Perfonn. The Contractor shall provide the STO, no later than the time the Contractor returns a signed copy of the Contract, with proof of a Certificate of Status from the Secretary of State, Division of Corporations, demonstrating that the Contractor is in good standing and legally authorized to transact business in Florida. Failure to submit this documentation shall be sufficient grounds for withholding payment under the Contract and will be deemed an Event of Default of Contractor. The Contractor warrants that, to the best of its knowledge, there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish the Contractor's ability to satisfy its Contract obligations. The Contractor warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statutes, or on any similar list maintained by any other state or the federal government. The Contractor shall immediately notify the STO in writing if its ability to perform is compromised in any material manner during the term of the Contract. 12.29 Severability. If a court deems any provision of the Contract void or unenforceable, that provision shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable and all other provisions shall remain in full force and effect. CONTRACT FOR IMRELESS DATA SERVlCES MAY 14, 2004 Page 35 of37 state of Florida state Technology Office Wireless Data Services SO AGREED: STATE OF FLORIDA ST TE TECHNOLOGY OFFICE By: Simone Marstiller, State CIO Contract No.: DMS-10/11-00SB -Exhibit 6 Date Approved as to form and legality by the Department of Management Services, General Counsel's Office: /~~~al Counsel Sprint -Florida, Inc. By: CONTRACT FOR WIRELESS DATA SERVICES Date Date MAY 14.2004 Page 36 of 37 State of Florida State Technology Office Wireless Data Services Dol, CONTRACT FOR IMRELESS DATA SER~CES Exhibit 1 Wireless Wireless Modem I no cost Contract No.: DMS-10f11·00SB· Exhibit 6 i I a one time offer during the CDPD migration MAY 14, 2004 Page 37 of37 Contract'No,: DMS-10/11-00SB -Exhibit 6 Wireless Data Services Contract Amendment Number 1 to Contract # MA4440 between the State of Florida Technology Office and Sprint Florida. Inc_ WHEREAS, an Agreement was entered into between the State of Florida, State Technology Office ("STO" or ·Customer") and Sprint Florida, Inc_ (,Sprinf), effective on June 22, 2004, wherein Sprint agreed to provide Wireless Data Services_ WHEREAS, in addition to the services provided today there is the need to revise the contract to modify Exhibit 1, to include the following statement: ·Under no circumstances shall an end-user be charged more than the unlimited Monthly Recurring Charge (MRC) listed in the "Unlimited Option" column. 'AII other cost such as the service web page, helpdesk, etc. shall be bundled into the Airlink MRC."; NOW, TH ERE FORE, in consideration of the foregoing premises, and of the mutual covenants and conditions herein after set forth, the parties hereto agree as follows: 1. Except as otherwise expressly set forth herein, the terms and conditions contained in the Original Agreement, are unchanged. This Amendment sets forth the entire understanding between the parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the parties. IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized representatives. SO AGREED: Mark Powell Branch Manager Sprint Florida. Inc_ Approved as to fonn and Legality: ork Assistant General Co sel State Technology Office Date: __ .!...I,LI-fj.L.1..-'-q!.....(0I:j-.+:-___ _ Date: __ I L .... I_J-L/_O_f ___ _ dt N5eu Q 7 /,;to"J~~ Date: _1,--=~+1-f7 !--"..d{).:=...O'-'--t ___ _ Simone Marstiller State Chief Information Officer State Technology Office • I Page 1 of2 '" '" .c :c )( w ., '" o '9 ~ 2i ;;; ~ o z 1:l ~ "E 8 -AI.... .--... Sprint, O .. IfdOl.II.o"1I1oIalll .... • ... ,----,.,"'-,."._ ... ,'--". -_.,---",._., .. -._-_ .. _-------- .;" .. ~~. I:Dii\"'.~,\ I"~"~",,", ,r.""'m~ .. ,""" iIob • .,,1III&<''''', S rlnt (August 30-04 All Cost Shall Be Listed on a Monthly Recurrl" Cost MRC Per-User Basis Final Number SUN COM Users Data Circuits Termination RouterlFlrewall ~ ~ ~ ~ ~ H."", ""Ha'Y6S Data Circuits imary 81 Hayes Hayes H_ layes lay9S la"", layes ,- Wireless User Authentication Syslem Ha,.. ~ H.,.. ~ H.,.. ~ Ha,.. Ha,.. H_ ~ ~ ~ Hay .. ~ H.,.. H.,.. He,.. Wireless Wireless I Modem Modem Note---.: Note' Note' Note' Note- Note' Note 1 ""iiiOi9T Note 1 ~ 14.1 14,00 14.00 14,00 §I!RIJ:{L lIIllImlWI transport for &I. Applications including I (NLEfS. TBIS, 11ered Wlrel ... Oal. Cost NCIC, CAD) 1~6:bytes ~6:byteS 1~':yte8 l~byt~S II -OP1i~~- $22,50 $30.1 t + -++ $22,50 $30.00 NlA I $45,00 I I "'.00 I 1.50 0,0" I "'''" I I I $55.00 $55.00 $55.00 $55.00 1,50 $30,1 '5.00 II $55.00 $5.00 $55.00 l\Note: Under no clrcumstance shall a end user be charged mote than the amount listed in the unlimited coIunmn .A/l other cost such as the 8EllVlce web page, helpcleak,etc. shaJl be b· -~.-~ ... _.. • .~. Notes Note 1* UnllmHecf Option STO Fee 'All modems Including Sierra 550" Thereafter, the PCS connectlon cards at I All a JJcations Including NLETS, t $5.0r.:Laetvlce I ~ !!Il..thel ), CF2001 or merlin 0201 at no cost to the state, a one time offer during the network migration. ~ with a 25% discount. - :, CAD). May be adjusted per market conditions. Net! :t to STO Contract No.: DMS-10/11-00SB -Exhibit 6 Wireless Data Services Contract No. MA4440 Amendment No_ 2 WHEREAS, this Amendment No.2 ("Amendment") is made and entered into by and between the State of Florida, Department of Management Services ("OMS" or "Department"), Enterprise Information Technology Services ("EITS"), and Sprint Florida, Inc., ("the Contractor" or "Sprint"), regarding Contract # MA4440, effective June 22, 2004 ("Contract" or "AI,'I'eement"). The Department and Sprint hereby agree to amend the Agreement as follows: I. This Amendment is an integral part of and modifies the Agreement. The tenns used herein which are defined or specified in the Contract shall have the meanings set forth in the Contract. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the ' provisions ofthe Amendment shall control. 2. The State of Florida agency formerly known as the State Technology Office (STO) is now known as the Department of Management Services (OMS), Enterprise Infonnation Technology Services (EITS). EITS shall perform all duties and obligations and have the rights of STO as relates to the Agreement. The acronym "EITS" replaces the acronym "STO" throughout the Agreement. The Agreement is hereby amended to change Sprint's entity name and its Federal Tax Identification Number from Sprint-Florida, Inc. (TINIFEIN: 59-024836S) to Sprint Solutions, Inc. (TINIFEIN: 47-0882463). All references to "Sprint" or "Sprint Florida, Inc." in the Agreement and previous Amendments are hereby replaced with "Sprint Solutions, Inc." Attachment 2.1 to this Amendment demonstrates Sprint's transition to Sprint Solutions, Inc. and the new TIN/FEIN. 3. Whereas, Sprint and Nextel South Corp., d/b/a Nextel Communications ("Nextel"), separate entities at the time of Wireless Data Contract execntion resulting in separate contracts, have officially merged their businesses together. The separate contracts consist of the following Contract #MA4440 and Nextel's contract, Contract #MAS689. Nextel will officially merge Contract #MAS689, which shall include the term and conditions, equipment and services; all under this Agreement (Contract No. MA4440) allowing Contract #MAS689's full line of solutions to be procured under this Agreement. If there exists any inconsistencies between the provisions of this Agreement and the provisions of Contract No. MA5689, the provisions of this Agreement shall control. 4. Sprint Solutions, Inc. will include the following service plans to the Contract: a.) 3 MB Plan (PDSBKB3VC) -S20.49/per month, which includes any applicable discounts b.) 5 MB Plan (PDSBKBSVC) -S28.69/per month, which includes any applicable discounts. 5. Exhibit I of the Agreement is hereby amended to decrease the unlimited rate plan from $5S.00 to $49.99. 6. EITS acknowledges that it will receive billing invoices for Sprint's COMA products and services and EITS customers will receive direct billing for the Nextel iDEN Products and Services. Wireless Data Services. MA4440 Amendment No.2 Page I of2 Contract No.: OMS·l0/ll·00BB· Exhibit 6 7. Except as otherwise expressly set forth herein, the terms and conditions of the Agreement, including attachments thereto not addressed by this Amendment, and except as amended previously or amended herein, shall remain in full force and effect. 8. This Amendment shall be effective when executed by both parties. IN WITNESS WHEREOF, and intending to be bOWld hereby, the parties affix their signature to this Amendment. Signature: J~~-< By: H. LeOltFrazler, Sprint Solutions, Inc. / '/i~'" Date: ~_.:..;;,,//....( ~C..c· 5'-....f_-~'· ~0 __ _ ~ ! I Approved as to form and legality by the Department of Management Services, General Counsels' Office: Signature:»,.d / By: Gerry. Signature: 7~,tt.. By: Ken Granger, Deputy Secretary . Enterprise lnfonnation T eclmology Services State of florida, Department of Management Services Wirt~less Data Services, MA4440 Amendment No, 2 Date: Date: 1/2/.,/0) r I Page 2 0[2 Sprint ~ Together with NEXTEL May 3, 2006 Jonathan D. Heaton, FCCM Purchasing Analyst Information Technology Team Division of State Purchasing Contract No.: DMS-10f11-00BB -Exhibit 6 Sprint Nextel H. Leon Frazier 2001 Edmund Halley Drive Vice President Public Sector Reston, VA 20191 Office, (703) 4334347 Fax, (703) 433-4333 Attachment 2.1 for Amendment 2 Wireless Data Contract wi Sprint Solutions. Inc. Division of State Purchasing 14 pgs tolal) Florida Department of Management Services 4050 Esplanade way Tallahassee, FL 32399 Dear Mr. Heaton: As you know, Sprint Florida provides wireless data services to the State and its authorized users under Contract No. MA4440. Sprint Florida (now Embarq Florida, Inc.) is an affiliate of Sprint Solutions (Sprint). Both companies maintain their principal address at 6500 Sprint Parkway, Overland Park, KS 66251 (see Attachment A). As part of the Sprint Nextel merger, Sprint Nextel agreed to spin off its affiliated local phone companies. The spinoff will occur on or about May 17, 2006. This means your wireless data contract will be managed and implemented by Sprint. Sprint actually manages and maintains the wireless infrastructure that Is currently used to provide your wireless data services. Thus, the State will continue to receive the high quality of service that it enjoys today under the contract. Sprint and Embarq request, therefore, that the State change the name on the wireless data contract to Sprint Solutions, Inc. Our tax J.D. number is 47-0882463. As the Vice President of the Public Sector Group, I will be responsible for signing contract documents related to this contract in the future. Mr. Mark Powell executed the original Agreement on behalf of Embarq. If you have any questions, feel free to contact your Sprint Nextel Account Team. Sincerely, ,/p~~~~~~ H. Leon Frazi:r '0" ( Vice President, Public Sector Attachment Concurrence: General Sales Manager Embarq ~:~Sprint Scptem ber 1, 200,5 Oms-ofe Of Secreral1· 4050 Esplanade Wa}" Stc 4050 Tallahassee. FL 32399-7016 I" II" ,I, I" II, I, I, ,I, I" I .. , III", .. ,",",,, I, I, II", ,I, I, I Dear Valued Business Customer: Contract No.: OMS-l0/ll-00BB -Exhibit 6 By now you have probably seen [he news reports ahout the merger between Sprint and NexteJ. We expect this information Jeads you to one critical question: How does this mccgcraffect my business? We are happy to report that the prospects are all positive. Specifically. we want to highlight the foHowing points to reassure you about this merger of two of the communication industry's leading product and service providers: I) Most impOrtant!)'. you can continue to rely on the same high quality Sprint local service and communications technology you currently enjoy. And, It will continue to be provided by the s:unt: competent local Sprint professionals you have Come to know and trust. TIlat means a familiar voice wilJ answer your service calls, a familiar face will arrive for service and installation visits. and a familiar handshake will greet you each time you meet with a sales representative. 2) The power o[the combined companies ensures that you will continue to have immediate and seamless access to a broad range of the latest technology, expertise and services available. 3) A broader range of products and services offers you a wider array of choices to consider in best meeting your unique technology and communications needs. -.'" .. ,;-,.,'. '_. If you have an\' additional questions about what this merger means for you and your business, please visit us online at ~_sprint.com/localbu5jneSS, call toll-free ~n 1..so0-7S6-6272 Or contact your locaJ sales representative. We look forward to continuing business as usual with you, our valued nusinesS customero Sincerely. Tom McEvoy President, Business Markets Copyright t[)100; Sprint. All rights rescn°t:d. Sprinl. Iht" diamond logo aml aU Sprint t,Juem:trks arc the properlY of sprint Communicalion!i Company t.P. Division of Corporations c __ _ Document Number F02000004082 I I State DE Contract No.: DMS-10/11-00BB -Exhibit 6 Page 1 of2 Foreign Profit SPRINT SOLUTIONS, INC. PRINCIPAL ADDRESS 6500 SPRINT PARKWAY OVERLAND PARK KS 66251 Changed 04/14/2004 MAILING ADDRESS 6500 SPRINT PARKWAY . HL-5ASTX OVERLAND PARK KS 66251 Changed 04/1412004 FEINumber 470882463 Status ACTIVE OfficerlDirector Detail Name & Address HaL, CHRISTIE A 2001 EDMUND HALLEY DRIVE RESTON VA 20191 KELLY, TIMOTHY 6200 SPRINT PARKWAY OVERLANOPARK KS 66251 U~'DAHL. RICHARD 200J EDMUh'l) HALLEY DR II Date Filed 08112'2002 Effective Date NONE Title I c:J [J In http://www.sunbiz.orglscripts/cordet.exe?al=DETFIL&nl=F02000004082&n2=NAMFWD ... 5/1/2006 Division of Corporations 2001 EDMUND HALLEY DR 6500 Annual No Events Contract No.: DMS-10/11-00BB -Exhibit 6 Page 2 of2 D VP No Name History Information Document Images Listed below are the images available for this filing. THIS IS NOT OFFICIAL RECORD; SEE DOCUMENTS IF QUESTION OR CONFLICT http://www .sunbiz.orgiscripts/cordeLexe?al=DETF1L&nl=F02000004082&n2=NAMFWD... 5/1/2006 sprint) Together with NEXTEl May 3,2006 Jonathan D. Heaton, FCCM Purchasing Analyst Information Technology Team Division of State Purchasing Contract No.: DMS·10/11-008B -Exhibit 6 Sprint Nextel H. leon Frazier 2001 Edmund Halley Drive Vice President Public Sector Reston. VA 20191 OffIce, (703) 433-4347 Fax< (703) 433·4333 Attachment 2.1 for Amendment 2 Wireless Data Contract wi Sprint Solutions, Inc. Division of State Purchasing (4 pgs total) Florida Department of Management Services 4050 Esplanade Way Tallahassee, FL 32399 Dear M r, Heaton: As you know, Sprint Florida provides wireless data services to the State and its authorized users under Contract No. MA4440. Sprint Florida (now Embarq Florida, Inc.) is an affiliate of Sprint Solutions (Sprint). Both companies maintain their principal address at 6500 Sprint Parkway, Overland Park, KS 66251 (see Attachment A). As part of the Sprint Nextel merger, Sprint Nextel agreed to spin off its affiliated local phone companies. The spinoff will occur on or about May 17, 2006. This means your wireless data contract will be managed and implemented by Sprint. Sprint actually manages and maintains the wireless infrastructure that is currently used to provide your Wireless data services. Thus, the State will continue to receive the high quality of service that it enjoys today under the contract. Sprint and Embarq request, therefore, that the State change the name on the wireless data contract to Sprint Solutions, Inc, Our tax LD. number is 47-0882463. As the Vice President of the Public Sector Group, I will be responsible for signing contract documents related to this contract in the future. Mr. Mark Powell executed the original Agreement on behalf of Embarq. If you have any questions, feel free to contact your Sprint Nextel Account Team. Sincerely, //1;/ .-~'. /~;$c~/k7~ H. Leon Frazier C/ Vice President, Public Sector Attachment Concurrence: Mark PoweJ General Sales Manager Embarq Co.ntract No.: DMS-l0/ll-00BB -Exhibit 6 • ~q~Sprint '".;- September j. 200.5 Dms-ofc Of Secretary 4050 EspJanade \Va)' Stc 4050 Tallahassee. FL 32399-7016 I "II" ,1,1"11,1,1,, 1,1"1,, ,III "" "11,11,, ,1,1,11 ",,1,1,1 Dear Valued Business Customer: By now you have probably seen the nc\vs reports about the merger between Sprint and Nextel. We expect this information leads you to one critical question: How does this merger affect my busine.t;s? We are happy to report that the prospects are all positive, Specifically, we want to highlight the following points to reaSSure you about thjs merger of two of the communication industry's leading product and service provjders: 1) Most importantly, you can conUnue to rely on the same hjgh quality Sprint local servjce and communjcations technolngy you currently enjoy_ And, it wilI continue to be provjded by the same competent local Sprint professjonals you have Come to know and trust. That means a familiar voice will answer your service calls, a familiar face will arrive for service and instanation visits, and a familiar handshake will greet YOLI each time you meet with a sales representative. 2) The power of the combined companies ensures that you will continue to have immediate and seamless access to a broad range of the latest technology, expertise and services available. 3) A broader range of products and services offers you a wider array of choices to consider in best meeting your unique technology and communications needs. Even though you mar have seen a new Sprint logo, you will also continue to see the familiar red brand on your bill and around town. Remember, your Sprint local service and Sprint local service professionals have not changed. Yet, your communications options arc improving. We hope this infonnation gives you confidence that the merger between Sprint and NeXlci promises the best of both for eve_ry~ne! If you have any additional questions about whm this merger means for you and your business, ple~se visit us online at ~ ,sprint.com/localbusiness, call toll-free at 1-800-786-6272 or contact your local sales representative. We look forward to continuing business as usual with you, our valued husiness customer. Sincerely, Tom McEvoy President, Business Markets .1 S . the: Lliamond logo and all Sprint mille-marks arc the propt'rt)' of Sprint Copyright ([)2005 Sprint. All rights re-.sen:eu .. pnnt. Communications Company L.P. Division of Corporations .... ,- c. Docnment Number 1'02000004082 I I State DE' c. Contract No.: OMS-tO/tt-OOSB R!i@ltbt6>f2 Foreign Profit SPRINT SOLUTIONS, INC. PRINCIPAL ADDRESS 6500 SPRINT PARKWAY OVERLM11) PARK KS 66251 Changed 04/14/2004 MAILING ADDRESS 6500 SPRINT PARKWAY HL-5ASTX OVERLAND PARKKS 66251 Changed 04/14/2004 FEINumber 470882463 Status ACTIVE Registered Agent Name & Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE FL 32301-2525 OfficerlDirector Detail Name & Address HILL. CHRISTIE A 2001 EDMUND HALLEY DRIVE RESTON VA 20191 KELLY, TIMOTHY 6200 SPRINT PARKWAY OVERLAND PARK KS 66251 UNDAHL, RICHARD 2001 EDMlTh'D HALLEY DR II Date Filed 08/1212002 Effective Date NONE Title I G [J In http://www.sunbiz.org!scripts/cordet.exe?a1=DETFIL&n1=F02000004082&n2=NAMFWD ... 5/112006 Division of Corporations Contract No.: DMS·l0/ll·008B ~alPf 2 RESTON VA 2001 EDMUND HALLEY DR D RESTON VA 20191 VP L Annual No Events No Name History Infonnation .5 Document Images Listed below are the images available for this filing. THIS IS NOT OFFICIAL RECORD; SEE DOCUMENTS IF QUESTION OR CONFLICT = .~" . -:-.-~' ; -..;::" :;: ---. ~ - . .' http://www.sunbiz.org!scripts/cordet.exe?al=DETFIL&nl=F02000004082&n2=NAMFWD ... 5/1/2006 Contract No.: OMS-IOIII-008B -Exhibit 6 Wireless Data Services, Contract No. MA4440 With Sprint Solutions, Inc. Amendment No.3 Term Renewal #BSG0706-0298 THIS AMENDMENT (number 3) ("Amendment") is made and entered into by and between the Department of Management Services, Enterprise Information Technology Services ("EITS" or "Customer") and Sprint Solutions, Inc., (''the Contractor" or "Sprint"), for attachment to Contract # MA4440 (''Contract'' or "Agreement"), original effective June 22, 2004. The Parties agree that the ''Term'' of this Contract shall be renewed for an additional thirty-six (36) months commencing upon June 22, 2007 and ending on June 2 I, 2010 unless extended, cancelled or terminated as provided herein or the terms and conditions of the Agreement The Customer and Contractor hereby agree to amend the Agreement as follows: I. This Amendment is an integral part of and modifies the Agreement. The terms used herein which are delined or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions oflhis Amendment and the provisions of the Agreement, the provisions of this Amendment shall control. 2. The discount structure (the "Discounts") available to authorized purchasers under the Agreement is hereby revised to provide a Discount for Nextel iDEN and Sprint COMA service of25% with a I % administrative fee paid back to the State, netting an effective discount of 24% to authorized purchasers. All existing Nextel iDEN users under the Agreement will receive the Discounts within a maximum of sixty (60) days (the "Implementation Period"). The State acknowledges and agrees that no credits will be issued to compensate for the difference in Discounts during the Implementation Period. Per Section 2.3 eProcurement Transaction Fee of the Agreement, Sprint agrees to pay a 1% transaction fee (''Transaction Fee") to EITS. The Transaction Fee will be paid monthly on all Sprint CDMA data monthly recurring costs and Nextel iDEN data monthly recurring costs. Sprint agrees to pay a $5.00 administration fee ("Admin Fee") to EfTS. The Admin Fee will be paid monthly on all active Nextel iDEN BlackBerry devices, Sprint COMA BlackBerry devices and Sprint COMA PDA devices ("Active Units(s)") on the Agreement. Sprint will include the service plans outlined in Attachment A in the Agreement. 3. The Parties also agree that the Department shall benefit from any techoical improvements or any software hased revisions for the services offered by the Contractor throughout the Renewal Contract Term. The Parties agree that any price decrease to any similarly situated Florida state government customer effectuated during the Renewal Contract Term by reason of market change or volume or services shall be passed on to the Department; however, price increases for any reason are prohibited. Notwithstanding the foregoing, the Customer's Admin and/or Transaction Fee shall not be considered when determining price decreases. The Contractor agrees that any and all sales promotions that may occur during the Contract Term that result in lower prices for goods, shall be honored to the Department and shall be contained on the invoice. 4. The Department, by written notice to the Contractor, may terminate the Contract in whole or in part when the Department detennines in its sole discretion that it is in the State's interest to do so. Wireless Data Services Contract #MA4440, Ameooment 3 State of Florida, Department of Management Services 10fl2 Contract No.: DMS-l0/ll-008B -Exhibit 6 #BSG0706-0298 The Contractor shall not furnish any goods or perform any services after it receives the notice of termination, except as necessary to complete the continued portion of the Contract, if any. The Department will provide the Contractor with a thirty-day notification of such termination for convenience. At the expiration, termination, or cancellation of the Term, the Department has the sole option of continuing the Contract on a month to month basis under the rates as established in the exhibits under this Contract. 5. Contractor acknowledges that the Department is considering a "Converged Wireless Services" ITNIRFP and agrees that the Department may terminate the existing services (given upon successful procurement of the new contract) provided under this renewal awarded contract at any time with no termination liability charges. End-Users customers will be allowed to migrate witbin 30 days to the new contract without any penalty. 6. The terms and conditions of the Agreement, including attachments thereto not addressed by this Amendment, and except as may have been amended previously or amended herein, shall remain in full force and effect. 7. This Amendment shall be effective on the indicated date contained herein and when executed by both parties. In witness whereof, and intending to be bound Amendment. if ~ ..... ___ ., Signature: " (. ~/.;:?:--<)J By: Michael.i'ciairmonte Manager, Contracts Negotiations & Management Sprint hereby, the parties affix their signatures to this Approved as to form and legality by the Department of Management Services, General Counsels' Office: Signature: 11:-. ~ By: 8oa) Yak T~~ Signature: , J:t.... L /4;l:; By: Terry Kester, Dep~retruy Enterprise Information echoology Services State of Florida. Department of Management Services Sprint-Approved as IDlegai Foon HRF-2OJun2007 Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Department of Management Services Date: ~t~rc.::.J.=-.clfl--/-() -,-7 __ 6-21..0'7 Date: ________ _ 20fi0 Contract No.: DMS-1 0111-0086 -Exhibit 6 #8800706-0298 ATTACHMENT A WIRELESS SERVICES TERM AND VOLUME DISCOUNT 1. GOVERNMENT DISCOUNT PROGRAM ("GDP"). 1.1 Effective Date of Discounts. For new 'Active Units' (defined as an active piece of wireless Product that Customer enroUs in a Business Plan under the Agreement), the disoounts below apply as of the Commencement Date. For Active Units activated prior to the Commenoement Date under pre-existing agreemenl(s) between Sprint and Customer, Sprinl will apply the disoounts below no later than 60 days after the Commenoement Date. 1.2 Govemment DIscount The Government Discoun~ described in the table below, is a percentage disoounl off the eligible monthly recurring charges ('MRCs') charged for Customer-Uable Active Units. Network Govemment Service Individual-liable Service Pricing Discount Pricing Discount Sprinl National Network and Nextel 25% 15% National Network 1.3 How Calculated. Servioe Pricing Discounts apply to eligible MRCs before taxes and surcharges and after calculation of al/ other disoounts, rebates, service credits or other .coount credits. Eligible MRCs are defined in the applicable pricing attachment Servioe Pricing Discounts apply to al/ Business Plans listed in this Agreement and to oertain promotional rate plans offered by Sprint on a lim~ed time basis. Additional pricing disoount business rules are found in the attached Business Plans & Policies. 1.4 Prices and Promotions. Prioes listed in this Agreement do not reflect the application of any promotions, special offers, or discounts, induding Custome~s discount under the GDP. and may not apply if a third party sales agent is involved in the transaction in any way. Sprint promotional discounts and lim~ time offers may not be available with oertain Plans at Sprinfs sole discretion. If Customer uses a promotional Product or Service, the promotional tenns will control over any oonflicting letms of this Agreemenl for that Product or Service until the promotion expires or is withdrawn. 1.5 EUglblilly. Only Active Units that are included in Custome~s Sprinl accounl hierarchy are eligible for the GDP. It may take up to 2 invoicing cycles to move pre-existing Active Units to the same Invoicing cycle in ordier to start receiving the Government Discount Customer's contractors, suppliers, and any non- government, non-authorized agencies working with Customer are not eligible for the Government Discount 2. EMPLOYEE DISCOUNT PROGRAM. 2.1 Eligible Employees. New and existing Employee (or Individual-Uable) Active Units may reoeive the Individual-Uable Service Pricing Discount in the table above. The Individual-Liable Service Pricing Discount is contingent upon the Employee signing Sprinfs consumer subscriber agreemenl and providing satisfactory evidence of employment Co Sprint Customer and Sprint will agree on methods for employment verilicalion. Upon termination of this Agreement for any reason, or upon the Employee's termination of ernploymenl with Customer, Sprint may cease applying the Individua~Liable Service Pricing Discount Exoept for the Individual-Liable Servioe Pricing Disoount, Indivldua~Uebie Active Units are subject to the terms and oonditions in the consumer subscriber agneement 2.2 Communications. Customer and Sprint will agree on processes for Sprint to present promotional offers and sell to Employees. Sprint may, with Custome~s consent, install a link (via the lmeme! or Inlranet) to a Sprinl website to give Employees aooess to information on Sprinl Products and Services. Customer and Sprint will agree on the conlent of such messages. 3. WIRELESS DEVICE PURCHASE DISCOUNTS AND UPGRADE TERMS. 3.1 Wireless Device Purchase Discount New Customer-Liable Active Units are eligible for a minimum 39% discount off of the 'one year net price,' defined as the suggested retail price less $75.00. The devices offered with this disoounted price may change at any time in Sprints sole discretion. This disoounted device offer may not be available in all sales channels. 3.2 Upgrade Tenns. Existing Customer-Uable Active Units may be upgraded or replaced after 12 months of oonlinuous service at the discounted device price identified in Section 3.1 above. Otherwise, the suggested retail price will apply. 4. ACTIVATION FEES. Sprinl will waive the nonrefundable activation fee of $36 for each Customer account hierarchy. Activation fees for Individual-Liable Active Units are govemed by Sprinfs oonsumer subscriber agreement Wireless Data Services Contract #MA4440, Amendment 3 Stale of Florida, Department of Management Services 30f12 Contract No.: OMS·l0/ll·00BB· Exhibit 6 #8Soo706-0298 ATTACHMENT A·1 NEXTEL NATIONAL NElWORK BUSINESS PLANS & POLICIES 1. PROVISION OF NEXTEL PROOUCTS AND SERVICES. 1.1 This Attachment A·I applies only to Nextel Products and Services operating on the Nextel National Network. The entities Identified below prollide the Nextel Services listed in the Agreement: o Nextel Communications of the Mid-Atlantic, Inc. X Nexte/ South Corp. o Nextel of New Yorl<, Inc. 0 Nextel ofT exas, Inc. o Nextel of Celifornla, Inc. 0 Nextel West Corp. o Nextel Partners o/Upstate New York, Inc. 0 NPCR, Inc. 1.2 NEXTEL PARTNERS. Billing for Nextel Partners markets may be separate from billing in Nextel markets. 2. NEXTEL SERVICE PRICING DISCOUNTS. In addition to the Nextel Services listed in this Attachment and promotional rate plans, which Sprint may offer on a limited-time basis, the Government Discount Program will apply to eligible Nextel Services prioed at $10 or more per month unless the rate plan spedfies otherwise. 2.1 Eligible Hextel Services: Data bundles (without third party applicalions), BlackBerry, Nationwide Walkie-Talkie, International Walkie-Talkie, Group Walkie-Talkie, Talkgroup, SMS, NOL Dial-up, Mobile E-mail Enhanoed, Mobile Admin Package, Mobile locator, WlFi, and PC Access, and the following grandfalhered services: Public IP Address, Total Connect, Packet stream, Power Apps, Americas Connect, and speci1ic Nextel voice and data services relating to IDC/NDCIlOnlDIN&WlNextei World WtdeJtwo..way or MMS text messages. 2.2 Ineligible Nextel Services: AU third party applications and data bundles that include third party applications. 2.3 NEXTEl BLACKBERRY SERVICE PLANS A. Custome(s use of the Researm in Motion limited ("RIM") Blackberry service offered by Sprint is subject to ao:eptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software. The terms and condttion for use of the Blackberry service are located at http://na.blackberrv.comIenq!leoalltenns.jso and are subject to change without prior notice to Customer. B. Sprint did not manufacture the Blackberry products and is not responsible for any defects or for the acts or omissions of the manufacturer, RIM. The only wananties on Cuslome(s Blackberry products are any limtted wanan .. s offered by RIM directly to Customer. C. BlackBerry Plans can only be activated on a BlackBerry dellice. D. Monthly Recurring Charges Nextel Blackberry Service Plans BlackBerry Unlimited email and Web Plan MRC $33.99 Net of all discounts Data Services in MB, BlackBerry Unlimtted • Email, IntemetIBrowsing, Data Email, Internet or BlackBerry Mable BroadBand and BroWSing, Mobile BroadBand Tether Phone As ('MBS'), Phone As Modern Modem OVerage per Kilobyte Not Applicable (1) Voice minutes and long distance rates apply to Customers without a voice plan. Voice Minutes with long Distance are $O.4OIper minute. (2) Addttional charges apply for messaging service. 2.4 BlackBerry Enterprise Server rBES') Software and Client Access license rCAl") -Electronic Delivery (1) Table 1 Wireless Dala Services Contract #MA4440, Amerxlment 3 State of Florida, Department of Management Services 40fl0 Contract No.: DMS-10/11-00BB -Exhibit 6 BES Software & Additional CALs BES Software 20 Usem BES Software v. 4.1 -Includes 20 CALs 1 User BES Software v. 4.1 -1 Indudes 1 CAL Additional CALs BES CAL -1 License BES CAL -5 Licenses BES CAL -10 Licenses BES CAL -50 Licenses BES CAL -100 Licenses BES CAL -500 Licenses BES CAL -1,000 Licenses #BSOO706-0298 Non Recurring Charge $3,200 $2,299 Non Recurring Charge $74 $329 $549 $2,599 $4,799 $22,599 $41,499 la) BES Software supports Microsoft Exchange, IBM Lotus Domino, and Novell Groupwlse. Ib) BES Software includes CALIs) equal 10 the number of supported usem. (e) BES Software charges do nol include server hardware. (2) Table 2 Small Business Edition ("SBE") BES Software SBE BES Software v. 4.1 -Includes 5 CAls; supports up 10 15 usem Additional CAL. SBE BES CAL -1 license SBE BES CAL -5 Licenses Other SBE 10 Full BES Product Upgrade Non Recurring Charge $749 Non Recurring Charge $74 $329 Non Recuning Charge $2,299 la) SBE BES Software supports Microsoft Exchange, IBM LoltJs Domino, and Novell Groupwise. Ib) SBE BES Software includes CALIs) equal to the number of supported usem. (e) SBE BES Software subject 10 a15 user maximum. (d) SBE BES Software charges do nol include seNer hardware. (3, Table 3 BES SecurelMultipurpose Internet Mall ExtenSions ("SIMIME") CAL for Microsoft Exchange BES SIMIME CAL -1 License BES SIMIME CAL -5 licenses BES SIMIME CAL -10 Licenses BES SIMIME CAL -50 Licenses BES SIMIME CAL -100 Licenses BES SlMIME CAL -SOO Licenses BES SIMIME CAL -1,000 Licenses (4) Table 4 Wireless Data Services Contract #MA4440, Amendment 3 State orFlorid~ Department of Management Services Non Recurring Charge $139 $639 $960 $3,999 $6,999 $27,499 $39,999 50flO Contract No.: OMS-l0/ll-00BB -Exhibit 6 #BSG0706-0298 Non Recurring Version Upgrades Charge BES Software 4.1 -Version Upgmde $699 (a) Upgrades ava,lable for Microsoft Exchange, IBM Lotus Domino, and Novell Groupwise. (5) Technical Support -TXO lechnical support is included with all new BES Software sales for a period of 60 days after purchase. Technical support does not include handheld or network support and is not avalable with BES upgrades. Rates for Txl to Tx5 technical support are available through your Sprint Account Representative. 2.5 NEXTEL DATA ACCESS PLANS A. Nextel Data Access Plans provide basic data access via the Nextel National Network (using iDEN technology). Voice plan not required. Customer Premise Equipment ('CPE"), installation, Managed Network Services rMNS') and breaklfix support are not included. Customers with only Sprint PCS Pnoducts and Services are not eligible for Nextal Data Access Plans. B. Charges. The following charges apply to the plan: Nextel Plan Size (MB) Data 2 5 10 Access Plans MRC $8.50 $11.50 $16.50 Overaae $0.001 $0.001 $0.001 (1) Overage rale is per KB. (2) The service pricing discount applies to all three plans. (3) Nextel Data Access Plan activations are not eligible for service aedits, wireless device discounts, or rebates. 3_ NEXTEL ACCESSORY DISCOUNTS_ Customer-Uable Active Units will receive a standard promotional discount off the national retail price for Nextel accessories. Customers may choose any limrted-time promotional discounts available at the time of purchase (after meeting eligibility requiremen1s) instead of the standard promotional discount for the purchase of Nexlel accessories. Wireless Data Services Contract tlMA4440, Amendment 3 State of Florida, Department of Management Servfces 60f JO Contract No.: OMS-IO/II-OOBB -Exhibit 6 #BSG0706-0298 ATTACHMENT A-2 SPRINT PCS SERVICES BUSINESS PLANS & POLICIES I. PROVISION OF SPRINT PCS PRODUCTS AND SERVICES. Sprint Spectrum L.P. provides the Sprint PCS Products and Services operating on the Nationwide Sprint PCS® Ne_ listed in the Agreement. All temns and conditions in this Attachment only refer to Sprint PCS Active Units operating on the Nationwide Sprint PCS Nelwoll<. 2. SPRINT PCS AFFILIATES. Pricing in this Attachment may not be available to Active Units activated in Sprint PCS Affiliate Mall<ets. 2.1 SPRINT PCS CONNECnON CARD PLANS MRC $39.99 $44.99 Net of all DIscounts Data Services in Megabytes ('MS') 40MS Unlimited Overage per kilobyte $O.OOIIKB Not Applicable Monthly Maximum Charge (KBs of usage become unlimited after the maximum durina the monthlY Usaae oeriodl. $99.99 Not Applicable Voice Calls includino lona distance (ff card is caoable) $0.20 oer minute $0.20 oer minute Note 1 -All pricing and available MBs are the same whether Active Units use the Sprint Mobile Broadband (EV-DO) nelwoll< or the Sprint PCS Vision (1xRTT) nelwol1<. Sprint Mobile Broadband coverage is not available everywhere and requires a Sprint Mobile Broadband-compatible connection card. Where the Sprint Mobile Sroadband ne_ is available and a Sprint Mobile Broadband-campatible connection card is used, Active Units will first attempt to connect to the Sprint Mobile Broadband nelwoll<, then defauH to the Sprint PCS VISion nelwoll< depending on coverage and ne_ availability. 2.2 Connection cards are currently available at no cost for new and upgraded activations. These offers are on select connection cards and may not always be available in the mall<et. Please see aooount representative for current offerings. 2.3 SPRINT PCS DATA ACCESS PLANS A. Sprint PCS Data Access plans provide simple acoess to the Sprint PCS® Nationwide Netwoll< (using COMA technology). Customer Premise Equipment rCPE'), installation, Managed Netwoll< Services ('MNS') and breaklfix support are not included. Customer may purchase thesa Services from Sprint for an additional charge or from another provider acceptable to Sprint in Sprinrs sole diS<:retion. Customers with only Nexlel Products and Services are not eligible for Sprint PCS Data Acoess Plans. B. Charges. The following charges apply to the plan: Sprint PCS Data Plan Size (MB) Access Plans 0 6 300 Unlimited MRC $7 $26 $76 $100 Overage per KB $0.004 $0.002 $0.0005 Not Applicable Monthly Maximum Charge (KBs of usage become Not unlimned after the $300 $300 $300 Applicable maximum during the month~~sage period (1) Customer's monthly charges under the plan are subject to a monthly cap composed of Customer's MRC and any overage charges incurred by Customer. If Customer's total monthly charges meet the monthly cap for three consecutive months, Sprint may transfer Customer to another Business Plan. Wireless Data Services Contract #MA4440, Amendment 3 State of Florida, Departmenl of Management Services 7oflO Contract No.: DMS~10/11~008B ~ Exhibit 6 #BSG0706-0298 (2) Sprint PCS Data Access Plan activations are not eligible for service credits, wirelass device discounts, or rebates. 2.4 SPRtNT BLACKBERRY SERVICE PLAN A. Cuslome(s use of the Research in Motion Limited f'RIM") Blackberry service offered by Sprint is subject to acceptance of the RIM terms and conditions presented 10 Customer before Customer may download the RIM software. The teons and condition for use of the Blackberry service are located at http://na.blackberrv.comiengReoal/tenns';sp, and are subject to change without prior notice to Customer. B, Sprint Vision services are not supported on the Blackberry 7750 device. C. Sprint did not manufacture the Blackberry products and is not responsible for any defects or for the acts or omissions of the manufacturer, RIM. The only wammties on Custome(s Blackberry products are any limited warranties offered by RIM directly to Customer. D. Monthly Recurring Charges ('MRCs'): Sprint PCS BlackBerry Plans BlackBeny Unlimited EmaU and Web Plan MRC $33.99 Net of aU discounts Data Services in MBs. BlackBerry Unlimnad -for Email, Email, Internet or BlackBerry IntemetlBrowsing, Data BroWSing, Mobile BroadBand Mobile BroadBand and ('MBB'), Phone As Modem Tether Phone As Modem Chrerage per Kilobyte Not Applicable Voice Rate $0.20 per minute Long Distance Rate Additional $0.20 per minute (1) Voice Minutes with Long Distance are $O.401per minuta. (2) Adiditional charges apply for messaging service. 2.5 BlackBerry Enterprise Server ('BES') Software and Client Access License ('CAL') -Electronic Delivery (3) Table 1 BES Software & Additional CALs BES Software 20 Users BES Software v. 4.1 -Includes 20 CALs 1 User BES Software v. 4.1 -Includes 1 CAL MditionalCALs BES CAL -1 License BES CAL -5 Licenses BES CAL -10 Licenses BES CAL -50 Licenses BES CAL -100 Licenses BES CAL -500 Licenses BES CAL -1,000 Licenses Wireless Data Services C("Inrract #MA4440, Amendtnerlt 3 State of Florida. Department of Managemeot Services Non Recurring Chama $3,200 $2,299 Non RecuRring Charge $74 $329 $549 $2,599 $4,799 $22,599 $41,499 80flO Contract No.: OMS·l0/ll·00BB· Exhibit 6 #BSG07{)6.()298 (a) BES Software supports Microsoft Exchange, IBM Lotus Domino, and Novell Groupwise. (b) BES Software indudes CAL(s} equal 10 the number of supported users. (c) BES Software charges do not indude server hardware. (4) Table 2 Small Business Edition ("SBE") BES Software Non Recurring Charge SBE BES Software v. 4.1 -Indudes 5 CALs: supports up to 15 users $749 Additional CALs Non Recunlng Charge SBE BES CAL • 1 Lk:ense $74 SBE BES CAL . 5 Lk:enses $329 Other Non Recunlng Charge SBE 10 Full BES Product Upgrade $2,299 (a) SBE BES Software supports Microsoft Exchange, IBM Lotus Domino, and Novell Groupwise. (b) SBE BES Software indudes CALIs) equal to the number of supported users. (c) SBE BES Software subject to a 15 user maximum. (d) SBE BES Software charges do not indude server hardware. (6) Table 3 BES SecurelMultiPUlJlOS8lntemet Mail extensions ("sIMIME") CAL for Microsoft Exchanae BES S/MiME CAL • 1 license BES S/MIME CAL • 5 licenses BES SIMIME CAL· 10 Licenses BES S/MIME CAL· 50 Licenses BES S/MIME CAL • 100 Licenses BES SIMIME CAL· 500 Licenses BES SIMIME CAL • 1,000 Licenses (6) Table 4 Version Upgrades Non Recunlng Charge $139 $639 $960 $3,999 $6,999 $27,499 $39,999 Non Recunlng Charge BES Software 4.1 • Version Upgrade $699 (a) Upgrades available for Microsoft Exchange, IBM Lotus Domino, and Novell Groupwise. (7) Technical Support· TxO technical support is induded with all new BES Software sales for a period of 60 days after purchase, Technical support does not indude handheld or network support and is not available with BES upgrades. Rates for Txl to Tx5 technical support are available through your Sprint Account Representative. 2.6 SPRINT GOOD'" MOBILE MESSAGING SERVICE PLAN E. Table A -Monthly Recunlng Charges ("MRCs"). Wireless Data Services Contrac11#MA4440, Ameoomen13 State of Florida, Department of Management Services 90f10 Contract No.: OMS-10/11-00BB -Exhibit 6 #BSG0706-0298 Plans used forPDA's, Smartphone, i.e. Unlimited Plan Treo's or Motorola Q's MRC $33.99 Net of all Discounts Data Services in MSs UnHmited Phone As Modem Included Overage per Kilobyte Not Applicable Voice Rate per minute $0.20 per minute Long Dislanoe Rate per minute Additional $0.20 per minute (1) MRC includes data access options. (2) Text messaging, picture mail, Multi-Media Messaging Servioe, and Sprint TV not included. (3) Voioe Minutes with Long Distanoe are $O.4OIper minute. F. Table B -Non Recurring Charges ("NRC."). Sprint Good'" Mobile Messaging requires Custome~s purchase of a Good'" Mobile Messaging SeIVer and Client Access Uoense ('CAL") pack(s) as follows: NRCs: Good'" Mobile Messaging SeNer $1,500 Single CAL $99 per Corporate-Uable Active Un~ 5-PackCAL $429 1.()-Pack CAL $699 5O-PackCAL $3,299 100-Pack CAL $5,999 500-Pack CAL $27,499 (1) As an example, to purchase a 25 pack CAL. Customerwill purchase two 1()-pack CALs and a 5-packCAL. Wireless Data Services Contract #MA4440, Amendment 3 State of Florida. Department of Management Services 10 of 10 Contract No.: OMS-tOltt-OOSS -Exhibit 6 Amendment No. 04 THIS AMENDMENT to the Wireless Data Services Contract, MA4440 contract effective June 22, 2004 ("Contract") , is entered into as of the last date signed below, by and between the parties to the Contract, namely, the State of Florida, Department of Management Services ("Department'), and Sprint Solutions, Inc. ("Contractor"). WHEREAS, the Parties entered into the Contract to set forth the duties and obligations of Contractor and Department i.n relation to Contractor's performance of its duties in connection with the Contract; and, WHEREAS, the Parties wish to amend the Contract to allow for a lower Sprint PCS connection card unlimited rate plan and change the contract number, THEREFORE, in consideration of the foregoing premises, priCing and other adjustments offered below and of the mutual covenants and conditions hereinafter set forth, the Parties hereto agree that the Contract shall be amended as follows: 1. The Department hereby amends the contract number to reflect the standard Department numbering system, from MA4440to OMS 03/04-063. 2. Amendment No_ 3, Attachment A-2, Section 2.1 Sprint PCS Connection Card Plans. The Wireless Data Card Monthly Recurring Charges net of all 'discounts ("Data Card Discount'), as outlined below, will replace Section 2.1 of the Agreement in its entirety. SPRINT PCS CONNECTION CARD PLANS MRC $39.99 $40.99 Net of all Discounts Data Services in Meeabvtes ("MB") 40MB Unlimited Overaee per kilobyte $O.001/KB Not Applicable Monthly Maximum Charge (KBs of, usage become $99.99 Not Applicable unlimited after the maximum durine the monthlv usaae peliodL Voice Calls includina lona distance (if card is capable) $0.20 per minute $0.20 per minute' Note 1 -All pricing and available MBs are the same whether Active Units use the Sprint Mobile Broadband (EV-DO) network or the Sprint PCS Vision (1xRTT) network. Sprint Mobile Broadband coverage is not available everywhere and requires a Splint Mobile Broadband-compatible connection card. Where the Sprint Mobile Broadband network Is available and a Sprint Mobile Broadband-compatible connection card is used, . ACtive Units will first attempt to connect to the Sprint Mobile Broadband network, then default to the Sprtnt PCS Vision network depending on coverage and network availability. 3. All existing COMA users under the Agreement will receive the Data Card Discounts within a maximum of sixty (60) days from execution of this Amendment by both Parties (the "Implementation Period"). Customer acknowledges and agrees that no credits will be issued to compensate for the difference in discounts during the Implementation Period. This Amendment is an integraJ part of and modifies the Agreement. The terms used herein which are 'defined or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the provisions of this Amendment shall control. DMS 03/04-063 Contract Amendment No.4 11/112007 Page 1 of 2 Contract No.: OMS-10/11-00S8 -Exhibit 6 Amendment No. 04 All other terms and conditions of the Contract shall remain in full force and effect. Except as otherwise expressly set forth herein, the terms and conditions contained in the Contract and subsequent amendments, are unchanged. This Amendment. sets forth the entire understanding between the Parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the Parties. SO AGREED by the parties' authorized representatives on the dates noted below: STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES By~. South, Secretary Approved as to form and legality by tb~eral Counsel's Office: By: By: ichaela Clainnonte Its: Manager, Contract Negotiations & Management Sprint Ref: #BSG071 0'02 06 Spont Approved as to Leaa! Form HRF 25 Oct 2007 DMS 03/04-063 Contract Amendment No.4 Date /1 ... 