HomeMy WebLinkAboutT-Mobile Government Services Agreement
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
Page 1 of 25
T-MOBILE GOVERNMENT SERVICES AGREEMENT
This T-Mobile Government Services Agreement (this “Agreement”), effective as of the date the second Party signs below (“Effective Date”),
is by and between T-Mobile USA, Inc., a Delaware corporation (“T-Mobile”) and City of Oshkosh, a municipality in the State of Wisconsin
(“Customer”). T-Mobile and Customer are collectively referred to in this Agreement as the “Parties,” and individually as a “Party.” This
Agreement consists of the following terms and conditions and any exhibits, addenda, and Orders, as well as other documents incorporated
by reference. The Agreement applies to Customer’s purchase and use of the Services, Products and Third-Party Solutions. For good and
valuable consideration, the receipt and legal sufficiency of which are acknowledged, the Parties agree to the following:
1. Term. The term of this Agreement will commence on the Effective Date and will continue for a period of 36 months following the
Effective Date and will then automatically renew on a month-to-month basis unless otherwise terminated by either Party upon 60 days’
advance written notice to the other Party (the “Term”).
2. Additional Provisions.
2.1. T-Mobile for Government(“TfG”) Terms and Conditions; TfG Services and Product Annexes; Third-Party Solutions Terms and
Conditions. TfG Terms and Conditions, the applicable T-Mobile Services and Product annexes, including without limitation, the
TfG Master Account Wireless Services Product Annex, and Third-Party Solutions terms and conditions, as posted at the website
currently found at the URL https://www.t-mobile.com/business/terms-and-conditions, as may be updated from time-to-time
(the “TfG Terms and Conditions Website”), are incorporated into this Agreement and apply to all Services, Products and Third-
Party Solutions purchased under this Agreement. Capitalized terms not defined in this Agreement are defined in the TfG Terms
and Conditions, an attachment, or a document incorporated by reference.
2.2. Notices. All notices will be given in writing and will be deemed to have been duly given and effective: (a) upon receipt if delivered
in person or via email; (b) one day after deposit prepaid with a national overnight express delivery service; or (c) 3 days after
deposit in the U.S. mail. Either Party may change the following contact information upon written notice to the other Party.
Notices will be delivered or transmitted to:
If to Customer: If to T-Mobile:
[City of Oshkosh, WI
215 Church Avenue
Oshkosh, WI 54901
Attn: Anthony Neuman, IT Director
Phone: (920) 236-5148
Email: tneumann@ci.oshkosh.wi.us
T-Mobile USA, Inc.
12920 S.E. 38th Street
Bellevue, WA 98006
ATTN: Senior Vice President, T-Mobile for Government
E:Mail: QABusiness@T-Mobile.com
With a copy to: T-Mobile USA, Inc. Legal Department –
Sales & Distribution (at the same address as above)
3. Exhibits/Attachments. The following exhibits/attachments are incorporated into this Agreement (“Exhibit(s)” or “Attachment(s)”):
Exbibit A: PRICING FOR WIRELESS SERVICES
Exhibit B: 5G ANS ADDENDUM
- Attachment 1: INITIAL ORDER, TECHINICAL REQUIREMENTS, SITE LOCATIONS(S) AND PRICING
- Attachment 2: ASSET LIST
- Attachment 3: SERVICE LEVEL FOR INITIAL DEPLOYMENT - 5G ANS SERVICE LEVEL AGREEMENT
o SLA ATTACHMENT 1: ANS NETWORK MANAGED SERVICES SLA ANNEX
- Attachment 4: Statement of Work (SOW)
o EXHIBIT A – TECHNICAL DRAWINGS
4. Counterparts. This Agreement may be executed in one or more counterparts, each counterpart of which will be deemed an original and
will bind the signatory, but all of which together will constitute one and the same instrument. Signed electronic copies of this Agreement
will legally bind the Parties to the same extent as original documents.
[Signature Paragraph on next page]
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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EXECUTED AS OF THE SECOND SIGNATURE DATE BELOW:
Reviewed and Approved as to form by
T-Mobile USA, Inc. Legal Department
T-MOBILE USA, INC. City of Oshkosh, WI
Signature: ______________________________ Signature: ______________________________
Name (printed): ______________________________ Name (printed): ______________________________
Title: ______________________________ Title: ______________________________
Date: ______________________________ Date: ______________________________
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
Manager, Information Technology
Anthony Neumann
11/1/2024
Sales Director
11/1/2024
James Spillane
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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EXHIBIT A
PRICING FOR WIRELESS SERVICES
RATE PLAN PLAN DETAILS MRC*
MRC
(After 16%
Contract
Discount)
Minimum Line
Commitment/
(Quantity)
Device
Discount/Subsidy**
24-Month Term
Simple Choice
Unlimited Talk
and Text
w/2GB High
Speed Data
• Unlimited talk and text with no
overages.
• Includes unlimited calling to any
number in Mexico and Canada from
the U.S. PLUS unlimited calling,
texting and data while traveling in
Canada and Mexico (use your High
Speed data up to 5GB) at no extra
charge.
• Starting with up to 2GB High
Speed data per month. Your choice
of additional High Speed data. After
monthly allotment, data at
128Kbps with no overages.
• Includes 5G access with capable
device.
• Unlimited data at 128Kbps and
texting when you travel to any of
210+ countries and destinations so
you can stay connected when
you're abroad.
• Includes Binge On optimized video
streaming that saves your data.
• Music Freedom with unlimited
music streaming on our network
from top services such as Pandora
and iHeart Radio without using your
data.
• Coverage not available in some
areas.
• Detectable video typically
streams at 480p; disable any time.
• During congestion, customers on
this plan using >50GB/mo. may
notice reduced speeds until next
bill cycle due to data prioritization.
• Requires minimum of 12 lines for
each account
$15.00 $12.60 37
$0.00 net subsidized
Device price for Sonim
XP3 to Customer – 100%
discount off pre-subsidy
cost of Device
(Pre-subsidy cost of
Sonim XP3 - $239.00)
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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RATE PLAN PLAN DETAILS MRC*
MRC
(After 16%
Contract
Discount)
Minimum Line
Commitment/
(Quantity)
Device
Discount/Subsidy**
24-Month Term
Government
Unlimited
Advanced
• Unlimited talk, text, and data on
our advanced network with no data
overages.
• Scam Shield™ app. with Scam ID
and Scam Block.
• Call, text, and use up to 5GB of
High Speed data in Mexico and
Canada at no extra charge.
• Unlimited text and 2G data
roaming in more than 215+
countries and destinations, and 5GB
high-speed data in select countries.
• Unlimited domestic data roaming
and unlimited video streaming in SD
quality
• 51GB of High Speed hotspot data
(with unlimited max 3G hotspot
speeds thereafter)
• Free texting and a free hour of In-
Flight Connection-enabled flights,
plus 4 full-flight streaming sessions
per year.
• During congestion, a small
fraction of customers using
>100GB/mo. may notice reduced
speeds until next bill cycle due to
data prioritization. Video typically
streams on smartphone/tablet in
SD quality (480p) unless you enable
HD Video (1080p).
