CS Technologies - Amendment #1 to Master Co-Location and Shared Services Agreement 6 18 18Dubuque
klefrid
All-Amerle7 City
IIIIr
2007.2012
Masterpiece on the Mississippi 2013.2017
Donn Wilmott, General Manager
CS Technologies, Inc.
125 N. 2nd St.
Eldridge IA 52748
City Clerk's Office
City Hall
50 W. 13th Street
Dubuque, IA 52001-4805
(563) 589-4100 office
(563) 589-0890 fax
ctyclerk@cityofdubuque.org
www.cityofdubuque.org
June 25, 2018
Re: Amendment to Master Co -Location and Shared Services Agreement
Mr. Wilmott,
Enclosed a partially executed original of the amendment to the Master Co -Location and
Shared Services Agreement between CS Technologies and the City of Dubuque.
Please sign where noted, retain a copy for your records and return the original to me at
the address above.
Please contact me if you have any questions.
Thank you.
K -vin S. Firnstahl, CMC
City Clerk
Enclosure
(t)
Copyrighted
June 18, 2018
City of Dubuque Consent Items # 31.
ITEM TITLE: Proposed amendmentto ProjectStatement#1 ofthe
Master Co-location and Shared Services Agreement
between the City of Dubuque and CS Technologies
SUMMARY: City Manager recommending approval of an amendment to
an existing Master Agreement and Project Statement in
place between the City of Dubuque and CS Technologies.
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Approve
ATTACHMENTS:
Description Type
Amendment to Master Co-Location Agreement-NNM City Manager Memo
Memo
Staff Memo Staff Memo
Amendment to Master Co-location and Shared Services
Agreement between CS Technologies and City of Supporting Documentation
Dubuque
Master Co-Location and Shared Service Agreement Supporting Documentation
Between the City of Dubuque and CS Technologies
THE CITY OF Dubuque
�
AIFA�erlwGh
UB E '�� III►
Masterpiece on the Mississippi Z°°'�w'2
7A13 2017
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proposed Amendment to Project Statement #1 of the Master Co-Location
and Shared Services Agreement Between the City of Dubuque and CS
Technologies
DATE: June 13, 2018
Information Services Manager Chris Kohlmann, Civil Engineer II Dave Ness and
Sustainable Innovation Consultant David Lyons recommend City Council approval of an
amendment to an existing Master Agreement and Project Statement in place between
the City of Dubuque and CS Technologies.
This project involved a complex set of conduit sharing and construction activities.
Discoveries were made and efficiencies added throughout the implementation of the
project at the mutual agreement of the City and CS Technologies. The parties would
like to formalize those changes by an amendment to the original Project Statement.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
�� �� ���
Mic ael C. Van Milligen �� �
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Cori Burbach, Assistant City Manager
Chris Kohlmann, Information Services Manager
Gus Psihoyos, City Engineer
Dave Ness, Civil Engineer II
David Lyons, Sustainable Innovation Consultant
Dubuque
THE CITY OF �
DT T� � All-AmericaCitv
U
Masterpiece on the Mississippi 1 I I I Ial
�oo�.,a,z.zo,3.�o,�
TO: Michael C. Van Milligen, City Manager
FROM: Chris Kohlmann, Information Services Manager
Dave Ness, Civil Engineer II
David Lyons, Sustainable Innovation Consultant
SUBJECT: Proposed amendment to Project Statement #1 of the Master Co-location
and Shared Services Agreement between the City of Dubuque and CS Technologies
DATE: June 12, 2018
INTRODUCTION
The purpose of this memo is to request approval of an amendment to an existing
Master Agreement and Project Statement in place between the City of Dubuque and CS
Technologies.
BACKGROUND
In 2016 the City of Dubuque undertook its Broadband Acceleration Initiative. The
Initiative focuses on public/private collaborations and includes a comprehensive
strategy to reduce the cost and time required for broadband expansions in Dubuque.