7-0 '7 11/1/2007 Page 2 012 Amendment No.5 Wireless Data Services Contract OMS 03/04-063 (BSG090a-Q616) Contract No.: OMS·10/11·00BB -Exhibit 6 Amendment No. 05 (this "Amendment) to the Wireless Data Services Contract #DMS 03/04-063 effective June 22, 2004 ("Contract"). is entered into as of the last date signed below. by and between the parties to the Contract. namely. the State of Florida. Department of Management Services ("Department"), and Sprint Solutions, Inc. ("Contractor"). WHEREAS, the Parties entered Into the Contract to set forth the duties and obligations of Contractor and Department in relation to Contractor's performance of Its duties in connection with the Contract; and, THEREFORE, In consideration of the foregoing premises. pricing and other adjustments offered below and of the mutual covenants and conditions hereinafter set forth. the Parties hereto agree that the Contract shall be amended as follows: 1. The Contract Is amended by deleting the second and third paragraphs in Amendment No.3, Section 2 and replacing with the paragraphs below. The remainder of Amendment No.3, Section 2 will remain unchanged. A. Per Section 2.3 eProcurement Transaction Fee of the Contract, Contractor agrees to pay a 1 % transaction fee ("Transaction Fee") to the Department. The Transaction Fee will be paid monthly on all Sprint CDMA data monthly recurring costs and Nextel iDEN data monthly recurring costs. The service pricing included In the Contract is inclusive of the Transaction Fee. B. Contractor egrees to pay a $0.83 administration fee ("Admin Fee") to the Department. The Admin Fee will be paid monthly on all active Nextel iDEN BlackBerry deVices, Sprint CDMA BlackBerry devices and Sprint CDMA PDA devices ("Active Units(s)') on the Contract. The service pricing included in the Contract is inclusive olthe Admin Fee. 2. The Contract Is amended by deleting Amendment No.3, Allachment A.1, Section 2.3 ("Nextel BlackBerry Service Plans") In Its entirety and replacing as follows: 2.3 NEXTEL BLACKBERRY SERVICE PLANS A. Customer's use of the Research in Motion Limited ('RIM")' BlackBerry service offered by Sprint is subject to acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software. The terms and condition for use of the BlackBerry service are located at http://na.blackberry.com/engDegal/terms.jsp, and are subject to change without prior notice to Customer. B. BlackBerry Business Plans can only be activated on a BlackBerry device. C. Monthly Recurring Charges BlackBerry Unlimited Email and Web Plan Monthly Recurring Charge $33.99 NET OF ALL ("MRC")' DISCOUNTS Data Services In MBs, BlackBerry Email. Internet or BlackBerry Unlimited Browsing, Mobile BroadBand ('MBB"), Phone As Modem OveraQe per Kilobyte Not Applicable (1) Unless Customer adds a voice Business Plan that includes voice calls and long distance calls to the above BlackBerry data Business Plans, Customer will be charged $.06/minute for voice calls placed inside the State of Florida plus $.25/minute for usage outside of the State of Florida. (2) Additional charges apply for messaging service. DMS 03/04-063 Contract Amendment No.5 07/01/2009 Page 1 of 4 ., , Contract No.: OMS-tO/tt-OOBB -Exhibit 6 3_ The Contract Is amended by deleting Amendment No.4, Attachment A-2, Section 2.1 ("Sprint PCS Connection Card Plans") In its entirety and replacing as follows. . ' Monthly Recurring Charge $30.39 $33.99 $35.99 $37.99 $39.99 NET OF ALL NET OF ALL NET OF ALL NET OF ALL NET OF ALL ("MRC") DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS Maximum Amount of Data Usage 40 MB 250 MB 500 MB 5GB Unlimited Additional data usage above Maximum $.001 per KB $.05 per MB $.05 per MB $.05 per MB NIA amount Data Paolino Not Included Included' Included' Not Included Not Included • Plans only pool with other plans of similar MRC and Data Inclusion. A_ All pricing and available MBs are the same whether Customer-Uable Active Units use the Sprint EVDO network or the Sprint lxRTI network. Wireless EVDO coverage Is not available everywhere and requires an EVDO-compatible connection card. Where the Sprint EVDO network is available and an EVDO-compatible connection card is used, Customer-Uable Active Units will first attempt to connect to the EVDO network, and then default to the Sprint lxRTT network depending on coverage and network availability. 4_ The Contract is amended by deleting Amendment No.3, Attachment A-2, Section 2.4 ("Sprint BlackBerry Service Plans") in Its enllrety and replaCing as follows: 2.4SPRINT BLACKBERRY SERVICE PLAN A. Customer's use of the Research In Motion Umited ("RIM") BlackBerry service offered by Sprint is subject to acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software. The terms and condition for use of the BlackBerry service are located at htto:llna.blackberrv.com/engnegallterms';sp. and are subject to change without prior riot ice to Custom er. . B. BlackBerry Business Plans can only be activated on a BlackBerry device. C. Monthly Recurring Charges BlackBerry Unlimited Email and Web Plan Monthly Recurri'1g Charge $33_99 eMRC" NET OF ALL DISCOUNTS Data Services in MBs, BlackBerry Email, Intemet or BlackBerry Unlimited Browsing, Mobile BroadBand ("MBB")' Phone As Modem Overage per Kilobyte Not Applicable (1) Unless Customer adds a voice Business Plan that Includes voice calls and long distance calls to the above BlackBerry data Business Plans, Customer will be charged $.06/minute for voice calls placed Inside the State of Rorlda plus $.25/minute for usage outside of the State of Rorida. (2) Additional charges apply for messaging service. 5. The Parties agree to use the EqUipment Change Request Form ("EqUipment Form"), attached hereto as Exhibit A, for eqUipment changes under the Contract. Equipment changes are contingent upon Department approval of each EqUipment Form. The Department reserves the right to make reasonable edits to the Equipment Form as needed by notifying the Contractor in 'M'iting. 6. All eXisting subscribers under the Contract will be eligible to receive the service pricing outlined above within a maximum of sixty (60) days from execution of this Amendment by both Parties (the "Implementation Period'). The Department acknowledges and agrees that no credits \\ill be Issued to compensate for the difference in discounts during the Implementation Period. 7_ This Amendment is an integral part of and modifies the Contract. The terms used herein which are defined or spedfied in the Contract shall have the meanings seUorth in the Contract. If there are' any Inconsistencies between the prOVisions of this Amendment and the prOVisions of the Contract. the provisions oflhis Amendment shall control. 8. All other terms and conditions of the Contract shall remain in full force and effect. Except as otherwise expressly set forth herein, the terms and conditions contained In the Contract and subsequent amendments, are unchanged. This Amendment, sets forth the entire understanding between the Parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the Parties. DMS 03/04-063 Contract Amendment No.5 07/01/2009 Page 2 of 4 I Contract No.: DMS-10f11-00BB -Exhibit 6 SO AGREED by the parties' authorized representatives on the dates noted below: STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES: Date Approved as to form and legality by the ep' rtment's Gener I Counsel's Office: SPRINT SOLUTIONS, INC_ (SPRINT): /!el~4?~ By: Michaela Clairmonte Its: Manager, Contract Negotiations & Management Sprint Ref: # BSG0906-0616 Approved by Public Sector Leg.1 tnis@o''fUWm'l DMS 03/04-063 Contract Amendment No.5 Date: I . Date: 07/01/2009 Page 3 of 4 OMS 03/04-063 Contract Amendment No.5 EXHIBIT A Equipment Change Request Form IJ Wireless Data Services -Equipment Contract No.: DMS-10/11-00BB -Exhibit 6 07101/2009 Page 4 of4 Contract No.: DMS-10/11-008B -Exhibit 6 .~Delp"tm"nt of Management. erVlces Communications and Information Technology Services 4030 Esplanade Way. Suite I 15 Tallahassee, Rorida 32399-0950 Tel: 850.487-9971 Fax: 850.922.5162 www.dms.MyRorida.com Governor Charlie Crist Secretary Linda H. South Complete and submit this "Wireless Data Services -E'lulpment Change Request Form" PRIOR TO adding new wireless data services equipment to the Wireless Data contract. This change request form will only apply to BlackBerrys, Smartphones, PDAs and Alrcards equIpment units. ALL equipment changes must De approved by the DMS-CiTS Product Management & Contract Manager before being added to the Wireless Data ServIces contract: Submit to: Raghlb o.ureshl (l'Ighlb.qureshl(§ldms,myflorlda,com) and cc: Jon Yeaton Uon.yeaton(§ldms.myflorlda,coml. Please atta'ch any required addItional documentation (I.e. spec sheets) when submitting this form. Equipment Change Request Form Company: Contract No.: Address: Contract Expiration Date: City: Request Date: State: ____ Zip Code: Phone No.: Contact: Email: Contract Manager Signature of Approval: SIgnature Date I ._. __ ._------------·---------c------------ Contract No.: DMS-10/11-008B -Exhibit 6 Amendment No.6 Wireless Data Services Contract OMS 03/04-063 (BSG1004-0276) Amendment No. 06 (this "Amendment) to the Wireless Data Services Contract #DMS 03/04-063 effective June 22, 2004 ("Contract"), is entered into as of the last date signed below, between the State of Florida, Department of Management Services (,Departmenf'), and Sprint Solutions, Inc. ("Contractor"). WHEREAS, the Parties entered into the Contract to set forth the duties and obligations of the Parties in relation to Contractor's perfomnance of its duties in connection with the Contract; and, THEREFORE, In consideration of the foregoing premises, pricing and other adjustments offered below and of the mutual covenants and cond~ions herelnafier set forth, the Parties hereto agree that the Contractshall be amended as follows: 1. The Contract Is amended by deleting Amendment No.5, Attachment A-2, Section 2.1 ("Sprint PCS Connection Card Plans") in its entirety and replaCing as follows: 2.1 Sprint Conn,ectlon Card Plans Monthly Recurring $30.39 $33.99 $35.99 $37.99 $37.99 ' $39.99 Charge NET OF ALL NET OF ALL NET OF ALL NE,.OFALL NET OF ALL NET OF ALL ("MRC") DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS DISCOUNTS Maximum Amount of Restricted 40 MS 250 MB 500 MB 5GB Use Unlimned Data Usage Unlimited Additional data usage $.091.perKB $.05 perMB $.05 perMS $.05 perMS N/A N/A 'a60v" Maidmuril arhollnt" Data Pooling Not Included Included> Included> Not Included Not Included Not Included > Plans only pool with other plans of similar MRC and Data Inclusion. 1 Sprtnt reserves the right to modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G Urilimned Connection Plan if such Wireless Data Connection Device exceeds 300 MB/month of usage while Roaming or engages In the follOwing prohibited uses: server devices or host computer Applications, including, but not limited to, continuous streaming video and Web camera posts that broadcast more than 24 hours; automatic data feeds; automated continuous streaming machine-ta-machine connections; or peer-ta-peer (P2P) file-shartng Applications broadcasting to multiple servers or,recipients such that they could enable "bats" pr similar routines. Tne Sprint account team will make a commercially reasonable effort to notify the State of any alleged infraction by state agency users of the 3G Services prior to an adverse action being taken against a user. A. MRC is net of all discounts. Customer's Service Pricing Discount Is not applicable. B. All pricing and available MBs are the same whether Corporate-liable Active UMs use the Sprint Mobile Broadband Network or the Nationwide Sprtnt Network. Sprint Mobile Broadband Network coverage Is not available everywhere and requires an EVDO-compatlble connection card. Where the Sprint Mobile Broadband Network is available and an EVOO-compatible connection card is used, Corporate'liable Active Units will first attempt to connect to the Sprint Mobile Broadband Network, and then default to the Nationwide Sprint Network depending on coverage and network availability. C. Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex which' is incorporated into this Agreement by this reference as posted to www.sprin1.com/ratesandconditions. '2. The Contract is amended in Attachment A·2 ("Sprint PCS Services Business Plans & POlicies") by adding new subsection 2.7 as follows: 2.7 3G/4G Connection Plan A. The 3G/4G Connection Plan provides both EVOO (using COMA technology) and Sprint 4G data functionality in certain coverage areas of the United States. Sprint 4G Network coverage is not availab.le everywhere and requires a Sprint 4G Network data-compatible connection card. Customer may contact its Sprint Account Representative or visit www.sprin1.com/coverageforcurrentcoverageareasandapplicablewirelessdevices.This Business Plan is only available to Customer Lines domiciled in the United States. B. 3G/4G Connection Plan Charges MRC DMS 03/04-063 Contract Amendment No.6 NET $42.99' UNLIMITED Page10f3 Contract No.: DMS-10/11·00B8· Exhibit 6 1 *MRC is net of all discounts. Custome~s Service Pricing Discount is not applicable. All pricing and available MBs are the same whether Corporate-Liable Active Units use the Sprint 4G Network, the Sprint Mobile Broadband Network or the Nationwide Sprint Network. Wireless high speed data coverage Is not available everywhere and requires a wireless high speed data-compatible device. Where the wireless high speed data network is available and a wireless high speed data-compatible device is used, Corporate-Liable Active Units will first attempt to connect to the Sprint 4G Network, then the Sprint Mobile Broadband Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (1) The 3G/4G Connection Plan includes unlimited data usage on the Sprint 4G Network, the Sprint Mobile Broadband Network and the Nationwide Sprint Network; provided however, Sprint reserves the right to deny, terminate, disconnect modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G/4G Connection Plan if such Wireless Data Connection Device exc,eeds 300 MB/month of usage while Roaming or engages in the following prohibited uses: server devices or host computer Applications, including, but not limited to, continuous streaming video and Web camera posts that broadcast more than 24 hours; automatic data feeds; automated continuous streaming machine-to-machine connections; or peer-ta-peer (P2P) file-sharing Applications broadcasting to multiple servers or recipients such that they could enable "bats" or similar routines. The Sprint account team will make a commercially reasonable effort to notify the State of any alleged infraction by state agency users' of the 3G/4G Services prior to an adverse action being taken against a user. Other Business Plan options for these types of Applications are available by contacting Customer's Sprint Account Repres,\ntative. (2) Roaming is not available on the Sprint 4G Network at this time. (3) Premium Services content is not available with this Business Plan. 1. All existing subscribers under the Contract will be eligible to receive the service pricing outlined above within a maximum of sixty (60) days from execution of this Amendment by both Parties (the "Implementation Period"). The Department acknowledges and agrees that no credits will be Issued to compensate for the difference in discounts during the Implementation Period. 2. This-Amendment is an integral part of and modifies theContrac!. The terms used herein which are defined-or specified in the, Contract shall have the meanings set forth in the Contract. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Contract, the provisions of this Amendment shall control. 3. All other terms and conditions of the Contract shall remain in full force and effect. Except as otherwise expressly set forth herein, the terms and conditions contained In the Contract and subsequent amendments, are unchanged. This Amendment sets forth the entire understanding between the Parties with regard to the subject matter hereof. This Amendment may not be amended except by the mutual written agreement of the Parties. [Remainder of the page left intentionally blank] DMS 03/04-063 Page 2 of3 Contract Amendment No.6 r Contract No.: DMS-10/11-008B -Exhibit 6 SO AGREED by the parties' authorized representatives on the dates noted below: By: gality by Counsel's Office: SPRINT SOLUTIONS, INC. (SPRINT): gffL;?7,;£ By: Michaela Clairmonte Its: Manager, Contract Negotiations & Management Sprint Ref: # BSG1 004-0276 Sprint -" Approved as to Legal Fann HRF 14Jun 10 DMS 03/04-063 . Contract Amendment No.6 Date: DatE?: Page 3 013 Contract No.: DMS·l0/ll·008B· Exhibit 6 Amendment No.7 Wireless Data Services Contract DMS 03/04-063 This Amendment No. 07 ("Amendment) to the Wireless Data Services Contract #DMS 03/04- 063, effective June 22, 2004 C'Contract"), is entered into as of the last date signed below, between the State of Florida, Department of Management Services ("Department"), and Sprint Solutions, Inc. C'Contractor"). The Parties agree that the "Term" of this Contract shall be extended for an additional six (6) month extension commencing upon June 22, 2010 and ending on December 21, 2010 unless extended, cancelled or terminated as provided herein or the terms and conditions of the Contract. The Customer and Contractor hereby agree to amend the Contract as follows: 1. This Amendment is an integral part of and modifies the Contract. The terms used herein which are defmed or specified in the Contract shall have the meanings set forth in the Contract. If there are any inconsistencies between the provisiOlls of this Amendment and the provisions of the Contract, the provisions of this Amendment shall control. 2. The terms and conditions of the Contract, including attachments thereto not addressed by this Amendment, and except as may have been amended previously or amended herein, shall remain in full force and effect. 3. This Amendment shall be effective on the date it is fully executed by both parties. In witness whereof, and intending to be bound hereby, the parties affix their signatures to this_ Amendment. STA~FJ1R/A,DEPARTMENT OF MANAGEMENT SERVICES VU~L ,cA'/?oIO Linda South, Secretary ~ , Date onn d legality by the Department's General Counsel's Office: By SPRINT SO, LUTIO!1NC. (SPRINT): w$(!2 ZrbaJ!:J:::. By: Michaela Clairmonte Its: Manager, Contract Negotiations & Management Sprint Reference #BSG 1006-0366 ~ j/8/Z6 JO Date I Date: Sprinl-Approved as to legal Fonn KAC -16 Jun. 2010 Page I ofl COIlLatlI40 .. DMS·I0f1I-008B -Exhibit 8 '. CONTRACT NO. DMS·03/04-063 'BETWEEN . DEPARTMENT OF MANAGEMENT SERVICES AND . SPRINT SOLUTIONS, INC. Amendment No.8 THIS AMENDMENT ("Am~ndment) to the Wireless Data Services Contract #DMS·03/04·063 effective June 22, 2004 ("Contract"), is entered into as of the las! date signed below, by and between the psIties to the Conttact, namely, the State of Florida, Departmepl of Management Services ("Department"), and Sprint Solutions, mc. ("ContractOl"). WHEREAS, the Parties entered into the Contract to set forth the duties and obligations of Contractor and Department in relation to ContractOrs performance ofits duties in connection with the cOntract; WHEREAS, the Parties wish, ~o amend th,e Contract to allow for a six (6) month extension: and . WHEREAS, the Contractor agrees to submit 10 the Department at least annually an affidavit from an authorized representative attesting that the Contractor is in compllimce with. the Competitive Pricing provision in Section 4.4 of the Contract. . THEREFORE, in consideration of the foregoing premises the Parties hereto agree that the Contr8ct shall be amended as follows: The Parties agree that the Term of this Contract shall be renewed for an additional six (6) months commencing ulloo December 22, 2010 and ending on JlI,l1e 21, 2011 unless extended, cancelled or terminated as provided hereiti or the terms and conditions of the Agreement. .' All other terms and conditions of the Contrect shall remain in full force and effect. Except as' otherwise expressly set forth herein, .the terms and condition:; contained in the Contract and subsequent amendments, are unchanged, This Amendment, sets forth the entire understanding between the Parties with regard to the subject matter hereof, 'SO AGREED by the parties' authorized representatives on the dates noted below; Date; , Approved as to form and legality by the Department's Omoral CO\lllSe!'s Offi .. : ~nc.~u-· ~y: SPRINT SOLUTIONS, INC, (SPRlNT): ,/I!f/J;-n~ By; Micha.l. Clairmontc Itt: Manllger, Contract Negotiations & Management Contract No. DMS·03lO4-()63 Amendment No.6 ike.. /<.. aOt 0 Date: • l'uedmL"f',K 17-, 2DID Dote: . . Approved by Public Sector Legal as to 'eg.' form i?Ac. /1.-1'1-If) Amendment No.9 WIreless Deta Services Contract DMS 03/04-063 (BSG10D4-0276) Contract No.: OMS·10/11·00BB -Exhibit 6 Amendment No. 09 (this 'Amendment) to the Wlretess Data Services Contract #DMS 03104-063 effectIve June 22. 2004 ("Contract'). Is entered into a. of the last date signed below. bstween the State of Florida. Department of Management Services ('Departmentj, and Sprint Soluffons, Inc. ("Contractorj. \l!HEREAS, the Parties entered Into the Contract to set forth the duties and obligations of the Parties In relaffon to Contractofs performance of Its duties In connection with the Contract. THEREFORE, (n consideration of the foregoing premises, pricing and other adjustments offered below and of the mutual covenants and conditions hereinafter set forth, the Parties hereto agree thet the Contract shall be amended as follows: f. The Conltact Is amended In Attachment A.z ("Sprint PCS Services eUSI~8 Plane & Policies") by adding nsw8ubsection 2.8 as follows: 2.8 3G/4G Connocllon Card Plan (Restrlctad Use UnUmited) A. The 3G14G Conneclion Card Plan provides both EVOO (using COMA technology) and Sprint 4G data functionality in cerialn coverage areas of the United States. Sprint 4G Network cove!Sge Is not avatlable everywhere and requires a Sprint 4G Network data-compelibleconnacffon card. Customer may contact Its Sprint Account Representative or visit www..prlnt.comlcoverage for current coverage areas and applicable wireless . devICes. Sprint reserves the right 10 IimK Ihe deVices Ihat can be used willi this Business Plan. ThI8 8uslnes. Plan Is only available to Customer Lines domiCiled In the UrVted staleS. B. 3G/4G Connect/on Card Plan Charges MRC NET $37.89 Data Services In M s "MB Restricted Use Unlimnad 1 MRC Is nat at all discounts. Cuslomet's Service Pricing Dlsoount is not applicable. 2 Sprint reserves the right to modify or suspend wireless' data Service to a WrrelesS o;.ta Connection Devtce on the 3G/4G , ReSfrtcted Use UnlimHed Connection Card Plan If such W ... 1ess Data Connection Device exceeds 300 MBlmonth of usage while Roaming or engages in the following prohibited uses: server devices or host computer AppHcatlons, Including, but not limited to, continuous straaming Video and Web camera posts lhat broadcast mQre than 24 hours; automatic data feeds; automated continuous streaming machine-Io-machine connections; or peer-to-peer (P2P) file-sharing App6catlons broedcastlng to muiliple servers or recipients such that they could enable 'bois' or simiter routines. (1) The 3G/4G ReSfrtcted Use Unlimited Connection card Plan Includes unlimHed data usage on the Sprint 4G Network, the Sprint 3G Network and the Nationwide Sprint Network. All pricing and available MBa are the BBITle Whether Corporale-Uable Active Units use Ihe Sprint 4G Network, the Sprint 3G Network or the Nationwide Sprint Network, WIreless high speed data coverage is not available e"'*'!Where and requires a wireless high speed data-compatible deVice. Where the wireless high speed data network Is available and a wireless high speed data-compatible device ts used, Corporate-Liable Active Units will firs! attempt to connect to the Sprint 4G Network, then Ihe Sprint 3G Network, and then wiD defaUlt to the Nationwide Sprint Network dspending on coverage and network availability. . - (i) Roaming Is nolavallable on the Sprint 4G Network at Ihls time. (3) Prem/um Servlcas content I. not available with this Business Plan. (4) Sprint reserves the right, without notice or limitation, 10 UmH throughput speeds or quantities orto deny, terminate, end, modify, disconnect, or suspend wireless Service if e wirele.s Product engages in any of the prohibited data uses datailed below or If Sprint, In Its sole discretion, datermines action i. necessary to protect the Sprint Networks or Sprint 4G Network from harm or degiadation. ·Sprlnt wireleSs data Services ere provlcled solely for purposes of web surfing, sending and receiving email, photographs and other similar messaging actMtles, and the non-contlnuaus streaming of videos, downloading at flies or on-line gaming. Sprint wirelass data Services may not be u.ed: (a) to generate excessive amounls of Internet traffic through conllnuous, unattended streaming, downloading or uploading at videos or Other fites or 10 operate hosting services Including, but not tim~ed to, web, video surveillance, or gaming hosting; (b) 10 maintain continuous active network connections to Ihe Intemet such as through a web camBra or machlne-to-machine conneeOons thet do not involve actIve pariiclpation by a person; (c) to c/'lSrupt email use by others USing automated or manusl routines, Including, but not IImHed to, 'auto-responders" or cancel bois or oIher 81mUar routines; (d) to lransmit or faclDtate any unsolicited or unauthorized advertising, telemarketing, promotional materials, 'junk mall', Unsolicited " commercial or bulk emai~ or faX; (e) for activities adversely affectIng the ability at other people or systems to use either Sprlnfs Wireless Services or Other parties' Intemet-based resources, Including, but not limited to, "denial at service" (DoS) attacks against another network host or individual user. (~ for an activity that connects any device to personal computers Qncluding, but not limned 10, laptops), or other equipment for Ihe purpose of transmitting wirelass data over the Sprint Networks or ~print 4G Network (unless Customer Is using a plan deslgnaled for such usage); (0) by a. WIreless Data Connection Device in excesS of: (iJ 5 GBtmonth In lotal, ~O 300 M6/month while Roaming, or (lit) a majority of kilobytes While Roaming; provided that Customefs Wireless Data Connection Devices on "unlimited" OMS 03104-063 Page 1 of 3 Contract Amendment NO.9 I I Contract No.: OMS·l0/ll·00SB. Exhibit 6 Business Plans will not be subject to the 5 GBlmonfh data usage limitation but are subject to the Roaming IImHations; or (h) for any other reason that, in Sprlnfs sole discretion, violates Sprinfs poDey of providing Service for IndMdual usa. (S) Unless specifically stated otherwise, wlrele.s Products on 'unlimited' Business Plans are subject to the prohibited network uses In this section. other Business Plan optiOns for these types of Applications are available by con1actlng Custome(s Sprint Account Representative. (6) Certain dsta usage restrictions and limitations apply and are set forth In tha Wireless Services Product Annex which Is Incorporated Info this Agreement by this referenca as posted to www.sprjntcom/ratesandcondKions. . 2. All existing subscribers under the Confrael will be eligible to receive the seNlce pricing outlined above within a maximum of sixty (60) days from execution of this Amendment by both Parties (the 'Implementation Period,). The Department acknowledges and agrees that no credits will be IssOed to compensate for the difference In discounts during the Imp/ementation Period. 3. Employment Eligibility Verification Contractor agraes that ft will enrol and partlelpate In the employmenl Ellglbnlty Verification Program ('E-Verify Program') administered by the U.S. Department of Homeland Security rDHS'), ahder the. terms pnovided In the 'Memorandum of Understanding" with DHS govemlng the program. Contractor further agrees to provide 10 the Florida Department of Management Services (the 'Agency'), within thirty days of the effective date of this Agreement, documentation of such enrollment in the form of a copy olthe 'Edit Company Pnoflle" page In 5-Varify. which contains pnoof of enrollment In the E·Verify Program. (This page can be IICcessed from the 'EdU Company Pnofile'llnk on the left navigation menu of the E.Verify employe(s homepage.) . Contractor further agrees that it will require each sUbcontractot that performs work undar this Agreement to enroll and participate In the e.Verify Program within ninety days of the effacUve date of this Agreement or within ninety days of the effectiVe date 01 the contract between the Contractor and the subcontractor, whichever Is later. The Contractor shall obtain from the subcontractor(s) a copy of the 'ed~ Company Pnofile' screen Indicating ennollment In the E·Verify Program and make such record(s) available to the Agency and other authorized state of!k:ials upon request. Contractor further agrees to maintain recorda of He participation and comp/lance with the pnovislons of the E-Vertty' Pnogram, Including participation by Its subcontrectors as provided above, and to make such records available to the Agency end other authori.-d state oflicials. . Comproanoe with the tarms of this Employment eligibility Verification pnovislon Oncludlng compliance with the tenms 01 the 'Memorandum of Understanding" with DHS) Is hereby made an express condition of this Agreement 4. This Amendment Is an Integral part of and modifies the Contract The ter!"s used heraln which are defined or specified In the ConIreot shall have the meeninge set forth In the Contract. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Contract, the provisions olthls Amendment shaJJ control. S. All other terms and conditions of the Contract shall remain In full force and effect. Except as otherwise expressly set forth herein, the tenms and conditions contained in the Contract and subsequent amendments, ara unchanged. This Amendment sets forth the entire understanding between the Parties with regard 10 the subject meller hereof. (Remainder of the page left intentionally blank] OMS 03104-063 Page 2013 Contract Amendment No.9 Contract No,: DMS-10/11-00BB -Exhibit 6 80 AGREED by the par1Ies' a~olfzed I8pl8sentlltlvN on the datH noted below: STATE OF FLORIDA, DI!PARTMENT OF MANAGEMI!NT SERVICES: &> fI&-* ~ 1Iy: Uohn p, Miles, S B , C~ _' -----:g!:::-• ...:.../7'-·~II~, __ Dale lIB: Manager, COn1laCt Negotiations & Manigement &pmr lilt ilSSG'I 101-0085 DMS03iD4-063 ConIractAmendmonl No_ 9 " Pag&aof3 ! [ r I i I ,., . Contract No.: OMS-l0Ill-00SB -Exhibit 6 -" CONl'RACl' NO.l>M&-O:lJ04.I)63 BE'l'Wl\l:N DEPARtMENT OF MANAGEMENT SERVICES . AND SPlUNTSOLVTIONB,lNC .~ . • AlIlealba.llt 1'1'0.10 mrs A.M£Nl>lW:NT ("A"";!'cfmoIIt) 10 tho Wirelesa DIIIa Senicer Con1ra« 1DMS-03J04..063 effectM lun. 22. 2004 ("Cordraef'). is ealI!red into as ofdte !!It _ s/goed bolow, by and botweep !lie pIIIios 10 !he CoIItrad, aamoly, tho StiItD of I'lcridI, ~ of Managommt Somua ("Dopor!ment" and SpilDI So!utiOnr, Inc. ("CoatraI:tor'. . . WHEREAS. thol'artfeo enlofod 1n1o!lle O:mtnct to sot lioI1II fila dutlo5 and obU¢lOl1I of~ and -Depanmom inrelalion 10 ~s ~'ofits dutIet in CIIDIleCtiOll willi tho ~ IUd 'II'DEREAS.tlIe Pat!!es wish 10 amead 1&0 Co_to allow for a six (6) mcmIb ... """w, Tm:REJrollE~in ccinsidIaIion ofth. forogojDg premises 1&0 Partios hOJOtO agn>elflat tho Coimact shall ba amen@<! as follows:. . I. ThoPartios agn>elflattho TCIIIII of this Con_sbalJ be ~for an additioaal six (6) mO!dIIs commll1".;llliUpQIIIIll1022, 2011 and aiding on n-ber 21, lOU uoIess _ded. cancelled or temIinaI<d IS PIOvided heniII or tho v.ms II1II COIIditioas of the Agr:oomoot . 2. TII4 CoIIlr6cIor 'tf* to Snbmit to 1&el>opartDlmt at least Il!IlIIaIly IU ailidAIvit ftom an authDrized rept'OIeIItatIv aIIISdI!s IfIat 111. CoIIlIaOIIlr Is in oampU","'wllb Il1O Compelilivo Priaing PIO'Iialo.. in SecIiOII4.4 oflhe Contract. .. An o1her v.ms II1II oonditlals of tho CoIlaact sbalI remaIa 1II1Wl force and ef/lIcI. Bxcept as othorw!se upressIy sot lioI1II IuorelIl, the v.ms and ~ COIIIahaed in Ihe Contract II1II 51Ihsoqu$1t • ."."rln!eals.a:e 1lIICboDp!. 'ibis Ameadmeat, sou Ibr1Il tho eotire ~ between Ihe Partieo dlepni 10 the subject !IIatICl' heno£ . SO AGREED by the parties' aul!!orlted ~ on Ihe daIoa ~J>olow: srA.t:£OFnoRJDA,l>~AR'l'MENTOFMANA.GIMJM'SERVI~' ay.4it~-d., d~ nom (. IS· J ( A/III!OYOIIas to form IIIIIlocoJiIy II)' l1li DoputmeIIt's O&e oflll. o-J Co_, '(t'dl14 'nl 6m..t& . ~/t..c:(P,,-'-,--/l' __ _ ill" DofIo: . ,-.. ','" . ;~ .. -..... . . ,,: . ':,~ ,', . .. .~, .. -, .. Contract No.: DMS.10/11-008B· Exhibit 6 AIIENDII!NT NO.: f1 mil AMINDFF'NT ("Amlndm.llt") III till WIreIea 0al8 ServIoM ConIr8ct tDM~ 1IhdI .. ....,. Z2. 2004 ('CGnInIct"). II enIIIAId InIo • cI the IaIt .. __ beloW. by and IIIUen ....... 111 .. CcIIftct, ~. the ..... or FIorIdI. DapemIInI d MlflIII8IMIII Services ('Det*b ,.."." end SprfIt SaIutIaI\a, 'nc. ("Colli! t Ji'). WlIIRM8, the PartIeI enIInod Into the Corftot III .. forth the dullal Mel ~Ib". Of C4InII"-1IId ~_In relation to co ....... ·• perfamanoe d .. duIlIIln COIIIIICIIon .... ConInIaI; and WlIiR&AI, the ..... wIIlIlllamencI the ConInoct 10 ." for I one (1) month uIInIIan. 1HIt1lFURl, In CCInIicIInIGoII d to. fanoga/IICI Pi'" I ..... PIItIee 1IIIIIIII 811-thet the ConhIlt IhII be -*'II.1aIowa: 1111 ...... agnoe .... the Term or toll Conlract ..... be ~ fa-an ...,. ... _ (1) monIh lXII_,ei"" upon DIcoIImIo« 22. 2011. and erdIQ on Jenuuy 21.2012, unIMa edIoIodId. CIIICIIIIId cor lIIillIo .,. ~ • pn:MdId herein cor ...... n~. orto.AgIwnIrIt AI 04IIIr iMmt and cand1lonl crt .. CcnrIat ...... I8RIIIIn In lui ron. and 4IIIact. ElIoept. 0III8I ... ".,." .. faith hInIIn, III IImII end coorodl ... coanIUIIcI In IhI ConInIct end .ull .. ~ ........... .. 1I1ChMged. ThII AmelodInllat. MIa forth the ... UI\dIoIIIIIdle ~.II"",'" ParllaawllhNll8ldllllhellUlll_lMfIIIrhnof. Date: ; 8PRINT 8OI.U1ION8, INC. (8PRlNY): /I{/1;;;i; I?-iBjJdl By. MIcIo.I. Cllfrmonte Date: Manager. CcIntnIot NegoIIatIoM & Management SprInt Rat #. 8SG1112-0214 Contract No.: DMS-10/11-nn~R -!=vhihit Fi. For Purchasing Use Only: RFPICONTRACT # 1523 CONTRACTFORSERVICESOFUNDEPENDENTCONTRACTOR A Contract Between the State of Nevada Acting By and Through Its Various State Agencies Monitored By: Department of Administration Purchasing Division 515 E Musser Street, Room 300 Carson City NV 89701 Contact: Teri Smith, Buyer Phone: (775) 684-0178. Fax: (775) 684-0188 Email: tlsmith@purchaslng.state.nv.us And Sprint Solutions, Inc. 2001 Edmund HaIley Drive Reston VA 20191 Contact: Mary Lou Close, WSCA Contract Manager Phone: (703) 592-7846 • Fax: (703) 433-4996 Email: marv.c1ose@Sprint.com WHEREAS, NRS 284.173 authorizes elective officers, heads of departments, boards, conunissions or institutions to engage, subject to the approval of the Board of Examiners, services of persons as independent contractors; and WHEREAS, it is deemed that the service of Contractor is both necessary and in the best interests of the State of Nevada ; NOW, THEREFORE, in consideration of the aforesaid premises, the parties mutually agree as follows: 1. REQUiRED APPROVAL. This Contract shall not become effective until and unless approved by the Nevada State Board of Examiners." 2. DEFINITIONS. "State" means the State of Nevada and any state agency identified herein, its officers, employees and immune contractors as defined in NRS §4 1.0307. "Independent Contractor" means a person or entity that perfonns services and/or provides goods for the State under the terms and conditions set forth in this Contract. "Fiscal Year" is defined as the period beginning July I and ending June 30 of the following year. 3. CONTRACT TERM. This Contract shall be effective upon Board ofE.aminers' approval (anticipated to be October 10. 1J!Q§l to October 9. 2010. unless sooner terminated by either party as specified in paragraph (9). 4. NOTICE. Unless otherwise specified, termination shall not be effective until 60 calendar days after a party has served written notice of default, or without cause upon the other party. All notices or other communications required or pennitted to be given under this Contract shall be in writing and shall be deemed to have been duly given if delivered personally in hand, by telephonic facsimile with simultaneous regular mail, or mailed certified mail, return receipt requested, postage prepaid on the date posted, and addressed to the other party at the address specified above. 5. INCORPORATED DOCUMENTS. The parties agree that the scope of work shall be specifically described; this Contract incorporates the following attachments in descending order of constructive precedence; a Contractor's Attachment shall not contradict or supersede any State specifications, terms or conditions without written evidence of mutual assent to such change appearing in this Contract: AITACHMENT AA: AITACHMENT BB: AITACHMENTCC: STATE SOLICITATION {RFP#1523) and AMENDMENTS I &2; SCOPE OF WORK NEGOTIATED ITEMS CONTRACTOR'S RESPONSE 6. CONSIDERATION. The parties agree that Contractor will provide the services specified in paragraph (5) at a cost of !!Is following Percentage Discounts on Standard Retail Rates as displayed on Sprint's website: Rate Plans: 25% discount; Approved OS/08102 Revised 08l0J ~,~ Page 1 0/9 Contract No.: OMS·10111·00SB. Exhibit 6 iDEN Handsets: 39% discount; iDEN Accessories: 20% discount; CDMA Handsets and Accessories are $150.00 Service Credit applicable to consumer choice; with the total Contract or installments payable: Monthly upon receipt of vendor statement not to exceed S2.000.000.00. Sprint may adjust its rates and charges or impose additional fees. charges or surcharges on Customer to recover amounts that it is roouired by governmental or guasi-governmental authorities to collect on their behalf, or to pay to other in support of statutory or regulatory programs. plus a commercially reasonable amount to recover the administrative costs associated with such charges or programs. Examples of such charges include. but are not timited to. state and federal Universal Service Fund Charges. Compensation to Pavnhone Providers. International Mobile Termination Charges. E911 or Wireless Pooling or Local Number Portability surcharges. as applicable. Cost recovery charges are not taxes or government required charges. The State does not agree to reimburse Contractor for expenses unless otherwise specified in the incorporated attachments. The contractual authority, as identified by the not to exceed amount. does not obligate the State of Nevada to expend funds or purchase goods or services up to that amount; the purchase amount will be controlled by the individual using agency's purchase orders or other authorized means of requisition for services and/or goods as submitted to and accepted by the contractor. Any intervening end to a biennial appropriation period shall be deemed an automatic renewal (not changing the ovemll Contract tenn) or a tennination as the results of legislative appropriation may require. 7. ASSENT. The parties agree that the terms and conditions listed on incorporated attachments of this Contract are also specifically a part of this Contract and are limited only by their respective order of precedence and any limitations specified. 8. TIMELINESS OF BILLING SUBMISSION. The parties agree that timeliness of billing is of the essence to the contract and recognize that the State is on a fiscal year. All billings for dates of service prior to July I must be submitted to the State no later that the first Friday in August of the same year. A billing submitted after the first Friday in August, which forces the State to process the billing as a stale claim pursuant to NRS 353.097, will subject the Contractor to an administrative fee not to exceed $[00.00. The parties hereby agree this is a reasonable estimate of the additional costs to the State of processing the billing as a stale claim and that this amount will be deducted from the stale claim payment due to the Contractor. 9. INSPECTION & AUDIT. a. Books and Records. Contractor agrees to keep and maintain under generally accepted accounting principles (GAAP) full, nue and complete records, contracts, books, and documents as are necessruy to fully disclose to the State or United States Government, or their authorized representatives, upon audits or reviews, sufficient infonnation to determine compliance with all state and federal regulations and statutes. b. Inspection & Audit Contractor agrees that the relevant books, records (written, electronic, computer related or otherwise), including, without limitation, relevant accounting procedures and practices of Contractor or its subcontractors, financial statements and supporting documentation, and documentation related to the work product shall be available at Sprint's business offices during nonnal business hours for, inspection, examination, review, audit, and copying at any office or location of Contractor where such records may be found, with or without notice by the State Anditor, the relevant state agency or its contracted examiners, the Department of Administration, Budget Division, the Nevada State Attorney General's Office or its Frand Control Units, the State Legislative Auditor, and with regard to any federal funding, the relevant federal agency, the Comptroller General, the General Accounting Office, the Office of the Inspector General, or any of their authorized representatives. All subcontracts shall reflect requirements of this paragraph. Further, due to the highly sensitive and proprietary of some of Sprint's records, any third party auditor acting on behalf of the State shall be subject to prior approval by Sprint and may be required at Sprint's sole discretion to execute Sprint's standard Non-Disclosure Agreement prior to examining, inspecting, copying or auditing Sprint's records. Any audit conducted at the behest of the Purchasing Division and/or the contracting agency would only be upon written notice. c. Period of Retention. All books, records, reports, and statements relevant to this Contract must be retained a minimum three years and for five years if any federal funds are used in the Contract. The retention period runs from the date of payment for the relevant goods or services by the State, or from the date oftennination of the Contract, whichever is later. Retention time shall be extended when an audit is scheduled or in progress for a period reasonably necessary to complete an audit and/or to complete any administrative and judicial litigation which may ensue. 10. CONTRACT TERMINATION. a. Termination WithQut Cause. Any discretionruy or vested right of renewal notwithstanding, this Contract may be tenninated upon written notice by mutual consent of both parties or unilaterally by either party without cause. b. State Tennination for Nonappropriation. The continuation ofthis Contract beyond the current biennium is subject to and contingent upon sufficient funds being appropriated, budgeted, and otherwise made available by the State Legislature and/or federal sources. The State may terminate this Contract, and Contractor waives any and all claim(s) for damages, effective immediately upon receipt of written notice (or any date specified therein) iffor any reason the Contracting Agency's funding from State andlor federal sources is not appropriated or is withdrawn, limited, or impaired. Approved 05108/02 Revised 08/03 PQge1 of9 Contract No.: DMS-10/11-008B -Exhibit 6 c. Cause Termination for DelimIt or Breach. A default or breach may be declared with or without termination. This Contract may be terminated by either party upon written notice of default or breach to the other party as follows: i. If Contractor fails to provide or satisfactorily perf ann any of the conditions, work, deliverables, goods, or services called for by this Conttact within the time requirements specified in this Contract or within any granted extension of those time requirements; or ii. If any state, county, city or federal license, authorization, waiver, pennit, qualification or certification required by statute, ordinance, law, or regulation to be held by Contractor to provide the goods or selVices required by this Contract is for any reason denied, revoked, debarred, excluded, terminated, suspended, lapsed, or not renewed; or iii. If Contractor becomes insolvent, subject to receivership, or becomes voluntarily or involuntarily subject to the jurisdiction of the bankruptcy court; or iv. If the State materially breaches any material duty under this Contract and any such breach impairs Contractor's ability to perfonn; or v. If it is found by the State that any quid pro quo or gratuities in the fonn of money, selVices, entertainment, gifts, or othenvise were offered or given by Contractor, or any agent or representative of Contractor, to any officer or employee of the State of Nevada with a view toward securing a contract or securing favorable treatment with respect to awarding, extending, amending, or making any detennination with respect to the perfonning of such contract; or vi. If it is found by the State that Contractor has failed to disclose any material conflict of interest relative to the performance of this Contract. d. Time to Correct. Termination upon a declared default or breach may be exercised only after selVice of fonnal written notice as specified in paragraph (4), and the subsequent failure of the defaulting party within thirty (30) calendar days of receipt of that notice to provide evidence, satisfactory to the aggrieved party, showing that the declared defauIt or breach has been corrected. e. Winding Up Affairs Upon Termination. In the event of termination of this Contract for any reason, the parties agree that the provisions of this paragraph survive tennination: i. The parties shall account for and properly present to each other all claims for fees aod expenses aod pay those which are undisputed aod otherwise not subject to set off under this Contract. Neither party may withhold performance of winding up provisions solely based on nonpayment of fees or expenses accrued up to the time of termination; ii. Contractor shall satisfactorily complete work in progress at the agreed rate (or a pro rata basis if necessary) if so requested by the Contracting Agency; iii. Contractor shall execute any documents and take any actions necessary to effectuate an assignment of this Contract if so requested by the Contracting Ageocy; iv. Contractor shall preserve, protect and promptly deliver into State possession all proprietary information in accordance with paragraph (21). II. REMEDIES. Except as otherwise provided for by law or this Contrac~ the rights and remedies of the parties shall not be exclusive aod are in addition to any other rights and remedies provided by law or equity, including, without limitation, actual damages, and to a prevailing party reasonable attorneys' fees and costs. It is specifically agreed that reasonable attorneys' fees shall include without limitation $125 per hour for State-employed attorneys. The State may set off consideration against any unpaid obligation of Contractor to any State ageocy in accordance with NRS 353C.190. 12. LIMITED LIABILITY. The State will not waive and intends to assert available NRS chapter 41 liability limitations in all cases. Contract liability of both parties shall not be subject to purtitive damages. Liquidated damages shall not apply unless otherwise specified in the incorporated attachments. Damages for any State breach shall never exceed the amount of funds appropriated for paymeot under this Contrac~ but not yet paid to Contractor, for the fiscal year budget in existeoce at the time of the breach. Damages for any Contractor breach shall not exceed 150% of the contract maximum "not to exceed" value. Contractor's tort liability shall not be limited. Sprint's eotire liability under this contract for any loss or damage cuased by material breach by Sprin~ its employees or ageots related to Sprint's performance hereunder shall be as follows: i. For any claims whatsoever arising from or related to service disruption, regardless of the cause ("Service Disruption"), Sprint's sale liability is limited to a credit allowance equal to the proportionate charge to customer for the period of the Service Disruption. Service Disruptions do not include unavailability of the Service during periods of scheduled or unscheduled network maintenance. ii, In no event is Sprint liable for any consequential, special, incidental, indirect, exemplary or pWlitive damages, nor for lost profits, loss of business, loss of data, loss of use, or lost savings or increased cost of operations, sustained by customer or any third parties in connection with this contract. 13. FORCE MAJEURE. Neither party shall be deemed to be in violation of this Contract ifit is prevented from performing any of its obligations hereunder due to strikes, failme of public transportation, civil or military authority, act of public enemy, accidents, fires, explosions, or acts of God, including, without limitation, earthquakes, floods, winds, or stonns. In such an event Approved 05/08102 Revised 08/03 PageJ 0/9 Contract No.: DMS-10111-00B8 -Exhibit 6 the intervening cause must not be through the fault of the party asserting such an excuse, and the excused party is obligated to promptly perfonn in accordance with the tenns of the Contract after the intervening cause ceases. 