$35.00 $29.40 188
$0.00 net subsidized
Device price for Samsung
S24 5G 128GB – 100%
discount off pre-subsidy
cost of Device
(Pre-subsidy cost of
Samsung S24 5G 128GB
- $799.00)
$229.99 net subsidized
Device price for iPhone
15 5G 128GB – $500
discount off pre-subsidy
cost of Device
(Pre-subsidy cost of
iPhone 15 5G 128GB -
$729.99)
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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RATE PLAN PLAN DETAILS MRC*
MRC
(After 16%
Contract
Discount)
Minimum Line
Commitment/
(Quantity)
Device
Discount/Subsidy**
24-Month Term
Simple Choice
Government
Unlimited
High Speed
Mobile
Internet Data
• Unlimited High-speed Mobile
Internet Data
• Includes 5G access with capable
device
• Unlimited domestic messaging
• Domestic data roaming
(50MB/mo.)
• Unlimited data at 128Kbps when
you travel to any of 210+ countries
and destinations so you can stay
connected when you're abroad.
• Stateside International Unlimited
Texting
• For use with
Tablets/Hotspots/Routers/Modems
• During congestion, customers on
this plan using >50GB/mo. may
notice reduced speeds until next
bill cycle due to data prioritization
$35.00 $29.40 25
$0.00 net subsidized
Device price for Inseego
MiFi X PRO 5G to
Customer – 100%
discount off pre-subsidy
cost of Device
(Pre-subsidy cost of
Inseego MiFi X PRO 5G -
$264.00)
Government
Unlimited
Mobile
Internet for
Tablets
w/ 11GB
Hotspot
• Unlimited texting and High Speed
data on our advanced network with
no data overages.
• Includes 5G access with capable
device.
• 11GB of High Speed hotspot data
(with unlimited max 3G hotspot
speeds thereafter)
• Texting and up to 5GB of High
Speed data in Mexico and Canada.
• Unlimited texting and 2G data
roaming in 210+ countries and
destinations and unlimited video
streaming in SD quality
• During congestion, a small
fraction of customers using
>50GB/mo. may notice reduced
speeds until next bill cycle due to
data prioritization.
$23.50 $19.74 56 N/A
First
Responder
Unlimited
High Speed
Mobile
Internet
• Unlimited Mobile Hotspot data
while on our network with no
overages
• Up to 5GB LTE data in Canada and
Mexico, then unlimited at 2G
speeds.
• Video typically streams in SD
quality (480p).
$40.00 $33.60 79 N/A
TOTAL
MINIMUM
LINE
COMMITMENT
385
* Prices above do not include applicable taxes and surcharges; not qualified for any further aggregate volume discount.
** Discounted/subsidized Device offer is subject in all cases to inventory availability .
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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Requirements for the Government Unlimited Rate Plan with Subsidy Allowance
1) For the Subsidy to be effective, Customer will activate a line of Service under its Master Account. Each line of Service must
be activated and maintained for at least 24 months from the date of activation without any suspension or termination of any
line of Service (the “Subsidy Term”);
2) Each line of Service must remain active, without suspension, for a 90-day period following the activation (“Minimum
Activations Period”);
3) Each line of Service must be activated in accordance with the terms of the Agreement;
4) Each line of Service which is activated under the Master Account can only qualify once for a device subsidy during the
Initial Term;
5) The subsidy cannot be combined with any other discounts, credits or promotional offers; and
6) Customer’s account with T-Mobile must be in good standing to receive the subsidy.
Minimum Activation Period/Termination. If any line of Service that received a Subsidy or any other future credit that T-
Mobile may agree to provide to Customer is terminated prior to the end of the Subsidy Term, then Customer agrees to pay or
reimburse T-Mobile the pro rata portion of the Subsidy that has been credited by T-Mobile to the Customer for each
terminated line of Service (for purposes of illustration only, if Customer terminates the applicable line 12 months following
activation, and if T-Mobile has issued a subsidy of $150 for such line, then Customer will reimburse T -Mobile $75 (i.e. 50%
[12/24 months] X $150) for such terminated line). Customer may either (i) pay T-Mobile the aggregate amount of issued
subsidy for terminated lines of Service which are terminated before the end of the Subsidy Term within 30 days of
termination of the affected lines of Service; or (ii) T-Mobile may charge Customer for the Activation Credits issued for each
terminated lines of Service and Customer agrees to pay T-Mobile for the Subsidy issued to Customer for the terminated lines
within 30 days of issuance of notice by T-Mobile.
First Responder Plans (excluding Connecting Heroes) are restricted to qualifying state government, local government and
tribal government fire, police, and EMS agencies who verify eligibility. Minimum qualification is meeting one of the followin g
NAICS Codes [(i) Police Protection 922120, (ii) Fire Protection 922160, (iii) Ambulance Services 621910 ). Final eligibility
determinations are in T-Mobile’s discretion.
General Rate Plan Terms and Conditions: On all T-Mobile plans, for the small fraction of customers using >50GB/mo.,
primary data usage must be on smartphone or tablet. Smartphone and tablet usage is prioritized over Mobile Hotspot Service
(tethering) usage, which may result in higher speeds for data used on smartphones and tablets. Not all features available on
all devices. Unlimited talk & text features for direct communications between 2 people. Not for extended international use;
you must reside in the U.S. and primary usage must occur on our network. Device must register on our network before
international use.
Tethering: Tethering at max 3G. Service may be terminated or restricted for excessive roaming.
Simple Global: Usage may be taxed in some countries. Calls from Simple Global countries over Wi -Fi are $.20/min. (no charge
for Wi-Fi calls to US, Mexico and Canada). Standard speeds approx. 128Kbps without Plus; with Plus approx. 256 Kbps. See
http://www.t-mobile.com/optional-services/roaming.html for included countries and destinations. The list is subject to
change at T-Mobile’s discretion.
Stateside Int’l Talk: Calls must originate on T-Mobile’s U.S. network or in Canada/Mexico. Rates and included countries vary
and may change. On-network and U.S. roaming data allotments differ; includes 200 MB domestic roaming. Partial megabytes
rounded up. Select companion smartphone and separate qualifying service on each device required.
Simple Choice North America General Terms: Charges apply for calls to other countries. Call forwarding only to U.S.
numbers. Partial minutes/megabytes rounded up. Full speeds available up to monthly allotment, including tethering
(Unlimited on-smartphone 4G LTE data option includes 14 GB of teth ering); then, slowed to up to 2G speeds through bill
cycle. Certain uses, e.g., some speed test apps, may not count against high-speed data allotment or have speeds reduced
after allotment reached. U.S. roaming and on-network data allotments differ; see your selected service for details.
Network Management: Service may be slowed, suspended, terminated, or restricted for misuse, abnormal use, interference
with our network or ability to provide quality service to other users, or significant roaming. See T-Mobile.com/OpenInternet
for data management details.
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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EXHIBIT B
T-MOBILE 5G ANS NETWORK ADDENDUM
1. 5G ANS Network Services. T-Mobile helps customers design, procure, deploy and maintain wireless networks at
specific locations (collectively, the “5G ANS Network Services”). A description of the deployment of 5G ANS Network Services
in a specified location, related technical requirements and the associated pricing are included in the attachments to this
Addendum. The Parties may agree, from time to time after the Agreement Effective Date, on additional deployments of 5G
ANS Network Services. The details of any additional deployments will be included in new Exhibits added to this Addendum via
amendment after the Addendum Effective Date, and with the mutual written agreement of the parties. The Exhibits detailing
each deployment will include the technical parameters of the proposed 5G ANS Network Services, a description of the
equipment and other technology purchased by Customer to support the deployment, a proposed site configuration, the
monthly recurring charge (“MRC”) that would be payable by Customer, and any upfront charges p ayable by Customer that
would not be included in the MRC. Each exhibit or set of exhibits included or added to this Addendum that describe a particul ar
deployment of 5G ANS Network Services will be deemed an “Order” under the Agreement. If Customer requests additional 5G
ANS Network Services after the Parties have agreed to an Order, the Parties will follow the process described in this Section to
develop a new Order or the Parties may amend the existing Order. T-Mobile is only obligated to provide, and Customer is only
obligated to purchase, the 5G ANS Network Services described in an Order. In the event of any conflict between the terms of
an Order and the terms of this Addendum or the Agreement, the terms of this Addendum or the Agreement will control.
