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Time Warner/Internet Services 08To. Mason Page 2 of 2 2008-10-07 17:15::17604066168 From: Bill Wllllams Time Warner Commercial Svcs TIME WARNER CABLE Business Class Time Warner Commercial Service Agreement This Time Warner Commercial Service Agreement is made by and between Time Warner Cable Desert Cities ("TWC") and the Customer below ("Customer"). Customer: LA QUINTA CITY HALL Contact: Mason Address: 78495 CALLS TAMPICO City: La Quinte. State: Calif Zip: 92263 Telephone# (760)777-7114 Secondary Phone# E-mail: TWC: Desert C ies Time Warner Cable Address: 41726 Cook St City: Palm Desert State: CA Zip: 92211 Telephone # 760-67"622 Fox # 760-006-6168 E-mail: supportOdc.mcom Service Package Ultimate Internet 29 Static IP --------- 8Mbps/2Mbps Fees: Recurring Monthly Fee; 699.95 Installation Fee: o Other Fees: Term: 2 Year - Term expires 10-7-10 Term of Agreement THIS COMMERCIAL SERVICE AGREEMENT SHALL AT ALL TIMES BE SUBJECT TO THE COMMERCIAL SERVICE AGREEMENT TERMS AND CONDITIONS, AVAILABLE AT httn //W% W.tWCbc com/corporate/service aareement.html SUCH AGREEMENT MAY BE MODIFIED FROM TIME TO TIME AS SPECIFIED THEREIN), WHICH TERMS AND CONDITIONS ARE HEREBY INCORPORATED HEREIN BY REFERENCE BY EXECUTING THIS AGREEMENT, CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ AND AGREES TO BE BOUND BY SUCH TERMS AND CONDITIONS. Name: Signature: / Print Name: / �! dM/?5 / . C9ENOL/�St•:' Title: Cam' ' `Yt if�Ii1 r� L-7 L Date: ©c'pl, 1.3 _ 2,008 BJW I Time Warner Cable Business Class I Terms and Conditions Page 6 of 6 facility Identified on an Order. Customer's use of the Metro Ethernet Solutions Service is subject to the following additional terms and conditions: TWC's provision of the Metro Ethernet Solutions Service is subject to availability. The Metro Ethernet solWons Service shall be limited to the capacity set forth on an Order, and Customer must purchase any additional capacity separately Customer agrees to use the Metro Ethernet Solutions Service solely for transmitting data in IP form. Customer shall not upload, post. transmit or otherwise make available on or via the Metro Ethernet Solutions Service any material (including any message or series of messages) that violates or infringes in any way upon the rights of others, that is unlawful, threatening, abusive, obstructive, harassing, libelous, Invasive of privacy or publicity rights, that in the circumstances would be obscene or Indecent, that constitutes hate speech, that is otherwise offensive or objectionable. or that encourages conduct that would constitute a criminal offense, give rise to Civil liability or otherwse violate any law TWC may remove or demand the removal of, content that in its judgment violates these standards. TWO shall have the right, but not the obligation. to monitor traffic and content on its network, in its sale discretion including through the use of automatic content filters (including without limitation Spam, virus. and adult language sniffers and flters). In the event that any TWO audit reveals that Customers usage of the Metro Ethernet Solutions Service exceeds Customer's rights hereunder, Customer shall pay TWO an amount equal to one and a half times the Serve Charges that would have been due for such excessive usage as liquidated damages and not as a penalty. In addition, Customer shall either discommue any excess usage or thereafter cmttinue to pay the applicable Sernce Charges for such additional usage. In addition, TWO shall have the right, but not the obligation, W (i) review content in public areas of the Metro Ethemet Solutions Service, including chat rooms, bulletin boards and forums, in order to determine compliance with this Agreement and any rules now or hereafter established by TWO; aqd (if) remove (or demand the removal of) any such content that TWO determines to be unacceptable or to violate the terms of this Agreement, any bandwidth uWaabon limitations or other Tens of Use. Products a Services not ave.ab:e in as areas. v 2006 Time boar net Cabe. All ngh1s reserved http://www.twcbc.com/corporate/service_agreement.html 10/7/2008 Time Warner Cable Business Class I Terms and Conditions Page 1 of 6 �c TIME WARNER CABLE Business Class SMALL BUSINESSES MEDIUM BUSINESSES LARGE BUSINESSES GOVERNMENT SERVICES Time Warner Cable Business Class Services Agreement Terms and Conditions 1.0 AGREEMENT. The Time Warner Cable Business Class Services Agreement executed by the parties ant these Terms and Conditions including all documents incorporated herein by reference (collectively referred to as Ole -Agreement) eel forth the entire agreement befbe In file Customer and TWC and together witty Customer, (the -PameS or each indwidualiy a "Party') for the delivery and use of and payment for the services ("Serrces') identified on an Ordegs) (as defined in Section 2 2 below) and further described on the applicable attachments to this Agreement (including Attachment A INat,onat Teleworker Service and Branch Office Connectivity Service), Attachment B (Cable TV Service), Attachment C (Business Class Phone Service), and Attachment D (Metro Ethernet Solutions/Dedicated Access Service)) 2 0 SERVICES AND ORDERS 2. t Subject to the terms and conditions of this Agreement (including, without Ines n, Customer s compliance with its obligations set forth in Section 5). TWC shall provide Customer with the Services, pursuant to and in conformance with any Order accepted in accordance with Section 2.2 below during the Term (as defined in Section 6 below) Customer understands and agrees thal certain Services may not be available in all TWC service areas and that TWC, upon entering into an Order with Customer may. at its own discretion, tit,lue one or more of Its affiliates or another party or parties to deliver the applicable Service. Unless otherwise set forth on an applicable Attachment, TWC shall use commercally reasonable efforts to provide each Service identified in an Order seven (T) days a weak, twenty four (241 hours a day, excluding scheduled maintenance, required repair and events beyond TWC s reasonable control 2 2 Customer shall request Services hereunder by Issuing to TWC one or more proposed service and/or work order(s) (each an "Order") pursuant to this Agreement (in tine form Provided or approved by TWC) or via a mutually agreed electronic order only, system. Upon T'M.C'S acceptance of a proposed service aridiorwork order (a), such proposed service and/or work ordeQs), shall be deemed an'Orde' hereunder and shall be deemed incorporated into this Agreement A proposed service and/or work order shall be deemed accepted upon one earlier of (a) TWC'a acceptance of such proposed service and/or work order m writing: or (b) TW'C a commencement of delivery of the Service(s) set forth in such proposed service and/or work order. 3 0 SERVICE & EQUIPMENT INSTALLATION Customer shall obtain and maintain, or ensure that each Customer emplovee or branch office to whom the Service will be provided, or who shall use the Service, as applicable (each an 'Eno User'), shall obtain and maintain, throughout the Tenn such consents (including without !,mitatlon landlord and land owmerconsents) as are necessary to timely permit. and shall tensity penmd, TWC personnel to install, deliver, operate and maintain the Service and TWC Equipment (as defined in Section 4 below) as contemplated herein at Customer's and any Customer End User's facilities Cusb,ner shall permit TWC reasonable access to the Customer and any End User facilities at anytime as needed to install, configure, upgrade, maintain or remove the TWC Equipment and other Service components collocated at Customers or an End Users facilities Customer shall make and maintain throughout the Term ail reasonable site preparations necessary to permit the installation, maintenance and operation of the Service and env TWC Equipment as specified by TWC and the( is required to provide the Services hereunder. In addition Customer vdi provide TWC with floor space, lack space, other space and clean power as is reasonably necessary for me installation and operation of TbVC