One effort within that strategy is the use of"Master Agreements", where an overall legal,
structural and financial relationship is established between the City and broadband
providers and approved by City Council. Project Statements carried out pursuant to that
Master Agreement can then be implemented quickly as "amendments" approved by the
City Manager.
In 2016 the City of Dubuque and CS entered into a Master Co-location and Shared
Services Agreement to accelerate the deployment of new broadband capacity in
Dubuque. The initial Project Statement under that collaboration has gone well and all
anticipated value to the City has been received.
DISCUSSION
This project involved a complex set of conduit sharing and construction activities.
Discoveries were made, and efficiencies added throughout the implementation of the
Project at the mutual agreement of the City and CS. The Parties would like to formalize
those changes by an amendment to the original Project Statement (attached).
BUDGETIMPACT
There is no budgetary impact to the approval of the proposed amendment.
RECOMMENDATION AND ACTION REQUESTED
We would respectfully request your approval of this proposed amendment
c.c. Crenna Brumwell, City Attorney
Barry Lindahl, Senior Counsel
Kerry Bradley, Engineering
2
Masterpiece on the Mississippi
Donn Wilmott, General Manager
CS Technologies, Inc.
125 N. 2nd St.
Eldridge IA 52748
Dubuque
AII•Ameriea City
1111':
2007.2012
2013.2017
,/1" ", °may
City Clerk's Office
City Hall
50 W. 13th Street
Dubuque, IA 52001-4805
(563) 589-4100 office
(563) 589-0890 fax
ctyclerk@cityofdubuque.org
www.cityofdubuque.org
June 25, 2018
Re: Amendment to Master Co -Location and Shared Services Agreement
Mr. Wilmott,
Enclosed a partially executed original of the amendment to the Master Co -Location and
Shared Services Agreement between CS Technologies and the City of Dubuque.
Please sign where noted, retain a copy for your records and return the original to me at
the address above.
Please contact me if you have any questions.
vin S. Firnstahl, CMC
City Clerk
Enclosure
PROIECT STATEMENT: Sharing agreement d 1 between CSTechnologies, Inc. and City af Dubuque
Pursuant to Ihe Master Co-locations and Shared Services Agreement between City of Dubuque and CS
Technologies Inc. dated luly_, 2016 and attached hereto, the Parties hereby agree ro the foltowing
P ROIEQ STATEM ENT:
Narretive description of co-location and service sharing;
CS TECH proposes to use existing CITY owned conduit plus the placement of new CS TECH
owned condult to bring fber services to underserved areas. This will help the City of Dubuque
to attract futw�e economic growth while conneding critical CITY locations on the west edge of
town. This investment in the CITY is anticipated to be phase one of CS TECH's Fber expansions
into Dubuque, IA. CS TECH also proposes to place network equipment at the CI7Y owned 3rd
Street colocation site (near water tower) for the exchange of services with the CITY and others.
This CS TECH fber build is targeted to complete during 2016 wlth an external mst in excess of
$475,000. This ini[ial investment indudes over $315,000 to build four of the CITY's high priority
routes, passing two targeted CITY facilities and one lower priority CITY route passing two
Dubuque Community School Distrid locations. These key CITV sites indude: Dubuque
Metropolitan Waste Agency Landfill, Emergency Operations Center, Carver Elementary and the
Eleanor Roosevett Middle School. Once complete, CS TECH will also provide 12 single-mode
fbers to the C1TY on all routes within this Project Statement.
Co-location or service site:
The CITY's 3rd Street Water Tower site will be a location where CS TECH will place network
equipment for the exchange of services with the CITY and others such as WIN.