14. INDEMNIFICATION. Sprint will indemnity and defend Customer, its directors, officer, employees, agents, and their successors fann and against all third party claims for damages, losses, or liabilities, including reasonable attorney's fees, arising directly from performance of the Agneement and relating to personal injury, death, or damage to tangible personal property that is alleged to have resulted, in whole or in part, from the gross negligence of willful misconduct of Sprint or its subcontractors, directors, officers, employees or authorized agents. IS. INDEPENDENT CONTRACTOR. Contractor is associated with the State only for the purposes and to the extent specified in this Contract, and in respect to perfonnance of the contracted services pursuant to this Contract, Contractor is and shall be an independent contractor and, subject only to the tenns of this Contract, shall have the sole right to supervise, manage, operate, control, and direct performance of the details incident to its duties under this Contract Nothing contained in this Contract shaIl be deemed or construed to create a partnership or joint venture, to create relationships of an employer-employee or principal- agent, or to otherwise create any liability for the State whatsoever with respect to the indebtedness, liabilities, and obligations of Contractor or any other party. Contractor shaIl be solely responsible for, and the State shall have no obligation with respect to: (I) withholding of income taxes, FICA or any other taxes or fees; (2) industrial insurance coverage; (3) participation in any group insurance plans available to employees of the State; (4) participation or contributions by either Contractor or the State to the Public Employees Retirement System; (5) accumulation of vacation leave or sick leave; or (6) unemployment compensation coverage provided by the State. Contractor shall indemnity and hold State hannless from, and defend State against, any and all losses, damages, claims, costs, penalties, liabilities, and expenses arising or incurred because of, incident to, or otherwise with respect to any such taxes or fees. Neither Contractor nor its employees, agents, or representatives shall be considered employees, agents, or representatives of the State. The State and Contractor shall evaluate the nature of services and term negotiated in order to determine "independent contractor" status and shall monitor the work relationship throughout the term of the Contract to ensure that the independent contractor relationship remains as such. To assist in determining the appropriate status (employee or independent contractor), Contractor represents as follows: I. 2. 3. 4. 5. 6. 7. Does the Contrncting Agency have the right to require control of when, where and how the independent contractor is to work? Will the Contrncting Agency be providing training to the independent contrnctor? Will the Contracting Agency be furnishing the independent contractor with wcrlcer's space, equipment, tools, supplies or travel expenses? Are any of the workers who assist the independent contrnctor in performance of his/her duties employees of the State of Nevada? Does the arrangement with the independent contractor contemplate continuing or recurring work (even if the seJVices are seasonal, part-time, or of short duration)? Will the State of Nevada incur an employment liability if the independent contractor is terminated for failure to perfonn? Is the independent contractor restricted from offering hislher services to the general public while engaged in this work relationship with the State? Contractor's rnitials YES NO J 6. INSURANCE SCHEDULE. Unless expressly waived in writing by the State, Contractor, as an independent contractor and not an employee of the State, must carty policies of insurance in amounts specified in this Insurance Schedule and pay aU taxes and fees incident hereunto. The State shall have no liability except as specifically provided in the Contract. The Contractor shall not commence work before: 1) Contractor has provided the required evidence of insurance to the Contracting Agency of the State, and 2) The State has approved the insurance policies provided by the Contractor. Prior approval of the insurance policies by the State shall be a condition precedent to any payment of consideration under this Contract and the State's approval of any changes to insurance coverage during the course of performance shall constitute an ongoing condition subsequent this Contract. Any failure of the State to timely approve shall not constitute a waiver of the condition, Approved 05108102 Re;oi,sedQ8!Oj Page4of9 Contract No.: DMS·tO/11·008B· Exhibit 6 Insurance Coverage: The Contractor shall, at the Contractor's sole expense, procure, maintain and keep in force for the duration of the Contract the following insurance confonning to the minimum requirements specified below. Unless specifically specified herein or otherwise agreed to by the State, the required insurance shall be in effect prior to the commencement of work by the Contractor and shall continue in force as appropriate until the latter of: I. Final acceptance by the State of the completion of this Contract; or 2. Such time as the insurance is no longer required by the State under the tenns of this Contract. Any insurance or self-insurance available to the State shaIl be excess of and non-contributing with any insurance required from Contractor. Contractor's insurance policies shall apply on a primary basis. Until such time as the insurance is no longer required by the State, Contractor will endeavor to provide the State with renewal or replacement evidence of insurance within ten (10) days of the expiration or replacement of the required insurance. If at any time during the period when insurance is required by the Contract, an insurer or surety shall fail to comply with the requirements of this Contract, as soon as Contractor has knowledge of any such failure, Contractor shall immediately notify the State and immediately replace such insurance or bond with an insurer meeting the requirements. Workers' Compensation and Employer's LiabUitv Insurance I) Contractor shall provide proof of worker's compensation insurance as required of Nevada Revised Statutes Chapters 616A through 616D inclusive. 2) Employer's Liability insurance with a minimum limit of $500,000 each employee per accident for bodily injwy by accident or disease. If this contract is for temporary or leased employees, an Alternate Employer endorsement must be attached to the Contractor's workers' compensation insurance policy. 3) If the Contractor qualifies as a sole proprietor as defined in NRS Chapter 616A.31O, and has elected to not purchase industrial insurance for himselfJherself, the sole proprietor must submit to the contracting State agency a fully executed "Affidavit of Rejection of Coverage UnderNRS 616B627 and NRS 617.210" form. Commercial General Liability Insurance I) Minimum Limits required: $2,000,000.00 General Aggregate $),000.000.00 Products & Completed Operations Aggregate $ Personal and Advertising Injwy $) ,000,000.00 Each Occurrence 2) Coverage shall be on an occurrence basis and shall be at least as broad as ISO 1996 form CG 0001 (or a substitute fonn providing equivalent coverage); and shall cover liability arising from premises, operations, independent contractors, completed operations, personal injury, products, civil lawsuits, Title VII actions and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). Busine.u Automobile LiabiJitr Insurance I) Minimum Limit required: $Waived Each Occurrence for bodily injwy and property damage. 2) Coverage shall be for "any auto" (including owned, non·owned and hired vehicles). The policy shall be written on ISO form CA 00 01 or a substitute providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Professional LiabiJi/v Insurance I) Minimum Limit required: $ Waived Each Claim 2) Retroactive date: Prior to corrunencement of the perfonnance of the contract 3) Discovery period: Three (3) years after termination date of contract. 4) A certified copy of this policy may be required. tJinbrella or Excess Liability Insurance I) May be used to achieve the above minimum liability limits. 2) Shall be endorsed to state it is "As Broad as Primary Policy" Commercial Crime Insurance Minimum Limit required: $ Waived Per Loss for Employee Dishonesty This insurance shall be underwritten on a blanket form amending the definition of "employee" to include all employees of the Vendor regardless of position or category. Approved 05/08102 Revised 08103 Page 5 0/9 , Contract No.: DMS-10/11-008B -Exhibit 6 Performance Security AmOWlt required: $Waived I) Security may be in the fonn of surety bond, Certificate of Deposit or Treasury Note payable to the State of Nevada, only. 2) The security shall be deposited with the contracting State agency no later than ten (10) working days following award of the Contract to Contractor. 3) Upon successful Contract completion, the security and all interest earned, if any, shall be returned to the Contractor. General Requirements: a. Additional Insured: By endorsement to the general liability insurance policy evidenced by Contractor, The Siale of Nevada, Department 0/ Administration, its officers, employees and immune contractors as defined in NRS41.0307 shall be additional insured for all liability arising from the Contract via Sprint's blanket endorsement viewable at http://www.sprint.com/MoiNextel. b. Waiver of Subrogation: Each liability insurance policy shall provide for a waiver of subrogation as to additional insured. c. Cross-Liabilitv: All required liability policies shall provide cross-liability coverage as would be achieve under the standard ISO separation of insured clause. d. Deductibles and Self-Insured Retentions: Insurance maintained by Contractor shall apply on a first dollar basis without application of a deductible or self-insured retention unless otherwise specifically agreed to by the State. Such approval shall not relieve Contractor from the obligation to pay any deductible or self-insured retention. Any deductible or self- insured retention shall not exceed $5,000 per occurrence, unless otherwise approved by the Risk Management Division. e. Policy Cancellation: Except for ten days notice for non-payment of premium, each insurance policy shall be endorsed to state that; without thirty (30) days prior written notice to the State of Nevada, c/o Contracting Agency, the policy shall not be canceled, or non-renewed, and will endeavor to provide that notices required by this paragraph shall be sent by mail to the address shown above. f. Approved Insurer: Each insurance policy shall be: 1) Issued by insurance companies authorized to do business in the State of Nevada or eligible surplus lines insurers acceptable to the State and having agents in Nevada upon whom service of process may be made, and 2) Currently rated by A.M. Best as "A-VII" or better. Evidence of Insurance: Prior to the start of any Work, Contractor must provide the following documents to the contracting State agency: I) Certificate of Insurance: The Acord 25 Certificate of Insurance fonn or a form substantially similar must be submitted to the State to evidence the insurance policies and coverage required of Contractor. 2) Additional Insured Endorsement: An Additional Insured Endorsement (CG20 IO or C20 26) , signed by an authorized insurance company representative, must be submitted to the State to evidence the endorsement of the State as an additional r?t~sured per General Requirements, Subsection a above. r~) Schedule of Underlying Insurance Policies: If Umbrella or Excess policy is evidenced to comply with minimum limits, a copy of the Underlying Schedule from the Umbrella or Excess insurance policy may be required. Review and Approval: Documents specified above must be submitted for review and approval by the State prior to the commencement of work by Contractor. Neither approval by the State nor failure to disapprove the insurance furnished by Contractor shall relieve Contractor of Contractor's full responsibility to provide the insurance required by this Contract Compliance with the insurance requirements of this Contract shall not limit the liability of Contractor or its sub- contractors, employees or agents to the State or others, and shall be in addition to and not in lieu of any other remedy available to the State under this Contract or otherwise. The State reserves the right to request and review a copy of any required insurance policy or endorsement to assure compliance with these requirements. Mall all required insurance documents to the Contracting Agency identified on page one of the contract. 17. COMPLIANCE WITH LEGAL OBLIGATIONS. Contractor shall procure and maintain for the duration of this Contract any state, county, city or federal license, authorization, waiver, permit, qualification or certification required by statute, ordinance. law, or regulation to be held by Contractor to provide the goods or services required by this Contract Contractor will be responsible to pay all taxes, assessments, fees, premiums, permits, and licenses required by law and per Section 6 of this Approlled 05/08/02 Re\lised 08103 Poge6of9 Contract No.: OMS·tO/tt-OOSB -Exhibit 6 Agreement. Real property and personal property taxes are the responsibility of Contractor in accordance with NRS 361.157 and 361.159. Contractor agrees to be responsible for payment of any such government obligations not paid by its subcontractors during performance of this Contract. The State may set-off against consideration due any delinquent government obligation in accordance with NRS 353C.l90. 18. WAIVER OF BREACH. Failure to declare a breach or the actual waiver of any particular breach of the Contract or its material or nonmaterial terms by either party shall not operate as a waiver by such party of any of its rights or remedies as to any other breach. 19. SEVERABILITY. If any provision contained in this Contract is held to be unenforceable by a court of law or equity, this Contract shall be construed as if such provision did not exist and the nonenforceability of such provision shall not be held to render any other provision or provisions of this Contract Wlenforceable. 20. ASSIGNMENTIDELEGAT[ON. To the extent that any assigrunent of any right under this Contract changes the duty of either party, increases the burden or risk involved, impairs the chances of obtaining the performance of this Contract, attempts to operate as a novation, or includes a waiver or abrogation of any defense to payment by State, such offending portion of the assigrunent shall be void, and shall be a breach of this Contract. Neither party may assign this contract or any rights hereunder, without the prior written consent of the other party, which consent shall not be unreasonably withheld, except that Sprint may assign this contract to any parent, subsidiaty or affiliate of Sprint or to any purchaser of all or substantially all its assets upon written notification to Customer. 21. STATE OWNERSH[P OF PROPRIETARY INFORMATION. Any reports, histories, studies, tests, manuals, instructions, photographs, negatives, blue prints, plans, maps, data, system designs, computer code (which is intended to be consideration under the Contract), or any other documents or drawings, prepared or in the course of preparation by Contractor (or its subcontractors) in performance of its obligations under this Contract shall be the exclusive property of the State and all such materialsthall be delivered into State possession by Contractor upon completion, termination, or cancellation of this Contract. Contractor shall not use, willingly allow, or cause to have such materials used for any purpose other than performance of Contractor's obligations under this Contract without the prior written consent of the State. Notwithstanding the foregoing, the State shall have no proprietary interest in any materials licensed for use by the State thst are subject to patent, trademark or copyright protection. The Customer shall retain ownership rights on any documents prepared specifically for the State that includes customer's proprietaIy infonnation, which will include, but not limited to invoicing, records, etc. All other intellectual property rights in the Products and Services remain in and/or are assigned to Sprint. In no event shall Sprint be precluded from developing for itself: or for others, products, services, or materials that are competitive with, or similar to, the Products and Services provided under this Agreement. In addition, Sprint shall be free to use its general knowledge, skills, and experience, and any ideas, concepts, lmowHhow, and techniques within the scope of its business practices that are used in the course of providing the Products and Services to the Customer. 22. PUBLIC RECORDS. Pursuant to NRS 239.010, information or documents received from Contractor may be open to public inspection and copying. The State will have the duty to disclose unless a particular record is made confidential by law or a common law balancing of interests. Contractor may label specific parts of an individual document as a "trade secret" or "confidential" in accordance with NRS 333.333, provided that Contractor thereby agrees to indemnify and defend the State for honoring such a designation. The failure to so label any document that is released by the State shall constitute a complete waiver of any and all claims for damages caused by any release of the records. 23. CONFIDENTIALITY. Contractor shall keep confidential all information, in whatever fonn, produced, prepared, observed or received by Contractor to the extent that such infonnation is confidential by law or otherwise required by this Contract. 24. FEDERAL FUNDING. [n the event federal funds are used for payment of all or part of this Contract a. Contractor certifies, by signing this Contract, 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 departroent or agency. This certification is made pursuant to the regulations implementing Executive Order 12549, Debarment and Suspension, 28 C.F.R. pt. 67, § 67.510, as published as pt. VI[ of the May 26, 1988, Federal Register (pp. [9160-192[[), and any relevant program-specific regulations. This provision shall be required of every subcontractor receiving any payment in whole or in part from federal funds. b. Contractor and its subcontractors shall comply with all terms, conditions, and requirements of the Americans with Disabilities Act of [990 (P.L. 10[-136),42 U.S.C. [2101, as amended, and regulations adopted thereunder contained in 28 C.F.R. 26.10[-36.999, inclusive, and any relevant program-specific regulations. c. Contractor and its subcontractors shall comply with the requirements of the Civil Rights Act of [964, as aroended, the Rehabilitation Act of [973, P.L. 93-[[2, as aroended, and any relevant program-specific regulations, and shall not discriminate against any employee or offeror for employment because of race, national origin, creed, color, sex, religion, age, disability or handicap condition (including AIDS and AIDS-re[ated conditions.) Approved 05/08/02 Revised 08103 Puge 70/9 , • Contract No.: DMS-10/11-008B -Exhibit 6 25. LOBBYING The parties agree, whether expressly prohibited by federal, State or local law, or otherwise, that no fimding associated with this contract will be used for any purpose associated with or related to lobbying or influencing or attempting to lobby or influence for any purpose the following: a. Any federal, state, county Or local agency, legislature. commission, c01Ulsel or board; h. Any federal, state, county or local legislator, commission member, counsel member, board member, or other elected official; or c. Any officer or employee of any federal, state, county orlocal agency; legislature, commission, counselor board. 26. WARRANTIES. Sprint does not manufacture Products and, except as provided in the Agreement, is not responsible for any defects in the Products or for the acts or omissions of the original equipment manufacturer. Except as, and then only to the extent, expressly provided in this agreement prodncts and services are provided "as is." Sprint disclaims all express or implied warranties and in particular disclaims all warranties of merchantability, fitness for a particular purpose, and warranties related to equipment, material, services, Of software. 27. PROPER AUTHORITY. The parties hereto represent and warrant that the person executing this Contract on behalf of each party has full power and authority to enter into this Contract. Contractor acknowledges that as required by statute or regulation this Contract is effective only after approval by the State Board of Examiners and only for the period of time specified in the Contract. Any services performed by Contractor before this Contract is effective or after it ceases to be effective are performed at the sole risk of Contractor. 28. GOVERNING LAW; JURISDICTION. This Contract and the rights and obligations of the parties hereto shall be governed by, and construed according to, the laws of the State of Nevada, without giving effect to any principle of conflict-of-law that would require the application of the law of any other jurisdiction. The parties consent to the jurisdiction of the First Judicial District Court, Carson City, Nevada for enforcement of this Contract. 29. ENTIRE CONTRACT AND MODIFICATION. This Contract and its integrated attachment(s) constitute the entire agreement of the parties and such are intended as a complete and exclusive statement of the promises, representations, nego- tiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. Unless an integrated attachment to this Contract specifically displays a mutual intent to amend a particular part of this Contract, general conflicts in language betweeo any such attachment and this Contract shall be con.strued consistent with the terms of this Contract. Unless otherwise expressly authorized by the terms of this Contrac~ no modification or amendment to this Contract shall be binding upon the parties unless the same is in writing and sigoed by the respective parties hereto and approved by the Office of the Attorney General and the State Board of Examiners . Appro\'ed 05108102 Revised 08/03 Page 8 oj9 • Contract No.: DMS-10/11-0088 -Exhibit 6 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be signed and intend to be legally bound thereby. Independent Contractor's S· Approved as to form by: Deputy Attorney General foe Attorney General Approved 05108102 Rwised08l0J n ... n"" Administrator Purchasing Division Title APPROVED BY BOARD OF EXAMINERS on __ ~~_~~,q~·o~v~~~ ____________ __ (D.te) Page 90/9 Contract No.: DMS·10/11·008B· Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTION ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 12-001lS Amendment No.1 TIllS AMENDMENT (number 1) ("Amendment") is made and entered into by and between the State of Florida, Department of Management Services ("Department" or "Customer") and Sprint Solutions, Inc., ("Sprint," "Sprint-Nextel," or "Contractor,"), for Alternate Contract Source 12·00115 originally effective May 10, 2005 ("Contract" or "Agreement"). Whereas, Contract No. 1523 for the Western States Contracting Alliance (,'WSCA") is a replacement to Master Price Agreement 12-00115 for Nextel services, and Whereas, Nextel's parent company has merged with Sprint Corporation, forming Sprint Nextel Corporation, and Sprint Solutions, Inc., a corporate affiliate under common control with Nextel, offers both Sprint and Nextel services ("Services") through its affiliates including Nexte!. The Department and Sprint Solntions. Inc. hereby agree to amend the Agreement as follows: 1. In Section 1 of the Agreement, the term "Master Price Agreement" is redefined to refer to Contract No. 1523. 2. Under Section 2 of the Agreement, the Parties are permitted to continue usage of the Services under the Master Price Agreement (as defined in Section 1 of this Amendment). 3. This Amendment is an integral part of and modifies the Agreement. The terms used herein which are defmed or specified in the Agreement shall have the meanings set forth in the Agreement. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the provisions of the Amendment shall contro!. 4. The terms and conditions of the Agreement, including attachments thereto not addressed by this . Amendment, and except as amended previously or amended herein, shall remain in full force and effect. 5. This Amendment shall be effective when executed by both parties. IN WTINESS WHEREOF, and intending to be bound hereby, the parties affix their signature to this Amendment. Signature: L Date: '1 /2JJ I b 1- By: H. Leon FrI;zi r -Senior Vice Preside • Sprint Solutions, Inc. Approved as to form and legality by the Department of Management Services: Signature: ~ • .",( ~ Date: c:>t I '2.\ l 01 By: Spencer Krae r State ofFlorida,~e~artment 0 agement Services Signature: /JiCt I\.D Date: / d I z / Q 7 By: C.fialies COviugten, State PW'ehasing-B1reetor State of Florida, Dl'Partment of Management Services, Division of State Purchasing ~v--"-,,e. Q'~,,,,, t:> .. p ...... ht Se()re.~"1 Sprinl-Approved as 10 legal Form SKM -20 Sapt 2007 ACS No. 12·00115 Page I of I Contract No.: DMS-10/11.o08B -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT Under authority of MASTER PRICE AGREEMENT 12-00115 1. Scope: The State of Florida, Department of Management Services (the "Department") is authorized by S. 287.042(16), Florida Statutes, to evaluate contracts and, when determined in writing to be cost-effective and in the best interests of the State. to enter into an agreement authorizing al.l Eligible Users (as that phrase is defined in Rule 60A- 1.005, Fla. Admin. Code) to make purchases from such contracts. The Department hereby grants all Eligible Users permission to make purchases under Nextel-WSCA Master Price Agreement I2-001I5, as amended (the "Master Price Agreement"), subject to the terms contained in this Participating Addendum (the "Participating Addendum"). 2. Changes: a. Trus Participating Addendum shall become effective on the last date signed below and shall have a term of five (5) years unless terminated earlier pursuant to Florida law or the Master Price Agreement (but subject to the provisions of paragraph 2.b. below). Although the parties acknowledge that the term of the Master Price Agreement is currently set to expire in June of 2006, the expectation is that this Master Price Agreement is likely to be extended, renewed and/or replaced with a follow-on Master Price Agreement. Therefore, as is within the control of the parties, the parties agree that the term of this Participating Addendum will continue for its stated term above, whether as part of an extension of the current Master Price Agreement or as a Participating Addendum of a follow-on Master Price Agreement and the parties agree to take all reasonable necessary actions to implement the intent of this continuation. The Department reserves the right to terminate this Participating Addendum for failure to comply with the provisions of this Participating Addendum, including but not limited to the transaction fee provisions of paragraph 2.d. and the provisions of 287.058(1)(a) through (t), F.S. as required by paragraph 2.e. b. Notwithstanding any other language contained herein or in the Master Price Agreement to the contrary, the Department may not terminate this Participating Addendum for convenience as such right is granted under the Master Price Agreement unless the Department exercises its right to terminate the State Term Contract bid under ITN No.: IO-72S-000-W for Wireless Voice Services. c. In order to procure products or services hereunder, buyers shall issue purchase orders referencing this Participating Addendum. Buyers are responsible for reviewing the terms and conditions of this Participating Addendum and the Master Price Agreement referenced above. Neither the Department nor the Western States Contracting Alliance is a party to any purchase order issued hereunder. Contract No.: DMS-10/11-008B -Exhibit 6 d. In order to complete any transaction beiween an Eligible User buyer and the Contractor, the Contractor must be registered in MyFloridaMarketPlace. Rule 60A-L031, Florida Administrative Code is hereby incorporated by reference. All transactions made pursuant to this Participating Addendum are subject to a transaction fee of 1.0% pursuant to Rule GOA-1.031 which is in addition to any fee payable to WSCA under the Master Price Agreement. e. The provisions of section 2&7.058(1)(a)-(I), F.S. are hereby incorporated by reference to the extent applicable to the types of products and services provided by Contractor. f. The following statement is required pursuant to section 287.0582, F.S.: "The State of Florida's performance and obligation to pay under this Participating Addendum is contingent upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred by it in administering this Participating Addendum are fi.Illy funded by the transaction fee provided for under paragraph 2.d. above. The Contractor shall comply with sections 11.062, F.S. and 216.347, F.S., prohibiting the use of funds to lobby the Legislature, Judiciary, or State agencies. g. The Contractor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, the Contractor shall comply with the Immigration and Naturalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis ofrace, religion, sex, creed, national origin, handicap, marital status, or veteran's status. h. Interest penalties for late payment are available subject to the provisions of section 215.422, F.S. An ombudsman, whose duties include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment from a state agency, may be contacted by calling the State Comptroller's Hotline at 1-800-848-3792. i. The exclusive venue of any legal or equitable action that arises out of or relates to this Participating Addendum shall be the appropriate state court in Leon County, Florida; in any such action Florida law shall apply and the Contractor waives any right to a jury trial that it may have. j. If an additional ordinance, rule, or other local governmental authority requires additional contract language before an Eligible User can make a purchase from the Master Price Agreement referenced above, in lieu of this Participating Addendum the Eligible User is responsible for signing a separate Participating Addendum with the Contractor. 3. Primary Contract. The primary contact individual for the State of Florida for this Participating Addendum is as follows: Stu Potlock 2 Contract Analyst State Purchasing 4050 Esplanade Way Tallahassee, FL 32399-0950 Fax: (850) 414-6122, Phone: (850) 488-1086 Email: Potloc$(a)dms.state.f1.us Contract No.: DMS-l0/ll-008B -Exhibit 6 The primary contact individual for the Contractor for this Participating Addendum is as follows: Rexford Gile Senior Contracts Manager, Strategic Business Development 2001 Edmund Halley Drive, 2 nd floor Reston, VA 20191 Phone: (703) 433-4827, Fax: (703) 433-4996 Email: rexford.gile@nextel.com 4. Price Agreement Number: All purchase orders issued by purchasing entities within the State of Florida shall include the following Master Price Agreement number: 12-00115. Unless otherwise provided by Florida law, statute, rule or this Participating Addendum, the Department will not implement any additional restrictions on any Eligible User to purchase off ofthis Participating Addendum. 5. Access to this Participating AddendillJl: The Department agrees that it shall make this Participating Addendum available to all Eligible Users as a state-wide contracting vehicle option to be used at the discretion of all Eligible Users, including, without limitation, placement on the MyFloridaMarketPlace website, accessible to all Eligible Users. 6. Miscellaneous: a. The Parties hereto recognize that Nextel is not the awardee for Florida State Term Contract Number 725-330-05-1 for Wireless Voice Services. However, the Parties recognize that the instant Participating Addendum constitutes an approved alternate contract source that Eligible Users may utilize to procure wireless and related products and services provided under the Master Price Agreement. b. This Participating Addendum and the Master Price Agreement together with its exhibits, set forth the entire agreement between the parties with respect to tbe subject matter of all previous communications, representations or agreements, whether oral or written, with respect to the subject matter hereof. Tenns and conditions inconsistent with, contrary or in addition to the tenns and conditions of this Participating Addendum and the Master Price Agreement, together with its exhibits, shall not be added to or incorporated into this Participating Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase order or othelWise, and any sllch attempts to add or incorporate such tenllS and conditions are hereby rejected. The tenns and conditions of this Participating Addendum and the Price Agreement and its exhibits shall prevail and 3 Contract No.: DMS-10/11-008B -Exhibit 6 govem in the case of any such inconsistent or additional terms. In addition, the tenns of this Participating Addendum shall prevail and govern in the case of any tenns that are inconsistent with, or contrary to the terms of the Master Price Agreement. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Date: ----,W"-t"-'OA2r----- Approved as to Form and Legality, Office of the General Counsel: '-I 11~/QS , . Nextel South Corp. ("Contractor") BY:/~~ Name: II. Lt:-DtJ FRitZ/at( Title: V, P. e f6 /"1. c St c..tov- Date: 1-/ -1/-0 5 4 Contract No.: DMS·10/11·008B • Exhibit 6 Jim Gibbons Governor STATE OF NEVADA DEPARTMENT OF ADMINISTRATION PURCHASING DMSION 515 E. Musser Street, Suite 300 Carson City, Nevada 8970 I ·4299 Phone (775) 684-0170 • Fax (775) 684-0188 Please visit our website at http://purchasing.state.nv.us November 19, 2009 RE: WSCA Wireless Contract Extensions To whom it may concern, Andrew K. Clinger Director Greg Smith Purchasing Administrator Please be advised that the State of Nevada, Purchasing Division, on behalf of the Western States Contracting Alliance (WSCA), intends to amend the WSCA Wireless Contracts for an additional one-year term. Upon execution of the amendment to extend, the new expiration date of these contracts will be October 31, 20 II. Please feel free to contact me with any questions or concerns regarding this announcement. Teri Smith, Purchasing Officer State of Nevada, Purchasing Division WSCA Wireless Contract Administrator II!) l\l iJiI 111 I WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQmPMENT Under authority of MASTER PRICE AGREEMENT 12-00115 I. Scope: The State of Florida, Department of Management Services (the "Department") is authorized by S . 287.042(16), Florida Statutes, to evaluate contracts and, wh en determined in writing to be cost-effective and in the best interests of the State, to enter into an agreement authorizing all Eligible Use rs (as that phrase is defined in Rule 60A- 1.005 , Fla . Admin . Code) to make purchases from such contracts. The Department hereby grants all Eligible Users peonission to make purchases under Nextel-WSCA Master Price Agreement 12-00115, as amended (the "Master Price Agreement"), subject to the terms contained in this Participating Addendum (the "Participating Addendum"). 2. Changes: a. Tlus Participating AddenduID shall become effective on the last dat e signed' below and shall have a teon of five (5) years unless tern,inated earlier pursuant to Florida law or the Master Price Agreement (but subject to the provisions of paragraph 2.b. below). Although the parties acknowledge that the term of the M as ter Price Agreement is currently set to expire in June of 2006, the expectation is that thi s Master Price Agreement is likely to be extended, renewed and/or replaced with a follow -o n Master Price Agreement. Therefore, as is within the control of the parties, the parties agree that the teml of this Participating Addendum will continue for its stated term above. whether as part of an extension of the current Master Price Agreem ent or as a Participating Addendum of a follow-on Master Price Agreement and the parties agree to take all reasonable necessary actions to implement the intent of this continuation. The Department reserves the right to temlinate this Participating Addendum for failure to comply with the provisiolls of this Participating Addendum, including but not limited to the transactiOll fee provisions of paragraph 2.d. and the provisions of 287 .058(1)(a) through (I). F.S. as required by paragraph 2 .e. b . Notwithstanding any other language contained herein or in the Master Price Agreement to the contrary, the Department may not terminat e this Participating Addendum for convenience as such right is granted under the Master Price Agreement unless the Department exercises its right to teoninate the State Tenn Contract bid under !TN No.: 10-725-000-W for Wireless Voice Services. c. In order to procure products or services hereunder, buyers shall is sue purchase orders referencing thi s Participating Addendum. Buyers are responsible for reviewing the terms and conditions of this Participating Addendum and the Master Price Agreement referenced above. Neither the Departmen t nor the Western States Contrac ting Alliance is a party to any purchase order issued hereunder. Contract No.: DMS-10/11-00B8 -Exhibit 6 d. In order to complete any transaction between an Eligible User buyer and the Contractor, the Contractor must be registered in MyFloridaMarketPlacc. Rule 60A-I.03J, Florida Administrative Code is hereby incorporated by reference. All transactions made pursuant to this Participating Addendum are subject to a transaction fee of 1.0% pursuant to Rulc 60A-1.03 I which is in addition to any fee payable to WSCA under the Master Price Agrecment. e. The provisions of section 287.058(1)(a)-(I), F.S, are hereby incorporated by reference to the extent applicable to the typcs of products and services provided by Contractor, f. The following statement is required pursuant to section 287.0582, F.S.: "The State of Florida's perfonnance and obligation to pay under this Participating Addendum is contingent upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred by it in administering this Participating Addendum are fully funded by the transaction fee provided for under paragraph 2.d, above. The Contractor shall comply with sections 11.062, F,S, and 216.347, F.S" prohibiting the use of [1lnds to lobby the Legislature, JUdiciary, or State agencies. g, The Contractor shall comply with all laws; rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal, State; and local agencies having jurisdiction and authority. By way of non-exhaustive example, the Contractor shall compli with the Immigration and Naturalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap. marital status, or veteran's statllS. h. Interest penalties for late payment are available subject to the provisions of section 215.422, F.S. An ombudsman, whose duties include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment from a state agency, may be contacted by calling the State Comptroller's Hotline at 1-800-848-3792, i. The exclusive venue of any legal or equitable action that arises out of or relates to tllis Participating Addendum shall be the appropriate state court in Leon County, Florida; in any such action Florida law shall apply and the Contractor waives any right to a jury trial that it may have. j. If an additional ordinance, rule, or other local governmental authority requires additional contract language before an Eligible User can make a purchase from the Master Price Agreement referenced above, in lieu of this Participating Addendum the Eligible User is responsible for signing a separate Participating Addendum with the Con tractor. 3. Primary Contract: The primary contact individual for the State of Florida for this Participating Addendum is as follows: Stu Pollock 2 • 1.. Contract Analyst State Purchasing 4050 Esplanade Way Tallahassee, FL 32399-0950 Fax: (850) 414-6122, Phone: (850) 488-1086 Email: PotlocS@dms.state.f1.us Contract No.: OMS·10/11-00BB -Exhibit 6 The primary contact individual for the Contractor for this Participating Addendum is as follows : Rex[ord Gile Senior Contracts Manager, Strategic Business Development 2001 Edmund Halley Drive, 2nd floor Reston, VA 20191 Phone: (703) 433-4827, Fax: (703) 433 -4996 Email: rexford .gile@nextel.com 4. Price Agreement Number: All purchase orders issued by purchasing entities within the State of Florida shall include the following Master Price Agreement number : 12 -00115 . Unless otherwise provided by Florida law, statute, mle or this Participating Addendum, the Department will not implement-any additional restrictions' on any E li gible User to ' . purchase ofT ofthis Participating Addendum.' . 5 . Access to this Participating Addendtun: The Department agrees that it shall make this Participating Addendum available to all Eligible Users as a state-wide contracting vehicle option to be used at the di scretion of all Eligib le Users, including, without limitation, . placement on the MyFloridaMarketPlace website, accessible to all Eligible Users. 6 . Miscellaneous : a. The Parties hereto recognize that Nextel is not the awardee for Florida State Tenn Contract Number 725-330-05-1 [or Wireless Voice Services. However, the Patties recognize that the in stant Participating Addendum constitutes an approved alternate contract source that Eligible Users may utilize to g()cure wireless and related products and services provided under th e Master Price Agreement. b. This Participating Addendum and the Master Price Agreement to ge th er 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. Tenns and conditions inconsistent with, contrary or in addition to the tenns and conditions o[ this Participating Addendum and the Master Price Agreement, together with its eXhibits, shall not be added to or incorporated into this Participating Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase o rder or otherwise, and any such attempts to add or incorporate such tenns and conditions arc hereby rejected. The tenns and conditions of thi s Participating Addendum and the PI;ce Agreement and its exhibits shall prevai l and 3 , c . . .. Contract No.: DMS-10/11-00S8 -Exhibit 6 govem in the case of any such inconsistent or additional telms. In addition. the temlS of this Pat1icipating Addendum shall prevail and govern in the case of any tenns that are inconsistent with, or contrary to the terms of the Master Price Agreement. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Date: ----/r'-l-'~y~---- Approved as 10 Fonn and Legality, Oftice oftlle General Counsel: ,// ...--.-.... t:) ?~C--t.--_;') '1 /1:;".1 Q5 Nextel So nth Corp. ("Contractor") BY:Y~ Name: N .. 4 t:"""t;P,,) EtfIt 2.Jl:i'f( Title: l/, P. P",kl. c Sec.-tov- Date: 1../-1/-05 4 04-07-10;10:28AM: # 1/ Contract No.: DMS·l0/ll.()08B. Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1523 . AMENDMENT NO.2' THIS AMENDM'ENT ("Amendment") is entered Into between the State of Florida, Department of Management Services ("Department" or "Customer") and Sprint Solutions, Inc. ("Sprint", "Sprlnt/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effectIve May 10, 2005 ("Contract" or "Agreement"). The Department and Sprint Solutions. Inc. hereby agree to amend the Participating Addendum as follows: . 1. Amendment No.1 executed by the Parties on October 2,2007, Contract No. 1523 for the Western States ContractIng Alliance ('WSCA") replaced Master Price Agreement No. 12- 00115 forSprint/Nextel ServIces. 2. The orIgInal Alternate Contract Source used by the State of Florida for Sprint/Nextel Services pursuant to WSCA Contract No. 1523 expires on Aprlf 11, 201.0. 3. The PartIcipating Addendum is renewed for a period of twelve (12) months, beginning April 12, 2010 and endIng April 11, 2011. . . 4. ThIs Amendment Is an integral part of and modIfies the PartIcIpatIng Addendum. The terms used herein whIch are defIned or specifIed Inthe PartidpatlngAddendum shaff have the meanings set forth In the Participating Addendum. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Participating Addendum, the provisions of this Amendment shalf control. 5. All terms and conditions In the Participating Addendum and tts attachments not addressed by this Amendment or previously amended remain in full force and effect. (\ 6. This Amendment shalf be effective upon fuff execution by both Parties. SPRI~T 10LUTIO By: \ Date:_~~\ ...... l...:.....).\~I_O ___ _ eneral Business & Public Sector Department of Management Services Sprinl-ApptO'iSd as m legat Fonn HRF 7 Apr 2010 :~~J .~~ci:r. Date:._'77'-fIt_f~;;_I..;..& ___ _ ntle:h~rJ. of' !it.lJ'eH " Approved as to form and legality by the Office of the General Counsel, Department of Management . :::V4~A ft~~ D~/D7/2D1D11:27AM CGMT-D4:DD) ------_.----_ .. _--_._--------------~--------- Contract No.: DMS-1DI11-DDBB -Exhibit 6 PAR,\ICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIR~LESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO.1!!23 . AMENDMENTNO.3 THIS THIRD AMENDMENT ("Amendment") Is entered into between the State of Florida, Department of Management Services ("Department" or. "Customer") and Sprint Solutions, Inc. ("Sprint", "Sprlnt/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effective May 10, 2005 ("Contract" or 'Partlclpatlng Addendum"). . The [tepartment and Spdnt Solutions. Inc. hereby agree to amend the participating Addendum as follows: . . " 1. 2. 3. 4. 5. Amendment Nd. 1 executed by the Parties on October 2, 2007,. Contract No. 1523 for the Western Stanis Contracting Alliance ("WSCA") replaced Master PriCe Agreement No. 12-00115· for Sprlnt/Nextel Services. Amendment No.2 executed by the Parties on AprilS, 2010 renewed the Cohtract for a period of twelve (12) months, beglnnirigApril12, 2010 and ending April. 11, 2011. . . . As artiCUlated In the Contract, this Contract shall continue until the Department exercises Its right to terminate the State Term. Contract bid under /TN No. 10-725-000-W Wireless VoiCe Seivlces ('State Ter,m CO!1lract"). -. The Partlclpatlng Addendum is renewed for a period of thirteen (13) months, beginning April 12, 2011 and ending May 10, 2012. TIlls Amendment is an Integral part of and modifies the Participating 'Addendum; The terms used herein which are deflne.d or specified· In the Participating Addendum shall have the· meanings set forth in the Participating Addendum. ·If there are any Inconsistencies between the provtslons of this Amendment and the provisions of the Participating Addendum, the provIsions of this Amendment shall control. 6. All terms and conditions In the Participating Addendum and its attachments not' addressed by. this Amendment or previously amended remain In full force and effect. This Arne men! shall be.effective upon full exec~tlort by both Parties •. S By: Dste:. __ R"--,J,--.;;..---=-J_,_o--:-__ Title:Sr Vice Preslden General Busine~ & bile 5 etor Approved by PubUc Sector Legol It 6~ 1;q~,U; Date:_' Y"-l-!~j+6.=2.",O 1'-'0:....... __ -,-_ Approved as to form and legality by the Office of the General Counsel, Department of Management ~ fJ-~ -, 7Lbr//. 04-07-10;10:28AM: # 1/ Contract No.: DMS-l0/ll-00BB -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1523 . AMENDMENT NO_ 2 . THIS AMENDMENT ("Amendment") is entered into between the State of Florida, Department of Management Services ("Department" or "Customer') and sprint Solutions, Inc. ("Sprint", "Sprlnt/Nextel" or "Contractor") for Alternate Contract Source No. 1523 originally effective May 10, 2005 ("Contract" or "Agreement"). The Department and Sprint Solutions. Inc_ hereby agree to amend the Participating Addendum a. follows: . 1. Amendment No.1 executed by the Parties on October 2,2007, Contract No. 1523 for the Western States Contracting Alliance ("WSCA") replaced Master Price Agreement No. 12- 00115 fo~ Sprint/Nextel Services. 2. The original Alternate Contract Source used by the State of Florida for Sprint/Nextel Services pursuant to WSCA Contract No. 1523 expires on April 11, 201.0. 3. The Participating Addendum is renewed for a period of twelve (12) months, beginning April 12, 2010 and ending April 11, 2011. . 4. This Amendment Is an Integral part of and modifies the PartiCipating Addendum. The terms used herein which are defined or specified In the PartldpatlngAddendum shall have the meanings set forth in the Participating Addendum. If there arEi any Inconsistencies between the provisions of this Amendment and the provisions of the Participating Addendum, the provisions of this Amendment shall control. 