Equipment at the Customer locations identified in an Order, for the term of Ilse applicable Orde•. Customer shall not charge TWC, and shall ensure that TWC does not incur, any fees or expenses wha acever m connection will Customers provision of Space, power. or access as described herein, or otherwise in corinecbol: with Customers performance of its obligations pursuant to this Section 3, and any such fees or expenses charged by a Customer End User shall be bone easily by Customer. Provided that Customer properly perforce all necessary site preparation and provides TWC with all required consents, TWC shall use commercially reasonable efforts to install the Service in accordance with the requested Service start date indicated on an Order TWC shall provide Customer with a completion notice ('Completon Notice') upon completion of the installation of a Service In the event that TWC is unable to install the Service in accordance with the agreed upon schedule as a result of (i) Customers (or its End Users) failure to deliver any required materials, support or information to TWC, or 0) TWC not being able to obtain access to equipment or software at the infitallebon location as necessary for installation of the Service, then Customer shall pay TWC the standard installation fee as identified on the applicable Attachment hereto for airy installation trip made by TWC and an additional installation fee breach subsequent trip necessitated to perform the Service installation. Interconnecton of the Service and TWC Equipment with Customer s or an End Users, as applicable, equipment will be performed by Customer unless otherwise agreed in wntng between the Parties. 4.0 SUPPORT & MAINTENANCE. TWC shall use commercially reasonable efforts to maintain the TWC-provided and installed equipment, including as applicable. any cabling. cable modems, related splicers, routers or other Items, (eolectrvely, the "TWC Equipment") on Tlil side of the demarcation pants used by TWC to provide the Service Notwithstanding any contrary provision set forthal this Agreement, equipment and services on Customer's side of the demarcation points, as well as any other Customer-proveled equipment, are the responsibility of Customer. TWC shall provide a telephone number and email address for inquiries and remote problem support for the Service. All such Customer support shall be provided only to Customer's designated personnel. as mutually agreed upon by TWC and Customer Customer is responsible for all communications and interfaces with its End Users. In no event shall TWC be responsible for providing support for any network, equipment or software not provided and installed by TWC under this Agreement or for issues or problems beyond its control Noev,thstanditg anything to the contrary in the foregoing, TWO shall use commercially reasonable efforts to vesture any cable cuts on the TWC network and shall keep Customer reasonably advised of such restoration progress. Customer agrees to provide routine operational Service support for TWC Equipment and Service components collocated at Customer's or an End Users facility, including without limitation by performing rebates. as requested by TWC. 5.0 CUSTOMER OBLIGATIONS. 5.1 Customer's use of the Service (including all content transmitted via the Service) shall comply with all applicable laws and regulations and the terms of this Agreement. Customer agrees not to resell or redistribute (whether for a fee or otherwise) the Service. or any pomon thereof. or make any use of the Service other than for Customer's internal business purposes, unless otherwise agreed in writing by TWC Customer shall ensure that Its End Users use of the Service, If any, shall comply with all applicable laws and regulations and any applicable Terns of Use (which are incorporated herein by this reference). "Terms of Use' means all applicable Service Policies, including without limitation acceptable use policies, and other terms and conditions established by TWC and available on the TWC web site, www.twcbo.comflegal, as may be modified fmm tme to time by TWC, at its sole discretion TWC may audit Customers use of the Service remotely or otherwise, to ensure Customers compliance with this Agreement. 5.2 Customer shall ensure that all TWC Equipment at Customers and Customer's End Users facilities remains free and clear of all liens and encumbrances and Customer shall be responsible for loss or damage to the TWC Equipment while at Customers or an End Users facilities. As between the Parties, Customers solely responsible for (a) all use (whether or not authorized) of the Service by Customer, an End User or any unauthorized person or entity, which use shall be deened Customer's use for purposes of this Agreement: (b) alit content that is viewed, stored or transmitted via the Service, as applicable: and (c) all third parry charges incurred for merchandise and services accessed via the Service, it any Customer agrees to conform its equipment and software, aril to ensure that each End User conforms is equipment and software, to the technical specifications for the Service provided by TWC from time to tine. 6.0 TERM. The Agreement shall commence on the date of full execution by the Parties (the' Effective Date') and shall remain in effect for an Initial term of one (1) year (the -Initial Tenn'). Unless terminated earlier in accordance with the provisions stated herein, upon the expiration of the Initial Term this Agreement shall automatically renew on an annual basis. unless either Party notifies the other Party at least ninety (90) days prior to the expiration of the then -current Tenn of such Party's intent not to mnew (the Initial Term and any renewal term collectively referred to as the'Term") If an Order Term (as set forth in an applicable Order) extends beyond the expiration of the Term, then this Agreement and the respective Order(s) will continue in effect until the expiration or termination of the applicable Order Term, but only as to the applicable Order(s), antl subject to thee termination rights of TWC and Customer under this Agreement. http://www.twcbc.com/corporate/service agreement.html 10/7/2008 Time Warner Cable Business Class I Terms and Conditions Page 2 of 6 7.0 PAYMENT. For each Service, Customer agrees to pay TWC the non -recurring Service installation fees and monthly recurring Service fees (collectively the -Service Charges") set forth on the applicable Order in accordance with the following payment terms. Service Charges will be billed to Customer on a monthly basis, in accordance With TWC's regular billing schedule, and are Payable within thirty (30) days after the date appearing on the invoke TWC shall have the right to increase Service Charges for each Service after the initial Order Term for such Service upon thirty (30) days advance written notice to Customer. TWC may charge a Isle fee for any amounts which are not paid when due. The late fee will be the lesser of one and one-half percent (1 5%) per month or the highest rate chargeable by law. Customer shall also be responsible for all costs of collection (including reasonable attorneys' fees) to collect overdue amounts, If Time Warner Cable fails to present an invoice in a timely manner. such failure shall not constitute a waiver of the charges for the fees to which it relates Said customer shall pay such invoice as required to agreed upon payment terms 8 0 TAXES Customer shall pay all federal, state. and local taxes. feescharges, surcharges or similar exactions imposed on the Services and/or products that are the subject of this Agreement including but not fimited to state and local sales and use taxes. telecommunications taxes federal and state universal service fund fees and/or state and local regulatory fees to me extent applicable TWC shall have the right to recover from Customer the amount of any state or Iocai fees or taxes arising as a result of this Agreement, which are imposed on TWC or TWC's services, or measured on TAUS receipts. Such fees or lazes shall be invoiced to Customer in the form of a surcharge included on Customers invoice TWC shall be responsible for and shall pay all taxes measured by TWC's net income. To the extent that a dispute arises as to which Party is liable for fees or taxes under this Agreement. Customer shall bear the burden of proof in showing that the fee or tax is imposed upon TWC's net Income. This burden may be satisfied by Customer producing written documentation tram the jurisdiction imposing the fee or tax indicating that the fee or tax rs based or TWC's ref income. Customer shall be responsible for providing TWC any antl all documentation substantiating a claim for exemptkn from faxes or fees prior to the date that Services are first provided under this Agreement. To the extent such documentation is held invalid for any reason, Customer agrees to reimburse TWC for any tax or fee liability including without limitation related interest and penalties ansing tram such invalid documentation. 