2. Design and Deployment Dates. Once the Parties have agreed to an Order, T-Mobile will promptly commence the
design, site configuration, equipment procurement and other activities necessary to deploy the relevant 5G ANS Network
Services (“Pre-Deployment Services”). T-Mobile will use good faith efforts to complete Pre-Deployment Services within the
timeframe described in the Order. Customer acknowledges that aspects of Pre-Deployment Services are outside of T-Mobile’s
control. As part of Pre-Deployment Services, the Parties will identify targeted installation dates for the 5G ANS Network
Services (“Deployment Date(s)”) at the location specified in the Order (“Approved Location”). All 5G ANS Network Services
will be used by the Customer solely at the Approved Locations identified in an Order and will not be incorporated into or used
in conjunction with other equipment or services used by Customer unless specifically authorized by T-Mobile in a written Order
or an amendment to this Addendum s igned by both Parties. T-Mobile may modify Deployment Dates, provided that any new
Deployment Dates are subject to Customer’s written approval (not to be unreasonably withheld).
3. Deployment.
3.1 On the agreed Deployment Dates, T-Mobile will deploy any equipment and other technology deployed by T-
Mobile for the 5G ANS Network Services at the Approved Location (“Deployment Services”). Customer grants to T-Mobile a
license to use the spaces as generally depicted the Initial Order, Technical Requirements, Site Location(S) And Pricing
Attachment to this Addendum on and within the Approved Location that are necessary to design, install, operate, maintain,
upgrade, inspect, replace, repair and manage T-Mobile’s 5G ANS Network Services and to install, operate, maintain, upgrade,
inspect, replace, repair and manage associated equipment in order to provide 5G ANS Network Services to Customer. T -Mobile
will also have reasonable and continuous access to, over and across portions of the Approved Location to enable T-Mobile to
exercise its rights and obligations under this Addendum, including ingress, egress and telecommunication and utility
connections to and from the 5G ANS Network Services pro vided by T-Mobile. Customer also grants T-Mobile the right to
connect the equipment and other technology deployed by T-Mobile for the 5G ANS Network Services from a mutually agreed
upon electrical power source on or about the Approved Location, and Customer will pay the costs for all 5G ANS Network
Services usage of electricity, and other costs related to its facility where the 5G ANS Network Services will be provided (such
as, but not limited to, lease costs). If T-Mobile determines that Customer does not have existing telecommunications service
that will support the 5G ANS Network Services, T-Mobile will have the right to install, connect, and maintain telecommunication
lines at the Approved Location at Customer’s cost. Promptly upon the written request of T-Mobile, Customer will provide the
contact information for a representative of Customer that T -Mobile may contact in the event T-Mobile needs to gain access to
the Approved Location during off hours.
3.2 All equipment or other technology deployed for the 5G ANS Network Services must be provided by T -Mobile
(unless otherwise approved in writing by T-Mobile). If T-Mobile has approved in writing the deployment of equipment,
software, spectrum, content, technology or materials procured or owned by Customer (“Customer-Sourced Technology”), as
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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part of the 5G ANS Network Services, T-Mobile may, but is not required to, provide Deployment Services relating to the
Customer-Sourced Technology.
3.3 Once the Deployment Services have been completed to T-Mobile’s satisfaction, T-Mobile will provide
Customer with notice of completion (which may be given via email) and allow Customer a reasonable period (not to exceed
five (5) business days) to test the 5G ANS Network Services and provide feedback to T-Mobile. T-Mobile will reasonably consider
and, to the extent it is consistent with the Order, reasonably address Customer’s feedback and will then notify Customer in
writing (which may be done via email) that the Deployment Services are completed and the 5G ANS Network Services have
been activated (“Activation Date”).
3.4 Customer acknowledges that T-Mobile may determine, during the performance of the Deployment Services,
that additional equipment or professional services are required beyond what is included in the Order, for a successful
deployment of the 5G ANS Network Services. In such cases, T-Mobile will notify Customer of the additional equipment or
professional services needed and the associated costs. Customer will not unreasonably withhold its consent to any request
from T-Mobile if such request is needed for a successful deployment of the 5G ANS Network Services. If Customer refuses to
agree to any request for additional equipment or professional services that are necessary to the successful deployment of the
5G ANS Network Services, such refusal will, at T-Mobile’s option, be deemed a termination of the relevant Order for
convenience by Customer. Otherwise, any new equipment and professional services and any adjustments to the MRC to
account for the associated costs will be added through an amendment to the re levant Order.
3.5 Customer represents and warrants on a continuing basis that Customer has all necessary rights, licenses and
permissions from all necessary parties, including, but not limited to, property owners, landlords, mortgagees, or property
management companies, for the placement of any equipment or other technology that is part of the 5G ANS Network Services
at the Approved Location and otherwise to grant all rights given to T-Mobile under this Addendum. Customer agrees to resolve,
in a reasonable and timely manner and at its cost, any interference with the deployment of the 5G ANS Network Services at
the Approved Location. Any delays associated with such interference will not be attributable to T-Mobile for purposes of
calculating delay under any liquidated damages or other delivery-related provisions.
3.6 Customer has not granted, and will not grant after the Agreement Effective Date, without the prior written
consent of T-Mobile, a lease, license, or any other right to any third party for use of any portion of the Approved Location for
the provision of any services within the scope of the 5G ANS Network Services. T-Mobile may grant other wireless carriers the
right to use the equipment and other technology deployed by T-Mobile for the 5G ANS Network Services without the prior
written consent of Customer.
4. Use of T-Mobile’s Public Network. If 5G ANS Network Services include the use, by Customer, of T-Mobile’s public,
wireless network that T-Mobile uses to provides wireless service to its customers (“Public Network”), Customer’s use of the
Public Network will be governed by the Agreement and, unless otherwise specified in the Order, any fees and charges
associated with use of the Public Network will apply and be additional to the MRC and other charges in the Order. To support
such use of the Public Network, T-Mobile authorizes Customer to broadcast the T-Mobile Public Land Mobile Network
Identification (individually a “PLMN ID” or collectively “PLMN IDs”) identified in an Order on any equipment that has been
specifically authorized by T-Mobile. T-Mobile provides this authorization to allow Customer to broadcast the PLMN ID to allow
Customer devices to use the Public Network. T -Mobile’s authorization of the PLMN IDs is conditioned upon Customer’s strict
adherence to the terms of this Addendum and the Agreement. T-Mobile shall at all times have the right to control the broadcast
of the frequencies used in the 5G ANS Network Services at the Approved Location including, but not limited to, the right to
immediately suspend or terminate the rebroadcast and/or use of frequencies used in the 5G ANS Network Services at any time
for any reason. If the 5G ANS Network Services includes use of the Public Network, (a) Customer must immediately suspend
broadcasting all PLMN IDs if requested by T-Mobile and (b) T-Mobile may, at its sole discretion, disconnect the connection from
the Approved Location to the T-Mobile Network, thereby disabling Customer’s access to the Public Network.
5. Maintenance and Support.
5.1 Following the Activation Date, T-Mobile will provide maintenance and support services for the 5G ANS
Network Services with a goal of maintaining consistent availability of the 5G ANS Network Services at the Approved Location.