5_ All terms and conditions in the Participating Addendum and Its attachments not addressed by this Amendment or previously amended remain in full force and effect. (\ 6. This Amendment shall be effective upon full execution by both Parties. SPRI~T kOLUTIO Sy: \ .oate:,_f-t...w\_l'-\ ..... I:...O ____ _ e President eneral Business & Public Sector Sprinl-Appro"d as to legal Fonn HRF 7 Apr 2010 Approved as to form and legality by the Office of the General Counsel, Department of Management . ::~V4CtMA £V,Q~~ oate:----,4-1-'/ZS<+/.L..:/ D::...· --'-__ _ O~/07/201011:27RM (GMT-O~:OO) erVlces Governor Charlie Crist Date: February 15, 2010 To: Charles W. COVington, Director From: Stu Potiock, Purchasing Analyst, Team 4 Contract No.: OMlb10111-00Ba· Exhibit 6 , UIVISlon o.t !::Itate fJurcflaslng 4050 Esplanade Way, Suite 360 Tallahassee, Florida 32399-0950 Tel: 850.488,8440 Fax: 850.414-6122 www.dms.MyFloridacom Secretary Linda H. South Subject: Contract Action Recommendation: Alternate Contract Source # 12-0015: Wireless Communication Services and Equipment The subject contract was executed April 12, 2005 pursuant to a selliement 'agreement also executed April 12, 2005 between Nextel South Corp. d/b/a Next Communications and the Department of, Management Services. The settiement occurred after a protest. of the award to Verizon Wireless pursuant to INT No. 10·725·000W for wireless voice (cell phone) services and equipment. The subject ACS contract was amended October 2, 2007 in order to continue services with Sprint under the Western States Contracting Alliance 0NSCA) contract in accordance with the, settlement agreement, to reference the new WSCA contract number (1523) and to change the vendor name pursuant to the merger of Sprint and Nextel. Research results and next action'recommendation follows. Historical Volume Total reported sales since April 5, 2005 are $129,674,164.40. MFMP Billing and Collections System (BCS) report by Contractor': FY 06-07 -Total spend -$ 30,807,377.00 FY 07-08 -Total spend -$ 24,202,958.40 FY 08-09 -Total spend -$ 17,996,684.00 'Only the BCS spend data includes purchases from other eligible users who do not utilize MFMP or FLAIR; therefore, the BCS data is the most accurate in determining the total spend amount for this contract. \ Current Vendor Information Detailed sales reports submitted from the manufacturers indicate that a majority of the contract sales are with eligible users within the State of Florida, (Approximately 80%) I, We serve those who serve Florida. Contract No.: OMS·l0/ll·00SB. Exhibit 6 Contracting Options-Renew. Re-bid. Expire: Renewal Option: The subject ACS is effectuated by the contract entitled, "PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT Under authority of MASTER PRICE AGREEMENT 12-00115" which has a term of five years. The agreement may be renewed per the information and recommendation below. Re-bid Option: The Department of Management Services, Division of Telecommunications (DivlTe/) is developing a Wireless Services solicitation that will include cell phone services and equipment, personal digital assistant devices (such as Blackberry©) and unified messaging services. State Purchasing has advised DivlTel that it will continue to provide cell phone services under the current State Term Contract with Verizon Wireless and the subject ACS agreement with SprintlNextel until the DivlTel Wireless Services solicitation is completed. The current state temn contract with Verizon Wireless (#725-330-05-1) expires May 11, 2010. That contract may be renewed for up to five (the original term) years as provided in Florida Law. Expiration Option: Based upon high usage by eligible users of this contract, the settlement agreement of 2005 and paragraph 2.b. of the ACS contract, the option to allow this agreement to expire is not recommended. While paragraph 2.b. of the ACS agreement references termination for convenience, the intent of the agreement is for the Department to provide an ACS agreement as long as the state term contract awarded to Verizon Wireless under ITN No. 10-725-000W is in place. Next Action Recommendation State Purchasing has determined that it is both cost effective and' in the best interest of the State to renew this contract for one year in order to allow DivlTel to complete its solicitation. The contract resulting from the DivlTel solicitation will include cell phone services and equipment currently provided by the ACS with SprintlNextel and State Term Contract with Verizon Wireless. If the DivlTel solicitation is not completed in a one year timeframe, State Purchasing may exercise additional renewal periods for the ACS and state term contract referenced above. . Approved: Page 2 con\(ac;-,tlo,: DMS-10111-00B8 -Exhibi16 '.~, STATE OF FLORIDA DEPARTMENT OF MANAGEMENT SERVICES NEXTEL SOUTH CORP, d/b/a )\.iEXTEL COMMUNICATIONS, a Georgia for-profit corporation, Petitioner, vs, STATE OF FLORIDA, DEPARTMENT OF MANAGEMENT SERVICES, Respondent / CASE NO, OGC-05-04612 Im NO_ 10-725-000-W SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release is made and entered into this day of April, 2005, by and between Petitioner, Nextel South Corp, d/b/a Nextel Communications, a Georgia For Profit Corporation ("Nexte1"), and Respondent, State of Florida, Department of Management Services ("DMS"). Recitals A. Nextel challenged DMS' Notice ofIntent to Award its Contract for wireless voice services, for Basic Voice and Push to Talk services Option 1 only, issued pllrsuantto Im No_ 1O-725-000-W (the "UN") to Verizon Wireless ("Verizon"), B. Nextel filed its Fonnal Protest and Petition for Formal Administrative Hearing with the Department on Monday, February 14, 2005. DMS entered its Order Dismissing Formal Protest and Petition for Formal Administrative Hearing Without Prejudice on March 1,2005, granting Nextel 20 days within which to file an amended petition, Nextel's Amended Petition TLH1\COMMUT\91762.1 1955010289 \ 1 C) con9o.: DMS-10/11-00B8 -Exhibit 6 for 'Formal Protest and Amended Petition for FOlmal Administrative Hearing (the "Petition") was filed with DMS on March 17, 2005. C. Tins Settlement Agreement and Mutual Release is in full settlement and discharge of all claims against DMS which were made in the aforesaid administrative Petition or which might have been made by reason of the actions of the DMS as set forth in the Petition, npon the terms and conditions set forth below. TERMSANDCONDrnONS I. This Settlement Agreement and Mutual Release (the "Agreement") shall benefit and be a fully binding and complete settlement among Nextel and DMS. 2. Both parties agree this Agreement is a somplete compromise of matters involving disputed issues of law and fact. It is further understood and agreed to by the parties that this Agreement is not to be construed as lUl admission of liability on the part of the DMS, by whom liability is expressly denied. 3. The Parties simultaneously with the execution of this Agreement have entered into a Participating Addendum to the Western States Contracting Alliance Wireless Communication Services and Equipment under the authority of Master Price Agreement 12- 00115. 4. All terms and conditions of the Participating Addendum ("P.A."}as set forth as Exhibit #1 to this Agreement are incorporated herein. 5. The State Term Contract for the provision of wireless services, Contract Number 725-000-03-01, dated December 20, 2002 (hereinafter the "Existing State Term Contract") between the parties will terminate upon the later of (i) thirty (30) days after the date of certification by DMS of the State Term Contract resulting from the ITN award to Verizon (i.e., TLHHCOMMllT\91782.1 19550/0285 2 -------------------------------------------- coneo.: DMS-10/11-00BB -ExhibitS availability on the MyFloridaMarlcetPlace.com website for Eligible Users (as that phrase is defined in rule 60A-l.005, Fla. Admin, Code), or (ii) the effective date ofDMS' Wlitten notification that all other existing state term contracts awarded to other Vendors as part ofthe same award to Nextel under the Existing State Term Contract are terminated. 6. It is the understanding and intent of the parties that the termination of the Existing State Tenn Contract shall not affect or impact the viability of any Purchase Orders issued during the term ofthe Existing State Term Contract, and that those Purchase Orders will remain in full force and effect pursuant to their stated terms and conditions. 7. The parties hereto agree that they will act reasonably and in a good faith in both implementing and giving full legal effect to this P.A. Specifically, representatives ofDMSshall not knowingly suggest or infer that only one option exists for the State of Florida's Eligible Users to purchase wireless voice services or discolll:age Eligible User's from purchasing such services from the P.A. 8. Upon execution of this Agreement, DMS shall release in full the bond submitted by Nextel in the amount of$1 ,844,365.00, without any reduction for costs or fees. 9. In consideration of the agreements of the parties stated herein, Nextel hereby completely releases and forever discharges DMS from any claims arising froin Nextel's Petition or the ITN process, including, without limitation, any alleged violations of Florida law. Further, DMS hereby completely releases and forever discharges Nextel from any claims arising from DMS' defense of the Petition or the ITN process. 10. Nextel agrees that within five (5) days of execution ofthis Agreement that Nextel will file a Notice of Dismissal With Prejudice of its Petition. TlHl\cOMMLIrun 782.1 19550}O289 3 -------------- () conE~o.: DMS-10/11-00BB -Exhibit 6 II. Nextel and DMS acknowledge and agree that no promise or agreement not herein expressed has been made to them and that this Agreement constitutes the entire agreement between the Parties hereto and that the terms of this Agreement are contracted and not a mere recital, and that there is no agreement or compromise on the part ofDMS to do any act or thing not herein mentioned. 12. If either Nextel and/or DMS has to file an action in Circuit Court for enforcement of the terms and conditions of this Settlement Agreement and Release, the prevailing party in such action shall be entitled to payment of their attorneys' fees and costs. Venue for any such action shall be in Leon County, Florida. 13. This Agreement shall be construed and interpreted in accordance with Florida law. 14. All parties agree to cooperate fully to execute any and all supplementary documents and to take all reasonable additional actions which may be necessary or appropriate to give full force and effect to the basic terms and intent ofthis Agreement. 15. Each party shall bear all attorneys fees and costs arising from the actions of its counsel in coml~tion with this Agreement and all related matters and documents referred to herein. 16. Each party acknowledges that it is represented by competent counsel and fully understands tbe meaning and intent of this Agreement, and that it has good right and lawful authority to enter into and execute this Settlement Agreement and Mutual Release. TLH1ICOMMLrN17B2.1 1955010289 ______ •• 0 ___ -_ •• _______ _ 4 ---------------- conE~o.: DMS·10/11-008B -Exhibit 6 IN WITNESS WHEREOF, the Parties have executed tlus Settlement Agreement and Mutual Release as ofthis __ day of April, 2005. State of Florida BY.~.~ Date:_--=-~L.::~,,* ____ ~_ Approved as to Form and Legality. Office of the General Counsel 4'~ '-1/1z-(oS- TI.H1\COMMUl\91782.1 1955010289 ---------- Nextel South Corp. ("Contractor") :,.~ Title: V. p. bel. /, C sec.:lc V- Date: L[-J 1-0":; 5 04-07-10;10:2BAM: # 1/ Contract No.: DMS·10/11.()088. Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 1523 . AMENDMENT NO.2' THIS AMENDM'ENT ("Amendment") is entered into between the State of Florida, Department of Management Services ("Department" or "Customer") and Sprint Solutions, Inc. ("Sprint", "Sprlnt/Nextel" or "contractor") for Alternate Contract Source No. 1523 originally effective May 10, 2005 ("Contract" or HAgreement"). The Department and Sprint Solutions. Inc. hereby agree to amend the Participating Addendum as follows: . 1. Amendment No.1 executed by the Parties on October 2,2007, Contract NO.1523 for the Western States Contracting Alliance ("WSCA") replaced Master Price Agreement No. 12· 001lS for. Sprlnt/Nextel Services. 2. The original Alternate Contract Source used by the State of florida for Sprint/Nextel Services pursuant to WSCA Contract No. 1523 expires on April 11, 2010. 3. The Participating Addendum is renewed for a period of twelve (12) months, beginning April 12, 2010 and ending April 11, 2011. . . 4. This Amendment Is an integral part of and modifies the Participating Addendum. The terms used herein which are defined or specified in the Partldpatlng Addendum shall have the meanings set forth in the Participating Addendum. If there are any inconsistencies between the provisions of this Amendment and the provisions ofthe Participating Addendum, the provisions of this Amendment shall control. 5. All terms and conditions In the Participating Addendum and its attachments not addressed by this Amendment or previously amended remain in full force and effect. (\6. This Amendment shall be effective upon full execution by both Parties. SPRI~T ~OLUTIO By: \ oate:_4-...w,\..,:"1:...\;.:I:...O=--___ _ Title: Sr. V ce President eneral Business & Public Sector Sprini-Ap,",,,d as to legal Form HRF 7 Apr 2010 Approved as to form and legality by the Office ofthe General Counsel, Department of Management :::V 4mA It,~~ Date:----'-~_I_"'/?5+__J! ''''''''D---'-__ _ 04/07/2010 11;27~M (GMT-04:00) Contract No.: DMS-10/11-00S8 -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTION ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT ALTERNATE CONTRACT SOURCE NO. 12-00115 Amendment No.1 TIllS AMENDMENT (number 1) ("Amendment") is made and entered into by and between the State of Florida, Department of Management Services ("Department" or "Customer") and Sprint Solutions, Inc.; ("Sprint," "Sprint-Nextel," or "Contractor,"), for Alternate Contract Source 12-00115 originally effective May 10, 2005 ("Contract" or "Agreement"). Whereas, Contract No. 1523 for the Western States Contracting Alliance ("WSCA") is a replacement to Master Price Agreement 12-00115 for Nextel services, and Whereas, Nextel's parent company has merged with Sprint Corporation, forming Sprint Nextel Corporation, and Sprint Solutions, Inc., a corporate affiliate under common control with Nextel, offers both Sprint and Nextel services ("Services") tbrough its affiliates including Nextel. The Department and Sprint Solntions. Inc. hereby agree to amend the Agreement as fonows: I. In Section I of the Agreement, the term "Master Price Agreement" is redefined to refer to Contract No. 1523. 2. Under Section 2 of the Agreement, the Parties are permitted to continue usage of the Services under the Master Price Agreement (as defined in Section I of this Amendment). 3. This Amendment is an integral part of and modifies the Agreement. The terms used herein which are defmed or specified in the Agreement shall have the meanings set fortb in the Agreement. If there are any inconsistencies between the provisions of this Amendment and the provisions of the Agreement, the provisions of the Amendment shall control. 4. The terms and conditions of the Agreement, including attachments thereto not addressed by this . Amendment, and except as amended previously or amended herein, shall remain in full force and effect. 5. This Amendment shall be effective when executed by both parties. IN WITNESS WHEREOF, and intending to be bound hereby, the parties affix their signature to this Amendment. Signature: ~ Date: CJ bo I b]- By: H. Leon Fn;zi r -Senior Vice Preside ' , Sprint Solutions, Inc. Approved as to form and legality by the Department of Management Services: Signature: ~, .. ~L "'----Date: "1 ( ,-d 61 By: Spencer Krae r State ofFlorida,~e~a:m'ent 0 nagement Services Signature: / Jla.. N Date: /0 I z / 0 7 By: C-hatles Cavingt.n, SIM! Ptlfei>a~or State of Florida, Dypartrnent of Management Services, Division of State Purchasing ~h."-ne.. Q,,,,,... I 'D<.Pc<-!'cl 5Jz.(),-e.~'1 Sprinl-Approved as to Legal FOnTI SKM -20 Sept 2007 ACS No. 12-00115 Page 1 of 1 Contract No.: DMS-10/11-00B8 -Exhibit 6 PARTICIPATING ADDENDUM WESTERN STATES CONTRACTING ALLIANCE WIRELESS COMMUNICATION SERVICES AND EQUIPMENT Under authority of MASTER PRICE AGREEMENT 12-00115 \. Scope: The State of Florida, Department of Management Services (the "Department") is authorized by S. 287.042(16), Florida Statutes, to evaluate contracts and, when determined in writing to be cost-effective and in the best interests of the State. to enter into an agreement authorizing all Eligible Users (as that phrase is defined in Rule 60A- 1.005, Fla. Admin. Code) to make purchases from such contracts. The Department hereby grants alJ Eligible Users permission to make purchases under Nextel-WSCA Master Price Agreement 12-00115, as amended (the "Master Price Agreement"), subject to the terms contained in this Participating Addendum (the "Participating Addendum"). 2. Changes: a. Tills Participating Addendum shalt become effective on the last date signed below and shall have a term of five (5) years unless terminated earlier pursuant to Florida law or the Master Price Agreement (but subject to the provisions of paragraph 2.b. below). Although the parties acknowledge that the term of the Master Price Agreement is currently set to expire in June of 2006, the expectation is that this Master Price Agreement is likely to be extended, renewed amI/or replaced with a follow-on Master Price Agreement. Therefore, as is within the control of the parties, the parties agree that the term of this Participating Addendum will continue for its stated term above, whether as part of an extension of the current Master Price Agreement or as a Participating Addendum of a follow-on Master Price Agreement and the parties agree to take all reasonable necessary actions to implement the intent of this continuation. The Department reserves the right to terminate this Participating Addendum for failure to comply with the provisions of this Participating Addendum, including but not lin1ited to the transaction fee provisions of paragraph 2.d. and the provisions of 287.058(1)(a) through (f), F.S. as required by paragraph 2.e. b. Notwithstanding any other language contained herein or in the Master Price Agreement to the contrary, the Department may not terminate this Participating Addendum for convenience as such right is granted under the Master Price Agreement unless the Department exercises its right to terminate the State Tenn Contract bid under [TN No.: 10-725-000-W for Wireless Voice Services. c. In order to procure products or services hereunder, buyers shat! issue purchase orders referencing this Participating Addendum. Buyers are responsible for reviewing the teill1S and conditions of this Participating Addendum and the Master Price Agreement referenced above. Neither the Department nor the Western States Contracting Alliance is a party to any purchase order issued hereunder. Contract No.: DMS-10/11-008B -Exhibit 6 d. In order to complete any transaction between an Eligible User buyer and the Contractor, the Contractor must be registered in MyFloridaMarketPJace. Rule 60A-I .031, Florida Administrative Code is hereby incorporated by reference. All transactions made pursuant to this Participating Addendum are subject to a transaction fee of 1.0% pursuant to Rule 60A-l.03J which is in addition to any fee payable to WSCA under the Master Price Agreement. e. The provisions of section 287.058(1)(a)-(f), F.S. are hereby incorporated by reference to the extent applicable to the types of products and services provided by Contractor. f. The following statement is required pursuant to section 287.0582, F.S.: "The State of Florida's perfonmance and obligation to pay under this Participating Addendum is contingent upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred by it in administering this Participating Addendum are fully funded by the transaction fee provided for under paragraph 2.d. above. The Contractor shall comply with sections 11.062, F.S. and 216.347, F.S., prohibiting the usc of funds to lobby the Legislature, Judiciary, or State agencies. g. The Contractor shall comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, the Contractor shall comply with the Inunigration and Naturalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. h. Interest penalties for late payment are available subject to the provisions of section 215.422, F.S. An ombndsman, whose duties include acting as an advocate for vendors who may be experiencing problems in obtaining timely payment from a state agency, may be contacted by calling the State Comptroller's Hotline at 1-800-848-3792. i. The exclusive venue of any legal or equitable action that arises out of or relates to this Participating Addendum shall be the appropriate state court in Leon County, Florida; in any such action Florida law shall apply and the Contractor waives any right to a jury trial that it may have. j. If an additional ordinance, rule, or other local governmental authority requires additional contract language before an Eligible User can make a purchase from the Master Price Agreement referenced above, in lieu of this Participating Addendum the Eligible User is responsible for signing a separate Participating Addendum with the Contractor. 3. Primary Contract: The primary contact individual for the State of Florida for this Participating Addendum is as follows: Stu Potlock 2 Contract Analyst State Purchasing 4050 Esplanade Way Tallahassee, FL 32399-0950 Fax: (850) 414-6122, Phone: (850) 488-1086 Email: PotlocS@dms.state.f1.us Contract No.: DMS-10/11-008B -Exhibit 6 The primary contact individual for the Conti'actor for this Participating Addendum is as follows: Rexford Gile Senior Contracts Manager, Strategic Business Development 2001 Edmund Halley Drive, 2 nd floor Reston, VA 20191 Phone: (703) 433-4827, Fax: (703) 433-4996 Email: rexford.gile@nextel.com 4. Price Agreement Number: All purchase orders issued by purchasing entities within the State of Florida shall include the following Master Price Agreement number: 12-00115. Unless otherwise provided by Florida law, statute, rule or this Participating Addendum, the Department will not implement any additional restrictions on any Eligible User to purchase off ofthis Participating Addendwn. 5. Access to this Participating Addendum: The Department agrees that it shall make this Participating Addendum available to all Eligible Users as a state-wide contracting vehicle option to be used at the discretion of all Eligible Users, including, without limitation, placement on the MyFloridaMarketPlace website, accessible to all Eligible Users. 6. Miscellaneous: a. The Parties hereto recognize that Nextel is not the awardee for Florida State Tenn Contract Number 725-330-05-1 for Wireless Voice Services. However, the Parties recognize that the instant Participating Addendum constitutes an approved alternate contract source that Eligible Users may utilize to procure wireless and related products and services provided under the Master Price Agreement. b. This Participating Addendum and the Master 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. Tenus and conditions inconsistent with, contrary or in addition to the terms and conditions of this Participating Addendum and the Master Price Agreement, together with its exhibits, shall not be added to or incorporated into this Participating Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such temlS and conditions are hereby rejected. The tenns and conditions of this Participating Addendum and the Price Agreement and its exhibits shall prevail and 3 Contract No.: DMS-10/11-008B -Exhibit 6 govern in the case of any such inconsistent or additional telms. In addition, the temlS of this Participating Addendum shall prevail and govern in the case of any tenns that are inconsistent with, or contrary to the tenns of the Master Price Agreement. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Date: ----.w"-+.IL-'y~,----- Approved as to Form and Legality, Office of the General Counsel: ~ ~. ~G9-~') 'j )I~!QS Nextel South Corp. ("Contractor") By: Y~zr0 Name: 1/. Lc-DtJ EIf'Jt2.'Ii"/( Title: V, P. pubi. c See..tav- Date: __ i.-f ..... ·_-...:./.!-I-.....:o::.,...."Sc.-___ _ 4 EXHIBIT 7 DISCOUNTS All new and existing, employees of the State of Florida and customers eligible to use SUNCOM services per chapter 282, Florida Statutes ("Eligible Employees"), may, during the term of this Agreement, purchase Products and Services for personal use and receive an Individual-Liable Service Pricing Discount for eligible charges referenced in the Individual-Liable Service Pricing Discount Table below ("Individual-Liable Service Pricing Discount", ILSPD). The Individual-Liable Service Pricing Discount is subject to and conditioned upon: (1) the Eligible Employee signing Service Provider's consumer subscriber agreement; (2) the Eligible Employee providing to Service Provider satisfactory evidence of employment with the State of Florida or the customer eligible to use SUNCOM services; and (3) the Eligible Employee complying wtth Service Provider's current terms and restrictions regarding discounts as described in Service Provider's consumer subscriber agreement. The Department and Service Provider will agree on methods for employment verification. Upon termination of this Agreement for any reason, or upon the Eligible Employee's termination of employment with the State of Florida or the customer eligible to use SUNCOM services, Service Provider may cease applying the Individual-Liable Service Pricing Discount. Except for the Individual-Liable Service Pricing Discount and the conditions set forth, Individual-Liable Active Units (as defined as an Active Unit activated by an Eligible Employee and for which the Eligible Employee is financially responsible) are governed exclusively by the terms and conditions in the consumer subscriber agreement. Employees that are eligible for the ILSPD will maintain the ILSPD as a retiree of the State of Florida if the end user (i) has an active line of service receiving the ILSPD prior to retirement and (ii) receives retirement benefits directly from the State of Florida ("Retired Employee(s)"). The plans included in Exhibit 3 will not be available to Eligible Employees for personal use and shall only be used by Corporate-Liable Active Units on this Agreement. The Individual-Liable Service Pricing Discount shall not be subject to the 1.0% Transaction Fee paid to the Department or reporting requirements in Section 7.03. However, the utilization volume, quantity of plan subscriptions by type, and dollars collectively spent by Eligible Employees and Retired Employees receiving the ILSPD discounts shall be reported monthly to the Department. Service Provider and the Department will develop and agree to a communications plan to present discounts and to sell to Eligible Employees within 60 days of the Effective Date. Communications may include new hire materials, benefits enrollment materials, e-mail, payroll stuffers, newsletters, or Internet and intranet links, chair drops, or other mutually agreed to methods. Service Provider shall waive activation fees for all eligible Individual-Liable Active Units. Individual-Liable Service Pricing Discount Table: Category % Discount Equipment N/A Services 18% Accessories N/A MOBILE COMMUNICA nON SERVICES AGREEMENT THIS MOBILE COMMUNICATION SERVICES AGREEMENT ("Agreement"), effective as of the last date signed below (the "Effective Date"), is between the Florida Department of Management Services, a State agency with its principal place of business at 4050 Esplanade Way, Suite 200, Tallahassee, FL 32399-0950 (the "Department" or "Customer"), and Sprint Solutions, Inc., a Delaware corporation with its principal place of business at 12502 Sunrise Valley Drive, Reston, VA 20196 ("Service Provider" or "Sprint"). WHEREAS, Service Provider provides wireless voice and data services in certain areas of Florida; and WHEREAS, the Department issued Invitation to Negotiate DMS-101l 1-008 ("ITN"), on September 2, 2010, in order to select a company to provide such services; and WHEREAS, pursuant to the ITN, the Department has awarded a contract to Service Provider based on the terms and conditions set forth herein. NOW THEREFORE, in consideration of the mutual covenants and the promises contained herein, the parties agree as follows: Contract 1.0 -DEFINITIONS The following terms when used herein shall have the following meanings: 1.01 Active Unit or Line Means an active piece of wireless Product. 1.02 Business Day Means Monday through Friday, excluding State observed holidays. 1.03 Business Hours Means 9:00 A.M. to 5:00 P.M. EST on any Business Day at the office responsible for handling the pertinent interaction between Service Provider and the Department. 1.04 Bnsiness Plans Means wireless service plans for business customers. Certain Business Plan options are priced in the Agreement or End User may select from any other available Business Plans, subject to the Customer's written approval of the terms and pricing of that Business Plan. 1.05 Corporate-Liable Active Unit or Customer Line Means an Active Unit (a) activated by End User for End User's end use, (b) enrolled in a Business Plan, and (c) for which Department is financially liable. 1.06 Department Means the Florida Department of Management Services, acting through its Division of Telecommunications ("DivTel"). The Department is the customer of record under this Agreement. 1.07 End User(s) Means the individuals using the wireless telecommunications services set forth in Exhibit I - Technical Requirements. Contract No.: DMS 1011 1-0088 Page 6 of32 1.08 Events of Default Means (i) the failure of either party to pay any sum owed to the other hereunder at the time such amount comes due , (ii) the failure of either party to perfonn or observe any term , condition, or covenant to be performed by it under thi s Agreement , or (iii) an unauthori ze d assignment-of-thi s- Agreement. 1.09 ITN Means the Department 's Invitation to Negotiate identified in the recitals above. 1.10 Location Based Service Means any Service or application that uses, accesses, tracks or discloses the location of an active unit. 1.11 Nationwide Sprint Network Means the Sprint-owned or controlled CDMAII xrtt wireless network, including network owned or controlled by Sprint Service Provider affiliates, used by Sprint to provide Sprint Services. 1.12 Nextel National Network Means the Sprint-owned or controlled iDEN wireless network, includin g network owned or controlled by Nextel affiliates or partners, used by Sprint to provide Nextel Services. 1.13 Nextel Services Means wireless Services provided by Sprint on the Nextel National Network using iDEN technology. 1.14 Premium Services Means approved downloads and applications available through wireless data Services that are above and beyond basic data usage. 1.15 Product(s) Means product(s) includes equipment, hardware, software , cabling or other materials sold to Department by or through Service Provider as a separate item from, or bundled with, a Service. 1.16 Probibited Data Uses Means data services may not be used by a Wireless Data Connection Device in excess of that provided in the plans in Exhibit 3. For additional Prohibited Data Uses please see Section 10. 1.17 Roaming Means voice or data service provided on another wireless carrier's network through agreements established by Service Provider. 1.18 Domestic Roaming Means Roaming on networks within the United States, Puerto Rico and U.S. Virgin Islands where Service Provider has a roaming relationship with the carrier. Geographic Roaming locations are s ubject to change and provided at: http://coverage.sprintpcs.com 1.19 Service(s) Means the serv ice s provided by Service Provider to the Department under this Ag reement , including: (i) the wireless telecommunications services s pecified in Exhibit I (Technical Requirements), (ii) the operational se rvices specified in Exhibit 2 (Business Process and Contract No.: DMS 101l1-008B Page 7 of32 Operations), and (iii) such other services not specifically described in this Agreement but which are inherent in the provisioning of such services. 1.20 Service Account Means the unique account through which services are offered and charges can be incurred (without regard to who pays). Service Accounts are often associated with a single user and have one-to-one relationships with Mobile Telephone Numbers, Electronic Serial Numbers, Subscriber Identity Modules, Mobile Identification Numbers and/or device serial number. 1.21 Service Provider Means the wireless telecommunications company identified in the first paragraph of this Agreement. 1.22 Sprint Networks Means Sprint Networks including the Nationwide Sprint Network, the Sprint 3G Network, and the Nextel National Network. 1.23 Sprint 3G Network Means the Sprint-owned or controlled CDMA/EY-DO wireless network, including network owned or controlled by Sprint Service Provider affiliates, used by Service Provider to provide Sprint Services. 1.24 Sprint 4G Network Means the wideband OFDM technology, including WiMax, that Service Provider owns or resells, including network components owned or controlled by Service Provider affiliates or partners. 1.25 Sprint 4G Services Means functionality provided by Service Provider that either provides data transport on the Sprint 4G Network or allows for the use of Applications related to the Sprint 4G Network. 1.26 Sprint Services Means wireless Services provided by Service Provider and authorized Sprint Service Provider Affiliates on the Nationwide Sprint Network or Sprint 3G Network using COMA technology. 1.27 Sprint Service Provider Affiliate Means an entity that has entered into an arrangement with Service Provider to construct wireless network coverage, perform operational functions in defined geographic areas, and provide mobile wireless telecommunications products and services under the "Sprint" service marks or any other service marks subsequently used by Service Provider. "Sprint Service Provider Affiliate Market" means the regions of the United States covered by Sprint Service Provider Affiliates. 1.28 State Means the State of Florida. 1.29 SUN COM Client(s) Means the entity or entities acquiring the wireless telecommunications services set forth in Exhibit I from the Department. SUNCOM Clients may include State agencies, the legislative and judicial branches, political subdivisions, counties, cities, municipalities, local school boards, community colleges, universities. educational institutions, certain private non-profit K-12 schools, libraries, qualified commissions and boards, water management districts, certain qualifying non-profit corporations, and other qualifYing public agencies or authorities. Contract No.: DMS 10/11-008B Page 8 of 32 1.30 Wireless Data Connection Device Means a mobile broadband card, USB modem, embedded modem, or a phone subscribed to a phone as modem Business Plan. 1.31 Wireless Data Session Means a Sprint Network connection attempt made by a user that utilizes wireless data services and is based upon the assignment ofa dedicated IP address to the requesting access terminal (e.g., the handset, aircard, or other device). A Wireless Data Session begins when the user initiates a Sprint Network connection by attempting to access the Sprint Network and ends when the connection is blocked or terminated. 1.32 Wireless Services Means Nextel Services, Sprint Services, and Sprint 4G Services. Contract 2.0-TERM OF AGREEMENT 2.01 Initial Term The initial term of this Agreement shall commence on the Effective Date. As such this Agreement will expire five (5) years after the Effective Date , unless sooner terminated in accordance with the provisions herein. 2.02 Renewal Term Upon mutual agreement, the parties may renew the Agreement, in whole or in part, for renewal terms up to five (5) years .. Each renewal shall speci/)' the renewal price as set forth in the ITN response as reflected in Section 4 below. Each renewal must be in writing and signed by both parties, and is contingent upon satisfactory performance evaluations and subject to availability of funds. 2.03 Termination By the Department for Convenience The Department may terminate this Agreement for convenience upon one hundred eighty (180) days advance written notice to Service Provider when the Department determines in its sole discretion that it is in the State's interest to do so. In the event of a termination for convenience, Service Provider shall not be entitled to recover any cancellation charges or lost profits. 2.04 Termination By Service Provider for Unforeseen Circumstances The Service Provider may deem it necessary from time to time to change or update certain procedures set forth in this Agreement in order to account for unforeseen circumstances or to more efficiently cond~ct its business. If the Department unreasonably rejects such change or update, then Service Provider may terminate this Agreement upon one hundred eighty (180) days' prior written notice. In the event of a termination for unforeseen circumstances, Service Provider shall not be entitled to recover any cancellation charges or lost profits. 2.05 Termination for Cause This Agreement may be terminated upon an Event of Default by either party if such Event of Default is not cured by the defaulting party within thirty (30) days of receipt of written notice of the Event of Default. The non·defaulting party shall have the immediate right, without further notice or proceedings, to pursue such remedies and other actions as that party may deem appropriate. Contract No.: OMS 10111·0088 Page 9 of32 2.06 Transition Service Provider will have a period of eight (8) months from the Effective Date of this Agreement. in accordance with Section 5.02 of the [TN. to complete all transition activities for state agencies as described in Exhibit 2, Business Process & Operations, and to commence providing the services as specified herein (the "Transition Period"). Service Provider will make commercially reasonable efforts to transition all SUNCOM Clients and local government agencies currently purchasing under Alternative Source Contract No.: 1523-ACS within the Transition Period. The parties acknowledge that the SUNCOM Clients and local government agencies may not be transition by the end of the Transition Period. It is the desire of the parties that, for only the Transition Period, the operational terms and conditions contained in the earlier agreements between the parties for Wireless Data Services, Contract No.: DMS-0304-063 (MA4440) and Alternative Source Contract No.: 1523-ACS, will apply to this Agreement. Those operations tenns and conditions are hereby incorporated into this Agreement as Exhibit 6. Upon any tennination of this Agreement, Service Provider shall cooperate and use reasonable efforts to (i) assist the Department and SUNCOM Clients to minimize any impacts resulting from the tennination and any transition to a new vendor; and (ii) offer the Services directly to any SUNCOM Client or End User who meets Service Provider's credit requirements and who enters into a contract for service with Service Provider. 2.07 Contract Documents This Agreement, together with the following documents, set forlb the entire understanding of the parties with respect to the subject matter. In case of contlict, the tenns of the Agreement shall control. If a contlict exists among any of these documents, the documents shall have priority in the order listed: A. Any Amendments to the Agreement. B. Agreement and Exhibits 1 -7. C. ITN No.: DMS-lOlll-008, as amended. Contract 3.0-PROVISION OF SERVICE 3.01 Generally Service Provider agrees to provide the Services in accordance with the specifications and requirements set forth in this Agreement. 3.02 Reporting Requirements Service Provider shall provide monitoring tools with reporting functionality, if available, to the Department which monitors the defined SLA service parameters in accordance with Exhibit 5. The reports referenced in Exhibit 1, Exhibit 2, and Exhihit 5 (SLA Matrix) shall be provided by the Service Provider. The Service Provider shall submit reports in electronic format to the Department. The reports shall be due within a timeframe mutually agreed upon between the parties or no later than 30 days following the request from the Department. Any additional ad hoc reports requested by the Department shall be provided by the Service Provider upon mutual agreement of the fonnat and within a timeframe mutually agreed upon between the parties. [f Contract No.: OMS 101I1-008B Page 10 of32 these reports are not submitted in a timely manner, the Department shall seek any remedies it may have under Section 14. 3.03 Discounts. See Exhibit 7 for details regarding discounts available to SUNCOM Clients and employees. Other terms and conditions of this Agreement do not apply to Exhibit 7. 3.04 Customer Care Services Service Provider's enterprise customer care help desk resources shall be available to End Users and SUNCOM Clients for resolution of most Service-related issues. In addition, the Department and SUNCOM Clients will have access to a help desk as set forth in Section 6 below. 3.05 No Privity With End Users or SUNCOM Clients Unless otherwise provided in this Agreement, Service Provider shall not be contractually obligated to the End Users or SUNCOM Clients for the Service and shall not be authorized to send any bills for the Service to such End Users or SUNCOM Clients. 3.06 Right to Deactivation of Unused Accounts The parties will cooperate to ensure that End User accounts do not lie dormant for extended periods of time (six months or more). Service Provider shall not deactivate such accounts until the Department has been given at least sixty (60) days to investigate and notity the SUN COM Client. If circumstances warrant, the Department may require Service Provider to postpone the planned deactivation for some identified period of time. 3.07 Location Based Services If End User downloads or accesses Location Based Services through Service Provider wireless Products and Services, Customer agrees that the Location Based Service provider may access, use and disclose as necessary the geographic location of End User's Product(s) pursuant to the terms of the Location Based Service purchased by Customer. Customer must clearly, conspicuously and regularly notity all of its End Users using Corporate-Liable Active Units upon which End User has enabled Location Based Services that end-user location information may be accessed, used or disclosed in connection with the Location Based Service. ONLY TO THE EXTENT ALLOWED BY LAW, CUSTOMER WILL RELEASE SERVICE PROVIDER FROM ANY AND ALL THIRD PARTY CLAIMS, LOSSES, EXPENSES, DEMANDS, ACTIONS OR CAUSES OF ACTION ARISING OUT OF END USER'S USE OF LOCATION BASED SERVICES AND CUSTOMER'S FAILURE TO NOTIFY CORPORATE-LIABLE END USERS OF END USER'S ELECTION TO USE ANY LOCATION BASED SERVICE OR LOCATION INFORMATION ON CORPORATE-LIABLE ACTIVE UNITS. Location Based Services are not available on the Sprint 4G Network. 3.08 Premium Services Policies In certain instances, subject to the terms of the content purchased, Service Provider may delete Premium and non-Premium items downloaded to storage areas controlled by Service Provider. 3.09 Telephone Numbers and Portability Service Provider may change the telephone number assigned to each Corporate-Liable Active Unit with reasonable prior notice for commercial reasons, such as fraud prevention, regulatory requirements and area code changes. Customer does not have any right of possession or title to any number, e-mail address or other identifier Service Provider may assign to Customer's wireless Products or accounts. End User may not modify, change or transfer any of these identifiers except as Service Provider allows or as allowed for by law. Service Provider will Contract No.: DMS 10/11·0088 Page II of32 comply with any FCC-issued regulations that require Service Provider to allow End User to "port" or transfer its assigned telephone numbers upon switching wireless service to another carrier. Before a telephone number previously used with another carrier can be used on the Sprint Networks, End User must provide information about the account with the other carrier, such as the account number, tax identification number, telephone number, 5 digit zip code and password, if applicable, and purchase wireless Products from Service Provider. Until the port from the previous carrier is successful, the Service Provider wireless Product will only be able to call 911 and Sprint Customer Care. Once the port is completed, End User's old device will no longer work. However, due to system limitations and issues outside Service Provider's control, some requests to port a telephone number from another carrier to Service Provider, or from Service Provider to another carrier, may not be successful. If a transfer to Service Provider is not successful, the End User may return any Service Provider wireless Products within the return period to receive a credit, and Customer will lose or repay to Service Provider any discounts or service credits provided with a returned Service Provider wireless Product or cancelled Nextel Service or Sprint Service. If End User does not return Service Provider wireless Products within the return period as defined in Exhibit 2, Section 2.2 of the Wireless Product Annex, the Department shall be responsible for the suggested retail price of the Product. 3.10 TTY Access TTY-capable wireless Products (also known as TDD or Text Telephone) may not function effectively when attempting 911 calls due to the limitations of the answering agency. 3.11 911 or Other Emergency Calls For 911 calls, an emergency responder's ability to locate End User through wireless Products and Services may be affected by various factors, including but not limited to, the type of wireless Product used, lack of a GPS-enabled device, geography or other factors such as the porting process. In some areas and depending on the equipment deployed by the local public safety answering point ("PSAP"), 911 calls may be routed to a state patrol dispatcher instead of the local PSAP. Pursuant to Section 365.172(11) of the Florida Statutes, Service Provider is not liable for failures or delays in connecting to the appropriate emergency services provider. Enhanced 911 ("E911") service that is compatible with FCC technical requirements is not available in all areas due to PSAP equipment capabilities. Customer consents to Service Provider'S disclosure of Customer information to governmental and public safety authorities in response to emergencies. This information may include, but is not limited to, Customer's name, address, number, and the location of the user of the Service at the time of call. Service Provider's equipment and services must allow End Users in Florida to dial *347 (Florida Highway Patrol) at no charge. 3.12 Use of Sprint Wireless Data Services Customer acknowledges that use of certain wireless data Services, including some messaging services, may result in the disclosure to third parties of the user's email address and other information in connection with the user's Internet usage. As a result, End User may receive advertising, warnings, alerts and other messages, including broadcast messages. Service Provider does not disclose such user information to third parties. Such information is collected by the third parties based upon the End User's data usage. 3.13 Operational and User Guides As provided in Exhibit 5, the parties agree to begin developing an operational guide within 90 days after contract execution. The parties will mutually agree on the content of the operational guide. The Department is responsible for developing the user guide using information derived from the operational guide. The Service Provider agrees to cooperate with the Department to Contract No.: DMS 10111-0088 Page 12 of32 develop content for the user guides. The Service Provider shall be permitted to review and provide comment to the user guide prior to submission to the End Users. 