8.1 Customer represents and warrants that Customer's use of the Services shall be such that the Service shall be deemed junsdictionally interstate, pursuant to the Federal Communications Commission's mixed use' 10% Rule' (47 C F R. 36.154, 4 FCC Red. 1352), and shall notify TWC in the avant of breach or threatened breach of the foregoing. If, as a result of Customer s use of the Service the Service is deemed not to be Iudsdktionally interstate pursuant to the 10% Rule then Customer will be liable for any resulting fees, fines, penalties and casts incurred by TWC. In addition, if TWC determines that Customers use of the Service is likely to be deemed not to be junsdictionagy interstate, and therefore that TWC's provision of the Services is likely to put TWC's franchises. licenses, permits or business at risk or otherwise cause regulatory problems fur TWC, then TWC may immediately suspend the provision of Services under all affected Service Orders unit such time as either (a) Customer provides TWO with Satisfactory assurances that Customers use of the Services shall be deemed to be lunsdicoonally interstate or N) TWC is otherwise brought Into full compliance with any applicable laws and regulations. 8.2 Customer acknowledges that currently, and from time to time. there Is uncertainly about the regulatory classification of some of die Services TWC provides and, consequently, uncertainty about what fees, taxes and surcharges are due from TWC afti its cuslomere Customer agrees that TWC has the right to determine, in its sole discretion, what fees, taxes and surcharges are due and to tolled and remit clam is the relevant governmental authorities, andlor to pay and pass them through to Customer. Customer hereby waives any claims it may have regarding TWC s collection or remittance of such fees. taxes and surcharges. Customer understand thW A may obtain a list of the fees, taxes and surcharges that TWC cur rentiy collects or passes through by writing to TWC at the following address and requesting same. Time Wainer Cable. 7800 Crescent Executive Drive, Charlotte, North Carolina, 28217; Attention Subscriber Tax Inquiries 0.0 PROPRIETARY RIGHTS AND CONFIDENTIALITY (a) TWC's Proprietary Riehts. All materials including, but not united to, any TWC Equipment (Including related firmware), software, date and information provided by TWC, any identifiers or passwords used to access the Service or otherwise provided by TWC, aril any know-how, methodologies or processes including, but not limited to, all copyrights, trademarks, patents, trade secrets any other proprietary rights inherent therein and appurtenant thereto, used by TWC to provide the Service (collectively' TWC Materials) shall remain the sole and exCluswe property of TWC mile suppliers. Customer shall acquire no interest in the TWC Materials by virtue of the payments provided for herein. Customer may use the TWC Materials solely for Customers use of the Service Customer may not disassemble decompiie, reverse engineer, reproduce, modify or distribute hie TWC Materials in whole urn pad or use then, for the benefit of any third party. All rights In the TWC Materials not expressly granted to Customer herein are reserved to TWC. Customer shall not open. alter, misuse, tamper with or remove the TWC Equipment as and where installed by TWC, and shall not remove any markings or labels from file TWC Equipment indicating TWC (or its suppliers) ownership or serial numbers. (b) Confidentiality Customer agrees to maintain in confidence, and not to disclose to third games or use. except for such use as Is expressly permitted herein, the TWC Materials and any other information and materials provided by TWC in connection with this Agreement including but not limited W the content of this Agreement -that are identified or marked as confidential or are otherwise reasonably understood to be confidential. (c) Software. If Software is provided to Customer hereunder, TWC grants Customer a OmiteO. non-exclusive and inn -transferable license to use such software, In abject code for, only, solely for the purpose of using the Service for Customers internal business purposes during the Tern. 100 MONITORING, EQUIPMENT UPGRADES AND MODIFICATIONS TWC shall have the right, but not the obligation, to upgrade, modify and enhance the. TWC Equipment (including related firmware) and the Service ant take any action that TWC deems appropriate to protect the Service and its facilities TWC also shall have the right to add to, modify or delete any provision of this Agreement hinctudmg the Terms of Use). TALC will notify Customer of any material adverse change in this Agreement (including the Terns of Use) or Service descriptions by posting notice of such change on the TWC web site or by email, or, it applicable, in the appropriate TWC tariff In any event if TWC modifies this Agreement (including the Terms of Use) and such modification has a material adverse impact on Customers ability to use the Service. Customer may. within the thirty (30) day period following the date of such modification. terminate without penalty the Order relating IQ the affected Service. 110 TERMINATION. Either Party may terminate an applicable Order (a) upon thirty (30) days written notice of the other Parry's material breach, provided that such material breach is not cured within such thirty (30) day period, or (b) immediately, in the event that the other Party liquidates is adjudicated as bankrupt, makes an assignment for the benefit of creditors, invokes any provision of law or general relief from its debtors, initiates any proceeding Seeking general protection from its creditors, is removed or delisted from a trading exchange or its long term debt is downgraded more than two levels from its rating as of the Effective Date In addition, in the event that Customer fails to comply with any applicable laws or regulations, the terms of this Agreement or the Terms of Use, TWC may upon thirty (30) days written notice suspend or discontinue any applicable Service in whole or in part without further notice, provided that such failure is rot cured within such thirty (30) day period. In addition. TWC may immediately suspend Customers or its End Users use of the Service if such use its determined by TWC, at Its sole dscretion, to be resulting in a material degradation of the TWC network, until such time as such degradation has been remedied TWC will use commercially reasonable efforts to assist Customer in remedying such degradaton. In the event of a suspension, TWC may require file payment of reconnect or other charges before restarting the suspended Service. Upon the termination or expiration of this Agreement and the Oder(a) hereunder (I) TWC's obligations hereunder shall cease; (ii) Customer promptly shall Pay all amounts due and owing to TWC for Service delivered prior to the data of termination or expiration and any applicable de nslaimbon fees identified in Creeds), If any; tiff) Customer promptly shall cease all use of ary Software provided by TWC hereunder. and shall return such software to TWC; and (iv) Customer shall velum to TWC or permit TWC to remove. in TWC's discretion, the TWC Equipment in the same condition as when received, ordinary wear and tear excepted Customer shall be responsible for reimbursing TWC for the reasonable and documented costs of Ode repair or replacement, at TWCs discretion, of any TWC Equipment rot returned in accordance with this Section 11 In addtion. notwithstanding anything to the contrary herein, upon early termination of an Order by Customer for any reason other than asset forth in Section 11(a) or 11(b) above or by TWC for any reason set forth In Section Ills) or 1l(b) above, Customer shall, at TWC's discretion, (1) promptly pay TWC a termination fee equal to the Service Charges that would have been due for the remainder of the Initial Tenn or the then -current renewal term or (2) reimburse TWC for all volume, tern or other discounts and credits prodded in anticipation of full performance of Customers obligations, as applicable, and any unpaid portion of the installation fee set forth in the applicable Order(s) The foregoing shall be in addition to any other rights and remedies that TWC may have under this Agreement or at law or equity relating W Customer's material breach. 