Scope of shared service to be provided by CITY to CS TECH:
CS TECH proposes to utilize CITY owned conduit as a path on portions ot this fiber build. CS
TECH proposes to pul� fber thru approximately 58,928'of CifY owned conduit. In summary this
includes portions of:
a) 9`" St. and Locust St. CS TECH vault to W, Sth St. and Hill St, by way of 10°i and Bluff
Street (3,122'),
b) W. Sth St. and Hill St. to Bryant St. and HVJY 20 (2,139'),
c) HWY 20 and Bryant St. west to HWY 20 and NW Arterial (17,057'),
d) Hwy 20 north on NW Arterial to Pennsylvania then west on Middle Rd to Radford Rd.
(7,156'),
e) NW Arterial and Chavenelle Rd. west to Pu61ic Safety Way then south on Seippel Rd.
(12,376�,
f) Hwy 20 north on Wacker Dr. to 7FK Rd then north to Asbury Rd. (5,896'),
1 -
g) W 9th St and University Ave. west to Unlversity Ave. and Asbury Rd. [hen to Asbury
Rd. and St. Ambrose St. (8,875�,
h) University Ave. and Asbury Rd sou[h to LJniversity Ave. and Pennsylvania Ave. to
Pennsylvania Ave and Mamora Ave (2,307').
Scope of shared service to be provided 6y CSTECH to CITV:
CS TECH witl construct approximately 23,673'of new conduit for CS TECH's use in mmpleting
the proposed 15J miles of new fber plant. The fve new CS TECH conduit paths will mmplete
four previously identified hlgh prioriry C1TY routes, passing two targeted CIiY facilities. The
ffth lower priority CITY route passes two Dubuque Community School District locations.
These CITY sites include: Dubuque Metropolitan Waste Agency Landfll, Emergency Operations
Cen[er, Carver Elemen[ary and the Eleanor Roosevelt Middle School. All four sites are on the
west edge of town.
Additionally, CS TECH use of CITY conduit provides fber access to one Fire Station on ]FK Rd.
and one Dubuque Community School District School, Irving Elementary.
CS TECH proposes to allow CITY only required path on portions of this mnduit build. In
summary this indudes portions oE
a) NW Arterial and Chavenelle Rd. (5,524'),
b) Chavenelle Rd. ro Public Safery Way and south on Seippel Rd. (7,553'),
c) Wacker Dr. to Pennsylvania Ave. (1,396),
d) Radford Rd. north to Carver Elementary and Eleanor Roosevelt Mlddle School (1,800),
e) Seippel Rd. south onto Hwy 20 to Landfll (7,400').
In the circumstance where conduit becomes limited or mnstrained on the routes referenced
herein and CITY requires additional capacity CITY may request approvai from CS TECH to over
ride fiber in occupied mnduit, which approval shall not be unreasonably withheld.
The parties agree that the portion of conduit build identifed as CS TECH (e) remains subject to
state and local transportation decisions that have not yet been fnalized and tha[ this portion of
the mndui[ build may be delayed or alternative adions of equal va�ue substituted, by mutual
agreement of the parties in writing.
Once completz, CS TECH wili also provide 12 single-mode fbers to the CITY on all routes withi�
this Project Statement
Term of Project
25 years, which may be extended by the mutual agreement of the partles in wnting.
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Charges and payment terms:
CS TECH appreciates this opportunity to lmest with the CIN leveraging fhe C1TY's current
conduit paths. In exchange CS TECH has outlined above what it sees as the many benefts to
the CITY. The future emnomic benefits from the 2016 placement of fber to underserved areas
will help the City of Dubuque attract future growth. This proposal also connects critical CITY
locations on the west edge of town a[ little or no cost to the CITY.
This proposed fber build comes at an estimated mst that exceeds $475,000 to CS TECH. All
estimated costs are external to CS TECH and will be spent in the City of Dubuque during 2016.
CS TECH's internal labor, englneering and capital costs are exduded. The bulk of extemal msts,
over $315,000, are being spent Fo build to sites previously identified by the CIIY as priority
routes and sites. CS TECH also proposes to provide 12 managed fbers to the CITY on all routes
within this Project Statement once the CS TECH build is completed, such fibers to terminate or
splice to City Fiber as instructed 6y CifY. The expectation is that CS TECH and the CITY will see
this proposal as mu[ually beneFicial and of similar value to each party.