Customer will provide T-Mobile, its employees, agents and contractors reasonable access to the Approved Location during the
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
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applicable Deployed Services Term (as defined below) at reasonable times to provide maintenance and support services for
the 5G ANS Network Services. In the event of an emergency, as defined by T-Mobile, T-Mobile shall have access to the
Approved Location 24 hours per day, 7 days per week. Customer will provide the appropriate contact information to T-Mobile
after the Deployment Services are completed so that T-Mobile may obtain access to the Approved Location during off hours
when a representative of Customer is not available. T-Mobile will provide the appropriate technical instructions and support
contact information after the Deployment Services are completed. Additional details regarding the maintenance and support
services provided by T-Mobile are included in the relevant Order. Unless specified in the Order, the fees associated with T -
Mobile’s maintenance and support are included in the MRC paid by Customer. If the Order provides for separate charges for
maintenance and support, those fees will be separately itemized on Customer’s invoice. Upon notice to Customer, T-Mobile
will have the right to alter, replace, enhance and upgrade the 5G ANS Network Service, including, but not limited to, any
necessary modifications to the deployment, during the applicable Deployed Services Term.
5.2 Customer will not (and will not allow any third party to) move, repair, modify, supplement or otherwise
change the 5G ANS Network Services or any equipment or other technology deployed by T -Mobile (“Unauthorized
Modification”) without T-Mobile’s express prior written consent. Customer will take all actions necessary to ensure that it does
not cause electronic, physical or other interference with any equipment or operation of the 5G ANS Network Services, the
Public Network, or any third party. To the extent such interference exists, Customer will promptly remove any such interference
at its sole expense. Customer agrees to suspend operation of the 5G ANS Network Services within four (4) hours of notification
by T-Mobile or a third party of any interference caused by Customer operation of the 5G ANS Network Services, unless the 5G
ANS Network Services includes use of the Public Network, and, in such case, Customer must immediately suspend operation of
the 5G ANS Network Services. Customer is solely responsible for, (to the extent, if any, permitted by applicable law) and will
hold T-Mobile harmless for any and all costs, expenses, damages and liabilities (i) that arise from Unauthorized Modifications
to the 5G ANS Network Services or (ii) arising from any interference caused by operation of the 5G ANS Network Services.
Customer will provide T-Mobile and its designated subcontractors with reasonable access to any Approved Location for
purposes of performing maintenance and support.
6. Customer-Sourced Technology. Customer uses Customer-Sourced Technology at its own risk and is solely responsible
for all costs, fees and expenses relating to the Customer-Sourced Technology. T-Mobile accepts no responsibility for, makes
no warranty regarding, and does not endorse any Customer-Sourced Technology. Customer-Sourced Technology is any third-
party products or services that T-Mobile may recommend as part of a 5G ANS Network Services deployment, if such products
or services are billed or contracted by Customer separately with the third party and not sold directly by T-Mobile as a T-Mobile
branded Product or Service (“Customer Sourced Technology”). Customer must obtain T-Mobile’s express prior, written consent
to use any Customer-Sourced Technology as part of the 5G ANS Network Services deployment. T -Mobile may give or withhold
its consent in T-Mobile’s sole discretion. Unless otherwise agreed by T-Mobile in the Order or in this Addendum, Customer will
be solely responsible for all maintenance and support relating to the Customer-Sourced Technology and for coordinating
support from Customer’s original equipment manufacturers and resellers.
7. Subscription; Billing; Fees. T-Mobile will invoice Customer for the 5G ANS Network Services. The MRC and any one-
time charges will be specified in the Order. To the extent the Order involves Customer-Sourced Technology, Customer is solely
responsible for confirming with T-Mobile whether any Customer-Sourced Technology will be included in the MRC or one-time
charges prior to initiating the Order. Unless specified in the Order, (a) T-Mobile will begin invoicing the MRC to Customer on
the Activation Date and (b) the MRC includes any Pre-Deployment Services by T-Mobile (including the acquisition of
equipment), any Deployment Services, the provision of 5G ANS Network Services and maintenance and support. T-Mobile
reserves the right to assess and require the payment of upfront amounts, including where it determines that the scale and
scope of the deployment requires such payment or in cases where it determines the Customer’s credit rating makes such
payment appropriate. If the Order includes fees or charges other than the MRC, including any upfront charges for the purchase
of equipment or the performance of professional services, those amounts will be itemized separately on Customer’s invoice.
The Parties may agree to additional services outside the scope of an Order and Customer will pay any associated charges
specified by T-Mobile for such additional services. All invoiced amounts will be paid by Customer in accordance with the
payment terms in the Agreement. T-Mobile may suspend the performance of any Pre-Deployment Services, Deployment
Services or other 5G ANS Network Services until Customer makes timely payment of amounts owing.
8. Equipment Terms. Unless otherwise specified in an Order, all equipment provided by T-Mobile as part of the 5G ANS
Network Services remains the property of T-Mobile, and Customer waives any and all rights, including lien rights, in and to such
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equipment. The Order will include an asset list and will be amended if equipment is added to or removed from the deployment.
Customer agrees that all T-Mobile equipment will be clearly tagged and labeled as the exclusive property of T-Mobile, that T-
Mobile may take any appropriate measures to protect its ownership interests in its equipment as permitted by law, and that
Customer will cooperate as needed to protect T-Mobile’s ownership interests in the T-Mobile equipment. Customer will not
attach any Customer equipment to any equipment of T-Mobile without T-Mobile’s prior, written consent. As a precaution,
Customer grants T-Mobile a first-priority security interest in the equipment and any attachments and proceeds therefrom to
secure Customer’s obligations to T-Mobile and authorizes T-Mobile to file any financing statements or other documents T-
Mobile deems necessary with governmental authorities to evidence or protect T -Mobile’s interest. Customer is responsible
for ensuring that use of the T-Mobile equipment is solely limited to the 5G ANS Network Services. Customer will not make any
Unauthorized Modifications. Customer is solely responsible for insuring and replacing any equipment that it damages, loses,
or that is stolen or otherwise becomes unaccounted for while in the custody or control of Customer, and any and all costs,
damages or liabilities that result from any equipment that is damaged, lost, stolen or otherwise become unaccounted for while
in the custody or control of Customer. T-Mobile is not responsible for any service disruptions due to any loss or damage to
equipment unless it is caused by T-Mobile or its subcontractors.
9. 5G ANS Term and Termination. The term of this Addendum commences on the Addendum Effective Date and shall
continue for the Deployment Service Term described in the Initial Order, Technical Requirements, Site Location(s) And Pricing
Attachment to this Addendum(“5G ANS Initial Term”). Upon expiration of the 5G ANS Initial Term, this Addendum will
automatically renew and continue on a month-to-month basis until a Party gives notice of non-renewal not less than sixty (60)
days prior to the end of the then-current term. Unless otherwise specified in an applicable Order, each Order will commence
at the time the Order becomes part of this Addendum (as described in section 1 of this Addendum) and continue until expiration
of the term for the 5G ANS Services described in that Order (“Deployed Services Term ”). Unless otherwise agreed to in the
relevant Order, upon expiration of the Deployed Services Term of an Order, the Deployed Services Term will automatically
renew and continue on a month-to-month basis until a Party gives notice of non-renewal not less than sixty (60) days prior to
the end of the then-current term. The MRC, plus any applicable one-time charge(s) described in any Order will continue to
apply during any renewal term. Unless otherwise specified in an Order, a Party may terminate this Addendum or any Order in
accordance with the termination sections of the Agreement. Upon termination, Customer will promptly pay T -Mobile any
unpaid MRC and other amounts owing with respect to the terminated 5G ANS Network Services, such as, but not limited to,
the recovery of the Remaining Balance described in Section 10 below. Unless contained in the Agreement or this Addendum,
termination or expiration of an Order or this Addendum does not terminate the Agreement or any rights o r obligations in the
Agreement. If any Order remains in effect upon the expiration or termination of the Agreement or this Addendum, and is not
terminated by a Party in accordance with the Agreement, the Order will continue in effect and the terms of the Agreement and
this Addendum will continue to govern the Order. Except as provided in the preceding sentence, this Addendum and all rights
and obligations, except those expressly indicated to survive, will terminate immediately upon termination or expiration of the
Agreement. The following sections will survive any expiration or termination of this Addendum: Sections 11 (Decommissioning
of 5G ANS Network Services/Wind Down), 12 (Disclaimers), and 15 (5G ANS Indemnification by Customer).