12.0 INDEMNIFICATION Customer agrees to defend, indemnify and hold harmless TWC, its affiliates, its service providers and suppliers and their respective oKcere, directors, employees and agents, from and against third party claims, liabilities, damages and expenses. including reasonable attorneys' and other professionals' fees, arising out of or relating to (a) Ode use of the Service, including but not limited to a breach of Section 5 herein; or (b) personal injury or property damage caused by the negligence orwnllful misconduct of Customer or its employees or agents(c) any fees, fines or penalties incurred by TWC as set forth in Section 8.1 herein; or (d) breach of the terms governing any use of music service provided as part of the Service. 13.0 DISCLAIMER OF WARRANTY. CUSTOMER ASSUMES TOTAL RESPONSIBILITY FOR USE OF THE SERVICE AND USES THE SAME AT ITS OWN RISK, TWC EXERCISES NO CONTROL OVER AND HAS NO RESPONSIBILITY WHATSOEVER FOR THE CONTENT TRANSMITTED OR ACCESSIBLE THROUGH THE SERVICE AND TWC http://www.twcbc.com/corporate/service_agreement.html 10/7/2008 Time Wainer Cable Business Class I Terms and Conditions Page 3 of 6 EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR SUCH CONTENT. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, THE SERVICE, TWC EQUIPMENT AND TWC MATERIALS ARE PROVIDED'AS IS," WITHOUT WARRANTIES OF ANY KIND. EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE. NON -INFRINGEMENT, SYSTEM INTEGRATION, DATA ACCURACY, QUIET ENJOYMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE NO ADVICE OR INFORMATION GIVEN BY TWC, ITS AFFILIATES OR ITS CONTRACTORS OR THEIR RESPECTIVE EMPLOYEES SHALL CREATE ANY WARRANTY TWC DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL MEET CUSTOMER'S REQUIREMENTS, PREVENT UNAUTHOR12ED ACCESS BY THIRD PARTIES, WILL BE UNINTERRUPTED, SECURE, ERROR FREE, WITHOUT DEGRADATION OF VOICE QUALITY OR LOSS OF CONTENT, DATE OR INFORMATION OR THATANY MINIMUM TRANSMISSION SPEED IS GUARANTEED AT ANY TIME, EXCEPT ASSET FORTH IN THIS AGREEMENT IN ADDITION, CUSTOMER ACKNOWLEDGES AND AGREES THAT TRANSMISSIONS OVER THE SERVICE MAY NOT BE SECURE, CUSTOMER FURTHER ACKNOWLEDGES AND AGREES THAT ANY DATA. MATERIAL OR TRAFFIC OF ANY KIND WHATSOEVER CARRIED, UPLOADED, DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT CUSTOMER'S OWN DISCRETION AND RISK AND THAT CUSTOMER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO CUSTOMER'S OR AN END USER'S COMPUTER SYSTEM OR EQUIPMENT (INCLUDING NETWORK EQUIPMENT) OR LOSS OF SUCH DATA, MATERIAL OR TRAFFIC DURING, OR THAT RESULTS FROM, CUSTOMER'S OR ITS END USERS USE OF THE SERVICE INCLUDING BUT NOT LIMITED TO CUSTOMER'S OR END USER'S SENDING OR RECEIVING, OR UPLOADING OR DOWNLOADING, OR ATTEMPTS TO DO SAME, OF SUCH DATA MATERIAL OR TRAFFIC IN ADDITION, CUSTOMER ACKNOWLEDGES AND AGREES THAT TWC'S THIRD PARTY SERVICE PROVIDERS DO NOT MAKE ANY WARRANTIES TO CUSTOMER UNDER THIS AGREEMENT AND TWC DOES NOT MAKE ANY WARRANTIES ON BEHALFOF SUCH SERVICE PROVIDERS UNDER THIS AGREEMENT, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON -INFRINGEMENT. FITNESS FOR A PARTICULAR PURPOSE, SYSTEM INTEGRATION, DATA ACCURACY OR QUIET ENJOYMENT. 14 0 LIMITATION OF LIABILITY. IN NO EVENT SHALL TWC BE LIABLE TO CUSTOMER, AN END USER OR ANY THIRD PARTY FOR ANY INCIDENTAL, INDIRECT. CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF WHETHER TWC HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TWC'S AGGREGATE LIABILITY FOR ANY REASON AND ALL CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT INCLUDING, BUT NOT LIMITED TO, CONTRACT. TORT (INCLUDING NEGLIGENCE) AND STRICT PRODUCT LIABILITY) SHALL BE LIMITED TO THE FEES PAID OR OWED BY CUSTOMER UNDER THE ORDER THAT IS THE SUBJECT MATTER OF THE CLAIM IN THE SIX (6) MONTHS PRECEDING THE DATE THE CLAIM ARISES. IN NO EVENT SHALL TWC'S AFFILIATES THIRD PARTY SERVICE PROVIDERS OR SUPPLIERS HAVE ANY LIABILITY TO CUSTOMER HEREUNDER 15.0 DISCLOSURE OF CUSTOMER INFORMATION. Customers privacy interests, including Customers ability to limit disclosure of certain mformarton to third parties, may be addressed by. among other laws, the Federal Telecommunications Act (the `Telecommunications Act-), the Federal Cable Communications Act uhe -Cable Act'), the Electronic Communications Privacy Act. and, to the extent applicable. state laws and regulations Customer proprietary network information and personally identifiable Information that may be collected, used or disclosed in accordance with applicable laws is described in the Subscriber Privacy Notice provided by TWC in writing, and, it applicable, in TWC's tari:C which are incorporated herein by reference. Customer acknowledges receipt of the Subscriber Privacy Notice In addition to the foregoing, Customer hereby acknowledges and agrees that TWC may disclose Customers and Its employees personally identifiable riformahon as required by law or reguatoont or the. American Registry for Internal Numbers ("ARIN') of ary similar agency, or In accordance with TWC'a Subscriber Privacy Notice or, If applicable. tariff In addition. TWC shall have the right (except where prohibited by law notwithstanding Customers consent), but not the obligation, to disclose any information to protect its rights, property and/oroperations, or where circumstances suggest that individual or public safety is in pent, 16.0 FORCE MAJEURE Notwithstanding anything to the contrary contained herein. a Party shall have no lability to the other hereunder due to circumstances beyond Its control, including, but not limited to, acts of God, terrorism, flood, fiber cuts, natural disaster. regula0on or governmental acts. fire. civil disturbance, weather, or any unauthorized access to or destruction or modification of the Service, in whole or in part (each a "Force Majeure Event'). Notwithstanding anything to the contrary herein, Customer may terminate the affected Order(s) in Its entirely and witiW ut penalty 0 a Force Majeure Event continues for more than ten 00) consecutive days and prevents TWC from delivering the Service subject to such Orders) 17 0 REGULATORY AND LEGAL CHANGES, POLE ATTACHMENT AND CONDUIT CHARGES, TARIFFS. In the event of any change in applicable law, regulation. decision, rule or order, Including without imitation any navy application of or Increase in universal service fees or other government or quasi -government -imposed charges that increases the costs or other terms of TWC a delivery of Service to Customer. or, in the event of any increase in pole attachment or conduil charges applicable to any faci6Fes used by TWC in providing the Service, Customer acknowledges and agrees that TWC may Was through to Customer any such increased fees or costs. but only to the extent of the actual increase, provided TWC notifies Customer at least thirty (30) days in advance of the increase In such case, and if such Increase materially increases the fees or charges due by Customer hereunder for the applicable Service. Customer may, wit in thirty (30) days after notification of such increase, terminate the affected Service wigwut incurring termination liability, provided Customer notifies TWC at least fifteen (15) days in advance of Customer's requested termination dale Further. in the event that TWC is required to file tariffs or rate schedules with a regulatory agency or otherwise publish its rates in accordance with regulatory agency rules or poll respecting the delivery of the Service or any portion thereof, and TWC is required under applicable law to apply those rates to Customer's purchase of Senate under this Agreement. then the terms set forth in the applicable tariff or rate schedule shall govern TWC; a delivery of. and Customers use or consumption of the Service In addition, if TWC determines that offering or providing the Service, or any pan thereof, has become impracticable for legal or regulatory reasons or circumstances, then TWC may terminate this Agreement as to any or all of the Service and may terminate any affected Orders, without lability by giving Customer thirty (30) days prior written notice or any such notice as is required by law or regulation applicable to such determination. 