CIIY will give to CS TECH approximately:
. $177,D00 in one time use of conduit consideration.
� Annual revenue credit equivatent oF $9,600 for one rack at the CIiY 3'd St. Water Tower
facility.
CS TECH will give to CIIY approximately:
➢ $166,000 in one time use of conduit consideration.
: Annual revenue credit equivalent of g12,900 for 4.5 miles of newly installed managed fber.
. In addition, CS TECH will grant a revenue credit equivalent of$32,100 annually for 11.2
miles of managed fber within CifY owned conduit routes.
Project accepted:
)
_�_-�—__— _
;i' �-- /�-;�- � :-
BY, J' �/', .
�ichael Van Milligan, �ubuque City Manager Date
gy, �� � ZO �4!
Donn Wilmo[t, CEO of 6 Technologies, Inc. Date
;_
Amendment to Master Co -location and Shared Services Agreement between
CS Technologies and City of Dubuque.
Pursuant to the Master Co -locations and Shared Services Agreement between City of Dubuque
and CS Technologies Inc. dated July 28, 2016 and attached hereto, the Parties hereby agree to
amend the Project Statement to reflect the following:
1. The final shared service scope of the Project Statement is utilization of 64,303 LF of City
conduit as follows:
a -c) modified to 9th St. and Locust St. CS TECH vault south along Locust Street to W 8th
Street then west on W 8th St. to "Y" at W BthSt., University Ave. and Hill Street AND JFK
at Hwy 20 west to NW Arterial (8,524') a reduction of 13,794 feet of conduit.
d) Hwy 20 north on NW Arterial to Pennsylvania then west on Middle Rd to Radford Rd.
(7,156'),
e) NW Arterial and Chavenelle Rd. west to Public Safety Way then south on Seippel Rd.
(12,376'),
f) Hwy 20 north on Wacker Dr. to JFK Rd then to Stoneman Road (1,936), a reduction of
3,960 feet of conduit.
g) W 9th St and University Ave. west to University Ave. and Asbury Rd. then to Asbury
Rd. and St. Ambrose St. (8,875'),
h) University Ave. and Asbury Rd south to University Ave. and Pennsylvania Ave. to
Pennsylvania Ave and Mamora Ave (2,307').
i) W 9th Street and Locust north to W 10th and Locust then east on W 10th St. onto E 10th
St. to Jackson Street then south to the corner of Jackson St. and E 8th Street (2508'), an
addition of 2,508 feet of conduit.
j) Jackson Street and E 8th Street south to E 5th Street continuing west to Central Ave.
then south on Central Ave.to W 4th St. then east on W 4th St. to White St. then diagonally
under RR tracks to E 3rd St. proceeding south east to Bell Street; then both NE on Bell
Street to Star Brewery Drive and SE to end of E 5th Street at the Grand River Center and
NW on E 5th Street to city vault (5,347), an addition of 5,347 feet of conduit.
k) NW Arterial at Pennsylvania Ave north to Plaza Drive together with existing east and
west partial conduit runs at intersection of NW Arterial and Asbury Rd (8,354'), an
addition of 8,354 feet of conduit.
1) HWY 20 at Cedar Cross Road south to Lake Ridge Drive NE to Cedar Cross Ct. back out
to Cedar Cross Road (5,240), an addition of 5,240 feet of conduit.
m) From HWY 20 at Wacker Drive south to Dodge Street proceeding east to corner of
Dodge Street and cedar Cross Road (1,680') an addition of 1,680 feet of conduit.