9.1 Customer Termination Obligations. In the event Customer terminates the 5G ANS Network Services in any
Approved Location or the 5G ANS Network Services under this Addendum, Customer will provide written notice to T-Mobile as
indicated in Section 13 (Notices) of the Agreement.
9.2 Termination Right for Lack of Necessary Rights, Licenses, and Permissions. In addition to any right of T-
Mobile to terminate an Order as set forth in the Agreement, T-Mobile will have the sole and exclusive right to terminate an
Order in the event Customer fails to procure or otherwise have all necessary rights, licenses and permissions from all necessary
parties, including, but not limited to, property owners, landlords, mortgagees, or property management companies, for the
placement of any equipment or other technology that is part of the 5G AN S Network Services at the Approved Location or
otherwise to grant all rights given to T-Mobile under this Addendum. Such termination by T-Mobile will be deemed a
termination for cause.
10. Recovery of Costs in the Event of Early Termination. If Customer terminates any Order for convenience, or T-Mobile
terminates any Order for cause before the end of the Deployed Services Term for the Order, Customer will pay T -Mobile an
amount necessary to compensate T-Mobile for any costs incurred in providing the Pre-Deployment Services (including, but not
limited to, the purchase of equipment, the cost of any fiber connection termination fees, or OEM support fees, etc.) and
Deployment Services that have not been recovered by T-Mobile through Customer’s payment of the MRC or other itemized
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charges (“Remaining Balance”). T-Mobile will calculate the Remaining Balance in good faith following any such termination
and will notify Customer of the amount owed. Customer will pay such amount to T-Mobile within thirty (30) days after receipt
of T-Mobile’s notice. Any Remaining Balance is designed to compensate T-Mobile for unrecovered amounts expended on a
Customer’s behalf, and is not a penalty or liquidated damages. Customer’s payment of the Remaining Balance will not prevent
T-Mobile from pursuing any other rights or remedies available to T-Mobile at law, in equity or by contract (including due to a
breach of this Addendum).
11. Decommissioning of 5G ANS Network Services/Wind Down. Upon the expiration or termination of any Order,
Customer will provide reasonable cooperation to T-Mobile in decommissioning the relevant 5G ANS Network Services. Such
cooperation will include, without limitation, making all T-Mobile-owned equipment and technology available to T-Mobile for
pickup, decommissioning any Customer-Sourced Technology and decoupling any Customer-Sourced Technology from any T-
Mobile equipment or technology, and the deletion of any digital assets, software or other T-Mobile assets used by Customer
in connection with receiving the 5G ANS Network Services. If any wind-down period is specified in the Order, or T-Mobile agrees
to a wind-down period as part of the decommissioning process, Customer will continue to pay the relevant MRC for any 5G
ANS Network Services provided after termination or expiration of the relevant Order and this Addendum will continue to govern
the 5G ANS Network Services. Customer will give T-Mobile any access that it requires to the Approved Location in connection
with the decommissioning of any 5G ANS Network Services. Customer acknowledges and agrees that T-Mobile will control the
process and logistics associated with recovering T-Mobile equipment (“Recovery Process”) and will reasonably cooperate with
T-Mobile. Customer will promptly reimburse T -Mobile upon demand for any additional costs incurred by T -Mobile due to
Customer’s failure to cooperate with the Recovery Process or this Section 11. T-Mobile may, in its sole discretion, elect to not
recover some or all T-Mobile equipment, in which case, upon receiving written instruction from T -Mobile signed by a Vice
President or above, Customer shall assume obligations for disposition or disposal of such eq uipment.
12. Responsibility for 5G ANS Network Services. Customer acknowledges that T-Mobile does not guarantee the uptime
or availability of the 5G ANS Network Services and that Customer controls the manner in which it uses the 5G ANS Network
Services. To the extent an Order includes any service levels, Customer’s sole and exclusive right and remedy, and T-Mobile’s
sole and exclusive obligation, in the event of any failure by T-Mobile to meet such service level(s), will be the provision by T-
Mobile of any associated credits described in the Order, if any, to be applied against future MRCs or other amounts invoiced
by T-Mobile. In no event will Customer be permitted to pursue an additional claim for damages or other liability. Customer
acknowledges and agrees that in no event will T-Mobile be responsible for any failure to meet any service level or for any
disruption in service if such failure or disruption results from (a) any Unauthorized Modification, (b) Customer’s use of
Customer-Sourced Technology, (c) the actions or inactions of Customer or any third party, other than a subcontractor
performing services on behalf of T-Mobile, (d) circumstances, conditions or events beyond T-Mobile’s reasonable control, (e)
use of the 5G ANS Network Services for any use case not contemplated in this Addendum, (f) use of the 5G ANS Network
Services outside of the Approved Location, (g) use of the 5G ANS Network Services with any devices that have not been
approved by T-Mobile, or (h) Customer’s breach of the Agreement or this Addendum.
13. Disclaimers. In addition to the disclaimers in the Agreement and elsewhere in this Addendum, the following additional
disclaimers apply to the 5G ANS Network Services:
13.1 T-Mobile does not warrant that Customer’s use of the 5G ANS Network Services will be fit for the purposes
intended and Customer waives any implied warranties, including warranties of merchantability or fitness for a particular
purpose.
13.2 Customer is solely responsible for all uses of 5G ANS Network Services, must ensure such operation is in
compliance with all applicable laws and regulations, and must ensure that its actions do not impact or cause T -Mobile to be
unable to comply with any legal, regulatory or other similar obligation.
13.3 Customer acknowledges and agrees that data may be stored or transmitted through third -party facilities,
third-party services or common carriers, including without limitation the internet, in the course of using the 5G ANS Network
Services. T-Mobile is not responsible for the acts or omissions of any third parties or for any loss of data while in the possession,
custody or control of any such third party.
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13.4 Customer acknowledges that the 5G ANS Network Services are only compatible with devices approved by T -
Mobile for use with the 5G ANS Network Services. The 5G ANS Network Services cannot be used with the network of any other
carrier.
13.5 Customer acknowledges that the 5G ANS Network Services are intended for use for data transmission only
and do not have voice call capabilities. The 5G ANS Network Services cannot be used and are not designed for E911 purposes
or any other purposes that require voice capabilities.