17.1 This Agreement, its Attachments antl The Orders) are subject to all applicable federal, stale or local laws and regulations In effect in the relevant jurisdictionls) in which TWC provides the Services if any prevision of this Agreement, its Attachments, or the Order(s) contravene or are in conflict with any such law or regulation, then the terms of such law or „egulation shall take priority over the relevant provision of this Agreement, its Attachments, and/or the Order(s). If the relevant law or regulation applies to some but rrot all of the Services) being provided hereunder, then such law or regulation will eke priority over the relevant provision of this Agreement. Its Attachments. and the Orders) only for purposes of those Service(s) to which the law or regulation applies. Except as explicitly stated in this Agreement, nothing contained in this Agreement shall constitute a waiver by TWC of any rights under applicable laws or regulations pertaining to the installaboit operation, maintenance or removal of the Services, facilities or equipment. 18 0 ENTIRE AGREEMENT. This Agreement, including without limitation all Attachments that are attached hereto and incorporated herein by this reference, sets forth the entire agreement between die Parties with respect to the subject matter hereof and supersedes all previous written or oral agreements or representations between the Parties with respect to such subject matter. 190ORDER OF PRECEDENCE. Each Service shati be provisioned pursuant to the tarts and conditions of this Agreement If, the event that TWO pennies a Customer to use its own standard purchase order form to order the Service, the Parties hereby ackhowiedge and agree that the terms and conditions hereof shall prevail notwithstanding any variance win n the terms and conditions of any purchase order submitted by Customer, and any different or additional terms contained in such purchase order shall have no force or effect. To the extent that the terms of any Attachment or Order are inconsistent with the terms of this Agreement, the terms of this Agreement shall control. 20.0 COMPLIANCE WITH LAWS As between the Parties. TWC will obtain and maintain at its own expense all licenses, approvals and regulalo v authority required by law with respect to TWC's opemuon and provision of the Services as contemplated herein, and Customer will obtain and maintain at its own expense all license, approvals and regulatory authority required by law with respect to Customer 6 use of the Services as contemplated therein. Unless specified otherwise in this Agreement, each Party will give all notices, pay all fees and comply with all laws, ordinances, rules and regulations relating to its performance obligations specified herein. 210 ARBITRATION. EXCEPT FOR CLAIMS FOR INJUNCTIVE RELIEF, AS DESCRIBED BELOW, ANY PAST, PRESENT, OR FUTURE CONTROVERSY OR CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE RESOLVED BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION UNDER ITS COMMERCIAL ARBITRATION RULES. INCLUDING. IF APPLICABLE. THE SUPPLEMENTARY PROCEDURES FOR THE RESOLUTION OF CONSUMER RELATED DISPUTES CONSOLIDATED OR CLASS ACTION ARBITRATIONS SHALL NOT BE PERMITTED THE ARBITRATOR OF ANY DISPUTE OR CLAIM BROUGHT UNDER OR IN CONNECTION WITH, THIS AGREEMENT SHALL NOT HAVE THE POWER TO AWARD INJUNCTIVE RELIEF, INJUNCTIVE RELIEF MAY BE SOUGHT SOLELY IN AN APPROPRIATE COURT OF LAW. NO CLAIM SUBJECT TO ARBITRATION UNDER THIS AGREEMENT MAY BE http://www.twcbc.com/corporate/service agreement.html 10/7/2008 Time Warner Cable Business Class I Terms and Conditions Page 4 of 6 COMBINED WITH A CLAIM SUBJECT TO RESOLUTION BEFORE A COURT OF LAND THE ARBITRABILITY OF DISPUTES SHALL BE DETERMINED BY THE ARBITRATOR. JUDGMENT UPON AN AWARD MAY BE ENTERED IN ANY COURT HAVING COMPETENT JURISDICTION IF ANY PORTION OF THIS SECTION IS HELD TO BE UNENFORCEABLE, THE REMAINDER SHALL CONTINUE TO BE ENFORCEABLE 22 0 MISCELLANEOUS This Agreement shall be governed and construed In accordance with the laws of Ole State of New York, excluding its conflicts of law prim plas (other than Section S- 1401 of the New York General Obligations Law). In the event that any portion of the Agreement is held to be invalid or unenforceable, the Invalid or unenforceable portion shell be construed in accordance with applicable law as needy as possible to reflect the original intentions of the parties set forth herem and the remainder of this Agreement shall remain in full form and effect No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default Customer may not assign this Agreement without the prior we ten consent of TWC, and any assignment in violation of this Section shall be null and void. TING may assgn its rights and obligations under this Agreement including, without linlhation, in whole or in part, to any affiliate without the pror, whiten approval of or notice to Customer. Customer understands and agrees that. regardless of any such assignment, the rights and obligations of TWC herein may accrue to, or be fulfilled by, any affiliate, as well as by TWC and'or its subcontractors Customer rosy not have a press release. public announcement or other public statements regarding this Agreement without TWC's prior written consent Excluding any third party claims claims under this Agreement must be initiated not later than Net (2) years after the claim arose There are no third party beneficiaries to this Agreement The Parties to this Agreement are independent contractors. Any riches under this Agreement shall be given in wntmg and shall be deemed to have been given when actually received by the other Party. Notices shall be delivered to Customer and TWC at the respective addresses set forth above, or to such other address as is provided by one Party to the other in writing. The provisions of sections 7, 8, g. 11, 12. 13, 14. 