3.14 Compatibility of Wireless Products and Services Wireless Products may not be compatible with services provided by other wireless carriers, except for services provided over Sprint Service Provider Affiliate networks or in connection with Roaming agreements. Service Provider does not guarantee current or future compatibility of wireless Products or Services with third party products or Applications. Apparent compatibility or notice from Service Provider of compatibility is not a Service Provider endorsement of a third party product or Application. Unless otherwise stated in the Agreement, Sprint may, in its sole discretion and at any time, disable or discontinue use of any third party product or Application with the wireless Products or Services. Contract 4.0-PRICING 4.01 Rates The full and complete prices for the Services are set forth on Exhibit 3, attached hereto. Service Provider may modify terms and features of a nationally available wireless Business Plan that are not set forth in Exhibit 3 without written notice to Customer. 4.02 Rate Increases The rates set forth on Exhibit 3 may not increase prior to January 1,2014. Beginning January I, 2014, Service Provider may increase the pricing subject to the following limitations: (i) the Department must be given at least one hundred eighty (180) days advance written notice of the exact amount of the price increase; (ii) no more than one price increase may be made in any twelve (12) month period; and (iii) the price increase may not exceed the most recent annual percentage increase in Consumer Price Index (CPI-W) for Urban Wage Earners and Clerical Workers. All Items. South Region (using the most recent twelve months of Labor Department statistics available at the time the notice was given). No retroactive price increases are allowed. 4.03 International Dialing Charges Unless otherwise instructed by the Department, End Users shall not have the ability to make any calls that will result in international long distance charges. If international calling is enabled, Service Provider may reasonably restrict availability and may charge the Department at Service Provider's standard international long distance rates. 4.04 Metering of Voice Usage The length of calls is generally measured from the time the End User presses the "SEND" key and ends when the phone device disconnects from Service Provider's facilities or when the End User presses the "END" key if sooner. There is no call usage for outgoing voice calls that reach a busy signal, a disconnected number or that ring continuously without making connection to the Sprint Networks. There is no call usage for incoming voice calls that End User does not answer or that enter End User's voicemail. 4.04.1 Nextel Direct Connect Transmissions. A Nextel Direct Connect transmission begins approximately when End User presses the button to initiate a transmission and ends approximately 6 seconds after completion of a communication (Le., when End User or another participant releases the button) to which no participant responds within 6 seconds. If a participant responds within 6 seconds, the response is calculated as part of the initial transmission. End User initiates a new Contract No.: DMS 101l1-008B Page 13 of32 transmission if End User responds more than 6 seconds after another participant completes a communication. Airtime charges apply for the entire period of time the transmission is connected to the Sprint Networks. Service Provider will charge a minimum of 6 seconds for all Nextel Direct Connect transmissions. After 6 seconds, Nextel Direct Connect airtime on a Sprint Product is rounded up to the next second for each transmission. 4.05 Metering of Data Usage Data usage is calculated from the time End User's device makes contact with the Sprint Networks or Sprint 4G Network until the respective network connection is broken or dropped, whether or not the transmission of data is a complete end to end transaction. Data usage may occur on any device capable of data transmission, including handheld devices and devices attached to or embedded in computers and includes sending and receiving e-mail, browsing the Internet, accessing certain applications, all complete, partial or interrupted uploads or downloads and re- sent data, and unsuccessful attempts to reach websites and other applications and Services, including those resulting from dropped network connections. Data usage is rounded up to the next whole kilobyte. Rounding occurs at the end of each separate session. Rounding of data usage charges occurs at the end of each billing period and the total kilobyte charges are rounded up to the next cent. Additional information on the metering of Data Usage is included in Exhibit 2. 4.06 Minimum Monthly Fee (MMF) Every SUNCOM Client's Service Account will incur a mllllmum monthly charge (as set in Exhibit 3 -Price) unless the Service Account's utilization cost exceeds the Minimum Monthly Fee's amount. 4.07 Roaming Charges In-state and out of state voice rates may be set out in End User's pricing attachment in Exbibit 3. Domestic Roaming for data is included in Service Provider Business Plans. International Roaming rates for voice and data will vary and are accessible through www.sprint.com/international or by contacting End User's Service Provider Account Representative. There may be delays in invoicing Roaming charges due to the practices of the Roaming service provider. Business Plans that include Roaming ("Roaming Included Plans") are not available with single-band phones or to users who reside or whose primary use is outside an area covered by the Nationwide Sprint Network. Service Provider may limit or terminate Service if a Corporate-Liable Active Unit user moves outside of the area covered by the Nationwide Sprint Network. Service Provider may, deny, terminate, modify, disconnect or suspend Service to a Corporate-Liable Active Unit if Roaming in a given month exceeds: (I) voice: 800 minutes or a majority of minutes, or (2) data: 300 megabytes or a majority of kilobytes. International calling, including in Canada, Mexico, and Guam, is not included in Roaming Included Plans. Prior to an adverse action being taken against an End User, Service Provider shall notifY the Department by providing thirty (30) days prior written notification of any alleged infraction by an End User of the Services. 4.08 Special Services As set forth in Exhibit 3, End User also may incur charges for special Services such as directory assistance, operator-assisted calls or call-forwarding, depending on End User's Business Plan. 4.09 Reactivation Fee If Service Provider terminates Service to a Corporate-Liable Active Unit as permitted under the Agreement or requested by End User, Service Provider may require payment of any outstanding account balance before Service Provider reactivates Service to the affected Active Unit and Sprint Contract No.: DMS 10111-0088 Page 14 of32 may charge Department a reactivation charge. If Department is charged a reactivation fee on a Corporate-Liable Active Unit, Service Provider agrees to waive the reactivation fee through the application of a local market discretionary credit applied to the Department's invoice. 4.10 Monthly Recurring Charges Service Provider will bill Department for Wireless Services based on the Monthly Recurring Charges ("MRC") for the selected Business Plan. Customer will incur overage charges if the minutes or megabytes used exceed the minutes or megabytes allowed under the selected Business Plan. Contract 5.0 -EQUIPMENT 5.01 Responsibility for Obtaining Equipment SUNCOM Clients and End Users shall be responsible for obtaining the equipment necessary to use the Services from Service Provider or third parties. The Department may impose reasonable policies respecting such equipment. 5.02 Network Compatibility The parties will cooperate to ensure that any equipment used by End Users in connection with Service meets industry standards and any other reasonable requirements of Service Provider. Service Provider may deactivate service to any equipment used by an End User that does not meet such requirements or which is otherwise causing network interference. To the extent practicable, Service Provider will advise the Department and the SUNCOM Clients in advance of such deactivations. 5.03 Equipment Sales by Service Provider Pursuant to this Agreement, Service Provider agrees to offer equipment (including accessories) to SUNCOM Clients on the following basis: (i) Comparable Terms and Prices: The equipment models, standard prices and standard terms of sale shall be comparable to those offered to Service Provider's largest customers in Florida. Service Provider will offer highly competitive pricing and discounts for its services in a manner in which the prices Service Provider charges its customers for the same services are not unreasonably dissimilar for similarly situated customers with like traffic patterns, volumes, commitment levels and the like. However, this section shall not in any way be construed as providing the Department most favored customer pricing as it is against Service Provider's corporate policy as a common carrier. Service Provider is prohibited by law from unreasonably discriminating between similarly situated customers. (ii) Minimum Discounts: Pricing shall reflect, at a minimum, the discounts set forth on Exhibit 3 (Pricing for Equipment). (iii) Promotions: Service Provider may offer equipment sales promotions to SUNCOM Clients with the Department's consent. If requested, the Department may (but is not required to) assist in publishing these promotions. If the Department purchases a promotional wireless Product or Service, the promotional terms will control over any conflicting terms in the Agreement for that wireless Product or Service until the promotion expires or Customer selects a different Business Plan for the Corporate-Liable Active Unit enrolled in the promotion. Contract No.: OMS 101l1·008B Page 15 of32 (iv) Ordering Process: Service Provider may require SUNCOM Clients to follow reasonable procedures for ordering, receiving and paying for the equipment (e.g., a requirement that all orders be placed through a designated account executive or toll-free -number)-in- accordance with Exhibit 2. Service Provider will not receive orders directly from an End User. (v) Warranties: Service Provider agrees to pass through to SUNCOM Clients any and all Equipment vendor warranties (including battery) to the fulle st extent allowed under applicable law. Service Provider does not manufacture Products and, except as provided in thi s Agreement, is not respon si ble for the acts or omissions of the original equipment manufacturer. (vi) Americans with Disabilitie s Act: Service Provider shall identify any products that may be used or adapted for use by visually, hearing, or other physically impaired individuals. (vii) Title to Eauioment. Excluding equipment sold to Customer under this Agreement Service Provider or its suppliers retain title and property right s to Service Provider- provided equipment. Upon termination or expiration of the Agreement or the applicable Service, Customer will surrender and immediately return the Service Provider-provided software to Service Provider; provided that Customer is not required to return the software in stalled in Products sold to Customer under thi s Agreement. (viii) U.S. Export Control: The Department is solely respon s ible for complying with U.S. Export Control laws and regulations and the import laws and regulations of foreign countries when End Users are traveling internationally with the Department's Equipment. 5.04 Equipment Lists and Catalogs The parties will cooperate in updating the equipment lists and catalogs set forth in Service Provider's response to the ITN. These updated list s and catalogs (with applicable pricing) shall be made available for viewing and ordering by SUNCOM Clients in accordance with Exhibit 2 - Business Process and Operation. Service Provider shall provide the Department with reasonable advanced notice (i.e. prior to the effective date) of any equipment included in the lists and catalogs which will be discontinued. 5.05 Licensing Requirements Where software is provided with a Product or Service, Customer is granted a non-exclusive and non-transferable license or sublice nse to use the software, including any related documentation, so lely to enable Customer to use the Products and Services in accordance with the applicable licensing requirements. Software licens ing term s and conditions of Service Provider'S software vendors are provided by Service Provider or posted at www.s print.comirate sandconditi o ns or otherwise provided to Customer through click or shrinkwrap agreements. Service Provider may suspend, block or terminate Cus tomer's use of any software if C ustomer fails to comply with any applicable licens ing requirem ent. Con tract No.: DMS 1011 1-008S Page 16 0f32 Contract 6.0-BUSINESS PROCESS AND OPERA TJONS 6.01 Generally The initial business processes and operational requirements applicable to this Agreement are set forth on Exhibit 2 -Business Process and Operation. The parties shall cooperate to make reasonable clarifications, modifications, additions or deletions to these requirements from time to time based on changing circumstances and/or the desire for better efficiencies. By the end of the Development and Preparation Phase contemplated in Exhibit 2 -Business Process and Operation, the parties will organize and set forth the requirements in a comprehensive Operational Guide which each party will follow in good faith. Changes in the Operational Guide may be accomplished and implemented by mutual agreement without a formal amendment to the Agreement. 6.02 Weekly Conference Calls Service Provider shall participate in a weekly conference call with the Department to discuss and provide status on all open or unresolved issues related to the Services (including trouble tickets). It shall be the responsibility of Service Provider to coordinate and initiate the call at a time acceptable to the Department's staff. At the Department's discretion, the call frequency may be modified. 6.03 Helpdesk Service Provider shall assist the Department with the integration of the Helpdesk with the Department's Service Desk, Service Desk Express application and/or other existing DivTel helpdesk system(s). Additional information for Helpdesk information is provided in Exhibit 1 - Technical Specifications. 6.04 Technology Information In the normal course of technology evolution and enhancement, Service Provider continually updates and upgrades its Networks, Products and Services. In some instances, these efforts will result in the need to ultimately replace certain offerings or technologies. In such event, Service Provider will undertake such replacement efforts in a customer-focused and commercially reasonable manner and will, throughout the process, provide its customers with periodic updates that provide relevant information. As part of such technology evolution, Service Provider must reserve the right to migrate Customer from Products activated on the Nextel National Network to either a Sprint Direct Connect push-to-talk ("PIT") Product, or a Customer-selected non-PTT Product, that runs on the Nationwide Sprint Network; provided that Service Provider will not undertake any such migration with less than 12 months prior notice. Because there will be at least 12 months prior notice, in almost every instance Customer will have the ability to upgrade its existing devices to new or replacement devices under the then applicable Service Provider handset upgrade program. If the Customer has any devices that are not eligible for upgrade under this handset upgrade program and the Customer must migrate its existing Products activated on the Nextel National Network, Service Provider will permit the parties current upgrade policy to apply to such existing Products and permit the Customer to upgrade at the then existing upgrade costs to devices that are compatible with the replacement technologies. If Service Provider exercises its right to migrate Customer to a new technology under this provision, upon completion of such migration, the terms and provisions of this Agreement related solely to the Nextel products and service will terminate. In addition, the parties recognize that they may need to amend this Agreement to add new terms related to such successor technologies. Contract No.: DMS 101l1-008B Page 170f32 6.05 Authorized Representatives Immediately upon execution of this Agreement, Service Provider shall notifY the Department of its authorized representatives for purposes of giving and receiving the notices provided for under this Section 6 and any other Service orders, including those which involve the activation, change, or discontinuance of Service. The Department 's authorized representative s are as follows: A. Contract Administrator The employee primarily responsible for administrative duties relating to the Agreement, s uch as maintaining the Contract file and financial information on this Agreement, and will serve as the liaison with the Service Provider's Contract Manager and Department. Christina Es pino sa, FCCN . FCCM Purchasing Analy s t Departmental Purchasing Florida Department of Management Services 4050 Esplanade Way, Suite 380.9z Telephone: (850) 410-2404 The Department may appoint a different Contract Administrator, Contract Manager and/or SUNCOM Product Manager without an amendment to the Agreement, by se nding written notice to Service Provider. B. Contract Manager The employee primarily responsible for overseeing each party's performance under to the terms of this Agreement. Any communication from the Service Provider to the Department relating to the Agreement shall be copied to the Contract Manager. Jonathan Rakestraw Divi s ion of Telecommunications Department of Management Services 4030 Esplanade Way , Suite 115 Tallahassee, Florida 32399-0950 Telephone: (850) 921-0857 I Fax: (850) 921-5162 E-mail: jonathan.rakestraw@ dms.myflorida.com C. SUN COM Product Manager The employee primarily respon s ible for overseeing the technical requirements for this Agreement. Raghib Qureshi Division of Telecommunications Department of Management Services 4030 Esplanade Way , Suite 125J Tallahassee, Florida 32399-0950 Telephone: (850) 413-0319 E-mail: raghib.gure shi @ dm s.myflorida .com Con tract No.: DMS 101l1-00S8 Pa ge ISof32 Contract 7.0-TERMS OF PAYMENT 7.01 Invoicing of Charges Invoicing shall comply with the terms and conditions set forth in Exhibit 2 -Business Process and Operation attached to this Agreement. 7.02 Payment of Charges Payment shall be made in accordance with State law, including Sections 215.422 and 287.0585, Florida Statutes, which govern time limits for payment of invoices. Invoices that must be returned to Service Provider due to preparation errors will result in a delay in payment. The Department is solely responsible for all charges billed under this Agreement, whether or not a SUNCOM Client has paid the Department for such charges. 7.03 Transaction Fee The State has instituted MyFloridaMarketPlace, a statewide eProcurement System ("System"). Pursuant to Section 287.057(23), Florida Statutes, all payments shall be assessed a Transaction Fee of one percent (1.0%), which Service Provider shall pay to the State, unless exempt pursuant to Rule 60A-1.032, F.A.C. The parties agree that taxes and surcharges shall not be assessed in the calculation for the Transaction Fee. For payments within the State accounting system (FLAIR or its successor), the Transaction Fee shall, when possible, be automatically deducted from payments to Service Provider. If automatic deduction is not possible, Service Provider shall pay the Transaction Fee pursuant to Rule 60A- 1.031(2), F.A.C. By submission of these reports and corresponding payments, Service Provider certifies their correctness. All such reports and payments shall be subject to audit by the State or its designee. Service Provider shall receive a credit for any Transaction Fee paid by Service Provider for the purchase of any item(s) if such item(s) are returned to Service Provider through no fault, act, or omission of Service Provider. Notwithstanding the foregoing, a Transaction Fee is non- refundable when an item is rejected or returned, or declined, due to Service Provider's fail ure to perform or comply with specifications or requirements of the Agreement. Failure to comply with these requirements shall constitute grounds for declaring Service Provider in default and recovering re-procurement costs from Service Provider in addition to all outstanding fees. SERVICE PROVIDERS DELINQUENT IN PAYING TRANSACTION FEES MA Y BE subject to being removed from the Department's vendor list as provided in rule 60A- 1.006, F.A.C. 7.04 Taxes Service Provider will recognize and honor all validly and properly issued and executed tax exemption certificates delivered by Customer and statutory exemptions and will not bill Customer for any such exempted taxes. Service Provider's rates and charges for Products and Services do not include taxes. Customer will pay any and all taxes for which it does not have an exemption. The only applicable FCC authorized fee, surcharge or assessment in effect as of the date of this Agreement are provided in Exhibit 3 and as updated in the catalog. These fees may appear on billings to the Customer. No other FCC or PUC fee, cost recovery fee, surcharge or assessment applicable to wireline andlor wireless voice andlor data telecommunications services may be imposed during the term of this Agreement, without the prior amendment under the Agreement, unless mandated by the FCC or PUc. Service Provider agrees to not bill for any items which are not mandated by the FCC or PUC and which are Contract No.: OMS 10111-0088 Page 19 of32 otherwise not applicable to wireline and/or wireless voice and/or data telecommunications services. 7.05 Disputed Charges Disputed charges shall be handled in the manner set forth in Exhibit 2 -Business Process and Operation attached to this Agreement and subject to Section 215.422, Florida Statutes. 7.06 Proration of Charges Monthly fees for billing periods of less than one month will be prorated based on the actual number of days in such periods. 7.07 Charges Resulting from Lost or Stolen Devices In the event an End User's or SUNCOM Client's voice or data transmitting device ("Device") is lost, stolen, or otherwise absent from the End User's or SUNCOM Client's possession or control, the Department shall nevertheless be liable for all charges attributable to the Device until it or the End User or SUNCOM Client notifies Service Provider during Business Hours of such loss, theft, or unauthorized absence, in which case the Department's liability therefore shall terminate at the earlier of (i) deactivation of the Device by Service Provider, or (ii) the end of four (4) Business Hours after such notification is received by Service Provider. Service Provider shall use reasonable efforts, taking into account all circumstances which shall include other operational demands placed upon its employees, to deactivate Service to the Device affected as soon as practicable. 7.08 Right of Offset Following prior written notification and completion of the dispute process outlined in Section 14, the Department may, in addition to other remedies available at law or equity and upon notice to Service Provider, retain from amounts due Service Provider such monies as may be necessary to satisfY any claim arising under (i) this Agreement, or (ii) any other liability or obligation of Service Provider or its affiliates to the State of Florida. Contract 8.0 -THE DEPARTMENT'S OBLIGATIONS 8.01 Trained Staff The Department shall provide an adequate and properly trained staff to receive and investigate any complaints from its End Users or SUNCOM Clients relating to Service, and will report any trouble to Service Provider with respect to Service only upon reasonable verification that such trouble is due to reasons other than the misuse or malfunctioning of the End User's or SUNCOM Client's equipment or the failure of such equipment to meet the technical standards for compatibility with Service. 8.02 Responsibility for Actions or Omissions The Department shall be solely responsible for all costs and expenses incurred in connection with its actions or omissions in the sale of Service or otherwise relating to this Agreement. The Department shall act in all respects on its own account, and shall be solely responsible for such things as billing, collection and, except as provided in Section II and Exhibit 1 -Technical Requirements, abuse or fraudulent use of any element of the Service, whether by the Department's employees or agents of the Department, an End User or a SUNCOM Client, or any third party (excepting only actions by Service Provider, Service Provider's agent or Service Provider'S employees), provided Service Provider has followed the Department's instructions under this Agreement with respect to such use. Contract No.: DMS 10/11-0088 Page 20 of32 8.03 Responsibility for Agents The Department is responsible for the performance of its agents, if any, and shall ensure that its agents are in compliance with any applicable terms of this Agreement and any other applicable industry standards, rules and regulations. 8.04 No Rights to Service Provider's Facilities or Intellectual Property No provision of this Agreement shall be construed as vesting in the Department any control, ownership or rights in any facilities, operations or intellectual property of Service Provider. 8.05 Notice to End Users and SUN COM Clients The parties will cooperate in advising each End User and SUNCOM Client of the following: (i) The availability of the Service is not assured at all times or places; (ii) The privacy of the Service is not assured at all times or places; (iii) End Users and SUNCOM Clients have no contractual relationship with Service Provider with respect to the Service; and (iv) Any liability Service Provider might have to an End User or a SUNCOM Client for the Service shall not exceed the liability Service Provider would have if the End User or SUNCOM Client was a direct customer of Service Provider and had agreed to Service Provider's standard terms and conditions. The above notice requirements may be satisfied by a reasonably placed posting on the Department's SUNCOM website. 8.06 Protection of Service Provider Marks The Department recognizes the right, title, and/or interest of Service Provider (through ownership or license) to all service marks, trademarks, and trade names owned by or used by Service Provider (the "Marks"). The Department agrees not to, directly or indirectly, contest or otherwise impair such right, title, and interest of Service Provider. The Department has no rights, and shall not acquire any right, title or claim to the Marks, shall not use any Marks, and shall not use Service Provider or any trademarks or trade names of Service Provider, directly or indirectly, without the prior written consent of Service Provider. 8.07 Acceptable Use Policy If Customer purchases Products or Services, Customer must conform to the acceptable use policy posted at http://www.sprint.comllegal/agreement.html. as reasonably amended from time to time by Service Provider. Service Provider will provide a copy of the acceptable use policy to the Department every six months Contract 9.0 -SERVICE PROVIDER'S OBLIGATIONS 9.01 Notice of Material Changes in Service Service Provider agrees to provide timely and reasonably detailed notice to the Department (based on circumstances present) of any material changes in Service of either a permanent or temporary nature. Service offerings are defined in Exhibit 1. Contract No.: DMS 10111·008H Page 21 of32 9.02 Planned outages The Service Provider (over the wireless network) shall s end notifications which infonn s the end customer of the anticipated outage including date, time, and duration. Customer notification is sent via the Enterpri s e Notification System (ENS) for planned and unplanned downtime on the Sprint Network. Additional information for outages shall be provided in Exhibit 5. 9.02.1 Unforeseen Outages Additional information for unforeseen outages s hall be provided in Exhibit 5 -Service Level Agreement Matrix. 9.03 Department Test Accounts Service Provider shall furnish up to ten (10) voice and up to ten (10) data (including equipment, voice airtime, and data transmit) wireless devices for use by the Department as test accounts. The te s t accounts s hall be used to perform evaluation testing for the life of the awarded contract. The test accounts and devices shall be furnished at no cos t. 9.04 SUNCOM Client Testing and Evaluation Prior to making their initial order for Service, SUNCOM Clients shall be permitted to obtain wireless demonstration equipment (including airtime) for the purposes of testing and evaluation at no additional cost. The demonstration equipment shall be made available for a period of thirty (30) working days. Additional information is provided in Exhihit 1 -Technical Requirements. 9.05 Security and Confidentiality A. The Service Provider shall comply fully with all s ecurity procedures, laws and regulations of the United States, State and the Department in pe rformance of the Agreement. B. The Service Provider (and any person or entity obtaining information through Service Provider) shall not divulge to any unauthorized third parties any confidential information obtained by Service Provider or its agents, subcontractors or employees in the course of performing the Services. Such confidential infonnation shall include but not be limited to, End User phone numbers, usage records, location information and other forms of identification of End User, security procedures, business operations information, or commercial proprietary information of the State, the Department, a SUNCOM Client or an End User. The Service Provider shall not be required to keep confidential any information or material that is publicly available through no fault of Service Provider, material that Service Provider developed independently without relying on the State's or SUNCOM Client's confidential information, or material that is otherwise obtainable under State law as a public record. To ensure confidentiality, Service Provider s hall take appropriate steps as to it s personnel, agents, and subcontractors . The term s of thi s paragraph shall s urvive the termination of this Agreement. C. Privacy Policy . Sprint's privacy policy, as amended from time to time, is available at www.sprint.com/legal/privacy .htm l. The privacy policy includes information about Sprint 's customer information practices and applies to the provi s ioning of the Products and Services. 9.06 Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE) Section 946 .515(2), Florida Statutes, requires the following statement to be included in this Agreement: "It is expressly understood and agreed that a ny articles which are the subject of, or Contract No .: DMS 10/11-008B Pa ge 22 of32 required to carry out, the Agreement s hall be purchased from the corporation identified und er Chapter 946 of the Florida Statutes (PRIDE) in the sa me manner and under the same procedures set forth in sect ion 946.515(2) and (4) of the Florida Statutes; and for purposes of the Agreement the person , firm , or other bu s ine ss entity carrying out the provi sio ns of the Agreement s hall be dee med to be sub stituted for the agency insofar as dealin gs with s uch corporation are concerned." Additional information about PRIDE and the product s it offers is available at http ://www.pridefl.com . 9.07 Products Available from the Blind or Other Handicapped. Section 413.036(3), Florida Statutes Section 413.036(3), Florida Statutes, requires the following statement to be included in this Agreement: "It is ex pres s ly understood and agreed that any articles that are the s ubject of, or required to carry out, thi s contract shall be purchased from a nonprofit agency for th e Blind or for the Severely Handicapped that is qualified pursuant to Chapter 4 I 3, Florida Statutes, in the same man ner and under the same procedures set forth in Section 4 13.036(1) and (2), Florida Statutes; and for purpo ses of this contract the pe rson, firm, or other bu s iness entity carrying out the provisions of thi s contract s hall be deemed to be su bstituted for the State agency in sofar as dealin gs with s uch qualified nonprofit agency are concerned." Additional information about the designated nonprofit agency and th e products it offers is available at http://www.respectofflorida.org. 9.08 E-Verify Employment Eligibility Verification Purs uant to State of Florida Exec utive Orders Nos.: 11-02 and I I-I 16 , Service Provider is required to utili ze th e U.S. Department of Hom e land Security's E-Verify system to ve rify the employment of all new employees hired by Service Provider during th e contract term. Al so, Service Provider s hall in c lude in relat ed s ubcontracts a req uirement that s ubcontractors performing work or providing se rvices purs uant to the state contract utilize the E-Verify system to verify employment of all new employees hired by the s ubcontractor during the contract term . 9.09 Scrutinized Companies Lists In executing thi s Agreement, Service Provider cert ifie s that it is not li ste d on either th e Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Ir an Petroleum Ene rgy Sector Li st, created purs uant to section 215.473, Florida Statutes. Purs uant to sec tion 287.135(5), Florida Statutes, Service Provider agrees the Department may immediately terminat e thi s Agreement for cause if the Service Provid e r is found to have submitted a false certification or if Service Provider is placed on the Scrutinized Comp anie s with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petrol eum Energy Sector Li st during th e term of the Agreement. Contract 10.0 -ABUSIVE OR FRAUDULENT USE OF THE SERVICES 10.01 Fraud If Service Provider reasonably s uspects that any Service is be ing abused or use d for fraudulent purpo ses, Service Provid er reserves the right to hotlin e, s us pend, or terminate s uch Service to the End User imm ediately ("Fraud Int erve ntion Meas ure(s)"). C harges assoc iated with fraud activity for which the Department has been confirmed as having no culpability will be credited. Th e credit may tak e more than one billin g cycle to apply. Service Provider sha ll use re asona ble efforts during Business Hours to provide advance notice of Fraud Interv e ntion Mea s ures. Co ntr act No.: DMS 10 11 1-0088 Page 23 of32 10.02 Minimize Abuse The Department agrees to (i) make good faith efforts to minimize abuse or fraudulent use, (ii) promptly report any suspected abuse or fraudulent use to Service Provider, and (iii) cooperate in any investigation or prosecution initiated by Service Provider. Service Provider may require the Department to cancel the right to use Service by any of its End Users or SUNCOM Clients abusing or fraudulently marketing or using Service. 10.03 Snspected Abuse or Fraudulent Service Provider shall make commercially reasonable efforts to give the Department notice of suspected abuse or fraudulent use prior to implementing a Fraud Intervention Measure. 10.04 Fraudulent Use of Services If the Department at any time suspects that any Service may be, has been or is being used for abuse or fraudulent purposes, the Department shall be liable for all costs or charges incurred until four (4) Business Hours after the Department notifies Service Provider to terminate Service under Section 2.05. 10.05 Prohibited Data Uses Prohibited Data Uses. Service Provider reserves the right, without notice or limitation, to limit throughput speeds or quantities or to deny, terminate, end, modif'y, disconnect, or suspend wireless Service if a wireless Product engages in prohibited voice or data uses provided in the User Guide and in the Operational Guide, which is updated from time to time. In Service Provider's sole discretion, Service Provider will determine the actions necessary to protect the Sprint Networks or Sprint 4G Network from harm or degradation. 10.06 Interrupt or Terminate Service Upon notice to Department, Service Provider may interrupt or terminate Service if Service Provider determines that the End User's use of the Service infringes intellectual property rights. Contract 11.0 -NO WARRANTIES SERVICE PROVIDER HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF WHATSOEVER NATURE RELATING TO THE SERVICE OR ANY EQUIPMENT PROVIDED UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE. TO THE EXTENT SERVICE PROVIDER PROVIDES ACCESS TO INFORMATION PROVIDED BY OTHER SOURCES, SERVICE PROVIDER ACCEPTS NO LIABILITY FOR AND MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONTENT THEREOF. Contract 12.0-LIMITATIONS OF LIABILITY SERVICE PROVIDER'S LIABILITY FOR DAMAGES OR COSTS ARISING FROM ERRORS, OUTAGES, OR FAILURES OF SERVICE, LACK OF SECURITY IN USE OF SERVICE, OR DEFECTS OR MALFUNCTIONS OF THE FACILITIES, OCCURRING IN THE COURSE OF PERFORMING UNDER THIS AGREEMENT, REGARDLESS OF THE Contract No.: OMS 10/11-0088 Page 24 of32 LEGAL BASIS FOR SUCH CLAIM, SHALL IN ANY EVENT BE LIMITED TO AN AMOUNT EQUAL TO THE PROPORTIONATE CHARGE TO THE DEPARTMENT FOR THE PERIOD OF SERVICE DURING WHICH SUCH ERRORS, OUTAGES, FAILURES, DEFECTS, OR MALFUNCTIONS OF EQUIPMENT OCCUR, SUBJECT TO THE ADDITIONAL LIMITATIONS BELOW. THE ABOVE LIMITATION DOES NOT INCLUDE ANY POTENTIAL LIABILITY FOR INTENTIONAL TORTS. NO PARTY SHALL BE LIABLE TO ANOTHER FOR SPECIAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST DATA OR RECORDS (EXCEPT TO THE EXTENT THE SERVICE PROVIDER IS REQUIRED TO BACK-UP DATA OR RECORDS), EVEN IF THE PARTY HAS BEEN ADVISED THAT SUCH DAMAGES ARE POSSIBLE. NO PARTY SHALL BE LIABLE FOR LOST PROFITS, LOST REVENUE, OR LOST INSTITUTIONAL OPERA TING SAVINGS. THE DEPARTMENT ACKNOWLEDGES THAT SERVICE IS MADE AVAILABLE TO EQUIPMENT ONLY WHEN THE EQUIPMENT IS WITHIN OPERATING RANGE OF THE FACILITIES LOCATED WITHIN THE WIRELESS SYSTEM. SERVICE MAY BE TEMPORARILY REFUSED, INTERRUPTED OR LIMITED FOR MANY REASONS. INDIVIDUAL CONNECTIONS MAYBE "DROPPED" (I.E., INVOLUNTARILY DISCONNECTED) FOR A VARIETY OF REASONS AS WELL. SERVICE PROVIDER SHALL INCUR NO LIABILITY FOR ITS INABILITY TO PROVIDE ADEQUATE SERVICES HEREUNDER IF SUCH INABILITY IS DUE TO THE LACK OF NETWORK COVERAGE, NETWORK CAPACITY, OR TO CAUSES BEYOND THE SERVICE PROVIDER'S REASONABLE CONTROL. NOR SHALL SERVICE PROVIDER BE RESPONSIBLE FOR ANY ACT OR OMISSION RELATED TO THIRD PARTY EQUIPMENT OR SYSTEMS USED IN CONNECTION WITH THE SERVICE. WIRELESS SYSTEMS USE RADIO CHANNELS TO TRANSMIT VOICE AND DATA COMMUNICATIONS OVER A COMPLEX NETWORK, AND PRIVACY CANNOT BE GUARANTEED. SO LONG AS THE SERVICE PROVIDER HAS TAKEN REASONABLE PRECAUTIONS AND COMPLIED WITH THE TERMS OF THIS AGREEMENT, THE DEPARTMENT AGREES THA T SERVICE PROVIDER SHALL NOT BE LIABLE TO THE DEPARTMENT OR TO END USERS FOR ANY SUCH LACK OF PRIVACY. FOR ALL CLAIMS AGAINST SERVICE PROVIDER RELATING TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, AND REGARDLESS OF THE BASIS ON WHICH THE CLAIMS ARE MADE, THE SERVICE PROVIDER'S LIABILITY FOR DIRECT DAMAGES SHALL BE LIMITED TO $ I ,000,000. THESE LIMITATIONS SHALL NOT APPLY TO CLAIMS ARISING UNDER THE INDEMNIFICATION PROVISIONS IN THIS AGREEMENT, OR UNDER SECTIONS 15.9 (COMPLIANCE WITH LAWS) OR 15.10 (E-RATE) OF THIS AGREEMENT. Contract 13.0-INDEMNIFlCATION 13.01 Indemnification Sprint will indemnifY and defend State, the Department, the SUNCOM Clients and the End Users, and their officers, agents, and employees against all third party claims for damages, losses, liabilities, or expenses, including reasonable attorney's fees, arising directly from performance of this Agreement and relating to personal injury, death, or damage to tangible personal property Contract No.: DMS 1011 1-0088 Page 25 of32 that is alleged to have resulted, in whole or in part, from the negligence of Service Provider or its authorized agents, employees, partners, or subcontractors. 13,02 Conditions to Indemnification Service Provider's obligations under the preceding paragraph with respect to any legal action are contingent upon the party seeking indemnification giving Service Provider (i) written notice of any action or threatened action, (ii) the opportunity to participate at the Department's expense with Service Provider maintaining control over the claim or action. Service Provider shall not finalize any settlement with respect to the State, the Department, a SUNCOM Client or any End User in any legal action without the State's prior written consent, which shall not be unreasonably withheld. Contract 14.0 -DISPUTES Any dispute concerning performance aflsmg between the parties relating to this Agreement, which is not resolved by mutual agreement of the parties, will be promptly submitted in writing to the other party in accordance with the Notice requirements of the contract. The parties shall designate individuals with authority to resolve the dispute and such individuals shall work diligently and in good faith to resolve the dispute within thirty (30) days. In the event the parties are unable to resolve the dispute within sixty (60) days, any dispute concerning performance of the Agreement shall be decided by the Department's Contract Manager, who shall reduce the decision to writing and serve a copy on Service Provider. The decision shall be final and conclusive unless within twenty one (21) days from the date of receipt, Service Provider files with the Department a petition for administrative hearing. The Department's decision on the petition shall be final, subject to Service Provider'S right to review pursuant to Chapter 120 of the Florida Statutes. Exhaustion of administrative remedies is an absolute condition precedent to Service Providers ability to pursue any other form of dispute resolution; provided, however, that the parties may employ the alternative dispute resolution procedures outlined in Chapter 120. Billing disputes shall be resolved pursuant to Section 215.422 of the Florida Statute. Without limiting the foregoing, the exclusive venue of any legal or equitable action that arises out of or relates to the Agreement shall be the appropriate State court in Leon County, Florida. In any such action, Florida law shall apply and the parties waive any right to jury trial. Contract 15.0 -MISCELLANEOUS 15.01 Annual Appropriations The State's performance and obligation to pay under this Agreement are contingent upon an annual appropriation by the Legislature. 15.02 Waiver The delay or failure by either party to exercise or enforce any of its rights under this Agreement shall not constitute or be deemed a waiver of that party's right thereafter to enforce those rights, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 15.03 Public Records The Department may terminate this Agreement if Service Provider refuses to allow public access to all documents, papers, letters, or other material made or received by Service Provider in Contract No.: DMS 101l1-008B Page 26 of32 conjunction with this Agreement, unless the records are exempt from s. 24(a) of Art. [ of the State Constitution and Section 119.07(1), Florida Statutes. 15.04 Contractual Obligations Neither party is authorized to act as an agent for, or legal representative of, the other party, nor shall either party have authority to assume or create any obligation on behalf of, in the name of, or that shall be binding upon, the other party. 15.05 No Subcontracting The Service Provider may not subcontract any of the Services without the Department's prior written consent. The Service Provider shall not be released of its contractual obligation to the Department because of any subcontract. 15.06 Notices Except as otherwise provided in this Agreement, all notices required or permitted to be given hereunder shall be in writing and shall be delivered (a) personally; (b) by certified mail, return receipt requested; (c) by an overnight courier service having a record of receipt; or (d) by facsimile, with a confirming copy sent by one of the other three methods described in this sentence. Notices shall be addressed as follows: (a) [f to Department, notice shall be sent to the Contract Administrator and the Contract Manager (see Section 6.05 above). (b) [fto Service Provider: Attn: Legal Dept. -Public Sector 12502 Sunrise Valley Drive MS: V ARESA0208 Reston, VA 20196 Fax: (703) 433-8798 with a copy to: Attn: Tracy Srodes Sprint Branch Manager, Florida Public Sector 4914 S Tamiami Trail Sarasota, FL 34231 Any party hereto may change its address by a notice given to the other party hereto in the manner set forth above. All notices shall be effective on receipt. 15.07 Force Majeure Each party's performance under this Agreement shaH be excused if such non-performance is due to labor difficulties, governmental orders, civil commotion, acts of nature, weather disturbances or adverse weather conditions, and other circumstances beyond the party's reasonable control. 15.08 Ethica[ Responsibilities Each party shaH be governed in all its dealings with respect to this Agreement by the highest standards of honesty, integrity, and fair dealing. Notwithstanding, the Department shall meet the requirements of Chapter 112, Florida Statutes where applicable. Contract No.: DMS 10/1l-008B Page 27 of32 15.09 Compliance With Laws Service Provider and the Department shall at all times comply in all material respects with all laws, rules, codes, ordinances, and licensing requirements and regulations applicable to the performance of this Agreement and the conduct of their business, including those of federal, State, and local agencies having jurisdiction and authority. By way of non-exhaustive example, Chapter 287, Florida Statutes, and Chapters 60A-I and 60FF, Florida Administrative Code, governs the Agreement. By way of further non-exhaustive example, Service Provider shall comply with Section 247A(e) of the Immigration and Nationalization Act, the Americans with Disabilities Act, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. Violation of such laws shall be grounds for Agreement termination. For additional information regarding SUNCOM rules and statutes, please reference the following I ink: http://dms.myflorida.comlsuncomlsuncom _customer Jeso urces/rul es _and_statutes. 15.10 E-Rate The Schools and Libraries Program of the federal Universal Service Fund, commonly known as "E-Rate," is administered by the Universal Service Administrative Company (USAC), through its Schools and Libraries Division (SLD), under the direction of the Federal Communications Commission (FCC). The program provides discounts to assist most schools and libraries in the United States to obtain affordable eligible telecommunications, Internet access, and internal connections. SUNCOM Clients who have applied for E-Rate funding for eligible services and equipment from Service Provider are referred to herein as "E-Rate SUNCOM Clients." Service Provider must have obtained or applied to obtain a Service Provider Identification Number (SPIN) from USAC prior to execution of the Agreement and shall provide relevant SPIN(s) to the Department. Service Provider also is required to submit a Service Provider Annual Certification (SPAC) (Form 473) to USAC each funding year to certifY that it will comply with E-Rate rules and regulations. Service Provider shall maintain eligibility as an E-Rate service provider and shall avoid being placed on Red Light status by the FCC for the duration of the Agreement. During the term of the Agreement, Service Provider shall be required to take all appropriate action to provide services in compliance with the terms and conditions of the Agreement and E- Rate rules and regulations. If Service Provider becomes ineligible as an E-Rate service provider during the term of the Agreement or becomes unwilling or unable to provide E-Rate eligible services in compliance with the Agreement and E-Rate rules and regulations, the Department and its E-Rate SUNCOM Clients shall change service providers and, if applicable, seek substitute services in accordance with applica)Jle E-Rate rules and procedures. If during the term of the Agreement, due to circumstances within Service Provider's control, Service Provider becomes ineligible as an E-Rate service provider, becomes unwilling or unable to provide E-Rate eligible services in compliance with E-Rate rules and regulations or the Agreement, or violates E-Rate rules and regulations in a way that causes USAC to deny E-Rate SUNCOM Clients funding in whole or in part, the following shall apply: A. Service Provider shall be liable for the actual direct damages incurred by the Department and any affected E-Rate SUNCOM Clients that have complied with the applicable E-Rate rules and regulations. 1. In the event that the Department and its E-Rate SUNCOM Clients change service providers and seek substitute services pursuant to the above paragraph, direct Contract No.: DMS IOIlI-008B Page 28 of32 damages shall include but not be limited to any amounts paid to the substituted service provider above Service Provider's price under this Agreement. In the event the Department or such E-Rate SUNCOM Clients are unable to obtain USAC approval to change to the new provider as a provider under E-Rate rules and such USAC denial is a result of Service Provider's intentional acts, gross negligence or willful misconduct, Service Provider will also be liable for the amount of E-Rate funding forfeited as a result. 