14. Warning – Equipment Installation/Servicing. Customer will not make any Unauthorized Modifications to the 5G ANS
Network Services, including any equipment or other technology deployed as part of the Deployment Services. Improper
installation or use and Unauthorized Modifications can lead to short cir cuits and other mechanical issues and the risk of fire,
leading to personal injury or significant damage to Customer’s or third -party equipment, facilities, or personnel. Customer
understands that it must ensure its facilities are safe for T-Mobile’s employees, subcontractors, and any third parties (“T-Mobile
Personnel”) providing services and Customer will insure against, and be responsible for, any personal injury to T -Mobile
Personnel or property damage at the Approved Location (unless such injury or damage is a result of the gross negligence or
willful misconduct of T-Mobile Personnel).
15. 5G ANS Indemnification by Customer. Customer, at its sole expense and to the extent (if any) permitted by applicable
law, will defend, indemnify and hold T-Mobile, T-Mobile’s affiliates and T-Mobile’s subcontractors (“T-Mobile Indemnified
Parties”) harmless from any claims by a third party arising from personal injury, death, or damage to tangible property to the
extent such injury, death or damage is not an Indemnified Claim under the Agreement . In addition, Customer, at its sole
expense, will defend, indemnify and hold the T-Mobile Indemnified Parties harmless from any claims, actions and proceedings,
and any resulting damages, liabilities, costs and expenses (including reasonable attorneys’ fees and costs) arising from or
relating to (a) any Unauthorized Modification, (b) Customer’s failure to comply with any applicable law, rule or regulation, (c)
Customer’s action or inaction that caused T-Mobile to be unable to comply with any legal, regulatory or other similar obligation,
(d) Customer’s use of the 5G ANS Network Services, including any personal injury or property damage resulti ng from Customer’s
use of the 5G ANS Network Services, (e) any Customer -Sourced Technology, including any claim that any Customer-Sourced
Technology or the combination of any Customer-Sourced Technology with equipment or technology provided by T-Mobile,
infringes or misappropriates any intellectual property or proprietary right of any third party, or (f) Customer’s failure to procure
or otherwise have all necessary rights, licenses and permissions from all necessary parties, including, but not limited to,
property owners, landlords, mortgagees, or property management companies, for the placement of any equipment or other
technology that is part of the 5G ANS Network Services at the Approved Location or otherwise to grant all rights given to T-
Mobile under this Addendum.
16. Environmental. T-Mobile will have no responsibility for environmental conditions existing at the Approved Location
prior to the Addendum Effective Date or any environmental conditions not arising out of the use of the Approved Location by
T-Mobile. As between Customer and T-Mobile, Customer is responsible for the remediation of any failure to comply with any
environmental law, ordinance or regulation at the Approved Location and the identification, investigation, monitoring and
remediation and cleanup of any substances brought onto the Approved Location or discovered at the Approved Location that
are identified by any law, ordinance or regulation as hazardous, toxic or dangerous (collectively, “Hazardous Conditions”), and
Customer agrees, to the extent (if any) permitted by applicable law, to indemnify, defend, and hold harmless T-Mobile from
and against any and all claims relating to Hazardous Conditions at or affecting the Approved Location, except to the extent the
presence of such Hazardous Conditions results from T-Mobile’s activities. T-Mobile will not introduce or use any substance that
is identified by any law, ordinance or regulation as hazardous, toxic or dangerous in violation of any applicable law, and T-
Mobile will indemnify, defend and hold harmless Customer from and against any and all claims to the extent arising out of T-
Mobile’s breach of this provision.
17. Miscellaneous. The Agreement, this Addendum and any Order constitute the complete, final, and exclusive
understanding between Customer and T-Mobile regarding the subject matter of this Addendum. The Agreement and this
Addendum and any Order supersede all prior understan dings, communications, and agreements between Customer and T-
Mobile with respect to the 5G ANS Network Services. Notwithstanding the terms of any other confidentiality or nondisclosure
provision contained in the Agreement or any other confidentiality or nondisclosure agreement entered into between Customer
and T-Mobile as of the date of this Addendum, unless pre -approved by T-Mobile in writing, Customer will not disclose any
information of any type relating to the operation and performance of the 5G ANS Network Services, including, without
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limitation, information regarding system availability, coverage area, call statistics, data usage, and data speeds, and all s uch
information will be deemed to be confidential. With the exception of terms and conditions contained within the executed
Agreement or a written Modification to the Agreement, the terms and conditions in any Customer -generated order template
will have no force or effect other than to denote quantity, the products or services purchased or leased, delivery destinations,
requested delivery dates and any similar information mutually agreed to by the parties. Unless otherwise stated in a Bilateral
Modification, in the event of conflict, the order of precedence will be (1) the Agreement; (2) Bilateral Modification to the
Agreement; (3) Order.
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ATTACHMENT 1 TO EXHIBIT B
INITIAL ORDER, TECHNICAL REQUIREMENTS, SITE LOCATION(S) AND PRICING
Monthly Recurring Charge(s) (“MRC”) are the monthly services charged to the Customer. Non-Recurring Charge(s) (“NRC”)
means a one-time charge. MRCs and NRCs do not include Taxes and Fees, Surcharges, or one-time charges. The MRCs and
NRCs identified in the table below include charges for Installation, Hardware and Management of the 5G ANS Network
Services.
Approved Location MRC* NRC* Deployment Services Term
425 Lake Shore Drive, Oshkosh, WI 54901 $0 $0 36 Months
233 North Campbell Rd, Oshkosh, WI 54901 $0 $0 36 Months
* Pricing may increase if there are changes to this Exhibit, including but not limited to, changes to Approved
Location(s) and Equipment change. Any changes will require an Amendment to this Agreement signed by both
parties.
*The $0.00 MRC is contingent on Customer delivering and maintaining 385 total voice lines for 36 months as set forth in
EXHIBIT A, PRICING FOR WIRELESS SERVICES, to the Agreement (“Minimum Line Commitment”). The Parties acknowledge
and agree that the Customer’s Minimum Line Commitment shall be governed separately by the terms and conditions of T -
Mobile’s NASPO ValuePoint Master Agreement MA#176. (the “Underlying Wireless Services Agreement”). Lines must be
activated within six months of the Agreement Effective Date.
If the customer fails to meet the Minimum Line Commitment within six months of the Agreement Effective Date, T -Mobile
will charge a claw back based on the number of lines below the Minimum Line Commitment multiplied by the per line
adjustment, $5.75. This claw back will be assessed each month the Minimum Line Commitment is not met through the length
of the Deployment Services Term. Once the Minimum Line Commitment is met, the Customer must maintain that line
commitment though the length of the 36-month Deployment Service Term noted above, or the above claw back will be
assessed.
Example:
• 300 lines below the Minimum Line Commitment
• 300 x $5.75= $1,725.00
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ATTACHMENT 2 TO EXHIBIT B
T-MOBILE’S ASSET LIST
Location Asset Description* Quantity
425 Lake Shore Drive, Oshkosh, WI 54901 Ericsson Radio DOT DRAN 1
233 North Campbell Rd, Oshkosh, WI 54901 Ericsson Remote Radio Area
Network 1
*Each Asset is recoverable upon termination of this Addendum.
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ATTACHMENT 3 TO EXHIBIT B
SERVICE LEVEL FOR INITIAL DEPLOYMENT
5G ANS SERVICE LEVEL AGREEMENT (SLA)
1. DEFINITIONS. Capitalized terms not defined in this SLA are defined in the Agreement or in the 5G ANS Addendum
(“Addendum”). Additional definitions used in this SLA are listed below:
1.1. “Availability” means the functionality of the Network and equipment provided by T-Mobile only and does not include
the functionality of any other devices or equipment owned by Customer or any other third party.