15, 21 and 22 shall survive the termination or expiration of this Agreement No modification of any provision of this Agreement shall be valid unless set fodh in a wnaen nmtwment sgned by both Parties This Agreement may be executed in counterparts. each of which shall be deemed an original and all of which together shall constitute one and the same instrument Attachment A National Teleworker Service and Branch Office Connectivity Service Service Descriptions: National Teleworker Service ("NTW Service"); If Customer selects to receive the Cable TV Service TWC shall provide Basic and Standard Cable services Customer understands and agrees that premium program services, such as HBO, Cinemax. Showame. and The Movie Channel. may not be received or shown on any television receivers located in any public areas, such as lounges, myrooms, visrbng areas or other common areas used by groups or the general public, nor shall Customer authorize or approve of any copying, taping or duplicating thereof. Branch Office Connectivity Service ("BOC Service"): If Customer selects to receive the BOC Service, TWC shall provide connectivity from the number of Customer branch offices set forth in an accepted Order to the Customers date network. Subject to Customer's payment of the Service Charges assessed hereunder, Customer shall be permitted to conned any number of computers within Customers identified branch offices to the Service, provided that use does imt exceed the standard bandwidth provided by TWC Customer's use of the NTW Service antllor the BOG Service is subject to the following additional terms and conditions. TINC shall allow Customer employees to use (however in no event shall TWC be responsible for) a Virtual Private Network (VPN) and to allow the VP to pass through the cable modem of any NTW Serves or ROC Service, as applicable, provided Nat TWC shall have the right to disconnect (or demand the immediate disconnection oft any such service that degrades the TWC Service for other subscribers on the TWC network Customer shall not upload, post, transmit or otherwise make available on or via the NTW Service or BOC Service any material (including any message or series of messages) that violates or infringes in any way upon the rights of others, that is unlawful. threatening, abusive, obstructive, harassing, libelous invasive of privacy or publicity rights, that in the circumstances would be obscene at ind ecenb that conaftuters hate speech, that is othmwise offensive or objectionable. or that encourages conduct that would constitute a cnmmal offense give rise to civil feblldy or otherwise violate any law. TWC may remove content that in its judgment violates these standards. TWC shall have the right, but not the obligation, to (a) mother traffic and content, on its network, in ,Is sole discretion, including through the use of automatic content filters (including without limitation Spam, virus, and adult language sniffers and filters), and (b) monitor Customer's bandwidth utilization and to limit excessive use of bandmi th (as determined by TWC) as TWC deems appropriate to efficiently manage as network In the event that any TWC audit reveals that Customers usage of the NTW Service Or BOC Service exceeds Customers rights hereunder, Customer shall pay TWC an amount equal to one and a half times the Service Charges that would have been due for such excessive usage as liquidated damages and not as a penalty in addition, Customer shall either discontinue any excess usage or thereafter continue to pay the applicable Service Charges for such additional usage In addition TWO shall have the right, but not the obligator, to (i) review content in public areas of the NTW Service or BOC Service, including chat rooms. bulletin boards and tomms in older to determine compliance with this Agreement and any roles now or hereafter established by TWC; and (b) remove (or demand the removal of) any such content that TWC delermmes to be unacceptable or to violate the terms of this Agreement, any bandwidth utdization limitations or other Terms of Use. Attachment B Cable TV Service Service Description: Cable w Service: If Customer selects to receive the Cable TV Service, TWC shall provide Basic and Standard Cable services. Customer understands and agrees that premium program services, such as HBO, Cinemax. Showbme, and The Movie Chanciel, may not be received or shown on any television receivers located In any public areas, such as lounges, dayreoms, visiting areas or other common areas used by groups or the general public, nor shall Customer authorize or approve of any copying, taping Or duplicating thereof. Customer's use of the Cable TV Service is subject to the following additional terms and conditions: In the event that changes in technology require the use of specialized equipment to continue to receive Cable TV Services provided by this Agreemem, TWC agrees to provide such equipment and Customer agrees to pay for such equipment at the same rate charged by TWC to commercial customers In the municipality in which Customers property receiving the Cable TV Service is located. In the event that any TWC audit reveals that Customers usage of the Cable TV Service exceeds Customers rights hereunder. Customer shall pay TWC an amount equal to one and a half times the Service Charges that would have been due for such excessive usage as liquidated damages and not as a penally. In addition, Customer shall either disconbnue, any excess usage or lher unite, cot bnue to pay the applicable Service Charges for such additional usage The monthly service charges set forth in an Order for Cable TV Service do not include applicable taxes, regulatory fees, franchise fees and public access fees. Notwithstanding anything to the contrary in this Agreement. the monthly service charges for the Cable TV Service are subject to change in accordance with commercial Cable TV rate Increases applied to commercial customers. Attachment C http://www.twcbc.com/corporate/service agreement.htm] 10/7/2008 Time Warner Cable Business Class I Terms and Conditions Page 5 of 6 Business Class Phone Service Service Description: Business Class Phone Service: If Customer selects to receive the Business Class Phone Service Customer will receive telephone service consisting of up to twelve lines. Including a variety dfeahues, as described more fully in the applicable Order. Customer's use of the Business Class Phone Service is subject to the following additional terns and conditions: • Customer acknowledges that the voice -enabled cable modem used to provide the Business Class Phone Services is electrically powered and that the Business Class Phone Services, including the ability to access 911 services and alarm, security. medical and other mommung services, may not operate in the event of an electrical power outage or d Customers TWC broadband connection is disrupted or not operating. Customer also acknowledges Nat, in the event of a power outage at Customer or any End User a facility. any battery or backup power supply included with the TWC-prowded voice -enabled cable modem may enable back-up service for a l:m:led wood of lima or net at all, depending on the circumstances, and that inclusion of the battery or back-up power supply does not ensure that Business Class Phone Service will be available in all circumstances Customer also acknowledges that, in the event of a loss of power that disrupts the local TWC cable system fire battery or back-up flower supply included with the TWC-provided voice -enabled cable modem will not provide back-up service and the Business Class Phone Service will net be available. • Customer agrees that TWC will not be responsible for a" losses or damages arising as a result of the unavailability of the Business Class Phone Service, including the inability to reach 911 or other emergency services, or the inability to contact a security system or remote medical or other montmdrg service provider. Customer acknowledges that TWC does not guarantee that ills Business Class Phone Service will operate with alarm. security, medical and/or ogler monitoring systems and services, and that Customer must contact (at Customer's We expense) any applicable alarm security. medical or other monitoring system and service provider in order to test Customers system: operation with the Business Class Phone Service • The location and address associated with the Business Class Phone Service will be the address identified on the Omer. Customer's not permitted to move TWC Equipment from the location and address m which it has been installed. Furthermore, if Customer moves :Is voice -enabled cable modem to an address different than that identified on the Order, calls from such modem to 911 wan appear to 911 emergency service operators to becoming front the address identified on the Order and rot the new address • C toner acknowledges that the existing telephone wiring inside Customer's circles, its End Users facility (as applicable) may not support both the Business Class Phone Service and digital subscnber line (DSL) service or other services provided by other service providers. Therefore, Customer intends to obtain service from Other providers in addition to Business Class Phone Service, Customer must maintain separate w:nng. lot provided by TW'C. specifically for use with such