2. Service Provider shall continue to provide the affected services to the Department and any affected E-Rate SUNCOM Client until such time as the Department and any affected E-Rate SUNCOM Client obtains services from a new service provider as set forth above (Transition Period). If the Department or E-Rate SUNCOM Clients are unable to obtain E-Rate funding for the Service Provider services for the Transition Period as a result of Service Provider's intentional acts. gross negligence or willful misconduct, the Department and E- Rate SUNCOM Client will not be responsible to pay Service Provider for the amounts left unfunded by E-Rate for that Transition Period. 3. If Service Provider violation of the E-Rate rules and regulations is a reason for E- Rate SUNCOM Clients' loss or forfeiture of E-Rate funding, in whole or in part, the value of the lost funding associated with Service Provider violation will be considered direct damage under this subparagraph (i)A. Any damages paid for by the Service Provider in relation to Sections A (1-3) above, shall be limited to each individual SUNCOM Client's total net payments for the affected Services purchased in the 12 months prior to the event giving rise to the claim. Additionally, in no event shall Service Provider be liable for direct damages as set forth in I. or 3. above or be required to perform as set forth in 2. above, beyond the last day of the E-Rate funding year in which Service Provider becomes ineligible as a provider under E-Rate, becomes unwilling or unable to provide E-Rate eligible services in compliance with E-Rate rules and regulations or the Agreement, or violates E-Rate rules and regulations in a way that causes USAC to deny E-Rate SUNCOM Clients funding in whole or in part. In addition, for purposes of clarification and to avoid confusion, the Department will not hold Service Provider responsible and Service Provider will not be liable pursuant to subparagraph A. above, if Service Provider becomes ineligible as an E-Rate provider during the term of the Agreement, becomes unwilling or unable to provide E-Rate eligible services in compliance with E-Rate rules and regulations or the Agreement, or violates E-Rate rules and regulations in a way that causes USAC to deny E-Rate SUNCOM Clients funding in whole or in part, due to circumstances that are determined to be beyond Service Provider's control. B. Invoicing. The Department acknowledges that it has posted an E-Rate Form 470 in connection with the procurement, which is a prerequisite to E-Rate eligible entities utilizing the Agreement awarded as a result of the procurement as the basis of E-Rate funding applications. Additionally, the Department acknowledges that some SUNCOM Clients may be eligible and apply for discounts under E-Rate. Both Service Provider and the Department agree that: Contract No.: DMS 10111-0088 Page 29 of32 1. E-Rate has specific rules and regulations regarding the manner in which USAC and SLD approve funding requests, are presented billing and conducts audits in connections with funding under the E-Rate program; and 2. In order to ensure that the billing mechanisms and processes established pursuant to this Agreement with respect to the applications of SUNCOM Clients for discounts under the E-Rate program are in compliance with the E-Rate program requirements and regulations, the duties and responsibilities of each party are set forth in Section 5.07.06 (Invoicing) of the Business Process and Operations Exhibit 2 -Business Process and Operation. 15.11 Advertising Subject to Chapter 119, Florida Statutes, Service Provider shall not publicly disseminate any information concerning the Agreement without prior written approval from the Department, including, but not limited to mentioning the Agreement in a press release or other promotional material, identifying the Department or the State as a reference, or otherwise linking Service Provider's name and either a description of the Agreement or the name of the State, the Department or any SUNCOM Client in any material published, either in print or electronically, to any entity that is not a party to Agreement, except potential or actual authorized distributors, dealers, resellers, or service representative. 15.12 Assignment No rights or obligations hereunder shall be assigned or delegated, in whole or in part, by either party to any other person, firm, corporation, or other entity without the other party's prior written consent, which consent will not be unreasonably withheld. Notwithstanding the foregoing, Service Provider may assign this Agreement to an entity to whom the outstanding common stock or substantially all the assets of Service Provider are transferred after first receiving FCC and other necessary governmental approvals with notification to the Department. For purposes of this provision, any change in the ultimate control of a party, by stock sale, merger, consolidation, or any other means, shall constitute an assignment subject to written notification to the other party. 15.13 Employees, Subcontractors, and Agents All Service Provider employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Service Provider shall furnish a copy of technical certification or other proof of qualification. All employees, subcontractors, or agents performing work under the Agreement must comply with all security and administrative requirements of the Department and shall comply with all controlling laws and regulations relevant to the services they are providing under the Agreement. The State may conduct, and Service Provider shall cooperate in, a security background check or otherwise assess any employee, subcontractor, or agent furnished by Service Provider. The State may refuse access to, or require replacement of, any personnel for cause, including, but not limited to, technical or training qualifications, quality of work, change in security status, or non-compliance with a Department's security or other requirements. Such approval shall not relieve Service Provider of its obligation to perform all work in compliance with the Agreement. The State may reject and bar from any facility for cause any of Service Provider's employees, subcontractors, or agents. 15.14 Governmental Restrictions If Service Provider believes that any governmental restrictions have been imposed that require alteration of the material, quality, workmanship or performance of the products offered under the Agreement, Service Provider shall immediately notify the Department in writing, indicating the Contract No.: DMS 10/11-008B Page 30 of32 specific re striction. The Department reserves the right and the complete di scretion to accept any such alteration or to cancel the Agreement at no further expense to the Department. 15.15 Lobbying and Integrity The Service Provider s hall not , in connection with this or any other agreement with th e State, directly or indirectly (i) offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's deci sion , opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (ii) offer, give, or agree to give to anyone any gratuity for the benefit of, or at the direction or reque st of, any State officer or employee. For purposes of clause (ii), "gratuity" means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, lo a ns, subscriptions, advances, depos its of money, serv ice s, employment, or contracts of any kind. Upon reques t of the Department's Inspector General , or other authorized State official , Service Provider s hall provide any type of information the In s pector General deems relevant to Service Provider's integrity or re sponsibility. Such information may include, but shall not be limited to, Service Provider's business or financial records, documents, or files of any type or form that refer to or relate to the Agreement. The Service Provider shall retain such records for the longer of (i) three years after the expiration of the Agreement or (ii) the period required by the General Record s Schedules maintained by the Florida Department of State (available at: http://dli s.dos.state .fl.u sibarm /genschedules/gensched .htm ). The Se rvice Provider agrees to reimburse the State for the reaso nable costs of investigation incurred by the Inspector General or other authorized State official for investigations of Service Provider's compliance with the terms of this or any other agreement between Service Provider and the State which result s in the suspension or debarment of Service Provider. Such costs shall include, but shall not be limited to: salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Service Provider shall not be re s ponsible for any costs of inve stigations that do not result in Service Provider 's suspension or debarment. 15.16 Warranty of Ability to Perform The Service Provider warrants that, to the best of its knowledge , there is no pending or threatened action, proceeding, or investigation, or any other legal or financial condition, that would in any way prohibit, restrain, or diminish Service Provider'S ability to satisfy its obligations hereunder. The Service Provider warrants that neither it nor any affiliate is currently on the convicted vendor list maintained pursuant to Section 287.133 , Florida Statutes, or on any similar list maintained by any other state or the federal government. The Service Provider s hall immediately notify the Department in writing if its ability to perform is compromised in any manner during the term of the Agreement. 15.17 Modification of Terms The Agreement contains all the terms and conditions agreed upon by the parties, which terms and conditions s hall govern all transactions between the Department and Service Provider. The Agreement may only be modified or amended upon mutual written agreement of the Department and Service Provider. No oral agreements or repre se ntations shall be valid or binding upon the Department or Service Provider. No alteration or modification of the Agreement terms, including substitution of product , shall be valid or binding against the Department. The Service Provider may not unilaterally modify the terms of the A g reement by affixing additional terms to product upon delivery (e.g., attachment or inclusion of s tandard preprinted form s, product literature , "shrink wrap" terms accompanying or affixed to a product, whether written or electronic) or by incorporating s uch term s onto Service Provider's order or fi sca l form s or other documents forwarded by Service Provider for payment. The Department's acce ptance of product or Co ntract No.: DMS 10/11-0088 Pa ge 31 of32 proc:essiDa of doc:umOlllalioll 00 forma fumisbed by Service Provider for .1'I'1'l)\'al or paymmt .ball not consti1u!e..,...,......,. of the proposed modifu:ation to teuos IIIld cond.Itioos. If a SUNCOM Client or the Departmcot IRviously enmr.d into a wrilIeo .gn' .... d.t for the purchase of III\)' Service ficm Service Provider, the provisions of such earlier agreement shall be subject to tile tams for 1raosilion o" 901 forth in ElIIlblt 2 (Business Opc:ratioos) and no early oaoccllation r-shall apply. 15.18 ..,......,., II!! ApIm This Apemen! shall be biodiog upon, ODd inure to tho beootlt of, tile portlcs betoto and tbeir respective S'JOOeS..., ODd penniIIcd assips. l5.lt 'U"dpp "COl • ., ....... The A&rI'cmeot may be exec\1led in coUDtaports, -" of which shall be ao original aod all of wblch shall consti1u!e but ooc and tile samo iosIrumonL 15.21 Snenl!l!!ty If a court deems III\)' provisicm of tho Agreement .... Id or UIII:IIIbroeabl that provision shal1 be enforced only 10 tho _ tbat it is not In viOlatiOll of law or is not o!berwbe °llllCllfon:cabllllld aU otber provisicms shall remain in fWI fim:e aod effect. 15.11 *rBPudA" h""orSl!lDarN." Srnico Provider aI10ws the Dopartmeot. SUNCOM CIIema ODd its End U .... in Florida to dial "PHP 81 DO oMjtjooo! dIarge. IN WITNESS WHHRBOF, tho parties have oaused Ibis ~ to be executed by tbeir duly IIIIIhorizcd offiocrs as of tho dales signed below. TMlQrrOF ContnoINo.: DMS 1000l-OOlB CONTRACT BETWEEN FLORIDA DEPARTMENT OF MANAGEMENT SERVICES AND SPRINT SOLUTIONS, INC. CONTRACT NO.: DMS-10/U-OOSB AMENDMENT 10 THIS AMENDMENT ("Amendmenr). to the Mobile Communication Services (MCS) Contract No. DMS-10/11-00BB. effective January 13. 2012 ("Contract'). is entered into as of the last date signed below. by and between the parties to the Contract. namely. the Slate of Florida. Department of Management Services ('Department"). and Sprint Solutions. Inc .• (,Contractor"). Contractor and the Department are hereinafter referred to Individually as a 'Party' or collectively as the ·Parties'. WHEREAS, the Parties entered into the Contract to set forth the duties and obligations of Contractor and Department in relation to Contractor's performance of its duties in connection with the Contract; and WHEREAS, the Contract provides for up to five (5) years of renewal and the current expiration date of the Contract Is January 12. 2017; and WHEREAS, the Contract has remaining renewals for up to five (5) years; and WHEREAS, the Department wishes to exercise its option to ranew the Contract for an additional five (5) years. WHEREFORE, in consideration of the foregoing premises. the Parties hereto agree that the Contract shall be amended as follows: 1. CONTRACT 2.01 -Initial Term: The Parties agree that the Term of this Contract shall be renewed for an additional period of five (5) years commencing on January 13. 2017. and continuing through January 12. 2022. unless extended. cancelled or terminated as provided in the terms and conditions of the Contract. The Parties agree that no additional renewal periods will remain after January 12. 2022. Specific Appropriation: The following Is the specifiC slate funds from which the Slate will make payment under the Contract: General Appropriations Act (Florida Law) 2840 SPECIAL CATEGORIES CENTREX AND SUNCOM PAYMENTS Contract No: DMS-l0!ll-00SS Contract Amendment 10 Page 10f2 FROM COMMUNICATIONS WORKING CAPITAL TRUST FUND ........ $108.035,421 All other terms and conditions of the Contract shall remain in full force and effect. SO AGREED by the parties' authorized representatives on the dates noted below: DEPARTMENT OF MANAGEMENT SERVICES SPRINT SOLUTIONS, INC. Signature Kim Green-Kerr. Vice President. Small Medium Business Print Name & Title 1-11-2015 Date Sprint Ref. IIBSG1511-0021 Sprint Approved .. to Legal Fonn -HRF 01106116 Contract No: OMS-10/1l-00BB Contract Amendment 10 Page 2 of 2 Sprint Service Plan Pricing specifically for the MCS CONTRACT NO.: DMS-10/ll-00BB. Please click on the Plan Details Link to see additional details for each service plan. Terms and Conditions apply for each type of Service Plan which are provided by clicking on the "T&C Details" link. Certain Business Plans, features, and equipment discounts may not be available on all wireless devices. Sprint Service Plan Pricing 1 Blackberry Unlimited $72.10 Unlimited -All Inclusive Unlimited Premium Data Required Plan Details T&C Details 2a Unlimited -All $72-10 Unlimited Unlimited Premium Data Requlned Ptan D!i::tails r&C Details Inclusive FL UNL Smartphone 2b $50.99 Unlimited with 5GB Pnemlum Data Unlimited Includes 5GB Plan De tails r&C Details Smartphone UNL 3GB/2GB-Premium Data INCLUDED in 3 Voice-3GB $72.10 Unlimited plan , 3GB primary data, 2GB Plan Details r&C D~1S!lIs HS Smartphone UNL UNl/5GB-Premium Data INCLUDED In 4 Voice & Data-5GB $B2AO Unlimited plan, unlimited primary data, Plan Oetal1s T&C Details HS 5a Gov 400 Choice $51.49 400 Unlimited Pl a n r &C Det ai ls Economy Details 5b Gov400 $49.43 400 Unlimited Plan T&C De t a ils Value Deta il s 6 Government 1000 $66.94 1000 Unlimited Plan Details r&C Details 7 $51 .49 400 Unlimited Premium Data NOT INCLUDED Plan DelS!i ls r&C De tails 8 Voice $66.94 1000 Unlimited Premium Data NOT INCLUDED Plan D!i:talls T&C Details 9 Cu stom 400& $51.49 400 Pro Pack Unlimited Premium Data NOT INCLUDED Plan Details r&C Details 10 1000 $66.94 1000 Unlimited Premium Data NOT INCLUDED Plan D~lS!lIs T&C Details 11 Cu stom 300 Voice $44.28 300 400MB Premium NOT REQUIRED. Plan Deta il s T&C Details 400MB Data 12 Custom 400 Voice & $48.40 400 2GB NOT Required Pla n r&C De t ails 2GB data Det a ils Premium Data Pla n 12b $39.13 Unlimited r &c Det ails 65 300 Iconic Devices Det ails $41.19 Unlimited Data Pl a n T &C Det ai ls 12c 500 Iconic Devices only) De t ails Page 1 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: DMS·IO/11·008B I 100 Min Plan -usage charge 13 Florida $5.15 100 NA outside of FLA Nt A for Pla n Details T&C Details 250 Min Pl an -Can be bundl ed with 14 Nationwide $19.57 250 NA Blackberry Curve and Bold Plan Details T&C D~lails i 250 Min Plan -Can b e bundled w ith 15 Nationwide-POOLED $20.6 0 250 NA Blackb er ry Curve and Bold Plan Details T&C Details 16 300 Min Plan -$22.66 Nationwide 300 NA Plan Details T&C Details 17 $23.69 300 NA with Plan Details T&C Details 18 500 Min Plan -$24.72 500 NA with Plan Details T&C Details Nationwide 19 500 M in Plan -$25 .7 5 500 NA with Plan Details Nationwide-POOLED T&C Details 20 $33.99 1000 NA Plan Delalls T~C D!i:1Sllls 2 1 1000 Min Plan -$35.02 1000 NA with Plan Details Nationwide-POOLED T&C Details 22 Unlimited Aorlda $41.20 Unlimited NA Plan Details T&C Detalls Unlimi t ed with Plan D!i!:taUs r&C Details 25 $0.00 0 Picture Mall or Te xt messages Plan Details T&C Details 26 $1.03 300 Picture Mail or Text messages Plan De tails T&C Details 27 500 $2.06 500 Picture Mail or Te xt messages Plan Details T&C Details 28 Messages $5.15 Unlimited Picture Mail or Text messages Plan Details T&C D~lS!lIs 29 $20.60 NA Unlimited Requires plan t Premium Plan Details T&C Details Data 30 $20.60 NA NA Require s voice plan / Pr emium Plan Details T&C Details Data required'" 31 $25.75 NA NA No voice p la n required t Plan Detail s T&C Details Page 2of63 EFFECTIVE DATE: 10/20/1S Slate of Flor ida MCS CONTRACT NO .: OMS·10fU·OOBB Sprint .~;,,., .. 33 34 10# 35b. 36 37 38 39 40 41 42 43 44 45 46 Pa ge 3 of 63 Data COMA Handset - Data -casual Use Mobile Hotspo t 3G/4G (attachable) SERVICE PLAN NAME Mobile Hotspot 3G/4G (attachable) ...... Ma chi ne to Machine -3G Machine to Machine -3G Ma chin e to Mach ine ·3G Machi ne to Machine -3G M achi n e to Machine -3G Machine to Machine -3G M ac hine to Ma chi ne ·3G Machine to Machine -3G Machine to Machine ·3G Machine to Machine -3G Machine to Machine -3G I I I EFFECTIVE DATE: 10/20/15 $0.00 $10.30 Your Price $30.89 $10.30 $4.12 $5.15 $6.18 $8.24 $10.3 0 $12.36 $16.48 $21.63 $26.78 $31.93 $49.44 NA NA Included Anytime Minutes & Messages NA NA NA NA NA NA NA NA NA NA NA NA NA .0412/MB 2GB • Data limit 5GB UNUMIffD 1MB 2MB 5MB 10MB 25MB SOMB 100MB 500MB 1GB 2GB 5GB ... • • ' .. • No · . • .. · ...... • Important Note Hotspot capable devices only Hotspot capable devices only. Acceptable Use-See T&C's no sub si dy on equipment, pools with same plan size on sa m e BAN no subsidy on equi pment, pools with same plan size on same BAN no su bsi dy on equipm ent, pool s with sa m e pl an size on no sub si dy on equipment, pools with sa me plan size on same BAN no pools w ith same plan size on same BAN no subsidy on equipment, pool s with same plan size on same BAN no subsidy on equipment, pools with same plan size on no subsidy on equip ment, pool s with sa me plan size on no subsidy on equ i pment, pools with same plan size on no subsidy on equi pm ent, pools with same plan size on same BAN State of Florida MCS CONTRACT NO .: OMS ·l0/11·00SB Plan Details T&C Detail s --Click link to VIEW PLAN DETAILS Plan De tail s elM! Details Plan Detall~ Plan Deta Us Plan Details Plan Details Plan De tails Plan Details Plan Detall~ Pla n Details Plan Details Plan Details Plan Detai l ~ Click link to VIEW TERMS & CONDITIONS T&C Detail s T&C Details T&C D!i::~alls T&C De tail s T&C Deta ils T&C Deta il s T&C Oetai ls T&C Details T&C Deta ils T&C D!i::talls T&C Details T&C D!i::talls 47 i Broa dband -$15.44 NA 100MB poo ls w ith sa m e pl an size on same BAN Plan Details r&C Details 48 $20.59 NA 1GB same plan size on Plan Oetails T&C Details 4 9 $36 .04 NA 3GB si ze o n Plan Details T&C Details SO Broadband -$51 .49 NA 6GB Plan Details T&C Details 5 1 $82.39 NA 12G B Plan Details T&C Details size on 52 30GB $113.29 NA 30GB Plan Details T&C Details Mobile Broadband-Non 52b 39 .13 NA UNUMITED Embedded Computing Plan P la n T&C De ta il s UNUMITED /lTE Use ' See T&C'S De talls 53 $2 5.75 NA 500MB Plan Details T&C Details 54 $30.89 NA 1GB Ptan Details r&C Details 55 $35 .01 NA 2GB Plan Details T&C Detail s S6a $36.04 NA Unlimited' 'u n limlted for acceptable u se Pla n T&COetails Detalls t S6b NA Unlimited' $20.60 NA 1G B Plan Deta il s r&C Details lTE -2 $30.90 NA 2GB Plan Details T&C Details LTE -$36.04 NA Unl im ited · ·unlimit ed for acceptable use Plan Details T&C Details 63 NA Data Plan Req uired Page 4 o f 6 3 EFFECT IVE DA TE : 10/20/15 St a t e o f Florida MCS CON TRACT NO.: DMS -IO/U-0088 64 CSTSGEOPR STS GEOTAB PRO RC NA Data Plan Plan Details 65 CTSH05GEO GeoTab STS Pro + HOS RC NA Data Plan Required Plan Deta ils Canvas 0-499 units $19.57 Plan 66 Ca nvas SOO-999 $18.03 NA De tails Canvas 1000+ units $1 6.48 Data Plan Required Tota l Equipment deductible per 68 $4 .12 device for replacement . Plan Details Protection limited devices Equipment Service pricing $3(25 69 and Re pair Plan-$4.12 to 99 lines) or $2 (100+ l ines) Plan D~tails TIered for a ll lines o n a BA N Equipment Tier 2 Dev ice Insurance, i.e , 70 Insurance Premo Tier $9 .27 Plan Detai ls 2 Device iPhone an d Samsung Galaxy S4 Plan O~talls Bl ack b e r ry Playbook Only Plan Details 75 .. ... I I NA Unli m ited II .•.• Plan Details . ~ 7S Ph one as Modem (see notes) ---NA Unlimited Non-Hotspot capab l e smartph o n es only ... 10# 7 6 77 78 SERVICE PLAN NAME Sta ndby Wireless Priority Serv o -WPS [Pub l ic IND IVIDUA L LIAB LE DISCOUNT: 19% Page 5 of 63 EFFECTIVE DATE: 10/20/15 Your Price $6 .13 Included Anytime Data limit Important Note Mins/Mes s 0 N A https://www.dhs.gov/wirel ess-0 p riority-service-wps 0 Up to 200 Users Click link to VIEW PLAN DETAILS Pta n Deta il s Plan Details Corporate-Liable Activation f ees and standard shipping fees: No Charge State of Florida MCS CONTRACT NO.: OMS·l0/11·00SB r&C Details T&C Details T&C De tai ls T&C Details r&c D~lS!lIs T&C Details r&C Details r&c Details r&c DetaUs -Click link to VIEW TERMS & CONDITIONS T&C Details T&C Details I I I I I I I r I I I I I I Additional Details by Each Service Plan 1 -Blackberry Unlimited -All Inclusive Service Plan Features Feature Availability Included Night & Weekend Minutes: Unlimited Included Mobile to Mobile Minutes: Unlimited Push to Talk (PIT)' SDC: Unlimited Overage Charge (per Mln/fext Message): NA MCS Data Overage Charge: NA TextUm~: Unlimited MCS Text Overage Charge (per text): NA Other Charges: O.2575/MB Other Charge Description: Data Roaming over 100 MB [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] 2a -Smartphone Unlimited -All Inclusive Service Plan Features Feature Availability Included Night & Weekend Minutes: Unlimited Included Mobile to Mobile Minutes: Unlimited Push to Talk (PIT)' SDC: Unlimited Overage Charge (per Mln/fext Message): NA MCS Data Overage Charge: NA TextUmit: Unlimited MCS Text Overage Charge (per text): NA Other Charges: O.2575/MB Other Charge Description : Data Roaming over 100 MB [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions] 2b -FL UNL Smartphone with 5GB Hotspot Service Plan Features Feature Availability Included Night & Weekend Minutes : Unlimited-NA Included Sprint Mobile to Mobile Minutes: Unlim;ted-NA Push to Talk (PIT)' SDC: Unlimited Overage Charge (per Min/fext Message): NA MCS Data Overage Charge: On Hotspot-.0515/MB TextUm~: Unlimited MCS Text Overage Charge (per text): NA Other Charges: Premium Data, LD, Caller ID, Voicemaillnd'd -HC Other Charge Description: Data Roaming over 300 MB [C li ck to Go Back To Pr ice Sheet ] (C li ck to Go To Terms & Co n ditions] 3 -Smartphone UNL Voice -3GB Data/2GB Hotspot Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited Included Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SDC Unlimited Overage Charge (per Min/fext Message) NA MCS Data Overage Charge O.0515/MB Text limit Unlimited I I I , ; ! I I I Page 6 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: DMS-I0/11-008B 4 -Smartphone UNL Voice & Data-5GB Hotspot Service Plan Features Feature Availability Included Night & Weekend Minutes Unlim ited Included Mobile to Mobile Minute, Unlimited Push to Talk (PTI)' SOC Unlimited Overage Charge (per Min/Text Message) NA MCS Data Overage Charge D.D515/MB·HS Text Umit Unlimited MCS Text Overage Charge (per text) NA Other Charges D.2575/MB Other Charge Description Data Roaming over 100 M8 (Click to Go Back To Price Sheet ] (Cl ick to Go To Terms & Conditions1 Sa -Gov 400 Choice Economy Sprint Government Choice Economy Plan $51.49 NET MRC; NET MRC Service Pricing Discounts will not apply Anytime Minutes 400 Anytime Minutes Overage $0.2575/minute Sprint Mobile-to-Mobile Unlimited Unlimited Nights & Weekends starting at 7 pm Unlimited Shared Minutes Included 1 Direct Connect® and Group Connect® Unlimited Nationwide Long Distance Included Caller 10 &Voice Mail Included Unlimited internet browsing and e-mail Included Unlimited Messaging Included Upgrade Term 24 Months Premium Data Requirement Included Data Roaming Included" (Click to Go Back To Price Sheet) (Ctick to Go To Term s & Conditions) Page 1 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: DMS-l0/11-008B Sprint ), Sb -Gov 400 Choice Value Sprint Government Choice Value Plan $49 .43 NET MRC; NETMRC Service Pricing Discounts will not apply Anytime Minutes 400 Anytime Minutes Overage $0 .2575Iminute Sprint Mobile-to-Mobile Unlimited Unlimited Nights & Weekends starting at 7 pm Unlimited Shared Minutes Included Dire ct Connect® and Group Connect® Unlimited Nationwide Long Distance Included Caller 10 &Voice Mail Included Unlimited internet browsing and e-mail Included Unlimited Messaging Included Data Roaming $0.00206IKB Upgrade Term 24 Months Premium Data Requirement Included [Click to Go Back To Price Sheet] Click to Go To Terms & Conditions] 6 -Government 1000 Service Plan Features Feature Availability Includ ed Night & Weekend Minutes Unlimited 7pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SDC Unlimited OVerage Charge (per Mln/Text Message) .2575/mln -pooled pion only MCS Data Overage Charge NA TextUm~ Unlimited MCS Text Overa.e Charge (per t ext) NA ~her Charges .OO206/KB data roaming charge Other Charge Description Data Roaming storts immediately (Click to Go Back To Price Sheet) [Click to Go To Terms & Conditions ] 7 -Custom 400 Voice and Blackberry Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited 7pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SDC Unlimited Overage Charge (per Min/Text Message) .2575/min MCS Data Overage Charge NA Text lIm~ Unlimited MCS Text Overage Charge (per text) NA ~her Charges Other Charge Description Data Roaming Included [Click to Go Back To Price Sheet] [Click to Go To Terms & Conditions] Page 8 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO .: OMS-I0/11-00SB Sprint > 8 -Custom 1000 Voice and Blackberry 9 -Custom 400 & Pro Pack Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited 7pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PTI)' SOC Unlimited average Charge (per Mln/Text Message) .2575/min MCS Data Overage Charge NA Text Umlt Unllmlkd MC S Text Overa&e Charge (per text) NA Other Charges Other Charge Description Data Roaming Included [Click to Go Back To Pr ice Sheet ] [Click to Go To Terms & Condi tions) 10 -Custom 1000 & ProPack Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited 7pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PTI)' SOC Unlimited average Cha'le (per Mln/Text Message) .2575/min MCS Data Overage Charge NA Text Umit Unlimited MCS Text Overage Charge (per text) NA Other Cha'les Other Charge Des cription Doto Roaming Included (Click t o Go Back To Price Sheet1 [Click to Go To Terms & Conditions ] 11 -Custom 300 Voice & 400MB Data Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited 7pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PTI)' SOC Unlimited Overage Cha'le (per Min/Text Message) .0618/mln MCS Data Overage Charge .OOOO5/KB Text Umit 200 MCS Text Overage Charge (per text) .206/message Other Charges .OO206/KB Other Charge Description Data Roam ing starts immediately [Click to Go Back To Price Sheet) [Click to Go To Terms & Conditions] Page 9 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS -lO/11-DOSR Sprint") 12 -Custom 400 Voice & 2GB data Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited 7pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PTT)' SOC Unlimited Overage Charge (per Mln/Text Message) .0618/mln MCS Data Overage Charge .OOOO5/KB Text Umlt 200 MCS Text Overage Charge (per text) .206/mess oge Other Charges .OO206/K11 Other Charge De scri ption Data Roaming starts immediately (Click to Go Back To Price Sheet ) [Click to Go To Terms & Conditions ) 12b. Spnnt Custom 300 Smartphone -Senes 65 Service Plan Features Feature Availability Included Night & W eekend Minutes Unlimited 9pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PTT)' SOC Unlimited Overage Charge (per Mln/Text Message) .2575/mln MCS Data Overage Charge Data Included * see Terms and Conditions Text Umlt Unlimited MCS Text Overage Charge (per text) NA Other Charges Other Chaise Description Data Roaming Included* See Terms and Conditions (Click to Go Back To Pri ce Sheet] (C lick to Go Back to Terms & Conditions] 12c. Sprint Custom 500 Smartphone -Series 65 Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited 9pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PTT)' SOC Unlimited Overage Charge (per Mln/Text Message) .2575/mln MCS Data Overage Charge Data Inc/uded-see Term s and Conditions TextUm~ Unlimited M CS Text Overage Charge (per text) NA Other Cha",es Other Charge Description Data Roaming Incfuded-See Terms and Conditions [Click to Go Back To Price Sheet] [Click to Go Back to Terms & Conditions1 Page 10 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: DMS·l0/11·008B Sprint ? 13 -100 Min Plan -Florida Service Plan Features Feature Availability Included Night & Weekend Minutes 0 Induded Mobile to Mobile Minutes 0 Push to Talk (PIT)' SDC Overale Challle (per Mln/Text Messale) 0 .0515/min MCS Data Overage Charge NA TextUm~ 0 MCS Text Ove rage Charge (per text) Other Challles NA Other Charge Description (Cl ick to Go Back To Price Sheet ] (Click t o Go To Term s & Conditions1 14 -250 Min Plan -Nationwide Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SDC Unlimited OverIBe Chal]!e (per Mln/Text MessaBe) 0.0515/min MCS Data Overage Charge NA TextUm~ MCS Text Overage Charge (per text) NA Other Chal]!es Other Charge Description NA (Click to Go Back To Price Sheet ] {Cli ck to Go To Terms & Conditions ] 15 -250 Min Plan -Nationwide-POOLED Serv ice Plan Features Feature Availability Included Night & Weekend Minutes 9pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SDC Unlim ite d Overlie Cha",e (per Min/Text MessaleL 0.0515/min MCS Data Overage Charge NA TextUm~ - M CS Text Overage Charge (per text) NA Other Challles - Other Charge De sc ription -- [Cl ick to Go Back To Price Shee t ] [Click to Go To Terms & Conditions ] 16 -300 Min Plan -Nationwide Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SDC Unlimited Overale Charle (per Min/Text Messale) 0.0515/min MCS Data Overage Charge NA Text Limit - MCS Te xt Overage Charge (per text) NA Other Charges - Other Charge Desc ription -- {Click to Go Back To Price Sheet ] (Cl ick to Go To Terms & Cond itions ) Page n of 63 EFFECTIVE DATE: 10/20/1S State of Florida MCS CONTRACT NO ,: OMS·IO/n·OOSB Sprint > 17 -300 Min Plan -Nationwide-POOLED Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Included Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SOC Unlimited Overage Charge (per Min/Text Message) 0.0515/min MCS Data Overage Charge NA TextUm~ - MCS Text Overage Charge (per text) NA Other Charges - Other Charge De scription .. [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions) 18 -500 Min Plan -Nationwide Service Plan Features Feature Availability In clu ded Night & Weekend Minutes 9pm Included Mobile to Mobile Minutes Unlimited Pu sh to Talk (PIT)' SOC Unlimited Charge (per Mln/Text Message) O.0515/min MCS Data Overage Charge NA TextUm~ - MCS Te><l average Charge (per text) NA Other Charges - Other Charge Descriptio n .. [Click to Go Back To Pri ce Sheet ] [Click to Go To Terms & Conditions ] 19 -500 Min Plan -Nationwide-POOLED Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Included Mobile to Mobile Minutes Unlimited Pu sh to Talk (PIT)' SOC Unlimited Overage Charge (per Min/Text Message) 0.0515/mln MCS Data Overage Charge NA TextUm~ - MCS Text Overage Charge (per text) NA Other Charges - Other Charge Description .. [Click to Go Back To Price Sheet ] [Cl ick to Go To Terms & Conditions ] 20 -1000 Min Plan -Nationwide Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Induded Mobile to Mobile Minutes Unlimited Pu sh to Talk (PIT)' SOC Unlimited Overage Charge (per Min/Text Message) 0.0515/min MCS Data Overage Charge NA Text Umlt -. M CS Text Overage Charge (per text) NA Other Charges - Other Charge Description .. (Cl ick to Go Back To Price Sheet ] (Click to Go To Terms & Conditions ) Page 12 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO .: OMS·10f11·00SB Sprint') 21 -1000 Min Plan -Nationwide-POOLED Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SOC Unlimited Overage Charge (per Mln/Text Message) 0.051S/mln MCS Data Ove rage Charge NA Text Umtt - MCS Text Overage Charge (per text) NA Other Charges - Other Charge Description .. (Click to Go Back To Price Sheet ] {Click to Go To Terms & Conditions] 22 -Unlimited Florida Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited Induded Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SOC Unlimited Overage Charge (per Mln/Text Messaae) NA MCS Data Overage Charge NA Text Umtt 0 MCS Text Overage Charge (per text) .0412/mess Other Charges - Other Charge Description .. [Click to Go Back To Price Sheet ] [Click to Go To Term s & Conditions1 23 -Unlimited Nationwide Service Plan Features Feature Availability Included Night & Weekend Minutes Unlimited Induded Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SOC Unlimited Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge NA Text Umtt 0 MCS Text Overage Charge (per text) .0412/mess Other Charges Other Charge Description .. [Click to Go Back To Pri ce Sheet ] [Click to Go To Terms & Conditions) 24 -Push to Talk -soc Service Plan Features Feature Availability Included Night & Weekend Minutes 9pm Induded Mobile to Mobile Minutes Unlimited Push to Talk (PIT)' SOC Unlimited Overage Charge (per Mln/Text Message) 0.0618/min MCS Data Overage Charge NA Text Umit 0 MCS Text Overage Charge (per text) .0412/mess Other Charges - Other Charge De sc ription .. [Click to Go Back To Price Sheet ] [Cli c k to Go To Terms & Conditions] Page 13 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: DMS-10/ll-008B Sprint . 25 -Casual Text /Per Text -MMS/SMS Service Plan Features Feature Availability Included Night & Weekend Minutes -- Indueled Mobile to Mobile Minutes - Push to Talk (PIT)' SDC -- Overage Charge (per Min/Text Message) 0.0412/mess MCS Data Overage Charge -- TextUmit MCS Text Overage Charge (per text) -- Other Charges - Other Charge Description -- [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions1 26 -300 Messages MMS/SMS Service Plan Features Feature Availability Included Night & Weekend Minutes -- Indueled Mobile to Mobile Minutes - Push to Talk (PIT)' SDC -- Overage Charge (per Min/Text Message) O.0515/mess MCS Data Overage Charge -- TextUmlt - MCS Text Overage Charge (per text) -- Other Charges - Other Charge Description -- [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] 27 -500 Messages MMS/SMS Service Plan Features Feature Availability Included Night & Weekend Minutes -- Indueled Mobile to Mobile Minutes - Push to Talk (PIT)' SOC -- Overage Charge (per Mln/Text Message) O.0515/me .. MCS Data Overage Charge -- TextUmit - MCS Text Overage Charge (per text) -- Other Charges - Other Charge De scription -- (Click to Go Back To Price Sheet ] {Click to Go To Terms & Conditions ] 28 -Unlimited Messages MMS/SMS Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Pu s h to Talk (PIT)' SOC -- Overage Charge (per MinfText Message) NA MCS Data Overage Charge -- TextUmit MCS Text Ove rage Charge (per text) -- Other Charges - Other Charge Description -- (Click to Go Back To Price Sheet ] (Click to Go To Terms & Conditions ] Page 14 of 63 EFFECTIVE DATE : 10/ZO/lS State of Florida MCS CONTRACT NO .: DMS ·10/ll·OO8B Sprint> 29 -Pro Pack Attachable Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overage Charge (per Mln/Text Messa.e) NA MCS Data Ove rage Char ge -- Text Umlt Unlimited MCS Text Overage Charge (per text) NA Other Charges $0.2575 Other Charge Description Doto Room ing over 300 MB [Click to Go Back To Price Sheet ] [Cl ick to Go To Terms & Conditions ] 30 -Unlimited Blackberry *Attached to voice plan Service Plan Features Feature Availability Includ ed Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push t o Tal k (PIT)' SDC -- Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge NA TextUmit 0 MCS Text Overage Charge (per text) NA Other Charges $0.2575 Other Charge Description Data Roaming over 100 MB (Click to Go Back To Price Sheet ] (Click to Go To Terms & Conditio ns) 31 -Unlimited Blackberry-*No voice plan req. Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overa", Charge (per Mln/Text Messole) NA MCS Data Overage Charge NA Text Umit 0 MCS Text Overage Charge (per text) NA Other Charles $0.2575 Other Charge Description Data Roaming over 100 MB [Click to Go Back To Price Sheet ) [Click to GQ To Terms & Condi tions ] 32 -COMA Handset -Data Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push t o Talk (PIT)' SDC -- Overase Charge (per Mln/Text Messole) NA MCS Data Overage Cha rge NA Text Umit 0 MCS Text Overage Charge (per t ext) NA Other Charles $0.2575 Other Charge Description Dato Roomi ng over 100 MB [Click to Go Back To Price Sheet ] (Click to Go To Terms & Conditions1 Page 15 of 63 EFFECTIVE DATE : 10/lO/15 State of Fl o rIda MCS CONTRACT NO.: OMS-10/U-OOSB Sprint )" 33 -CDMA Handset -Data -Casual Use Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Over.se Charge (per Mln/Text Message) NA MCS Data Overage Charge NA TextUm~ 0 MCS Te xt Overage Charge (per text) NA ~her Charges $0.2575 Other Charge Description Data Roaming over 100 MB (Click t o Go Back To Price Sheet ] [Click to Go To Terms & Conditions1 34 -Mobile Hotspot 3G/4G (attachable) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overase Charae (per Mln/Text Message) NA MCS Data Overage Charge $0.0515/MB Text Umit 0 MCS Text Overage Cha,.e (per text) NA ~her Charges $0.2575 Other Charge Description Data Rooming over 100 MB [Cl ick to Go Back To Price Shee t ] {Click to Go To Terms & Cond itions] 35 -Mobile Hotspot 3G/4G (attachable) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Over.se Charae (per Min/Text Message) NA MCS Data Overage Charge $0.0515/MB TextUm~ 0 MCS Te xt Overage Charge (per text) NA ~her Charses $0.2575 Other Charge Description Data Roaming over 100 MB [Click to Go Back To Price Sheet] [Cli ck to Go To Terms & Conditions] 35b. -Mobile Hotspot 3G/4G (attachable) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overase Charge (per Min/Text Message) NA MCS Data Overage Charge NA TextUm~ 0 MCS Text Overage Charge (per text) NA ~her Charges-Roaming $0.2575 Other Charge Description Data Roaming over 100 MB [C li ck to Go Back To Pr ice Sheet] (Click to Go To Terms & Conditions] Page 16 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: oMS-IO/U-OOSB Sprint;? 36 -Machine to Machine -3G (1MB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. Overa .. Cha",e (per Mln/Text Message!. NA MCS Data Overage Charge $0.0031/KB Text Um~ NA MCS Te xt Overage Cha rge (per text) NA ~her Charges $0.2575 Other Cha rge Description Data Rooming over 100 MB (Click to Go Back To Pr ice Shee t1 (Click to Go To Terms & Conditions ) 37 -Machine to Machine -3G (2MB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge $0.0031/KB TextUm~ NA MCS Text Overage Charge (per text) NA ~her Charges $0.2575 Other Charge Description Data Roaming over 100 MB [Click to Go Back To Price Shee t ] [Click to Go To Terms & Conditions ] 38 -Machine to Machine -3G (5MB) Service Plan Features Feature Availability In cluded Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Pu sh to Ta lk (PTI)' SO C .. Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge $0.0031/KB TextUm~ NA MCS Te xt Overage Charge (per text) NA ~her Charges $0.2575 Other Charge De scription Doto RoominQ over 100 MB [Click to Go Back To Price Shee t ) [Click to Go To Terms & Conditions ] 39 -Machine to Machine -3G (10MB) Service Plan Features Feature Availability In cl ud ed Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. Overage Charge (per Min/Text Message) NA MCS Data Overage Charge $0.0031/KB Text Umlt NA MCS Text Overage Charge (per text) NA ~her Charges $0.2575 Othe r Charge Description Data Roaming over 100 MB (Click to Go Back To Price Sheet] (Click to Go To Terms & Conditions] Page 17 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: DMS·l0/11·008B Sprint> 40 -Machine to Machine -3G (25MB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overage Charge (per Mln/fext Message) NA MCS Data Overage Charge $O.OO31/KB Text Umlt NA MCS Text Overage Charge (per text) NA Clther Charges $0.2575 Other Charge De sc ription Data Roaming over 100 MB (Cl ick to Go Back To Price Sheet1 (Click to Go To Terms & Conditions] 41 -Machine to Machine -3G (50MB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overage Charge (per Mln/fext Messagel NA MCS Data Overage Charge $0.OOO31/KB Text Umlt NA MCS Text Overage Charge (per text) NA Clther Char"". $0.2575 Other Charge Description Data Roaming over 100 MB [Click to Go Back To Price Sheet ) [Click to Go To Terms & Conditions ] 42 -Machine to Machine -3G (100MB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge $0.00031/KB Text Umlt NA MCS Text Overage Charge (per text) NA Other Charges $0.2575 Other Charge Description Data Roaming over 100 MB [Cl ick to Go Back To Pr ice Sheet ] (Click to Go To Terms & Conditions ] 43 -Machine to Machine -3G (500MB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SDC -- Overage Charge (per Mln/Text Message) NA MCS Data Ove rage Charge $0.00031/KB Text Umlt NA MCS Te xt Overage Charge (per text) NA Other Charges $0.2575 Other Charg e Description Data Roaming over 100 MB (Cl ick to Go Back To Price Sheet ] (Click to Go To Term s & Conditions ) Page 18 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS-IO/11-00SB sprint > 44 -Machine to Machine -3G (1GB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. Over,,,, Charge (per Mln/Text Messale) NA MCS Data Overage Charge $O.OOO31/KB TextUm~ NA MCS Text Overage Charge (per te xt) NA ~her Charges $/).2575 Other Charge De sc ription Data Roaming over 100 M8 (Click to Go Back To Price Sheet ) [Click to Go To Terms & Conditions) 45 -Machine to Machine -3G (2GB) Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. 0vera1O Charge (per Mln/Text MessalO) NA MCS Data Overage Charge $O.OOO31 /KB TextUm~ NA MCS Text Overage Charge (per text) NA ~her Charges $/).2575 Other Charge Description Data Roaming over 100 MB (Click to Go Back To Pr ice Sheet ] (Click to Go To Terms & Conditions ] 46 -Machine to Machine -3G (5GB) Service Plan Features Feature Availability Included Nhtht & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. OveraBe Charle (per Mln/Text Message) NA M CS Data Overage Charge $O.OOO31/KB TextUm~ NA MCS Text Overage Charge (per text) NA ~her Charges $0.2575 Other Charge Des cription Dota Roami ng over 100 MB [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] 47. Mobile Broadband -100MB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PTI)' SOC .. Overage Charge (per Mln/Text Message) NA M CS Data Overage Charge $15.45/GB TextUm~ NA MCS Text Overage Charge (per text) NA ~her Charges $0.2575/MB Other Charge De sc ription Dota Room ing over 25MB [Click to Go Back TQ Price Sheet] [Click to Go To Terms & Cond itions ] Page 19 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS ·l0/U·DOBB 48. Mobile Broadband -1GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (pn)' SDC .. Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge $15.45/6B TextUm~ NA MCS Text Overage Charge (per text) NA Other Charges $a.2575/MB Other Charg e Desc rip tion Data Roaming over 100MB [Click to Go Back To Price Sheet] [Click to Go To Terms & Conditions ] 49. Mobile Broadband -3GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (pn)' SDC .. Overage Charge (per Mln/Text Message) NA MC S Data Overage Charge $15.45/6B TextUmn NA MCS Text Overage Charge (per text) NA Other Charges $a.2575/MB Other Charge Description Data Rooming over 100MB (Click to Go Back To Price Sheet! [Click to Go To Terms & Conditions] 50. Mobile Broadband -6GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (pn)' SDC .. Overage Charge (per Mln/Text Message) NA M CS Data Overage Charge $15 .45/6B TextUmit NA MCS Text Overage Charge (per text) NA cnher Charges $O.2575/MB Other Charge Description Data Roaming over 300MB [Click to Go Back To Price Sheet] [Click to Go To Terms & Conditions ] 51. Mobile Broadband -12GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (pn)' SDC .. Overage Charge (per Min/Text Message) NA M CS Data Overage Charge $15 .45/6B Text Umit NA MCS Text Overage Charge (per text) NA cnher Charges $O.2575/MB Other Charge Description Data Roaming over 300MB rClick to Go Back To Price Sheetl [Click to Go To Terms & Conditions] Page 20 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS -IO/11-0OSB Sprint> 52. Mobile Broadband -30GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC -- OVera", Cha .... (per Mln/Text Message) NA MCS Data Overage Charge $15 .45/6B TextUmit NA MCS Text Overage Charge (per text) NA Other Charges $(I.2575/MB other Charge Description Data Roaming over 300MB [Cli ck to Go Back To Pr ice Sheet] [Click to Go To Terms & Con diti o n s] 52b. Mobile Broadband -UNLIMITED Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC -- 0Vera",_ Cha .... (perMIn/Text Messa",)· NA MCS Data Overage Charge NA TextUmlt NA MCS Text Overage Charge (per text) NA Other Charges-Roaml". $(1.2575 Other Charge Description Data Rooming over 100MB [Click to Go Back To Price Shee t] [Click t o Go To Terms & Co n ditions] 53 -Mobile Broadband Tri·Mode [TM/TR] Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC -- OVera", Charge (per Mln/Text Message) NA MCS Data Overage Charge $0.0412/MB Text Umlt NA M CS Text Overage Charge (per text) NA Ot"... Charges $0.2575 Other Charge Description Data Roaming over 300 MB (Click to Go Back To Price Sheet ] (Click to Go To Terms & Cond itions ] 54· Mobile Broadband Tri-Mode [TM/TR] Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC -- Overage Charge (per Min/Text Message) NA MCS Data Overage Charge $0.0412/MB Text Umlt NA MCS Te xt Overage Charge (per text) NA Other Charges $0.2575 Other Charge Description Data Roaming over 300 MB (Click to Go Back To Price Sheet ] [Cl ick to Go To Terms & Cond itions ] Page 21 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-IO/11-00SB sprint), 55 -Mobile Broadband Tri-Mode [TM/TR] Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC .. Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge $0.0412/MB TextUmk NA MCS Text Overage Charge (per text) NA Other Charges $0.2575 Other Charge Descripjion Data Roaming over 300 MB [Click to Go Back To Price Sheet ] (Click to Go To Terms & Conditions ] 56a -Mobile Broadband Tri-Mode [TM/TR] Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC .. Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge NA TextUmk NA MCS Text Overage Charge (per text) NA Othe< Charges $0.1575 Other Charge Description Data Roami ng over 300 MB [C l ick to Go Back To Pri ce Sheet] [Click to Go To Term s & Conditions) 56b -Mobile Broadband Tri-Mode [TM/TR] Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC .. Overage Charge (per Mln/Text Message) NA MCS Data Overage Charge NA TextUmk NA MCS Te xt Overage Charge (per text) NA Other Charges $0.2575 Other Charge Description Data Roaming over 300 MB (Cli ck to Go Back To Price Sheet ] [Click to Go To Terms & Conditions] 57 -Sprint Netbook / Notebook -Direct only* Service Plan Features Feature Availability Includ ed Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC _. Overase Charge (per Mln/Text Messase) NA MC S Data Overage Charge $0.0515/MB Text Umit NA M CS Text Overage Charge (per text) NA Other Charges $0.2575 Other Charge Description Data Roaming over 100 MB [Click to Go Back To Price Sheet] [Click to Go To Terms & Conditions ] Page 22 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS-10/11-00SB Sprint), 58 -Tablet 3G/4G LTE -1 GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC .. Overa .. Charge (per Mln/Text Message) NA MCS Data Overage Charge $0.0412/MB Text Limit NA MCS Text Overage Charge (per text) NA Clther Cho"es $0.2575 Other Charge Description Data Roaming over 100 MB [Click to Go Back To Price Sheet ) [Click to Go To Terms & Conditions ) 59 -Tablet 3G/4G L TE -2 GB Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC .. Overage Chafie (per Min/Text Messa .. ) NA MCS Data Overage Charge $0.0412/MB Text Limit NA MCS Text Overage Charge (per text) NA CIther Cha'iOS $0.2575 Other Charge Description Data Rooming over 100 MB [Cl ick to Go Back To Price Sheet] [Click to Go To Terms & Conditions ] 60 -Tablet 3G/4G LTE -UNLIMITED* Service Plan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC .. Overage Cho"e (per Mln/Text Message) NA MCS Data Overage Charge NA Text Limit NA MCS Text Overage Charge (per text) NA Clther Cha"es $0.2575 Other Charge Description Data RoaminQ over 300 MB [Click to Go Back To Price Sheet ] [Cl ick to Go To Terms & Conditions ] 61 -Tablet -Wireless Campus Manager Service Plan Features Feature Availability Included Night & Weekend Minutes .. Induded Mobile to Mobile Minutes - Push to Talk (PIT)' SOC .. Overage Chorge (per Min/Text Message) - MCS Data Overage Charge $0.0206 Text Limit NA MCS Text Overage Charge (per text) NA Clther Chorges $0.2575 Other Charge Description Data Rooming over 100 MB [Cli ck to Go Back To Price Sheet) [Cli ck to Go To Terms & Conditions ] Page 23 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS-10/U·OOSB Sprint > 62 -Tablet -Wireless Campus Manager Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PIT)' SDC -- Overa", Charge (per Mln/Text Message) - MCS Data Overage Charge $0.0205 Text Umlt NA MCS Text Overage Charge (per text) NA Clther Cha rges $0.2575 Other Charge Description Data Roaming over 100 MB (Click to Go Back To Price Sheet ] (Click to Go To Terms & Conditions ] 63. CSTSGEOBC STS GEOTAB BASIC RC Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PIT)' SOC -- Overage Charae (per Mln/Text Messa .. ) - MCS Data Overage Charge -- Text Umlt MCS Text Overage Charge (per text) -- CIther Charaes - Other Charge Description {Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] 64. CSTSGEOPRSTS GEOTAB PRO RC Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PIT)' SDC -- Overa .. Charge (per Mln/Text Message) - MCS Data Overage Charge -- Text Umlt - MCS Text Overage Charge (per text ) -- Clther Charges - Other Chan~e DescriPtion [Click to Go Back To Price Sheet ] (Click to Go To Terms & Conditions ] 65. CTSHOSGEO GeoTab STS Pro+ HOS RC Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PIT)' SDC -- Overa", Charge (per Mln/Text Message) - M CS Data Overage Charge -- Text Umit - MCS Text Overage Charge (per tex t) -- Clther Charges - Other Charge Description {Click to Go Back To Price Sheet] (Click to Go To Terms & Conditions ] Page 24 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS·I0/U-00BB Sprint> 66 -Canvas Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PTT)' soc -- Overage Char]!e (per Mln/Text Message) - MCS Data Overage Charge -- Text Umlt - MCS Text Overage Charge (per text) -- Other Char]!es - Other Charge Description [Click to Go Back To Price Sheet1 {Cl ick to Go To Terms & Conditions] 67 -Equipment Service and Repair Plan Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PTT)' SOC -- Overage Char]!e (per Mln/Text Message) - MCS Data Overa ge Charge -- TextUmlt - MCS Text Overage Charge (per text) -- Other Cha r]!es - Other Charge Description (Click to Go Back To Price Sheet) [Click to Go To Terms & Conditions ] 68 -Total Equipment Protection Service Plan Features Feature Availability Include d Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PTT)' SOC -- Overage Charge (per Mln/Text Messa .. ) - MCS Data Overage Charge -- Text Umlt - MCS Text Overage Charge (per text) -- Other Charges - Other Charge De sc ription -- (Click t o Go Back To Price Sheet] [Cl ick to Go To Terms & Conditions ] 69 -Equipment Service and Repair Plan-Tiered Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PTT)' SOC -- Overage Charse (per Min/Text Message) - MCS Data Overage Charge -- TextUm~ - MCS Text Overage Charge (per text) -- Other Charges Other Charge Description -- {Click to Go Back To Price Sheet ) {Click to Go To Terms & Co nditions ] Page 25 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO .: DMS-l0/11-0088 sprint ~ 70 -Equipment Insurance Premo Tier 2 Device Service Plan Features Feature Availability In cluded Night & Weekend Minutes -- Included Mobile to Mobile Minutes - Push to Talk (PIT)' SOC -- Overage Cho,.e (per Mln/Text Message) MCS Data Overage Charge -- Text Um~ - MCS Te xt Overage Charge (per te xt) -- Other Cho,.es - Other Cha rge Description -- [Click to Go Back To Price Sheet1 (Click to Go To Terms & Conditions] 71 -Mobile to Mobile (add to plan) Service Plan Features Feature Availability Includ ed Night & Weekend Minutes -- Included Mobile to Mobile Minutes - Push to Talk (PIT)' SOC -- Overoae Chorae (per Mln/Text Messaae) - MCS Data Overage Cha rge -- TextU~ - MCS Te xt Overage Charg e (per text) -- Other Charges - Other Charge De scri ption -- [Cli ck to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] 72 -International LD calling Plan Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push t o Talk (PIT)' SO C -- Overage Cho,.e (per Mln/Text Message) - MCS Data Overage Charge -- TextUm~ - MCS Te xt Overage Cha rg e (per text) -- Other Cho,.es - Other Charge Description -- [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions } 73 -Premium Data Service Plan Features Feature Availability Included Night & Weekend Minutes NA Induded Mobile to Mobile M i nutes NA Push to Talk (PIT)' SOC -- Overage Chorge (per Mln/Text Message) NA MCS Data Overage Cha r ge NA Text Um~ NA MCS Te xt Ove rage Charge (per text) NA Other Cho,.es - Other Charge Description NA (Click to Go Back To Price Sheet 1 [Click to Go To Terms & Conditions ] Page 260f 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO .: OMS·10/11·008B Sprint ? 74 -Phone as Modem (see notes) Servlce lPlan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC -- OVerage Charge (oer Min/Text Messa.e) NA MCS Data Overage Charge NA Text Umit NA MCS Text Overage Charge (per text) NA Other Charges - Other Charge Description NA [Click to Go Back To Price Sheet] [Click to Go To Terms & Cond itions ] 75 -Phone as Modem (see notes) Service[~lan Features Feature Availability Included Night & Weekend Minutes NA Included Mobile to Mobile Minutes NA Push to Talk (PIT)' SOC -- OVerage Charae (per Mln/Text Messa ... ) NA MCS Data Overage Charge NA Text Umlt NA MCS Text Overage Charge (per text) NA OtherCharaes - Other Charge Description NA [Click to Go Back To Price Sheet ) [Click to Go To Terms & Cond itions ] 76 -Standby Service Plan Features Feature Availability Included Night & Weekend Minutes 0 Included Mobile to Mobile Minutes 0 Push to Talk (PIT)' SOC -- Overa.;;-ChOrRe Toe< Mln/Text Message) MCS Data Overage Charge NA Text Umlt NA MCS Text Overage Charge (per text) NA Other Charges Other Charge Description NA [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] 77 -Wireless Priority Service -WPS [Public Safety] Service Plan Features Feature Availability Included Night & Weekend Minutes -- Induded Mobile to Mobile Minutes - Push to Talk (PIT)' SO C -- Overage Charge (per Min/Text Message) $0. 7725/min MCS Data Overage Charge -- Text Umit MCS Text Overage Charge (per text) -- Other Cha .. es -- Other Charge Description -- [Click to Go Back To Price Sheet ] [Click to Go To Terms & Conditions ] Page 27 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS·10f11·cOBB Sprint > 78 -Team Direct Connect Unlimited Service Plan Features Feature Availability Included Night & Weekend Minutes -- Included Mobil. to Mobile Minutes - Push to Talk (pn)' SDC -- Overage Charge (per Mln/Text Messa •• ) - MCS Data Overage Charge -- Text Umlt - MCS Text Overage Charge (per text) -- Other Charges -See Term and Conditions Other Charge De scription -- (Click to Go Back To Price Sheet) [Click to Go To Terms & Conditions ] Page 2S of 63 EFFECTIVE DATE : 10/20/1S State of Florida MCS CONTRACT NO.: OMS -I0/H-00SB Sprint ), Terms and Condition Details by Plan. WIRelESS SERVICES TERM AND VOLUME DISCOUNT [Back to Price Page I 1. The Parties agree that the Contract pricing shall b. amended to delete the existing Unlimited BlackBerry E-mail and Wed Add- on Plan and the existing Nationwide Unlimited Voice Plan and replace with the following Unlimited BlackBerry E-mail and Wed Add-on Plan and Nationwide Unlimited Voice Plan listed below to reduce the monthly recurring charges for these plans by one cent in an effort to create consistency between the Contract and the data feed provided by the Service Provider to the Department: Plan Description NET MRC Unlim i ted Blackberry E-ma il and Web Add -on Plan $20.60 Nationwide Unlimited Voice Plan $51.50 2. The Parties agree that Contract is amended in Section 7.04 ("Taxes") by modifying the second paragraph to read as follows: The only applicable FCC authorized fee, surcharge or assessment in effect as of the date of this Contract is the Federal Universal Service Fund charge which is subject to fluctuations. The Federal Universal Service Fund shall vary quarterly and will be referenced in the product catalog. 3. The Parties agree that Contract is amended In Exhibit 2, Section 2.05 .1.1.2.5 ("Taxes and Fees Classified as Services") by modifying the third paragraph to read as follows: Taxe s and fee s identified in the Contract or the product catalog may appear on bill s to OMS. No other FCC or PUC fee, co st recovery fee, su rcharge or assessment applicable to wireline and/or wireles s voice and/or data telecommun ica tions services shall be imposed d uring the term of thi s Contract, without inclu sion in the Contract, unl ess mandated by the FCC or PUc. The Service Provid er will only bill for di sc r etion ary f ees that are sanc tion ed by the Federal or State governments if th ey are included in the Contract, product catalog or sub se qu en tly agreed upon between both Parties. Page 29 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO .: OMS ·10fll·DOSB Sprint~ 1. Bl ackberry Unlimited -All Inclusive . [Back to Price Page ) Custom Sprint Unlimited Voice, Messaging, and Data Plan Custom Sprint Unlimited Voice, Messaging, and Data Plan Anytime Minutes Unlimited Anytime Minutes Overage Not Applicable Pooled Anytime Minutes Not Applicable Mobile to Mobile Unlimited Nights & Weekends Unlimited starting at 7 pm Nationwide Included long Di stance Roaming Not Applicable Caller 10 & Included Voice Mall Text Messages Unlimited BlackBerry Unlimited Email and Web Plan(BES) or Included Nextel Pro Pack Phone as Modem' NET $10 .30 (1) Net Custom Sprint Unlimited VOice, Messaging, and Data Plan IS net of all di sc ounts. Service Pricing Discount does not apply. (2) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect features, including, but not limited to, Talkgroup SM and International Direct Connect SM , are available with certain devices and may be subject to an additional charge. 2a . Smartphone Unlimited -All Inclusive , [Back to Price Page ) Custom Sprint Unlimited Voice, Messaging, and Data Plan Custom Sprint Unlimited VOice, Messaging, and Data Plan Anytime Minutes Unlimited Anytime Minutes Overage Not Applicable Pooled Anytime Minutes Not Applicable Mobile to Mobile Unlimited Nights & Weekends Unlimited starting at 7 pm Nationwide Included long Distance Roaming Not Applicable Caller 10 & Included Voice Mail Text Messages Unlimited BlackBerry Unlimited Email Included Page 300f 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS·10fU·OOSB Sprint~ and Web Plan(BES) or Nextel Pro Pack Phone as Modem· NET $10.30 (3) Net Custom Sprint Unlimited Voice, Messaging, and Data Plan is net of all discounts. Service Pricing Discount does not apply. (4) Direct Connect and Group Connect are available on select devices. Additional Ne)(tel Direct Connect features, including, but not limited to, Talkgroup SM and International Direct Connect SM, are available with certain devices and may be subject to an additional charge . 2b . FL UNL Smartphone with 5GB Hotspot [Back to Price Page ] Net MRC Service Pricing Discounts $50.99 NET MRC 1 will not apply Anytime Minutes Unlimited Sprint Mobile-to-Mobile Included Unlimited Direct Connect® and Group Connect® Included Unlimited Nights & Weekends starting at 9 pm Unlimited Pooled Anytime Minutes Included Nationwide Long Distance Included Voice Roaming Included Calier 10 &Voice Mail Included Unlimited Internet Browsing and Email Included Data Roaming Included· Sprint Mobile Hotspot Data 5GB Sprint Mobile Hotspot Data Overage $0.0515 per MB Domestic Messaging Unlimited Premium Data Included Indirect Sales Agent (Inclusive of BSP) Not Permitted • Corporate-Liable Active Units must primarily be used for Domestic purposes within the coverage area of the Nationwide Sprint Network . As used herein . "Domestic" means use in the 50 United States and U.S. Territories (except Guam). Business Plans that include Roaming ("Roaming Included Plans ") are not available with single-band phones or to users who reside or whose primary use is outside an area covered by the Nationwide Sprint Network . Sprint may limit or term inate Service if a Corporate-Liable Active Unit user moves outside of the area covered by the Nationwide Sprint Network . Sprint may. without Page 31 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-10/U-COSB Sprint'), notice . deny. terminate . modify . disconnect or suspend Service to a Corporate-Liable Active Unit if Roaming in a given month exceeds : (1) voice : 800 minutes or a majority of minutes . or (2) data : (a) 300 megaby1es for a Business Plan equal to or greater than 5 GB/month in total or a majority of kiloby1es ; or (b) 100 megaby1es for a Business Plan less than 5 GB/month in total or a majority of kilobytes. International calling. including in Canada. Mexico , and Guam, is not included in Roaming Included Plans . Wireless data Services and certain calling features (voicemail, caller 10, call waiting , etc.) may not be available while Roaming . Roaming areas may change and Roaming may not be available everywhere ; visit VofflW ,sprint.com/coverage for details. Roaming may not be available on the Sprint 4G Network. 'If Customers data usage in a given month exceeds the Data Services limitation, Customer will be liable for the overage charges set forth in the table above . (1) Wireless high speed data coverage is not available everywhere and requires a wireless high speed data -co mpatible phone . Where the wireless high speed data network is available and a wireless high speed data-compatible phone is used, Corporate-Liable Active Units will first attempt to connect to the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (2) Direct Connect and Group Connect are available on select devices . Add itional features , including, but not limited to , TeamDC , are available with certain devices and may be subject to an additional charge . 3. Smartphone UNL Voice-3GB Data/2GB Hotspot [Back to Price Page ) Page 32 of 63 1. Custom Sprint Unlimited Voice and messaging with 5GB combined data Custom Sprint Unlimited Voice and messaging with 5GB combined data Anytime Minutes Unlimited Anytime Minutes Overage Not Applicable Pooled Anytime Minutes Not Applicable Mobile to Mobile Unlimited Nights & Weekends Unlimited starting at 7 pm Nationwide Included long Distance Roaming Not Applicable Caller 10 & Included Voice Mail Domestic Messaging Unlimited Internet Browsing and Email 3 GB Included (Overage at $.OSlS/MB) Mobile Hotspot 2 GB Included (Overage at $O.OSlS/MB) Data Roaming Limitation (in MB) 100 (Overage at $0 .2S7S/MB) Premium Data Requirement Included . . (2) Plan MRC IS net of all dIScount s. Service Pricing DIScount does not apply . (3) Direct Connect and Group Connect are available on se lect devices . Additional Sprint Direct Connect features, including, but not limited to, Talkgroup SM and International Direct Connect SM, are available with certain devices and may be subject to an additional charge . (4) Customer-Liable Active Units on the Custom plans noted above pool Anytime Minutes with Sprint Business Es sen tials e Plans EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS-10/ll-00SB Sprint ), 4 . Smartphone UNL Voice & Data -S GB Hotspot [Back to Price Page ] Custom Sprint Unlimited Voice and messaging, unlimited data,S GB Hotspot Custom Sprint Unlimited Voice and messaging, unlimited data,S GB Hotspot Anytime Minutes Unlimited Anytime Minutes Overage Not Applicable Pooled Anytime Minutes Not Applicable Mobile to Mobile Unlimited Nights & Weekend s Unlimited starting at 7 pm Nationwide Included long Di stance Roaming Not Applicable Caller 10 & Includ ed Voice Mail Domestic Me ssaging Un limited Internet Browsing and Email Unlimited Mobile Hotspot 5 GB Included (Overage at $0.0515/MB) Premium Data Requirement Includ ed . . (1) Plan MRC IS net of all dIScounts. Service Pricing Discount does not apply . (2) Dir ect Connect and Group Connect are available on se lect devices. Additional Sprint Direct Connect features, including, but not lim ited to , Talkgroup SM and Interna tio nal Direct Connect SM , are available ~ith certain devices and may be subject to an additional charge. (3) Customer-Liable Active Unit s on the Custom plan s noted above pool Anytime Minutes with Sprint Business Essentials~ Plans. Sa . Gov . 400 Choice Economy [Back to Price Page] Sprint Government Choice Economy Plan $51.49 NET MRC; NET MRC Service Pricing Discounts will not apply Anytime Minutes 400 Anytime Minutes Overage $O .2575/minute Sprint Mobile-to-Mobile Unlimited Unlimited Nights & Weekends starting at 7 pm Unlimited Shared Minutes Included' Direct Connect® and Group Connect® Unlimited Nationwide Long Dista nce In cluded Caller 10 &Voice Mail Included Unlimited internet browsing and e-mail Included Page 33 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS -lOf11 -00SB Sprint"> Sb , Page 34 of 63 Sprint Government Choice Economy Plan Unlimited Messaging Included Upgrade Term 24 Monlhs Premium Data Requirement In cluded Data Roaming Included" 11 Corporate-Liable Acti ve Units must primarily be used for Domestic purposes within the coverage area of the Nationwide Sprint Network. As used herein , "Domestic" means use in the 50 United States and U.S. Territories (e xcept Guam). Business Plans that include Roaming ("Roaming Included Plans ") are not available with single-band phones or to users who reside or whose primary use is outside an area covered by the Nationwide Sprint Network. Sprint may limit or terminate Service if a Corporate-Liable Acti ve Unit user moves outside of the area covered by the Nationwide Sprint Network . Sprint may, without notice , deny, terminate , modify, disconnect or suspend Service to a Corporate-Liable Active Unit if Roaming in a given month exceeds : (1) voice : 800 minutes or a majority of minutes , or (2) data : (a) 300 megabytes for a Business Plan equal to or greater than 5 GB /month in total or a majority of kilobytes ; or (b) 100 megabytes for a Business Plan less than 5 GB/month in total or a majority of kilobytes . International calling, including in Canada , Mexico, and Guam , is not included in Roaming Included Plans . IMreless data Services and certain calling features (voicemai l, caller 10 , call waiting , etc.) may not be available while Roaming. Roaming areas may change and Roaming may not be available everywhere ; visit YfflW.sprint.com/cQverage for details . Roaming may not be available on the Spr int 4G Network . 1 Corporate-Liable Active Un its on the Sprint Government Choice Economy Plan with SOC will share Anytime Minutes with only the Business Essentials family of plans . 1) IMrele.s high speed data coverage is not available everywhere and requires a wireless high speed data - compatible phone. Where the wireless high speed data network is available and a wireless high speed data- compatible phone is used , Corporate-Liable Active Units will first attempt to connect to the Sprint 4G Network , then the Sprint 3G Network , and then will default to the Nationwide Sprint Network depending on coverage and network availability . 2) Direct Connect and Group Connect are available on select devices . Additional Direct Connect features , including , but not limited to , TeamDC sM, are available with certain devices and may be subject to an additional charge. Gov , 400 Choice Value [Back to Price Pagel Sprint Government Choice Value Plan $49,43 NET MRC; NET MRC Service Pricing Discounts will not apply Anytime Minutes 400 Anytime Minutes Overage $0.2575/minute Sprint Mobile -to-Mobile Unlimited Unlimited Nights & Weekends starting at 7 pm Unl imited Shared Minutes In cluded EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS·lOfU·OOBB sprint") Sprint Government Choice Value Plan Direct Connect® and Group Connect® Unl im ited Nationwide Long Distance Included Caller 10 &Voice Mail Included Unlimited internet browsing and e·mail Included Unlimited Messaging Included Data Roaming $0 .00206/KB Upgrade Term 24 Months Premium Data Requirement Included , Corporate-Liable Active Units on the Sprint Government Choice Value Plan with SOC will share Anytime Minutes with only the Business Essentials family of plans. 1) Wireless high speed data coverage is not available everywhere and requires a wireless high speed data- compatible phone . Where the wireless high speed data network is available and a wireless high speed data- compatible phone is used , Corporate-Liable Active Un its will first attempt to connect to the Sprint 4G Network, then the Sprint 3G Network, and then will d e fault to the Nationwide Sprint Network depending on coverage and network availability. 2) Direct Connect and Group Connect are available on select devices. Additional Direct Connect features , includin g, but not limited to, TeamDC sM , are available with certain devices and may be subject to an additional charge . 5. Government 1000. [Back to Price Page] Pooled Sprint Government Value Voice Data and Messaging Plan , , Non-Pooled Sprint Government Value Voice, Data, and Messaging Plan Anytime Minutes 1000 Anytime Minutes Overage $0.2575/minute Sprint Mobile-to-Mobile Unlimited Unlimited Nights & Weekends starting at 9 pm Unlimited Shared Minutes Not Included Nationwide long Distance Includ ed Caller 10 &Voice Mail Included Unlimited internet browsing and e -mail Included Unlimited Messa ging Included Data Roaming $O .00206/KB Page 35 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-IO/ll-OOB8 Sprint ~ Non-Pooled Sprint Government Value Voice, Data, and Messaging Plan Upgrade Term 24 Months Premium Data Requirement Included 1. Wireless high speed data coverage is not available everywhere and requires a wireless high speed data-compatible phone. Where the wireless high speed data network is available and a wireless high speed data-compatible phone is used, Corporate-liable Active Units will first attempt to connect to the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. 6. Custom 400 Voice and Blackberry & 7. Custom 1000 Voice and Blackberry. [Back to Price Page I COMA Bundled Voice & Data Plans: COMA Bundled Voice & Data Plans Custom BB 400 Custom BB 1000 Anytime Minutes 400 1000 Anytime Minutes Overage $0 .2575/minute $0.257S/minute Sprint Mobile-to-Mobile Included Included Unlimited Nights & Weekends starting at 7 pm Unlimited Unlimited Page 360f 63 Shared Minutes • Included • Included Nationwide long Distance Included Included Roaming Included Included Caller 10 &Voice Mail Included Included Unlimited BlackBerry (without PAM) Included Included Unlimited 2 Way Text Messages Included Included (1) Customer's use of the Research in Motion limited ("RIM") BlackBerry service offered by Sprint is subject to acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM software . The terms and condition for use of the BlackBerry service are located at http ://n a.blackb erry .com /eng/l ega l/terms.jsp . and are subject to change without prior notice to Customer. (2) BlackBerry Business Plans can only be activated on a BlackBerry device . (3) • Customer-liable Active Units on the Custom BB 400 and/or the Custom BB 1000 share Anytime Minutes with Sprint Business Essentials llP Plans. (4) Phone as Modem may be added to the BlackBerry Unlimited Email and Web Plan for an additional NET $10.30 MRC. Service Pricing Discount does not apply. EFFECTIVE DATE: 10/20/1S State of Florida MCS CONTRACT NO.: OMS-lOfu-OOSB Sprint ), 9 . Custom 400 Pro Pack & 10 . Custom 1000 ProPack . [Back to Price Page ] Pro Pack COMA Bundled Voice & Data Plans: COMA Bundled Voice & Data Plans Custom Pro Pack 400 Custom Pro Pack 1000 Anytime Minutes 400 1000 Anytime Minute s Overage $0.2575/minute $0.2575/minute Sprint Mobile-to-Mobile Included Included Unlimited Nights & Weekends st artin g at 7pm Unlimited Unlimited Shared Minutes • Included • Included Natio nwide long Distance Included Included Roaming Included Included Caller 10 &Voice Mail Included Included Sprint Pro Pack Included Included Unlimited 2 Way Text Messages Included Included a. • Customer-Liable Active Units on the Custom Pro Pack 400 and/or the Custom Pro Pack 1000 share Anytime Minutes with Sprint Business Essentials· Plan s. 11. Custom 300 Voice and 400MB Data & 12. Custom 400 Voice and 2GB Data . [Back to Price Pag e] Nextel National Network Migration plans -Admiral Custom 300 Voice & Data Custom 400 Voice & Data Anytime Minutes 300 400 Anytime Minutes Overage $OA012/minute $OA012/minute Unlimited Sprint Mobile -to-Mobile Included Includ ed Direct Connect * and Group Connect e Included Included Unlimited Nights & Weekends at 7 pm Unlimited Unlimited Pooled Anytime Minutes • Included • Included Nationwide Long Di stance Included Included Voice Roaming Included Included Caller 10 &Voice Mail Included Includ ed Internet Brow sing and Em ail 400 MB Includ ed (Overage at 2 GB Included (Overage at $.0515/MB) $.0515/MB) Data Roaming Limitation (in MB) 100 (Overage at $0.2575/ MB) 100 (Overage at $0.2575/ MB) Domest ic Messaging 200 Included 200 Included Page 37 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-10fU -OOBB Sprint '. (3) • Customer-Liable Active Units on the Custom plan s noted above pool Anytime Minutes with Sprint Bu si nes s Essentials* Plans . (4) Wireles s high speed data coverage is not availa ble everywhere and require s a wireless high speed data-compatible phon e. Where the wireless high speed data network i s available and a wireless high speed data -co mpatible phone is used, Corporate-Liable Active Units will first attempt to connect to the Sprint 3G Network, and then will default to th e Nationwide Sprint Network de pending on coverage and network availability, (5) Direct Connect and Group Connect are available on se lect device s. Additional features, including, but not limited to, TeamDC, are available with certain devices and may be subject to an additional charge. (6) Plan s will be available on the Motorola Admiral only. (7) Messaging Overage will be charged at $.20 per message . Wirele ss high speed data coverage is not avai lable everywhere and requires a wireless high speed data-compatible phone. Where the wireless high speed data network is available and a wireless high speed data -com patible phone is used , Corporate-Liable Active Units will first attempt to connect to th e Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (8) Direct Connect and Group Connect are available on select devices . Additional features, including, but not limited to, TeamDC, are available with certain de vices and may be subject to an additional charge . (9) Plan s will be available on the Motorola Admiral only . (10) Mes sag ing Overage will be charged at $.20 per me ssage . Non-Pooled Government Value Admiral Plans Custom 300 Voice & Data Custom 400 Voice & Data Anytime Minutes 300 400 Anytime Minute s Overage $0 .0618 / minute $0.0618/ minute Unlimited Sprint Mobil e-to-Mobil e Included Includ ed Direct (onnecte and Group (onnecte Included Included Unlimited Nig hts & Weekends starting at 6 Unlimited Unlimited pm Pooled Anytime Minutes Not Included Not Included Nationwide long Distance Includ ed Included Voice Roaming Included Includ ed Caller 10 &Voice Mail Includ ed Included Inte rnet Browsing an d Email 400 MB Included (Overage at 2 GB Included (Overage at $.0515/MB) $.0515/M8) Data Roaming $0 .0020 6/K B $0.00206/KB Dome stic Messagi ng 200 Included 200 Included Page 38 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO .: OMS-I0/11-008B Sprint y" 12b , Page 39 of 63 Sprint Custom 300 Smartphone -Series 65 [Back to Price Pagel Custom 300 Smartphone Series 65 Net MRC Service Pricing Discounts $39,13 NET MRC will not apply Anytime Minutes 300 Anytime Minutes Overage $0 .2575lminute Sprint Mobile-to-Mobile Included Unlimited Direct Connect® and Group Connect® Included Unlimited Nights & Weekends starting at 9 pm Unlimited Pooled Anytime Minutes Included Nationwide Long Distance Included Voice Roaming Included Caller 10 &Voice Mail Included Unlimited Intemet Browsing and Email Included Data Roaming Included- Domestic Messaging Unlimited Premium Data Included Non Iconic Device Availability' Devices 1 • Corporate-Liable Active Units must primarily be used for Domesti c purposes within the coverage area of the Nationwide Sprint Network . As used herein , ~Domestic~ means use in the 50 Un ited States and U.S. Territories (except Guam). Business Plans that include Roaming ("Roaming In cluded Plans ') are not available with single-band phones or to users who reside or whose primary use is outside an area covered by the Nationwide Sprint Network . Sprint may limit or terminate Service if a Corporate-Liable Active Unit user moves outside of the area covered by the Nationwide Sprint Network . Sprint may, without notice , deny, terminate , modify, disconnect or s uspend Service to a Corporate-Liable Active Unit if Roaming in a given month exceeds: (1) voice: 800 minutes or a majority of minutes , or (2) data : (a) 300 megabytes for a Business Plan equal to or greater than 5 GBlmonth in total or a majority of kilobytes ; or (b) 100 megabytes for a Business Plan less than 5 GBlmonth in total or a majority of kilobytes . In ternational calling , including in Canada , Me xico , and Guam , is not included in Roaming Included Plans . Wireless data Services and certain calling features (voicemail, caller 10 , call waiting , etc.) may not be available while Roa ming . Roaming areas may change and Roaming may not be available everywhere ; visit WoNW .sprint.com/coverage for details. Roaming may not be available on the Sp rint 4G Network . EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS-l0/1l-00SS Sprint > Price plan is only applicable for select devices including LG Optimus F3, and other comparable devices to be agreed upon by the parties. 12c, (1) Wireless high speed data coverage is nol available everywhere and requires a wireless high speed data- compatible phone . Where the wireless high speed dala network is available and a wireless high speed data- compatible phone is used , Corporate-Liable Active Units will first attempt to con nect to Ihe Sprint 3G Network, and then will default to Ihe Nationwide Sprint Network depending on coverage and network availability . (2) Direct Connect and Group Connect are availab le on select devices . Additional features , including , but not limited to, TeamDC, are available with certain devices and may be subject to an addilional charge . (3) Corporate-Liable Active Units on the Sprint Custom 300 Smartphone will share Anytime Minutes with only the Business Essentials family of plans . Sprint Custom 500 Smartphone -Series 65 [Back to Price Page] Sprint Series 65 500 Net MRC Service Pricing Discounts $41.19 NET MRC wiii not apply Anytime Minutes 500 Anytime Minutes Overage $0 .2575/minute Sprint Mobile-to-Mobile Included Unlimited Direct Connect® and Group Connect® Included Unlimited Nights & Weekends starting at 9 pm Unlimited Pooled Anytime Minutes Included Nationwide Long Distance In cluded Voice Roaming In cluded Caller 10 &Voice Mail In cluded Unlimited Internet Browsing and Email In cluded Data Roaming Included' Domestic Messaging Unlimited Premium Data Included Device Availability' Sam sung Grand Prime 1 *data roaming is subject to the data roaming sections of the Wi rel ess services product annex . Page 40 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS -lO/U-DOBB Sprint~ 1 Price plan is only applicable for select devices including Samsung Grand Prime , and other comparable devices to be agreed upon by the parties. (ll)Wireless high speed data coverage is not available everywhere and requires a wireless high speed data-compatible phone . Where the wireless high speed data network is available and a wireless high speed data -compatible phone is used , Corporate-Liable Active Units will first attempt to connect to the Sprint 3G Network , and then will default to the Nationwide Sprint Network depending on coverage and network availability . (12) Direct Connect and Group Connect are available on select devices. Additional features . including , but not limited to , TeamOC , are available with certain devices and may be subject to an additional charge . (13) Corporate-Liable Active Units on the Sprint Series 65 300 and Sprint Series 65 500 Smartphone plans will share Anytime Minutes with only the Business Essentials family of plans . 13. 100 Min Plan -Florida . [Back to Price Page) Sprint 100 Plan Page 41 of 63 Sprint 100 Plan Anytim e Minute s 100 Anytime Minutes Overage $O.OSlS/minute Anytime Minute rate while user is traveling outside the $O.OSlS/minute State of Florida Direct Connect 411 and Group Connect* $O.OSlS/minute Nationwide long Distance Included Caller to NET $0.00 MRC Voice Mail NET $0.00 MRC . . (1) Net Sprint 100 Plan IS net of all di sc ounts. Service Pricing Discount does not apply . (2) Direct Connect and Group Connect are available on se lect device s. Additional Nex tel Dir ect Connect fea tures , including, but not limited to, Talkgroup SM and International Direct Connect SM , are available with certain devices and may be subject to an additional charge . (3) Sprint 100 Pl an is not availab le for use on all Sprint device s. See Sprint acco unt representative for re st rictions and limit ation s. (4) Circui t-switched data or mod em-to-modem data calls are billed at the anytime ov er age rate lis ted in the t abl e above . EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO .: OMS·IO/11·00SB Sprint~ 14. 250 Min Plan -Nationwide & 15. 250 Min Plan -Nationwide-Pooled & 16. 300 Min Plan -Nationwide. [Back to Price Page ) Sprint 300 Minute Voice Plan 300 Voice Plan Anytime Minutes 300 Anytime M inutes Over age $0.0515/minute Ni gh t s & Weekends (Nights Start at 9 pm) Unlimited Sprint Mobil e-t o-Mobil e Unlimited Dir ect Cannect 411 and Group Connect· Unlimited Pooled Anytime Minutes Not Applicable Nationwide long Di stan ce Included Calier 10 &Voice Mail Included (1) Net Sprint Voice Plans are net of ali di scoun t s. Service Pricing Di scoun t do es not app ly . (2) Roaming char ges are included. (3) Direct Connect and Group Connect are availab le on selec t devices . Additional Sprint Dir ect Connect fea ture s, including, but not limited to , Tal kgro up SM an d Int erna tion al Direct Connect SM , are avai labl e with certain devices and may be subject to an additional charge. (4) If Customer ac tiv ates a Smartphone on this pl an. Customer is required to purc ha se ei th er a Sprint Blac kberry data pl an or a Sprint Pro-Pack data pl an to be used in conjunc tion with thi s plan . 17. 300 Min Plan -Nationwide-POOLED & 18. 500 Min Plan -Nationwide & 19. 500 Min Plan -Nationwide-POOLED & 20. 1000 Min Plan -Nationwide & 21. 1000 Min Plan -Nationwide-POOLED & 22. Unlimited Florida . [Back to Price Page ) The Parties agree that the Contract pricing shall be amended to delete the existing Sprint Unlimited Florida Voice Plan on the Contract and replace it with the following Sprint Unlimited Florida Voice Plan listed below to reduce the per- minute rate while user is traveling outside the State of Florida from $0 .29 per month to $0 .10 per month. Page 42 of 63 EFFECTIVE DATE: 10/20/15 State of FlorIda MCS CONTRACT NO .: OMS-I0/11-D08 B Sprint ~ Sprint Unlimited Florida Voice Plan Sprint Unlimited Florida Voice Plan Anytime Minutes Unlimited' Direct Connect* and Group ConnectS Unlimited Pooled Anytime Minutes Not available Nationwide long Distance Included Caller ID & Voice Mail Included Per minute rate wh il e user is traveling outside the State $0.103' of Florida (1) Direct Connect and Group Connect are available on se lect devices. Additional Sprint Dire ct Connect-features, inclu ding, but not lim ited to, TeamDC sM , are available with certain devices and may be subject to an ad ditional charge. (2) Plan is not eligible to add Nights and Weekends or Mobile -to-Mobile add-ons to the Sprint Unlimited Florida Voice Pl an . (3) If Customer activates a Smartphone on this Sp rint Unlimited Florida Voice Plan, Customer is required to purcha se either a Sprint Blackberry data plan or a Sprint Pro -Pack data plan to be used in conj unction with this plan. ·Service pricing discounts do not apply to the Nextel or Sprint Unlimited Florid a Voice Pl an. • Unlimited Anytime Minutes are only available when the handset is within the Sta te of Florida . 2 Rate applies when the handset is out of the state for calls that originate outside the state and terminate in the state or for calls that originate and terminate outside the state. 23. Unlimited Nationwide. [Back to Price Pagel Sprint Voice Plans -Un-pooled 250 Voice Plan 500 Voice Plan 1,000 Voice Plan Unlimited Voice Plan Anytime Minutes 250 500 1000 Unlimited Anytime Minutes Overage $0.0515/minute $O.OSlS/minute $0.051S/minute $0.051S/minute Ni ghts & Weekends (Ni gh t s Start at 9 pm) Unlimited Unlimited Unlimited Unlimited Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Direct Connect -and Group Connect - Unlimited Unli mited Unlimited Unlimit ed Pooled Anytime Minutes Not Applicable Not Applicable Not Applicable Not Applicable Nationwide lon g Di stance Included Includ ed Incl uded Included Caller ID &Voice Mail Included Includ ed Includ ed Includ ed Page 43 of 63 EFFECTIVE DATE: 10/20/lS State of Florida MCS CONTRACT NO.: OMS·lO/U·OOSB Sprint ;' (1) Net Sprint Voice Plans are net of all discounts. Service Pricing Discount does not apply. (2) Roaming charges are include d . (3) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect features, including, but not limited to, Talkgroup SM and Internation al Direct Connect SM , are available with certain devices and may be subject to an additional charge. (4) Corporate -liable Active Units activating a Smartphone, in addition to the Sprint Voice Plan, must also order either the BlackBerry or PRO Pack Add-on as de sc rib ed in this Agreement. A. The Parties agree that the Agreement pricing shall be amended to add the following new Sprint plans to the Agreement that allow for pooling: 1. Sprint Voice Plans -Pooled 2S0Voice 300 Voice 1,000 Voice 500 Voice Plan Plan Plan Plan Anytime Minutes 250 300 500 1000 Anytime Minute s Overage $0.0515/ $0.0515/ $0 .0515/ $0.0515/ minute minute minute minute Night s & Weekends (Nights Unlimited Start at 9 pm) Unlimited Unlimited Unlimited Sprint Mobile-to-Mobi le Unlimited Unlimited Unlimited Unlimited Direct Connect* and Group Connect* Unlimited Unlimited Unlimited Unlimited Pooled Anytime Minutes Included Included Included Included Nationwide long Distance Included Included Included Included Caller 10 &Voice Mail Included Included Included Included (1) Net Sprint Voice Plans are net of all discount s. Service Pricin g Di sco unt does not apply. (2) Roaming charges are included. Unlimited National Voice Plan Unlimited Not Applicable Unlimited Unlimi ted Unlimited Not Applicable Included Included (3) Direct Connect and Group Connect are availab le on select devices. Additional Sprint Direct Connect features, including, but not limited to, Talkgroup SM and Internation al Dir ect Connect SM , are available with certain devices an d may be subject to an additional charge. Page 44 of 63 (4) If Customer activates a Smartphone on this pl an, Customer is required to purcha se either a Sprint Blackb erry data plan or a Sprint Pro-Pack data plan to be used in conjunction with this plan EFFECTIVE DATE : 10/20/15 State of FlorIda MCS CONTRACT NO.: OMS -IO/U-OOSB Sprint"), 24. Push to Talk -SOc. [Back to Price Page) Custom Sprint Mobile to Mobile, 9 pm Nights and Weekends, and Push·to·Talk Plan a. Sprint will charge Customer a Monthly Recurring Charge ("MRC") and a flat rate per·minute charge for each Anytime minute used on a Sprint Corporate -liable Active Unit There are no included Anytime plan minute s Monthly Recurring Charge ("MRC") Per Minute Rate for all voice minutes used including Anytime $0.0618 Minutes, Nationwide long Distance Shared Minutes Not Available Caller ID & Voice Mail Included Unlimited Mobile to Mobile Included Unlimited Nights and We eke nd s beginning at 9PM Included Direct Connect and Group Connect Included .. (1) Direct Connect and Group Connect are available on se lec t deVice s. AdditIOn al Spnnt Direct Connect-features, including, but not limited to, TeamDC 'M, are available with certain device s and may be subject to an add'i charge. (2) If Customer activates a Smartphone on this plan, Customer is required to purchas e ei ther a Sprint Blackberry data plan or a Sprint Pro-Pack data plan to be use d in conjunction with this plan . (3) Circuit-switched data or modem-to-modem data calls are billed at the anytime overage rate li sted in the t able above. (4) Plan cannot be combined with free Messaging. Customer may purchase 300 messaging for $1.03 NET; 500 messages for $2.06 NET; or unlimited messages for $5.15 NET . 25 . Casual Text /Per Text -MMS/SMS & 26. 300 Messages MMS/SMS & 27 . 500 Messages MMS/SMS & 28. Unlimited Messages MMS/SMS . [Back to Price Page) Sprint Domestic Messaging Add -Ons. Messaging add-cn s include text, picture and video messages ba se d on devic e capability. Additional charges apply for international messag ing. Messaging Plan MRC Additional Messages Casual Per Message $0 $0.0412/Message 300 Messages NET $1.03 $0.0515/Message 500 Messages NET $2.06 $0.0515/Message Unlimited M essages NET $5.15 N/A . . (1) Net M essag in g Plan s are net of all di sco unts. Service Pricin g Disco unt does not apply . Exhibit #3 -Pricing Value Added Features/Clarifying Nates $5.15 minimum voice plan requir ed Page 45 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS -10/U-OOBB Sprint ;? 29. Pro Pack Attachable . [Back to Price Page ) Page 46 of 63 Sprint Voice Plan Add-Ons. The following options may be added to a Sprint voice Business Plan on a per-Corporate-liable Active Unit basis for the listed additional MRC, unless otherwise noted. A . Sprint Data Add-Ons Data Plan MRC Sprint PRO Pack NET $20.60 Sprint Mobile Hotspot NET $30.90' (1) NET MRC s are net of all discounts. Customer's Service Pricing Discount is not applicable. (2) Wireless high speed data coverage is not available everywhere and requires a wireless high speed data - compatible phone. Where the wirele ss high speed data network is available and a wireless high speed data- compatible phone is used, Corporate-liable Active Units will first attempt to connect to the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (3) Phone as Modem may be added to the Sprint PRO Pack for an additional NET $10.30 MRC. The included email solution in the Sprint PRO Pack varies by device . Please review product specifications for details . (4) Sprint Mobile Hotspot requires an eligible VOice/Data bundled Business Plan or an eligible voice Business Plan and an eligible Sprint Pro Pack and Sprint Premium Data add -on. Sprint Mobile Hotspot is only available on certain wireless devices . Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex . B. The following option is required to be added to a Sprint voice Business Plan on a per-Corporate-liable Active Unit basi s for the listed additional MRC, unless otherwise noted . Data Plan MRC Sprint Premium Data NET $10.30' • MRC IS net of all discounts. Cu stomer's Service Pricing Discount IS not applicable . (1) Sprint Premium Data requires an eligible Voice/Data bundled Business Plan or an eligible voice Business Plan and an eligible Sprint Pro Pack. Sprint Premium Data is required on certain wireless devices including but not limited to the HTC EVa 4G and Samsung Epic . C. Sprint Domestic Messaging Add-Ons. Me ssagi ng add-cns include te xt, picture and video messages based on device capability. Additional charges apply for international messaging. Messaging Plan MRC Additional Messages Casual Per Message $0 $O.0412/Message 300 Messages NET $1.03 $O.OSlS/Message 500 Messages NET $2.06 $O.OS15/Message Unlimited Messages NET $5.1S N/A . . (1) Net Messaging Plans are net of all discounts. Service Prrclng DIScount does not apply . EFFECTIVE DATE: 10/20/lS State of Florida MCS CONTRACT NO .: DMS·lO/U·0088 Sprint )" 30. Unlimited Blackberry " Attached to voice plan . [Back to Pr i ce Pagel Bl ackBerry Service Plans A. Cu stomer's use of th e Research in Motion limi t ed ("R IMI1) Bl ackBe r ry se rv ice offered by Sp r i nt is subj ect to acce p ta n ce of t he RIM te r m s an d co nd i tion s pres ented t o Cu stome r befor e Cu st omer may d ownloa d the RI M so ftwa r e. Th e te r m s and cond itions for u se o f t h e Bl ack Be r ry service are lo cate d at http://na.blackberrv,com/eng/legal/te rms.jsp , a nd a re su bj e ct to ch a nge w itho ut pri o r notic e t o Cu s tome r. B . Bl ack Berry Busi n es s Plan s can o n ly be activa t ed on BlackBer r y d evice s. C. Month ly Recu rring Ch a rge BlackBerry Unlimited Email and Web Plan Data Services i n M Bs, Bl ack Berry Em ail , Interne t or Bl ack Be r ry Brow sing, M o b ile Br oad band Un li m ited M RC if purchase d wi th Sprint voice p la n NET $20.60 (1) Net $20.00 BlackB erry Un limited Em ail and Web Pla n is net of all dis co u nts. Servic e Pricing Di scou nt does n ot apply . (2) Unl es s Cu sto m e r adds a voice Busi n ess Pl an t hat inclu de s voice call s, l o ng d ist ance ca ll s, and Domestic Roa m i ng to t h e ab ove BlackBe rry d at a Bu si n ess Pl an, Cu st ome r w ill be cha r ged $.2 0 6/minute fo r voice ca ll s pl us $0 .2S7S/m inute for lo ng dis t an ce ca ll s. For d ev i ce s o n Nat ionwi d e Sprint Network, Dom es tic Roami ng call s are $0.7107/mi nute with an ad ditiona l $0.2S7S/m inute for long -di st ance ca ll s. (3) Addi t ion al charge s apply fo r messaging servi ce. 31. Unlimited Blackberry-"No voice plan req. Exhibit #3 BLACKBERRY DATA M ONTHLY P LAN PLAN Overage Pl anPria Overnge !!. QUANTITY TIER Pia" Straight Rate Variance Rate (M egabytes) Pri ce R ate (c ol (per from Variatrct Va l ue Added Features/Clarifying Notes d +col b) megabyte) Target from Target 6 .9b 100 Tier 9 $20 02000 0 .04 10.00 (0.060) $20 Un l wi th Voice pla n added, Max charge $25,+ $10 Devices 6 .10b SOO Ti e r $20 Un l with Voice p la n added, Max c harge $25,+ $10 $20 0.0400 0.04 5.00 0.010 10 Dev ices 6.11b 1,000 Ti e r 11 $25 0 .0250 0 .04 5.00 0.020 $20 Unl w it h Vo ice pl a n ad d ed, Max cha rge $25,+ $10 Devices 6 .12b Unlimited Tie r $25 --2.50 -----$20 U nl with Vo ice pla n added, Max cha rge $25,+ $10 Page 47 o f 63 EFFECTIV E DATE : 10/20/15 St a t e o f Fl orida M CS CONTRA CT NO .: OMS -10/U-OOSB Sprint~) A ll T&C for $20 .. 