-1-
2. The final shared service scope of the Project Statement provides new constructed conduit of
22,277 linear feet by CS Technologies for City as follows:
a) NW Arterial and Chavenelle Rd. (5,524'),
b) Chavenelle Rd. to Public Safety Way and south on Seippel Rd. (7,553'),
c) Wacker Dr. to Pennsylvania ^v^. (,396), removed a reduction of 1,396 feet of
conduit.
d) Radford Rd. north to Carver Elementary and Eleanor Roosevelt Middle School (1,800),
e) Seippel Rd. south onto Hwy 20 to Landfill {7,400').
3. By the addition of the following new term of the Agreement:
"In the circumstance where conduit becomes limited or constrained on the routes referenced
herein and CITY requires additional capacity CITY may request approval from CS TECH to over-
ride fiber in occupied conduit, which approval shall not be unreasonably withheld."
Project Statement Amendment accepted:
By:
By:
ichael Van Milligen, Dubuque City Manager
Date
Donn Wilmott, CEO of CS Technologies, Inc. Date
-2-
MASTER CO-LOCATION AND SHFlRED SERVICES AGREEMENT
BETWEEN
THE CITY OF �UBUaUE,IOWA
AND
CS TECHNOL061E5. INC.
The parties m this Master Shared Services Agreement ("AgreemenY'� are CS Technologies, Inc. (C5 TECH�,
and the City of Dubuque, lowa(CITY�,a municipal mrporation organized and existing under the laws of the
State of lowa. The effective date ("Effective Date") of this Agreement shall be as of the last date of
executlon.
RECITALS:
• 6 TECH desires m co-lacate and share services in the 6reater�ubuque Region to
facilitate the expansion ot hroadband access, services and choice m its customers.
• CITV desires to co-bcate and share services in the Greater Dubuque Region m facilitate
the expansion of 6roadband access,servires and choice to citizens and businesses,and
provision of services to citizens of the community.
• Both CS TECH and CITV desire to reduce costs through the sharing of fixed assets and
capa�ity.
Now,therefore, im m�sideration of the promises and mvenants contained herein,the Parties do hereby
mutually agree as follows:
SECTION 1. PROIECT STATEMENTS. In addition to this Master Agreement,CS TECH and CITY agree
to develop and sign Project Statements which will further define the description of facilities,
responsibilities,technical services and charges and other necessary terms for ihe implementation of
specific m-location and/or sharing activities.
In the event of any mnflict between anyterm or condition of this Agreement and a future Project
Statement, [he terms and mnditions of this Agreement will<ontrol, unless ihe mnflicting provisions of
the Project Statement expressly pmvide that the Parties intend for such mnFlicting terms to be given
effect for such Project Statemeni notwithstanding the provisions of this Agreement. Terms contained in
a Project Statement that are not contained in, and that do not conflict with,this Agreement shall he
given effett.
SECTION 2. DESCRIPTION OF TECHNICAL AND SHARED SERVICES
2.1 Use of and Access to CS TKH Co-Location Facilities. CITY shall be responsible for all installation
and maintenance of iis equipment at a CS TECH site,unless otherwise agreetl to in writing by CS TKH.
Such installation and maintenance shall be mnducted in accordance with any and all rules as CS TECH
might from time to time create and which indude but are not limited to those mntained in Exhibit A-1,
attached hereto and incorporated herein by reference. All CITV equipment shall remain the sole
property and responsibi�lty of CITV.
Esmrted access m a CS TECH POP shall be required for all work done 6y CITY employees, or the
employees of any firm Ihe CITY retains on a permanent or part-time 6asis to provide installa[ion or
maintenance service of the CIiV's equipment unless otherwise agreed to py CS TECH. For non-
emergency a¢ess,CS TKH shall make access available to CITV within five(5) 6usiness days of CS TECH
acknowledgement oF receipt of notice from CITY unless specified differently in any Project Statement,or
as soon thereaker as reasonably possible. If CITV requests emergency a¢ess m the CS TECH POP,6
TECH shall provide such access as soon as reasonably possible. All CITV POP access shall be with the
escort of a member of CS TECH Datacenter Operations team.