other services provided by other service provider; and must ensure that any existing DSL service or other service is properly disconnected from all wrung to be used for Business Class Phone Service prior to installation Of Business Class Phone Service on Custoners existing wing • Customer agrees to provide TWC and its authorized agents with access to Customer's internal telephone wiring at the network interface davoe or at some other minimum point of entry In order to facilitate the installation and operation of Business Class Phone over existing wiring. Customer hereby authorizes TWC to make any requests from Customer's landlord, budding Owner andlnr building manager as appropriate and to make any requests necessary to Omer or prior communications service providers as necessary and appropriate to ensure that TWC has all access to inside wiring and cabling necessary and sufficient to efficiently and securely instill Business Class Phone Service and all related equipment - In the event that a material error or omission in Customer s directory listing information, regardless of form, is caused by TWC Customers sole and exclusive remedy shall be a partial service credit in an amount set by TWC's then-curent standard policies or as prescribed by applicable regulatory requirements, ifany. Notwithstanding the foregoing, TWC shall have no other liability for any error or omission in any directory listing information • Information retailing to Customer calling details ('Calling Details"). including the quantity. configuration, type, deetimalion and amount of Business Class Phone Service usage by Customer, and information contained in Customer's bills (collectively. "Customer Propnelary, Network Infomnauon" or-CPNI), that is Obtained by TWC pursuant to its provision of Business Class Phone Services will be protected by TWC as described herein and in accordance with applicable federal and state requirements. Notwithstanding the foregoing, the following shall not be CPNI (I) Customers directory listing information, regardless of whether such directory information :s or is not published or intended to be published, and (it) aggregated and/or compiled information that does not contain customer -specific references, even if CPNI was used as a basis for such information. - TWC may use CPNI and share CPNI with its partners and contractors: (I) to provide services and bills to Customer, (b) to respond to governmental requests and subpoenas III) pursuant to applicable law, including the Communications Assistance for Law Enforcement Act ("CALEA-) Qv) to protect the interests of TWC, Customer and related parties in preventing fraud, theft of services, abuse, harassment and misuse of telephone services: (v) to protect the security and integrity of TWC's network systems: and (vi) to market additional rWC services to Customer that are of the same category as the services mat Customer purchases from TWC. Customer agrees that, except as provided in Section 14.0 of the Agreement and applicable law, TVVC will not be liable for any losses or damages arising as a result of disclosure of CPNI. TWC may use without further consent Customers CPNI to market ro customer additional TWC semces that are of the same category as the services that Customer purchases from time W time from TWC TWC will obtain Customer's consent before using Customer's CPNI to market to Customer TWC services that are not within the categories of services that Customer purchases from TWC. • Customer may obtain from TWC Calling Details shoving Customers outbound calls made within a trailing 90-day period Customer may access this information by logging in through Customer's secure account information page on TWC's web portal or by requesting such information in wining or by telephone call to TWC if Customer has not been assigned a designated account representative, TWC will respond to Customer requests for Customer Calling Details only :n compliance with riNC s Ner-currerd authentication requirements and applicable law Such authentication requirements may require Customerto obtain a secure password, %then may be required for both online and telephone requests for Calling Details. TWC will provide the requested Calling Details by sending a printout all CD containing the requested information to the Customer's established account address or by making the document or iMormahon available to Customer or Customers employee at a TWC retail location upon presentiment Of a valid government -Issued photo ID and proof of authorization by Customer. TWC will notify Customer of any requests to change account passwords, salivate online account access and change Customer's establish" account address TWC may provide such notice by voicemail. by e- mail or by regular mail to Customers prior account address. • it TWC has assigned a designated account representative to Customer, Customer may identify a person or persons who are authorized to request Calling Details from the designated account representatii with or without further identity authentication. at Customers option, and may designate the means by which TWC will provide such information to Customer (e.g., electronically, by fax, by mail, orally or otherwise) (-Calling Detail Preauthonzabon Plan"). Thereafter. TWC will provide requested Calling Detail in accordance with the Calling Detail Preaumonzatlon Plan. Customer is responsible for. (I) ensuring that TWC receives timely notice of any changes to me Irst of authonzed individuals (k) the accuracy of Customer -defined additional authentication infomaton and practices: (in) and maintaining the security and confidentiality of the Calling Detail Preauffun ization Plan. TWC will not be liable to Customer for any disclosure of Calling Detail. including CPNI, that occurs if TWC has complied with the Calling Detail Preauthorizabon Plan. Attachment D Data Services: High Speed Data/ Metro Ethernet Solutions/Dedicated Internet Access Services Description: High Speed Data ("HSD Service"): If Customer selects to receive the HSD Service: TWC shall provide connectivity from the number of Customer sites set forth in an accepted Order to he Customers data network Sub)ed to Customers payment of the Service Charges assessed hereunder. Customer shall be permitted to connect any number of computers within Customer's identified sites to the Service, provided that use does not exceed the standard bandwidth provided by TWC. Marro Ethernet Solutions/Dedicated Internet Access ("MES/DIA"): Ile Customer selects to receive he metro ethernet solutions/dedicated access service ('Metro Ethernet Solutions Service ). TWC shall provide Customer with a dedicated circuit connection between Customers dam network identified on an Order and he TWC http://www.twcbc.com/corporate/servicq_agrecment.html 10/7/2008 c oTIMEWARNER CABLE Business Class Business Class Customer Service Order Account Executive: John Carrigan Phone: (562) 618-1612 ext: Cell Phone: (760) 574-5746 Fax: (704) 945-5460 Email: john.carrigan@twcable.com LA QUINTA CITY Business Name HALL Customer Type: Existing Customer Federal Tax ID Tax Exempt Status Tax Exempt Certificate # ******0431 Billing Address Account Number PO BOX 1504 LA QUINTA CA 92247 8448410800034625 Billing Contact Billing Contact Phone Billing Contact Email Address Sandra Mancilla 760 777-7057 smancilla@la-guinta.org Authorized Contact Authorized Contact Phone Authorized Contact Email Address Chris Escobedo 760 777-7000 cescobedo@la-guinta.org Technical Contact Technical Contact Phone Technical Contact Email Address Mason Lord 760 777-7114 admin@la-guinta.org Internet and Video Order Information For 78495 CALLE TAMPICO LA QUINTA CA 92253 Service Type Customer Requested Due Date Video 06/24/13 IPs (Internet Addresses) 06/24/13 High Speed Internet {HSD) 06/24/13 New and Revised Services and Monthly Charges At 78495 CALLE TAMPICO , LA QUINTA CA 92253 Monthly Description Quantity Sales Price Recurring Total Contract Term 29 Static IP 1 $80.00 $80.00 Month to Month HD CONVERTER 1 $8.00 $8.00 Month to Month Basic: Choice Pack 1 $19.95 $19.95 Month to Month BCV Broadcast &Basic 1 $57.70 $57.70 12 