60 BB plan app ly 32 . COMA Handset -Data 33. COMA Handset -Data· Casual Use 34. Mobile Hotspot 3G (attachable) & 35. Mobile Hotspot 3G/4G (attachable). [Back to Price Page] (1) Sprint Mobile Hotspot Add·On. Sprint Mobile Hotspot Add -On may be added for an additional MRC. Sprint Mobile Hotspot Add -On is only available on certain Hotspot capable wireless devices. Sprint Mobile Hotspot Add -On usage is separate from underlying plan usage . Data Services limitation in Gigabyte s ("GB") 2GB Overage charges for additional data Services usage above $0.0515 per MB' data Service s limitation , llf Cu stomer 5 data usage In a given month exceeds the Data Services limitation, Customer will be liable for the overage charges set forth in the table above . I. The Data Roaming limitation is 100MB or 300MB depending on the Tablet plan selected. The combined Data Roaming usage from both the device and Mobile Hotspot contribute s to the Data Roaming limitation. Additiona l roaming usage is $0.2575 per MB. ii. All data usage (device and Mobile Hotspot) will count agai nst the Sprint Mobile Hotspot Add -On Data Services limitation when the Mobile Hotspot functionality is turned on. (2) Spri nt reserves the right, without notice or limitation, to limit throughput speeds or quantities or to deny, terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the prohibited data uses detailed below or if Sp ri nt, in its so le discretion , determines action is necessary to protect the Sprint Networks or Sprint 4G Network from harm or degradation. Sprint wirele ss data Services are provided solely for purpose s of web surfing , sending and receiving email, photographs and other similar messaging activities, and the non -continuous streaming of videos, downloading of files or on-line gaming . Sprint wireless data Services may not be used: (a) to generate excessive amounts of In ternet traffic through continuou s, unattended streaming, downloading or uploading of videos or other files or to operate hosting services including, but not limited to, web, video surveillance, or gaming ho sting; (b) to maintain continuous active network connections to the In ternet suc h as through a web camera or machine -to -machine connections that do not invol ve act ive participation by a person; (c) to disrupt emai l use by others using automated or manual routines, including, but not limited to, "auto -responders" or cancel bots or other similar routines; (d) to transmit or facilitate any unsolicited or unauthorized advertising, telemarketing, promotional material s, "junk mail," un solicited commercia l or bulk email , or fax; (e) for activities adversely affecting the abi lity of other people or systems to use either Sprint 's Wireless Service s or other partie s' Int ernet -based resources, including , but not limited to, "denial of service " (DoS) attacks again st another network host or individua l user; (f) for an activity that connect s any device to personal computers (including, but not limited to, laptops), or other equipment for the purpose of transmitting wirele ss data over the Sprint Networks or Sprint 4G Network (unless Customer i s using a plan deSignated for such usage); (g) by a Wireless Data Connection Device in exce ss of: (i) the total data usage allowed by Custome"s pl an, (ii) 300 MB/month while Roaming for a plan equal to or greater than 5GB/month in tota l or 100 MB/month while Roaming for a plan le ss than 5 GB/month in total, or (iii) a majority of kilobytes whi l e Roam ing; or (h) for any other reason that, in Sprint's sole di scretion, violates Spr int's policy of provid ing Service for individual use. (3) Certain data usage restrictions and limitation s apply and are set forth in the Wireless Service s Product Annex Page 48 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-10/11-008B Sprint ~ (4) Wireless high speed data coverage is not available everywhere and require s a wireless high speed data-compatible phone. Where the wireless high speed data network is available and a wireless high speed data-compatible phone is used, Corporate -liable Active Units will first attempt to connect to the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (5) Phone as Modem may be added to the Sprint PRO Pack for an additional NET $10.30 MRC. The included email so lution in the Sprint PRO Pack varies by device. Plea se review product specifications for detail s. (6) Sprint Mobile Hotspot require s an eligible Voice/Data bundled Business Plan or an eligible voice Business Plan and an eligible Sprint Pro Pack and Sprint Premium Data add-on. Sprint Mobile Hot spot is only available on certain wireless dev ices. Certain data usage re strictions and limitations apply and are set forth in the Wirele ss Services Product Annex. 35b , Sprint Mobile Hotspot Add -On. [Back to Price Page] Sprint Mobile Hotspot Add-On may be added for an additional MRC. Sprint Mobile Hotspot Add-On requires an eligible Voice/Data bundled Business Plan or an eligible voice Business Plan and an eligible Sprint Data Plan . Sprint Mobile Hotspot Add -On is only available on certain Hotspot capable wireless devices. Sprint Mobile Hotspot Add-On usage is separate from underlying plan usage . Page 49 of 63 MRC $10.30' Data Services limitatio n in Gigabytes ("GB") Unlimited for Acceptable Use 2 Overage charges for additional data Services usage above NA data Services limitation Data Roaming limitation in Megabytes ('MB ") 100 MB Overage charge for additional data Roaming usage above $0 .2575 per MB ' plan limit , MRC IS net of all discounts. Customer s Service Pricing Discount IS not applicable. 'If Custome~s data usage in a given month exceeds the Data Serv ices limitation , Customer will be liable for the overage charges set forth in the table above . 2 Unlimited use available while on the Sprint network . Sprint will throttle to 64kb and reserves the right to modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G/4G Unlimited for Acceptable Use Plan above if such Wireless Data Connection De vice exceeds 5GB/month of data usage , 100 MB /month of usage while Roam ing or engages in the following proh ibited uses : server de vice s or host computer Applications , including. but not limited to, continuous streaming video and Web camera posts ; automatic data feeds; automated continuous streaming machine -to-ma chine connections; or peer-to-peer (P2P) file -sha ring Applications broadcasting to multiple servers or recipients such that they could enable "bots" or similar routines . , If Customer's data usage in a given month exceeds the plan 's Data Roaming limitation , Customer will be liable for the overage charges set forth in the table above . (1) All data usage (device and Mobile Hotspot) will count against the Sprint Mobile Hotspot Add-On Data Services limitation when the Mobile Hotspot functionality is turned on . (2) Roaming is not available on the Sprint 4G Network at this time . EFFECTIVE DATE: 10/20/15 State of FlorIda MCS CONTRACT NO.: OMS-l0/11-00SB Sprint'), 36 . 37. 38 . 39. 40 . 41. 42 . 43. 44. 45. 46 . Page 50 of 63 (3) Sprint reserves the right , without notice or limitation , to limit throughput speeds or quantities or to deny, terminate , end , modify , disconne ct. or suspend wireless Service if a wireless Product engages in any of the prohibited data uses deta iled below or if Sprint , in its sale discretion, detennines action is necessary to protect the Sprint Networks or Sprint 4G Network from hanm or degradation . Sprint wireless data Services are provided solely for purposes of web surfing, sending and receiving email, photographs and other similar messaging activities , and the non-continuous streaming of videos , downloading of files or on-line gaming. Sprint wireless data Services may not be used : (a) to generate excessive amounts of Intemet traffic through continuous , unattended streaming , download ing or uploading of videos or other files or to operate hosting services including , but not limited to , web , video surveillance, or gaming hosting ; (b) to maintain continuous active network connections to the Internet such as through a web camera or machine -te-machine connections that do not involve active participation by a person ; (c) to disrupt email use by others using automated or manual routines, in cluding , but not lim ited to, "auto-responders " or cancel bats or other similar routines ; (d) to transmit or facilitate any unsolicited or unauthorized advertising, telemarketing , promotional materials, "junk mail", unso li cited commercia l or bulk email , or fax ; (e) for activities adversely affecting the ability of other people or systems to use either Sprint's Wireless Services or other parties' Internet-based resources, including, but not limited to, "denial of service" (DoS) attacks against another network host or individual user; (f) for an activity that connects any device to personal computers (including, but not limited to , laptops), or other equipment for the purpose of transmitting wireless data over the Sprint Networks or Sprint 4G Network (unless Customer is using a plan designated for such usage); (g) by a Corporate-Liable Active Unit in excess of: (i) the total data usage allowed by Customer's plan , (ii) 300 MB /month while Roaming for a plan equal to or greater than 5GB/month in total or 100 MB/month while Roaming for a plan less than 5 GB/month in total , or (iii) a majority of kilobytes while Roaming; or (h) for any other reason that, in Sprint's sale discretion , vio lat es Sprint's policy of providing Service for individual use . (4) Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Anne x. Machine to Mach i ne -3G (1MB) & Machine to Machine -3G (2MB) & Machine to Machine -3G (5MB ) & Machine to Machine -3G (10MB) & Machine to Machine -3G (25MB) & Machine to Machine -3G (50MB) & Machine to M achine -3G (100MB) & Machine to Machine -3G (500MB) & M ac hine to Machine -3G (1GB) & Machine to Machine -3G (2GB) & Machine to Machine -3G (5GB). [Back to Price Page) The Parties agree that the Contract pricing shall be amended to delete the existing Telemetry Data Plans on the Contract and replace with the following Sprint Data Access Plans for Business listed below to reduce the monthly recurring charge for the 1MB, 2MB, 5MB, 10MB and 100MB plans and add 25MB, 50MB, 1GB, 2GB and 5GB per month plan options _ EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS·l0/U·00BB Sprint;" Plan Size MRC Overage pe r KB Data Po oling Sprint 3G Data Access Plans for Business . Spri nt Data Access Pl ans for Business provides access to the Spri nt 3G Network and the Nationwi de Spri nt Network. Spr int 3G Network coverage is not availab le everywhere and requi res an EVDO - compatible data M2M Device. When th e Sprint 3G Network is avai lab le and an EVDO'compatible data M2M Device i s use d, the M 2M Device will f irst att empt to connect to the Sp rint 3G Network and then default to the Nationwide Sprint Network depending on coverage and netwo rk availa bility Sprint Data Access Plans for Business 1MB 2MB 5MB 10MB 25MB 50MB 100MB 500MB 1GB 2GB 5GB $4.12' $5 ,15' $6.18' $8.24' $10.30 ' $12 .36 ' $16.48' $21 .63' $26.78' $31 .93' $49.44' $0.003 $0.003 $0.003 $0.003 $0.003 $0 .0003 $0.000 3 $0.0003 $0 .0003 $0.0003 $0.0003 Included Included In cluded Included In cluded Included Includ ed In cluded In clu ded Included In cluded 1 MRCs on the se plans are net of all discounts. Custome r 's M 2M or Wireless (as ap plicabl e) Service Pricing Discount does not apply. Additional Terms; a. Usage limitations, including roaming usage limitation s, and other data usage rest rict io ns or limitation s as set forth in the Contract an d Exhibit 2 sha ll appl y. b . Data Pooling. Data usage will be pooled among M 2M Devices with the same plan size and billin g account number (each a "Pooling Group"). 47. Mobile Broadband Router P lans -4G L TE (100MB) 48. Mobile Broadband Router Plans -4G L TE (1GB) 49. Mobi le Broadband Router Plans -4G LTE (3GB) 50. Mobile Broadband Router Plans -4G LTE (6GB) 51. Mobile Broadband Route.' Plans -4G LTE (12GB) 52. Mobile Broadband Router Plans -4G L TE (30GB) [Back to Price Page] 1.1 Wireless Modem Pooling Plans . The Wireles s Modem Pooling Plan s are only avai lab l e w ith Spri nt 4G LT E Networ k capable wireless modem device s. MRC $l S.44 $20.59 $36.04 $51.49 $82.39 $ll3.29 Data Services limitation in M egaby t es ("MB n) or Gigabytes 100MB 1GB 3G B 6GB 12GB 30GB ("GB ") Overage charge for additiona l $15.4 5 data Services usag e above data per GB $15.45 $15.45 $15.45 $15.45 $lS.45 per Services limitation 2 per GB per GB per GB per GB GB Data Roaming li mi tation in 2SMB 100MB 10 0MB 300MB 300MB 300MB Page 51 of 63 EFFECTIVE DATE : 10/20/15 State of Flo rid a MCS CONTRACT NO.: OMS-1 0fU-OOSB Sprint ~ MRC $15.44 $20.59 $36.04 $51.49 $82 .39 $113.29 Megabytes ("MB") Overage charge for additional $0.2575 $0 .25 75 $0.2575 $0.2575 $0.2575 $0 .2575 data Ro amin g usage above data per MB perMB perMB p er MB per MB Roaming limitation 2 perMB Data Pooling Included In cluded Includ ed Incl uded Included Includ ed 1 MRC is net of all discount s. Customers Service Pricing Di scount is not applicable. 2 If Customer's data usage in a give n month exceeds t he Business Plan's Data Services limitation or Data Roaming limitation , Customer wi ll be liab l e for the ove r age charges set forth in the table above . Customer may be liable for both overage charges i f Cu stomers usage in a given month exceeds both the Bu siness Pl an's Data Service s limitation and Data Roami ng limitation . 3 Dat a usage on Wireless Modem Pooling Pl ans, excluding Roaming , will be pooled among device s with the same Wireless Modem Poolin g Plan size, and with the sa m e billing account number. Data Roaming limit ations are applied on a pe r -d evice ba sis and Roaming data usage does not pool. A. All pricing and availab l e MBs and GBs are th e sa me whether Corporate-Liable Activ e Units use t he Sprint 4G LTE Network, the Sprint 3G Network or the Nationwide Sprint Network. Wireless high speed data coverage is not avai lab l e everywhere. When the Sp rin t 4G LTE Network i s available, Co rpo rate-Liab le Active Uni ts fi rst will attempt to connect to the Sprint 4G LTE Network, and then will default to the Sprint 3G Network or Nationwide Sp rint Network, depending on coverage and network availa bility. B . Roaming is not avai lab le on the Sprint 4G LTE Network at this time . c. D. Sprint reserve s the right, without notice or limitation, to limit throughput spee ds or quantities or to deny, terminate, end, modify, di sc onnect, or suspend wi re less Service if a wireless Product e ngages in any of the prohibited data uses detailed below or if Sprint, in its sole discretion, determines action is necessary to protect the Spr in t Networks or Sprint 4G LTE Network from ha rm or degradation . Sprint wi r eless data Services are pro vided sole ly for pur poses of web surfing, sendi ng and receiving email, photographs and other simi lar messaging activities, and the non- continuous strea ming of videos, downloading of files or on-line ga min g. Sprint wirele ss data Services may not be use d: (a) to generate excess ive amounts of Int ernet traffic through continuous, unattended st reaming, downloading or uploading of videos or ot her fil es or to operate ho sting services including, but not limited to, web, video surveillance, or gaming ho sting ; (b) to main t ai n continuous active network connections to the Internet suc h as through a web camera or machine-to -machine connections that do not involve active participation by a person; (c) to disrupt emai l use by oth ers using automated or manual routines, including , but not limited to, "a uto-responders" or ca ncel bot s or other similar rout ines; (d) to transmit or faci lit ate any unsolicited or una uth orize d advertising, telemarketing, promotional materials, "j unk mail ", unsolicit ed commercia l or bulk email, or fax; (e) for activities adverse ly affecting the abi lity of other people or sys tems to use ei th er Sprint's Wireless Services o r other parties' Int ernet-based resource s, including, but not limited to, "denial of service" (005) attacks against another network ho st or individua l use r; (f) for an activity that connects any device to personal compute rs (including, but not limited to, laptops), or other equipment for the purpose of transmitting wirele ss data over the Sprint Networks or Sprint 4G LTE Network (unless Customer is using a plan designated for suc h usage); (g) by a Wireless Data Connectio n Device in excess of: (i) the total data usage allowed by Customer's Bu siness Plan ; or (ii) while Roaming , (A) 100 M B/mon th Page 5Z o f 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS-l0f1l-DDSB Sprint ~ (B) 300 MB/month or (e) a majority of kilobytes depending on the applicable Business Plan; or (h) for any other rea son that, in Sprint's sale discretion , violates Sprint's policy of providing Service for individual use. E. Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex , 52b. Non -Sprint Inventoried Embedded Computing Connection Plan [Back to Price Pagel A. The Non -Sprint Inventoried Embedded Computing Connection Plan provides EVDO (using COMA technology) data functionality and Sprint 4G data functionality in certain coverage areas of the United States. Sprint 4G Network coverage is not available everywhere and requires a 4G Network data-compatible embedded connection device . Customer may conta ct its Sprint Account Representative or visit www .sprint.com/coverage for current coverage areas and applicable wireless devices . Sprint reserves the right to limit the devices that can be used with this Business Plan . This Business Plan is only available to Customer Lines domiciled in the United States. B. Non -Sprint Inventoried Embedded Computing Connection Plan Charges MRC $39.13 Data Services limitation in Gigabytes ("GB ") Unlimited for Acceptable Use ' Data Roaming limitation in Megabytes ("MB ") 100MB Overage charge for additional data Roaming usage above plan $0 .2575 per MB limit 1 MRC is net of all discounts. Customer 5 Service Pricing Discount IS not apphcable. 2 Unlimited use available while on the Sprint network . Sprint will throttle to 64kb and reserves the right to modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G /4G Unlimited for Acceptable Use Plan above if such Wireless Data Connection Device e xceeds 5GB /month of data usage . 100 MB/month of usage while Roaming or engages in the following prohibited uses : server devices or host computer Applications , including , but not limited to , continuous streaming video and Web camera posts : automatic data feeds ; automated continuous streaming machine-to-machine connections ; or peer-to-peer (P2P) file-sharing Applications broadcasting to multiple servers or recipients such that they could enable '·bots·· or similar routines . 3 1t Customer 's data usage in a gi ven month exceeds the plan 's Data Roaming limitation , Customer will be liable for the overage charges set forth in the table above . (1) The Embedded Computing Connection Plan includes data usage up to the plan ·s Data Services limitation on the Sprint 4G Network (if included), the Sprint 3G Network and the Nationwide Sprint Network. Wireless high speed data coverage is not available everywhere and requires a wireless high speed data-compatible device . Where the wireless high speed data network is available and a wireless high speed data-compatible device is used . Corporate-Liable Active Units will first attempt to connect to the Sprint 4G Network (if in cluded). then the Spr int 3G Network . and then will default to the Nationwide Sprint Network depending on coverage and network availability . (2) Data usage on the Sprint 4G Network requires a 4G capable device . (3) Roaming is not available on the Sprint 4G Network at this time. (4) Premium Services content is not available with this Business Plan . (5) Sprint reserves the right, without notice or limitation , to limit throughput speeds or quantities or to deny, terminate . end, modify, disconnect , or suspend wireless Service it a wireless Product engages in any of the prohibited data uses detailed below or if Sprint, in its sole discretion , determines action is necessary to protect the Sprint Networks or Sprint 4G Network from harm or degradation . Sprint wireless data Services are provided solely for purposes of web surfing , send ing and recei ving email , Page 53 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS·10/U·OOSB Sprint~ photographs and other similar messaging activities, and the non-continuous streaming of videos , downloading of fi les or on-line gaming . Sprint wireless data Services may not be used : (a) to generate exce ssive amounts of Internet traffic through continuous, unattended streaming , downloading or uploading of videos or other files or to operate hosting services including , but not limited to , web, video surveillance , or gaming hosting ; (b) to maintain continuous active network connections to the Internet such as through a web camera or machine -to-machine connections that do not involve active participation by a person ; (c) to disrupt email use by others using automated or manual routines , including, .but not limited to, "auto-responders w or cancel bats or other similar routines; (d) to transmit or facilitate any unsolicited or unauthorized advertising, telemarketing , promotional materials, "junk mail", unsolicited commercial or bulk email , or fa x; (e) for activities adversely affecting the ability of other people or systems to use either Sprint's Wireless Services or other parties ' Internet-based resources, including, but not limited to , "denial of service " (DoS) attacks against another network host or individual user; <0 for an activity that connects any device to personal computers (including , but not limited to , laptops), or other equipment for the purpose of transmitting wireless data over the Sprint Networks or Sprint 4G Network (unless Customer is using a plan designated for such usage); (g) by a Corporate -Liable Active Unit in excess of: (i) the total data usage allowed by Customer's plan , (ii) 300 MB/month while Roaming for a plan equal to or greater than 5GB/month in total or 100 MB/month while Roaming for a plan less than 5 GB/month in total , or (iii) a majority of kilobytes while Roaming ; or (h) for any other reason that, in Sprint 's sole discretion , violates Sprint 's policy of providing Service for individual use . (6) Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex. 53. Mobile Broadband Tri-Mode [TM/TR) 500MB & 54. Mobile Broadband Tri -Mode [TM/TR) 1GB & 55. Mobile Broadband Tri-Mode [TM/TR) 2GB & 56 . Mobile Broadband Tri-Mode [TM/TR) Unlimited, A. 3G/4G Connection Plan Charges [Back to Price Page) Page 54 of 63 Sprint 3G/4G Connection Plan 53. 54. 55. 56a Usage Included 500MB 1GB 2GB Acceptable Use Unlimited 2 Additional data usage above included $0.0412 per $0.0412 per $0.0412 per Not Applicable Data Services MB ' MB ' MB ' Additional data Roaming usage above $0.2575 per $0.2575 per $0.2575 per $0.2575 per 300MB MB ' MB' MB ' MB ' <, Sprint re serves the right to modify or suspend Wireless data Service to a Wireless Data Connection DeVice on the 3G/4G Re stricted Use Unlimited Connection Plan if such Wireless Data Connection Device exceeds 300 MB/month of usage while Roaming and Customer received proactive notification from Sprint that the 300MB/month roaming thre shold was about to be exceeded; or engages in the following prohibited uses: server device s or ho st computer Applications, including, but not limited to, continuou s streaming video and Web camera posts that broadcast more than 24 hours; automatic data feeds; automated continuous st reaming machin e-to -machine connections; or peer- to-peer (P2P) file-sharing Applications broadcasting to multiple servers or recipients such that they could enable "bats" or similar routines. 'If End User's data u sage on the Sprint 3G Network and the Nationwide Sprint Network in a given month exceeds 300 MB while Roaming, the Department will be liabl e for the overage charges set forth in the table above. (1) The 3G/4G Connection Plan includes unlimited data usage on the Sprint 4G Network and up to 5GB/month aggregate data usage on the Sprint 3G Network and the Nationwide Sprint Network . Wireless high spe ed data coverage is not available everywhere and require s a wireless high speed data-compatible device . Where th e wireless high speed data network is available and a wireless high speed data -compatible dev ice is use d, Corporate- EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: DMS-l0/11-0088 sprint;;' Liable Active Units will first attempt to connect to the Sprint 4G Network, then the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (2) Roaming is not available on the Sprint 4G Network at this time. (3) Premium Services content is not available with this Business Plan . (4) Sprint reserves the right, without notice or limitation, to limit throughput speeds or quantities or to deny, terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the prohibited data uses detailed below or if Sprint, in its sole discretion, determines action is necessary to protect the Sprint Networks or Sprint 4G Network from harm or degradation. Sprint wireless data Services are provided solely for purposes of web surfing, sending and receiving email, photographs and other similar messaging activities, and the non-continuous streaming of videos, downloading of files or on -line gaming. Sprint wireless data Services may not be used: (a) to generate excessive amounts of Internet traffic through continuous, unattended streaming, downloading or uploading of videos or other files or to operate hosting services including, but not limited to, web, video surveillance, or gaming hosting; (b) to maintain continuous active network connections to the Internet such as through a web camera or machine-to -machine connections that do not involve active participation by a person; (c) to disrupt email use by others using automated or manual routines, including, but not limited to, "auto - responders" or cancel bots or other similar routines; (d) to transmit or facilitate any unsolicited or unauthorized advertising, telemarketing, promotional materials, "junk mail," unsolicited commercial or bulk email, or fax; (e) for activities adversely affecting the ability of other people or systems to use either Sprint's Wireless Services or other parties' Internet-based resources, including, but not limited to, "denial of service" (005) attacks against another network host or individual user; (f) for an activity that connects any device to personal computers (including, but not limited to, laptops), or other equipment for the purpose of transmitting wireless data over the Sprint Networks or Sprint 4G Network (unless Customer is using a plan deSignated for such usage); (g) by a Wireless Data Connection Device in excess of: (i) 5 GS/month in total, (ii) 300 MS/month while Roaming, or (iii) a majority of kilobytes while Roaming; or (h) for any other reason that, in Sprint's sole discretion, violates Sprint's policy of providing Service for individual use. (5) Unless specifically stated otherwise, wireless Products on "unlimited" Business Plans are subject to the prohibited network uses in this section. Other Business Plan options for these types of Applications are available by contacting the Department's Sprint Account Representative. B. The Parties agree that the Contract pricing shall be amended to delete the existing 3G Connection Plans on the Contract and replace it with the following 3G Connection Plans listed below to reduce the Acceptable Use Unlimited Plan and to reduce the 1GB plan . Included Data Services in Megabytes 53. 54. 55. 56a. ("MB") or Gigabytes ("GS") 500MB 1GB 2GB Acceptable Use Unlimited 2 Additional data usage above included $0.0412 per MS ' $0.0412 per MS ' $0.0412 per MS ' Not Applicable Data Services Additional data Roaming usage above $0.2575 per MS ' $0.2575 per MS ' $0.2575 per MS ' $0.2575 per MS ' 300 MB 2 Sprint reserves the right to modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G Restricted Use Unlimited Connection Plan if such Wireless Data Connection Device exceeds 300 MB/month of usage EFFECTIVE DATE: 10/20/lS Slat. of Flo,id. MCS CONTRACT NO.: DMS-l0/11-00SB Spri nt '> Page 550f 63 while Roaming and Customer received proactive notification from Sprint that the 300MB/month roaming threshold was about to be exceeded; or engages in the following prohibited uses: server devices or host computer Applications, including, but not limited to, continuous streaming video and Web camera posts that broadcast more than 24 hours; automatic data feeds; automated continuous streaming machine-ta -machine connections; or peer-ta -peer (P2P) file- sharing Applications broadcasting to multiple servers or recipients such that they could enable "bots" or similar routines. 'If End User's data usage in a given month exceeds 10 MB, 500 MB, 1 GB, or 2 GB in total or 300 MB while Roaming, the Department will be liable for the overage charges set forth in the table above. The Department may be liable for both overage charges if End User's usage in a given month exceeds both 10 MB, 500 MB, 1 GB, and 2 GB in total and 300 MB while Roaming. (1) All pricing and available MBs are the same whether Corporate -Liable Active Units use the Sprint 3G Network or the Nationwide Sprint Network. Sprint 3G Network coverage is not available everywhere and requires an EVDO-compatible connection card. Where the Sprint 3G Network is available and an EVDO-compatible connection card is used, Corporate-Liable Active Units will first attempt to connect to the Sprint 3G Network, and then default to the Nationwide Sprint Network depending on coverage and network availability. Sprint reserves the right to limit throughput speeds or the amount of data transferred, and to deny, terminate, modify, disconnect or suspend wireless data Service on the Sprint 3G Network and the Nationwide Sprint Network, for Customer's Wireless Data Connection Devices with data usage exceeding 5 GB/month in total, or 300 MB/month while Roaming. 5Gb. 3G/4G Connection Card Plan [Back To Price Page] The 3G/4G Connection Plan provides both EVDO (using COMA technology) and Sprint 4G data functionality in certain coverage areas of the United States . Sprint 4G Network coverage is not available everywhere and requires a Sprint 4G Network data-compatible connection card . Customer may contact its Sprint Account Representative or visit www.sprint.com/coverage for current coverage areas and applicable wireless devices. Sprint reserves the right to limit the devices that can be used with this Business Plan. This Business Plan is only available to Customer Lines domiciled in the United States. Page S6 of 63 3G/4G Connection Plan Charges MRC NET $33.98 Usage Included Unlimited for Acceptable Use < Data Roaming limitation in Megabytes ("MB ") 300 MB Additional data Roaming usage above 100 MB $0.2575 per MB , MRC is net of all discounts. Customer's Service Pricing Discount is not applicable . 2 Unlimited use available while on the Sprint network. Sprint reserves the right to mOdify , throttle or suspend wireless data Service to a Wireless Data Connection Device on the 3G/4G Unlimited for Acceptable Use Plan above if such Wireless Data Connection Device exceeds 5GB/month of data usage, 100 MB/month of usage while Roaming or engages in the following prohibited uses : server devices or host computer Applications, including , but not limited to, continuous streaming video and Web camera posts; automatic data feeds; automated continuous streaming machine-to-machine connections; or peer-to-peer (P2P) file-sharing Applications broadcasting to multiple servers or recipients such that they could enable "bots" or similar routines . EFFECTIVE DATE: 10/20/1S State of Florida MCS CONTRACT NO.: OMS·10/11·00SB Sprint)? 3 1f Customer's data usage in a given month exceeds the plan's Data Roaming limitation, Customer will be liable for the overage charges set forth in the table above . A. The 3G/4G Connection Card Plan includes unlimited data usage on the Sprint 4G Network, the Sprint 3G Network and the Nationwide Sprint Network. Wireless high speed data coverage is not available everywhere and requires a wireless high speed data-compatible device. Where the wireless high speed data network is available and a wireless high speed data- compatible device is used , Corporate-Liable Active Units will first attempt to connect to the Sprint 4G Network , then the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability . B. Roaming is not available on the Sprint 4G Network at this time. c. Premium Services content is not available with this Business Plan . D. Sprint reserves the right , without notice or limitation, to limit throughput speeds or quantities or to deny, terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the prohibited data uses detailed below or if Sprint, in its sale discretion , determines action is necessary to protect the Sprint Networks or Sprint 4G Network from harm or degradation . Sprint wireless data Services are provided solely for purposes of web surfing, sending and receiving email , photographs and other similar messaging activities, and the non-continuous streaming of videos, downloading of files or on-line gaming . Sprint wireless data Services may not be used : (a) to generate excessive amounts of Internet traffic through continuous, unattended streaming , downloading or uploading of videos or other files or to operate hosting services including , but not limited to , web, video surveillance , or gaming hosting; (b) to maintain continuous active network connections to the Internet such as through a web camera or machine-to-machine connections that do not involve active participation by a person ; (c) to disrupt email use by others using automated or manual routines, including, but not limited to , "auto-responders " or cancel bots or other similar routines ; (d) to transmit or facilitate any unsolicited or unauthorized advertising , telemarketing, promotional materials, "junk mair, unsolicited commercial or bulk email , or fax; (e) for activities adversely affecting the ability of other people or systems to use either Sprint's Wireless Services or other parties ' Internet-based resources, including , but not limited to, "denial of service " (DoS) attacks against another network host or individual user; (0 for an activity that connects any device to personal computers (including, but not limited to , laptops), or other eqUipment for the purpose of transmitting wireless data over the Sprint Networks or Sprint 4G Network (unless Customer is using a plan deSignated for such usage); (g) by a Wireless Data Connection Device in excess of: (i) the total data usage allowed by Customer's plan , (ii) 100 MB/month while Roaming in total , or (iii) a majority of kilobytes while Roaming ; provided that Customer's Wireless Data Connection Devices on "unlimited " Business Plans will not be subject to the Data Services limitation but are subject to the Roaming limitations; or (h) for any other reason that, in Sprint's sale discretion, violates Sprint's policy of providing Service for individual use . E. Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex . 57. TBD Netbook /Notebook 58. Tablet 3G/4G L TE -1 GB & 59. Tablet 3G -2 GB & 60 . Tablet 3G/4G L TE -UNLIMITED. ] [Back to Price Page) The Parties agree that the Contract pricing shall be amended to add the following new 6GB and 12GB Tablet Plans ("New Tablet Plans") to the Contract, which are in addition to the existing 1GB, 2GB, and 5GB Tablet Plans ("Existing Tablet Plans"). The $0.05 per MB overage rate is applicable only to the New Tablet Plans listed below: Tablet Plans Data Services limitation in 1GB 2GB 5GB 6GB 12GB Gigabytes ("GB") Overag e charge for additional $0.0412 per $0.0412 per $0.0412 per $0.0515 per $0.0515 per Page 57 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO,: OMS-10/ll-00SB Sprint ~ data Services usage above data M M M M Services limitation in 100MB 100MB 300MB 300MB 300MB Overage charge for additional $0.2575 per $0.2575 per $0.2575 per $0.2575 per $0.2575 per data Roaming usage above data MB' MB' MB' MB' MB' Roa i limitation 21f Customer's data usage in a given month exceeds the plan's Data Services limitation or Data Roaming limitation, Customer will be liable for the overage charges set forth in the table above. Customer may be liable for both overage charges if Customer's usage in a given month exceeds both the plan's Data Services limitation and Data Roaming limitation. (1) All pricing and available MBs are the same whether Corporate-Liable Active Units use the Sprint 4G Network (if included), the Sprint 3G Network or the Nationwide Sprint Network. Sprint 3G Network coverage is not available everywhere and requires an EVDO-compatible data device. When the Sprint 3G Network is available and Customer uses a Sprint EVDO-compatible device with a wireless high-speed data Business Plan, Active Units will first attempt to connect to the Sprint 3G Network, and then default to the Nationwide Sprint Network depending on coverage and network availability. When the Sprint 4G Network is available and Customer uses a Sprint 4G-compatible device with a Business Plan for Sprint 4G Services, Active Units will first attempt to connect to the Sprint 4G Network, and then default to the Sprint 3G Network or Nationwide Sprint Network depending on coverage and network availability. (2) Data usage on the Sprint 4G Network requires a 4G capable device. (3) Roaming is not available on the Sprint 4G Network at this time . (4) Additional charges apply for messaging service. The Parties agree that the Agreement pricing shall be amended to delete the $39.13 Custom Domestic 3G/4G LTE Tablet Plan from the Second Amendment and replace it with the following new Custom Domestic 3G/4G LTE Tablet Plan to the Agreement as listed below: Custom Domestic 3G/4G LTE Tablet Plan Page 58 of 63 a. The Custom Domestic 3G/4G LTE Tablet Plan provides both EVDO (using CDMA technology) and Sprint 4G data functionality in certain coverage areas of the United States. Sprint 4G Network coverage is not available everywhere and requires a Sprint 4G Network data-compatible tablet. Customer may contact its Sprint Account Representative or visit www.spr in t.com/coverage for current coverage areas and applicable wireless devices. Sprint reserves the right to limit the devices that can be used with this Business Plan. This Business Plan is only available to Customer lines domiciled in the United States. Usage Included Unlimited for Acceptable Use' Data Roaming limitation in Megabytes ("MB") 300MB Overage charge for additional data Roaming $0.2575 per MB' usage above 300 M B I Unlimited use available while on the Sprint network. Sprint reserves the right to modify or suspend wireless data Service to a Wireless Data Connection Device on the 3G/4G Unlimited for Acceptable Use Plan if such Wireless Data Connection Device exceeds 300 MB/month of usage while Roaming and Customer received proactive notification from Sprint that the 300MB/month roaming threshold was about to be exceeded or engages in the following prohibited uses: server devices or host computer Applications, including, but not limited to, continuous streaming video and Web camera posts; automatic data feeds; automated continuous streaming machine-to-machine connections; or peer-to- EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-l0f11-008B Sprint > peer (P2P) file-sharing Applications broadcasting to multiple servers or recipients such that they could enable "bots" or similar routines. 'If End User's data usage on the Sprint 3G Network and the Nationwide Sprint Network in a given month exceeds 300 MB while Roaming, Customer will be liable for the overage charges set forth in the table above. (1) The Custom Domestic 3G/4G LTE Tablet Plan includes unlimited data usage on the Sprint 4G Network, the Sprint 3G Network and the Nationwide Sprint Network. All pricing and available MBs are the same whether Corporate-Liable Active Units use the Sprint 4G Network, the Sprint 3G Network or the Nationwide Sprint Network. Wireless high speed data coverage is not available everywhere and requires a wireless high speed data-compatible device. Where the wireless high speed data network is available and a wireless high speed data-compatible device is used, Corporate- Liable Active Units will first attempt to connect to the Sprint 4G Network, then the Sprint 3G Network, and then will default to the Nationwide Sprint Network depending on coverage and network availability. (2) Roaming is not available on the Sprint 4G Network at this time. (3) Premium Services content is not available with this Business Plan . (4) Sprint reserves the right, without notice or limitation, to limit throughput speeds or quantities or to deny, terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the prohibited data uses detailed below or if Sprint, in its sole discretion, determines action is necessary to protect the Sprint Networks or Sprint 4G Network from harm or degradation , Sprint wireless data Services are provided solely for purposes of web surfing, sending and receiving email, photographs and other similar messaging activities, and the non-continuous streaming of videos, downloading of files or on-line gaming. Sprint wireless data Services may not be used: (a) to generate excessive amounts of Internet traffic through continuous, unattended streaming, downloading or uploading of videos or other files or to operate hosting services including, but not limited to, web, video surveillance, or gaming hosting; (b) to maintain continuous active network connections to the Internet such as through a web camera or machine -to-machine connections that do not involve active participation by a person; (c) to disrupt email use by others using automated or manual routines, including, but not limited to, "auto -responders" or cancel bots or other similar routines; (d) to transmit or facilitate any unsolicited or unauthorized advertising, telemarketing, promotional materials, "junk mail", unsolicited commercial or bulk email, or fax; (e) for activities adversely affecting the ability of other people or systems to use either Sprint's Wireless Services or other parties' Internet-based resources, including, but not limited to, "denial of service" (DoS) attacks against another network host or individual user; (f) for an activity that connects any device to personal computers (including, but not limited to, laptops), or other equipment for the purpose of transmitting wireless data over the Sprint Networks or Sprint 4G Network (unless Customer is using a plan designated for such usage); (g) by a Wireless Data Connection Device in excess of: (i) the total data usage allowed by Customer's plan, (ii) 300 MB/month while Roaming for a plan equal to or greater than 5GB/month in total or 100 MB/month while Roaming for a plan less than 5 GB/month in total, or (iii) a majority of kilobytes while Roaming; provided that End User's Wireless Data Connection Devices on "unlimited" Business Plans will not be subject to the Data Services limitation but are subject to the Roaming limitations; or (h) for any other reason that, in Sprint's sale discretion, violates Sprint's policy of providing Service for individual use. (5) Unless specifically stated otherwise, wireless Products on "unlimited" Business Plans are subject to the prohibited network uses in this section. Other Business Plan options for these types of Applications are available by contacting Customer's Sprint Account Representative. (6) Certain data usage restrictions and limitations apply and are set forth in the Sprint Wireless Services Product Annex . Page 59 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS·lOfU-OOSB Sprint ) Enhanced Services 63 . 64.65. -GEOTAB Geotab GOG Solution. General. MyGeotab is a cloud-based fleet management Application from Geotab, Inc. (uGeotab U ). The Business Plans set forth in this section are available only for activation on Geotab's G06 devices utilizing the MyGeotab Application. Equipment, including G06, Garmin or Android devices, accessories, installation, professional services, Sprint Data Access Plans, and maintenance support are not included. Customer may purchase these products and services from Sprint or a Sprint- authorized provider for an additional charge . In Sprint's sole discretion, MyGeotab may not be purchased in conjunction with certain Sprint promotions or contests. Customer's use of the MyGeotab Application is subject to acceptance of the Geotab End User Agreement Terms and Conditions presented to Customer upon first log-in to the MyGeotab Application (uGeotab Terms U ). Customer may log-in to the MyGeotab Application at http://my.geotab .com. The Geotab Terms are subject to change without prior notice to Customer. For technical support related to Customer's Geotab solution, including MyGeotab, Customer should call (800) 397-7102. DIREOf BI UL· MCS FEE INC 63 . CSTSGEOBC STS GEOTAB BASIC RC: NEW $14.88 64. CSTSGEOPR STS GEOTAB PRO RC: NEW $19.31 65. CTSHOSGEO GeoTab STS Pro+HOS NEW $21.63 Page 60 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS-IO/11-00SB Sprint > 66. CANVAS Solutions that are software-as-a-service that allows you to create mobile apps that replace cumbersome paper forms. Avoid lost forms, impossible·to-read handwriting and the redundancy that comes with manual data entry. You can do all of that and more from a mobile device, electronically sign it and get on with your business. Improve cycle times, reduce cost all while increasing productivity Fanvas Forms PDSCNVS Fanvas Forms 30 Day Trial PDSCNVSP Canvas /month/user $19 .57 0 -499 units $18.03 after 500 lines (earned tier, upon Customer request and our verification of line achievement -not forward priced) $16.48 after 1001 lin es (earned tier, upon Customer request and our verification of line achievement -not forward priced) For the first order, the license fee will be waived for the first 30 days. Canvas is available on a month-to·month subscription. Customers can add or remove users as needed; no termination charges apply. Note: Data charges may apply On day 27, Canvas will send an email to the customer to remind them that the first 30 days were free and billing for the app will start the following month. Canvas only works with smartphones, laptops and tablets. It is not compatible with feature phones, MBB cards or M2M devices. The use of Canvas is subject to a customer agreement to Canvas terms and conditions, which includes terms that may be unacceptable to some government customers. Before enrolling your customer please carefully review all Canvas terms and conditions. View terms of use at -https://www.gocanvas.com/terms of use . Page 61 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: OMS ·lO/11·00SB sprint ), 67. Equipment Service and Repai r Plan No Terms and Conditions for this product. 68. Total Equipment Protection No Terms and Conditions for this product. 69. Equipment Service and Repair Plan-Tiered No Term s and Conditions for this product. 70. Equipment Insurance Premo Tier 2 Device No Terms and Conditions for this product. 71. Mobile to Mobile (add to plan) No Terms and Conditions for this product. 72.lnternationallD calling Plan No Terms and Conditions for this product. 73. Premium Data [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) This option is required to be added to a Sprint voice Bu siness Plan on a per-Corporate-liable Active Unit basis for the listed additional MRC, unless otherwise noted. Sprint Premium Data requires an eligible VOice/Data bundled Business Plan or an eligible voice Bu siness Plan and an el igible Sprint Pro Pack. Sprint Premium Data is required on certain wireless devices including but not limited to the HTC EVa 4G and Samsung Epic . 74. Phone as Modem (see notes) No Terms and Conditions for this product. 75. Phone as Modem (see notes) See Smartphone and BB plan s 76. Standby No Terms and Conditions for this product. 77. Wire l ess Priority Service -WPS (Public Safety) No Terms an d Conditions for this product [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) [Back to Price Page ) Page 62 of 63 EFFECTIVE DATE: 10/20/15 State of Florida MCS CONTRACT NO.: DMS-l0/11-00S8 Sprint ) 78 Team Direct Connect Unlimited -[Back to Price Pae:e) I TeamDC 0 Nationwide . 0 TeamDC groups created and managed from Sprint Mobile Sync. I 0 No international 0 Up to 200 participants . 0 Groups with more than 35 participants at the same time in the same location require contacting their Custom Network Solution (CNS) specialist for support. I 0 TeamDC capable phones . Initiator is billed : 0 Participants x duration = minutes . 0 Example: There are 4 participants on a 5 minute call = 20 minutes charged . 0 (4 x 5 = 20) 0 Use the Price Plan Grid to identify if charges are covered by the plan . 0 Activate using Sprint Mobile Sync online . 0 Opt-out of TeamDC call by dissing the request on the phone . 0 The TeamDC call creator can disallow the opt-out feature . 0 Activated by a Direct Connect plan . 0 Use the Price Plan Grid to identify if overage costs are covered . 0 Overages are only covered with select plans . -- Page 63 of 63 EFFECTIVE DATE : 10/20/15 State of Florida MCS CONTRACT NO.: OMS -10fll-DOBB Sprint