1.2. “Force Majeure Events” mean events or situations where T-Mobile is prevented, hindered or delayed from performing
or failed to perform any obligations under this SLA, in whole or in part, due to causes beyond the reasonable control
of T-Mobile, including, but not limited to, natural disasters; wars, riots, terrorist activities, cable cuts by third parties,
a local exchange carrier’s activities, and other acts or inactions of third parties, fires; floods, earthquakes, elements of
nature, acts of God or public enemy, war, civil disobedience, embargoes, labor disputes, epidemics, pandemics, power
failures, court orders, governmental actions, orders or decrees.
1.3. “Hybrid Network” means the 5G ANS “Public Network” with the addition of augmented indoor and outdoor coverage
at Customer sites specified in this Addendum to enable wireless connectivity solutions.
1.4. “Maintenance Window” means scheduled upgrades and maintenance for the Network, including Scheduled and
Emergency Maintenance, defined as:
● Scheduled Maintenance Window services are performed from 12:00 am -3:00 am local time with 7-10 business days’
notice.
● Emergency Maintenance Window services are performed at any time with 24 hours’ notice or as soon as access is
granted.
1.5. “Mean Time to Repair (“MTTR”)” is the monthly average time it takes for the Network to be restored at Customer
Approved Location(s) after a T-Mobile trouble ticket has been opened pursuant to the terms of this SLA. Pursuant to
Section 2.2 below, MTTR will be measured on a Customer-wide basis (and not per Customer Approved Location).
1.6. “Network Availability Rate” means the percentage of time in a calendar month that the Network is available as
compared to the total number of available minutes within a given calendar month. The Network Availability Rate is
calculated as follows: Total number of available minutes in given calendar month – total entire network outage time
in minutes / Total number of available minutes in given calendar month) x 100%.
1.7. “Private Network” means Customer specific 5G data core and 5G radio access network designed and provided by T -
Mobile and is not connected to the Public Network to enable wireless connectivity solutions.
1.8. “Public Network” means T-Mobile’s nationwide 4G and 5G wireless network.
1.9. “System Failure” means a Priority 1 Incident or Priority 2 Incident (each as defined below).
2. SLA TERMS AND REQUIREMENTS
2.1. Service and Network SLAs are based on the 5G ANS solution designs and are applicable per Approved Location.
2.2. SLAs are measured on monthly average and will be reported on this basis. A monthly report will be provided to
Customer with Customer-wide SLA metrics reported as described below (Service and Network SLAs).
2.3. T-Mobile will maintain the minimum service level(s) contained in the tables in the SLA Attachment 1 to this document
during the Term.
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3. SERVICE AND NETWORK SLAs
3.1 Response Time/Acknowledgement: To obtain T-Mobile’s acknowledgement of a Network or Service issue,
Customer must submit a ticket. T-Mobile will acknowledge the ticket via email or SMS to Customer and send an email or SMS
to the contact information provided by Customer.
3.2 Service SLA. T-Mobile will inform Customer via email or phone (timing based on the Ticket Resolution Time
included in the SLA Attachment 1) (or other means if either is unavailable) in the event of any System Failure, P3 or P4 even t,
as defined in the table(s) in SLA Attachment 1. Customer will report all problems with the Network, including all instances of
unavailability, to T-Mobile in a timely manner. T-Mobile will use its commercially reasonable efforts to restore service as soon
as practicable and inform Customer promptly by email or phone (with Customer confirming its preferred method of
communication to T-Mobile) (or other prompt means if either is unavailable) as soon as Network Service is restored.
3.3 Network SLA. Where the solution design includes the use of a T -Mobile macro network connection, macro
site performance measures are done from the primary cell site at the Customer’s given Approved Location address.
Measurements are reported on a Customer basis as a monthly average.
3.4 Throughput measurement hardware will be included in the system design. Throughput SLAs (Downlink and
Uplink) are expressed as a monthly average and will be reported on a monthly basis. Acceptable throughput for a 5G system
can range anywhere from a Downlink of 10-350 Mbps and an Uplink of 1-40 Mbps.
4. PRIORITY LEVEL DEFINITIONS. Priority Levels are defined per Approved Location and are included in the SLA
Attachment 1 to this SLA. The SLAs for each priority levels (as defined in SLA Attachment 1) will apply, unless T-Mobile’s Service
was interrupted due to any of the items listed in Section 6, Exclusions, below.
5. SUPPORT SERVICES
5.1 Support Services: T-Mobile will provide ongoing network monitoring and management services to ensure optimal
network performance and uptime. This includes proactively identifying and resolving network issues, and performing
routine maintenance, and providing monthly network performance reports.
5.1.1 Customer On-Site Technician Responsibilities.
(i) Customer will provide a trained on-site technician for simple repairs and initial troubleshooting
support. If Customer has multiple Approved Locations, one technician should be available for no more
than a 20-mile radius of an Approved Location.
(ii) Customer will be solely responsible for the functionality of any servers, applications, and devices not
provided by T-Mobile and attached to the Network by Customer.
(iii) Customer will provide T-Mobile and T-Mobile approved partners/agents support staff with remote
access (and physical access as set forth in the Addendum to enable T-Mobile engineers to provide fault
diagnosis, problem corrections, remote maintenance, and information gathering, such as log files, error
message, etc. and otherwise be available to provide support as needed.
5.2 Additional Information and Assistance. At the request of T-Mobile, Customer will provide reasonable additional
information and/or reasonable assistance to resolve reported problems or issues.
6. EXCLUSIONS. T-Mobile will exclude the following factors when calculating T-Mobile’s performance under this SLA:
6.1 The Maintenance Window.
6.2 Customer’s delay in responding to T-Mobile’s requests for assistance to repair a site outage, or the Customer’s
failure to release the circuit for intrusive testing.
6.3 Customer-requested changes to Network.
6.4 Force Majeure Events.
6.5 Non-performance of equipment or services not authorized, provided, or certified by T-Mobile, including but not
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limited to, Customer-provided HVAC, power, transport and backhaul.
6.6 Site outage with a root cause outside of equipment or services authorized, provided, or certified by T-Mobile.
6.7 Customer’s utilization of Wi-Fi or Broadband voice and data backup.
6.8 Additional Customer initiated use cases or devices beyond the original intended design, without prior written
approval from T-Mobile certifying acceptability of the use case or devices.
6.9 External radio frequency interference resulting from radio frequency broadcast equipment installed at or
temporarily present at a Customer site, outside the control of or without the prior written consent of T-Mobile.
6.10 T-Mobile not being provided access to the Approved Location where the incident has occurred.
6.11 Power outage not caused by T-Mobile.
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SLA ATTACHMENT 1
ANS NETWORK MANAGED SERVICES SLA ANNEX
HYBRID NETWORK
All Values are monthly average. Network SLAs are based on system design.
Advanced
Service SLA Network SLA
Priority Acknowledge Resolution Time KPI T-Mobile RAN DAS/DRAN
Level 1 1 hour 24 hours Network Availability 99.90% 99.90%
Level 2 4 hours 60 hours Downlink Throughput 70 Mbps 70 Mbps
Level 3 One 1 business day 5 business days Uplink Throughput 10 Mbps 10 Mbps
Level 4 2 business days 10 business days
PRIORITY LEVEL DEFINITIONS:
* Priority Levels are defined on a site basis.
• Level 1 = Hybrid or Private Network down (50%+ to full nodes impacted ); or local Macro site down
causing complete offline; or life critical system affected
• Level 2 = Hybrid or Private Network down (between 25% and 49% nodes impacted); or local Macro site
down causing slowed performance service levels.