Months Wideband HSD - 50M x 5 M 1 $465.00 $465.00 Month to Month *Total $630.65 *Prices do not include taxes and fees. Page 1 of 3 TIME WARNER GABLE Business Class Special Terms The services, products, prices and terms identified on this Service Order constitute Time Warner Cable's offer to provide such services on such terms. Until Customer has accepted this offer by signing as appropriate below, Time Warner Cable reserves the right to rescind this offer at any time, at its sole discretion. The Agreement shall be renewable for successive terms unless at least thirty (30) days prior to the expiration of the then - current term, either party notifies the other party of such party's intent not to renew this Agreement. Agreement term and corresponding monthly billing will commence on actual service installation date. Cable television and Work -at-home services are subject to annual price change. Renewal Contract Term = Month To Month (including BCV Broadcast & Basic Video). NOTE: Service Agreement shows 12 month term for BCV Broadcast & Basic Video. The actual term = Month to Month (not 12 months). Attn: TWC Ordering Department. This is due to Salesforce.com software / ordering error. Salesforce.com will currently not allow A/E to select month to month term for Service Agreement preparation purposes. Renewal contract ordered by Mason Lord / Tel # 760-777-7114 Contract Requested Effective Date = 06/24/2013 (existing Internet contract expires on 06/23/2013). Services Ordered: Internet: HSD Wideband 50Mb x 5Mb One block of 29 Static IP's (reusing existing 29 Static IP Numbers) Video: Standard Basic Cable TV Service One HD (high definition) Convertor Box Choice Pack Any questions, please call Sr. Sales Executive John Carrigan on cellular number (562) 618-1612. Electronic Signature Disclosure By signing and accepting below you are acknowledging that you have read and agree to the terms and conditions outlined in this document. Authorized Signature for Time Warner Cable Printed Name and Title Date Signed Page 2 of 3 l Au orized Si nature for Customer ',Printed and Time nA Date Wine TIME WARNER GABLE Business Class Page 3 of 3 Service Agreement This Time Warner Cable Business Class Service Agreement ("Service Agreement") in addition to the Time Warner Cable Business Class Terms and Conditions ("Terms and Conditions") and any Time Warner Cable Business Class Service Orders (each, a "Service Order"), constitute the Master Agreement by and between customer identified below ("Customer") and Time Warner Cable ("TWC" or "Operator") and is effective as of the date last signed below. Time Warner Cable Inc. Street: 83473 Avenue 45, Flr 2 City: Indio State: CA Contact: John Carrigan Telephone: (562) 618-1612 ext: Zip Code: 92201 Facsimile: (704) 945-5460 Customer Information Customer Name (Exact Legal Name): Federal ID No: LA QUINTA CITY HALL 't*****0431 Billing Address: Suite: City: State: Zip Code: PO BOX 1504 LA QUINTA CA 92247 Billing Contact Name: Phone: E-mail: Sandra Mancilla (760) 777-7057 smancilla@la-quinta.org Authorized Contact Name: Phone: E-mail: Chris Escobedo (760) 777-7000 cescobedo@la-quinta.org THIS SERVICE AGREEMENT HEREBY INCORPORATES BY REFERENCE THE TERMS AND CONDITIONS (AVAILABLE AT WWW.TWCBC.COM/LEGAL), A COPY OF WHICH WILL BE PROVIDED TO CUSTOMER UPON REQUEST. BY EXECUTING THIS SERVICE AGREEMENT BELOW, CUSTOMER ACKNOWLEDGES THAT: (1) CUSTOMER ACCEPTS AND AGREES TO BE BOUND BY THE TERMS AND CONDITIONS, INCLUDING SECTION 21 THEREOF, WHICH PROVIDES THAT THE PARTIES DESIRE TO RESOLVE DISPUTES RELATING TO THE TIME WARNER CABLE BUSINESS CLASS SERVICES AGREEMENT THROUGH ARBITRATION; AND (2) BY AGREEING TO ARBITRATION, CUSTOMER IS GIVING UP VARIOUS RIGHTS, INCLUDING THE RIGHT TO TRIAL BY JURY. By signing and accepting below you are acknowledging that you have read and agree to the terms and conditions outlined in this document. Electronic Signature Disclosure Authorized Signature for Authorized Signature for Customer Time Warner Cable Inc. By: By Name (printed): Na a (printed): c- v i t C'cC) Title: Title: Date: ate: / �c TIME WARNER CABLE Business Class Account Executive: John Carrigan Phone: (562) 618-1612 ext: Cell Phone: (760) 574-5746 Fax: (704) 945-5460 Email: john.carrigan@twcable.com Business Class Customer Service Order Order # 3669534 LA QUINTA CITY Business Name HALL Customer Type: Existing Customer Federal Tax ID Tax Exempt Status Tax Exempt Certificate # ******0431 Billing Address Account Number PO BOX 1504 LA QUINTA CA 92247 8448410800034625 Billing Contact Billing Contact Phone Billing Contact Email Address Sandra Mancilla 760 777-7057 smancilla@la-guinta.org Authorized Contact Authorized Contact Phone Authorized Contact Email Address Chris Escobedo 760 777-7010 cescobedo@la-guinta.org Technical Contact Technical Contact Phone Technical Contact Email Address Mason Lord 760 777-7114 mlord@la-guinta.org Internet and Video Order Information For 78495 CALLE TAMPICO LA QUINTA CA 92253 Customer Requested Service Type Due Date Video 12/23/13 Current Services and Monthly charges At 78495 CALLE TAMPICO , LA QUINTA CA 92253 Monthly Description Quantity Sales Price Recurring Total 50 X 5 1 $465.00 $465.00 Bc-Choice 1 $19.95 $19.95 Bc-Hd Box 1 $8.00 $8.00 Comml Accnt 1 $0.00 $0.00 29 Static I 1 $99.00 $99.00 Bc-Basic Svc 1 $57.70 $57.70 *Total $649.65 *Prices do not include taxes and fees. Page 1 of 3 Ica, TIME WARNER CABLE Business Class New and Revised Services and Monthly Charges At 78495 CABLE TAMPICO , LA QUINTA CA 92253 Monthly Description Quantity Sales Price Recurring Total Contract Term DTA Equipment 1 $1.50 $1.50 12 Months Equipment 12-mo Promotion Discount 1 $1.50 $1.50 12 Months *Total $0.00 *Prices do not include taxes and fees. Page 2 of 3 Ia TIME WARNER CABLE Business Class Special Terms The services, products, prices and terms identified on this Service Order constitute Time Warner Cable's offer to provide such services on such terms. Until Customer has accepted this offer by signing as appropriate below, Time Warner Cable reserves the right to rescind this offer at any time, at its sole discretion. The Agreement shall be renewable for successive terms unless at least thirty (30) days prior to the expiration of the then - current term, either party notifies the other party of such party's intent not to renew this Agreement. Agreement term and corresponding monthly billing will commence on actual service installation date. Cable television and Work -at-home services are subject to annual price change. Contract Prepared Date: December 19th, 2013 Services Ordered: One Analog to Digital TV Adaptor. Monthly Recurring Charge: Free (until January 01, 2015) via special 12 month promo After January 01, 2015 ($1.50 per month) Electronic Signature Disclosure By signing and accepting below you are acknowledging that you have read and agree to the terms and conditions outlined in this document. Authorized Signature for Time Warner Cable Printed Name and Title Signed Signature for Customer Name and Title Page 3 of 3 Information required to process request for Digital Adapter Converters i 1 1. Name listed on the account: 0 1y 0T l4 a,,,,k 2. Account # (required field): < L1 9 10 go ©a 2-s- 3. Address where the service is provided: 7 City a � n State Zip q - 25` -3 4. Primary Contact Name: c%S 5. Primary Contact Phone Number: %(, 0"'77 11LI 6. Alternate Contact Number: -7 'ZS 0— 'Y; 7. How many DA converters are being requested? ` I understand that there will be a charge of $1.50 per month beginning January 1, 2015 for each adapter. 1 also understand our existing wiring may not be able to support an adapter and additional expenses may be required to correct wiring to support these adapters. TWC will alert customers of the need to correct wiring prior to any work being performed or customer expenses incurred. 4011�� LO-Ij v, I ILIZ,0 13 Print Name Signature Date Please email completed form to: kathi.jacobs@twcable.com TWC Use Only: Date Order entered by Commercial: Date Order completed/delivered (confirmed by Commercial): Return to government relations. Wednesday, July 17th, 2013 DC - DA Converter Request Form.docx