• Level 3 = Hybrid or Private Network down (between 1% and 24% nodes impacted)
• Level 4 = Device (e.g., iPad, IoT) issue
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ATTACHMENT 4 TO EXHIBIT B
STATEMENT OF WORK (SOW)
GENERAL TERMS
1. AUTHORITY. This Statement of Work is subject to the terms and conditions of the above -referenced
contract. Order of precedence for contract interpretation issues is (1) Exhibits / Addenda to the SOW; (2)
SOW; (3) Other attachments to the SOW; (4) ANS contract addendum.
2. TERM. The period of performance for this SOW will be from completion of testing and final customer on
acceptance [Day 1], through [36 months after completion of testing and final customer acceptance]. T-
Mobile’s ability to meet this date is contingent on a third -party SOW. T-Mobile will exercise commercially
reasonable efforts to obtain that SOW upon execution of this SOW.
SERVICES
3. SERVICES TO BE PROVIDED
T-Mobile will deliver equipment and services to provide increased indoor 4G LTE and 5G capability, in terms of
capacity and coverage, to customer at its located at 425 Lake Shore Drive, Oshkosh, WI 54901 (Water Filtration
Plant) and 233 N Campbell Rd. (Wastewater Treatment Plant tunnel).
3.1 T-Mobile Services.
• Distributed Radio Access Network (DRAN)
• Managed Services (design, installation, acceptance testing)
• Managed Services (Day 2 operational support)
3.2 T-Mobile Deliverables.
• Requirements Documentation –
o Construction Site Survey.
o Final Design.
o Dedicated fiber (T-Mobile will procure and install fiber terminating from closest T-Mobile MSO to the
customer WAN demarcation point located at 425 Lakeshore Drive, Oshkosh, WI).
o End-to-end Bill of Materials (BOM): Upon completion of site survey by T-Mobile and contractors.
o T-Mobile to procure and install in-building fiber and Cat-5/6 cabling to extend from the IRUs to the
ceiling antenna solution.
o End-to-end Test Plan.
o End-to-end Test Plan Results.
o Project Management.
o T-Mobile responsible for iBwave and 3D Model Design material in reference to benchmark data
collected.
o T-Mobile responsible for construction drawings and pre-close out documentation.
o T-Mobile to create pRFDS and database updates in internal systems.
o T-Mobile to perform e911 readiness and CIQ creation.
o T-Mobile to create scripts for integration and commissioning.
o T-Mobile to perform functional call testing and spot testing.
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
Page 21 of 25
o T-Mobile to complete RF performance monitoring and optimization.
o T-Mobile to provide regulatory filings.
• List of any technical assumptions / exceptions
3.3. Operational support.
• T-Mobile to provide Advanced (Hybrid) Tier SLA support for the solution.
• Customer equipment:
o Proactive Maintenance, Monitor, and Repair
• Incident Management
3.4. Customer Deliverables and Assumptions.
• Requirements Documentation –
o Dedicated fiber (extended demarc) - Customer is responsible for providing fiber extension on
customer premises between at 425 Lake Shore Drive, Oshkosh, WI 54901 (Water Filtration Plant) and
233 N Campbell Rd. (Wastewater Treatment Plant tunnel).
o Where applicable, provide all landlord leasing agreements to install RAN gear in proposed cabinets,
ceilings, rooftops, etc.
o Space for T-Mobile RAN Hardware: Required space assumed to be available.
o Power (May require power inverter depending on customer power type in tandem with T-Mobile RF
transmission products).
o On-site staffing identification: T-Mobile will work with the City of Oshkosh to predetermine on-site
personnel for installation and Day 2 operational support. Any required escorts and/or security to be
provided by the City of Oshkosh. Access to any required restricted areas will be provided as needed
to install and deliver
o HVAC, fire suppression, and electrical modification are not included.
o All signal source equipment to be provided by T-Mobile.
o All required penetrations are existing. Core drilling is not included.
o Entitlement documentation
4. Work Breakdown Structure
WAN Transport: T-Mobile to install a 1G AAV circuit for operations and management functions from the proposed WAN demarc
to the closest T-Mobile MSO.
RAN Elements: T-Mobile to install an Ericsson DOT DRAN solution to provide indoor coverage services. Spectrum deployed will
be b25, b66, n41 to T-Mobile licensed 4G LTE and 5G services. Indoor coverage includes two locations:
(1) Building (425 Lake Shore Drive), approximately 60,000 square feet
(2) Approximately 845-foot-long tunnel (233 N Campbell Rd)
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
Page 22 of 25
5. SOW ADMINISTRATION. Each Party hereby appoints the following, or their duly authorized designees, as the only
persons empowered to make commitments on behalf of their respective organizations to effect changes to any portion
of this SOW. No changes, deviations, or waivers shall be effective without a modification of the SOW executed by the SOW
Administrator or by a representative of the SOW Administrator who is duly authorized to approve such changes,
deviations, or waivers.
Customer: T-Mobile USA, Inc.
Name: T-Mobile will assign upon contract execution
Title: Title:
Email:
Email:
Phone: Phone:
The Program Managers (PM) for the Parties will monitor and coordinate all technical aspects of the SOW.
Customer: T-Mobile USA, Inc.
Name: T-Mobile will assign upon contract execution
Title: Title:
Email: Email:
Phone: Phone:
6. SOW TERMINATION. The termination provisions of Contract No. CLM 3144706 apply.
7. SEVERABILITY. Each section, subsection and lesser provision of this SOW constitutes a separate and distinct
undertaking, covenant and/or provision hereof. In the event any provision of this SOW shall finally be
determined to be unlawful by a court of competent jurisdiction, such provision shall be deemed severed from
this SOW, but every other provision of this SOW shall remain in full force and effect. If the scope of any of
the provisions of the SOW is too broad in any respect to permit enforcement to its full extent, then the
parties agree that such provision shall be enforced to the maximum extent permitted by law and that such
provision shall be deemed to be varied accordingly.
8. SURVIVAL. Any provision of this SOW that imposes an obligation following the termination or expiration of
this SOW will survive the termination or expiration of this SOW and will continue to be binding upon the
parties to this SOW.
9. CONSTRUCTION OF SOW. Customer shall exercise due diligence to discover and promptly bring to the T-
Mobile’s attention, any ambiguities, discrepancies, inconsistencies, or conflicts in or between the provisions
contained herein. Customer agrees and acknowledges that any ambiguity, inconsistency or conflict that
remains in this SOW after its execution by both parties shall not be construed against T-Mobile.
EXHIBITS
• EXHIBIT A – TECHNICAL DRAWINGS
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
Page 23 of 25
EXHIBIT A – TECHNICAL DRAWINGS
T-Mobile Public Cellular 4G LTE/5G Coverage Areas
(1) Water Filtration Plant Site – Square Footage Summary
• 425 Lakeshore Drive, Oshkosh, WI 54901
• Coverage Area (Square Feet):
o 3 Stories
o ~60,000 Sq Ft
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
Page 24 of 25
(2) Wastewater Treatment Plant Tunnel – Square Footage Summary
▪ 233 N. Campbell Road, Oshkosh, WI 54901
▪ Coverage Area (length and square feet):
o Inside 845-foot-long tunnel (~24,100 sq ft)
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A
City of Oshkosh CLM#3144706 LEGAL Final 10-31-2024_pst
T-Mobile Government Services Agreement (v051624)
Page 25 of 25
System Architecture Diagram
Ericsson Dot Small Cell
Docusign Envelope ID: EECD08CA-4BA6-4F88-9F83-D89D7D48195A