21 Permission to Work at CS TECH facilities. Plans for CIiY Co-Location as described in any Project
Statement shall 6e mmpleted by CITV and shall be submitted in writing to the designated contact
specified under Sec[ion 8 of this Agreement prior m mmmencement of any work. Such plans or
subsequent majoraltera[iuns thereof must have the written approval of the designated mntact
specified under Seaion 8 of this Agreement prior to commencement of any work CI7Y sha�l also advise
the designated contact specified under Section 8 of this Agreement ot security arrangements and the
names of those persons authorized to enterthe CS TECH POP to work on CITV'S equipment.
23 Intermnnection at CS TECH facilities The Parties agree that QTY'S ro-bcation w"dh CS TECH is
for the primary purpose of housing and operating OTY'S equipment connected to CITV'S neiwork. CS
TKH,at its sole discretion, may pennit CITV interconnection with a third party within a CS TECH POP
and if permitted,shall 6e only upon CS TECH prior written consent.
L4 Non-exdusive Placement of Fiber in CS TECH Condult. CITV may non-exdusively use 6 TECH
conduit for the installation of fiber at its sole mst and expense and as approved within a Project
Statement The use of the mnduit shall be nomexc�usive and 6 TECH shall have the right to use said
conduit and allow other permittees to use the conduit CITV shall also have the right to use the 6 TECH
hand-holes located in the area for the purpose of installing the fiber. This use shall include the right to
penecrate the hand-holes with inter-duct for the purpose of insialling the fiher. Afterthe installa[ion,
CITY shall restore the site of installation to its pre-installation conditioa CS TECH shall have the right at
any time,with 120 day notice, to require QN at CITV'S sole mst and expense to remove or relocate the
fiber placed in the conduit 6y CITY(orother items installed in the wnduit by QTV�should it he deemed
necessary hy CS TECH for any reason, in CS TECH sole discretion, induding the repair, reptacement,
inspection or rebcatlon of the conduit. If CS TECH requires CITV to remove the fiber, CS TECH sha�l
provide m CITY a reasona6le opportunity to install conduit in a different location which will allow CITY to
Z_
replace the removed fiber. CS TECH shall not be 1ia61e to QtY for any damages CS TECH or its agenis or
employees causes to said fiber(or other items)for any reason induding repairing, replacing, inspecting,
relocating or working on the conduit CITY hereby releases and discharges CS TECH from any and all
Iiabllity, costs,expenses,<laims, demands or suit QTV may have against CS TECFI arising out of CITY'S
installation, use,or maintenance of said fibec CITV here6y agrees to hold CS TECH harmless and does
imdertake m fully indemnlfy 6 TKH fmm any daims made against CS TECH arising out of CITY'S use of
the mndulL At all times CITV has fiher in 6 TECH mnduit QTV shall pwvide insurance as described in
the attached Inmrance Schedule, Exhi6it e-1,as such schedule may from time to time 6e amended.
2.5 Use ot and Access to CITY Co-Location Facilities. CS TECH shall 6e responsi6le for all installation
and maintenance of its equipment at a CIiV site,unless otherwise agreed to in writing 6y CITV. Such
installation and maintenance shall be mnducted in a<cordance with any and all rules as CITV might from
time to time create and which indude 6ut are not limited to those contained in Exhibit A4, attached
hereto and incorporated herein by reference.All CS TECH equipment shall remain the sole property and
responsibiliry of CS TECH.
Exorted access to a QTY POP shall be required for all work done bY 6 TKH employees, or the
emp�oyees of any firm that 6 TECH retains on a permanent or part-time basis to provide installation or
maintenance service of the CS TECH equipment unless otherwise agreed to by CITY. For non-emergenry
access,CI7V shall make access available to CS TECH within five (5) 6usiness days of CITV'S
acknowledgement of receipt of notice from CS TECH unless specified differently in any Project
Statement,or as soon thereafter as reasonably possible. If CS 7ECH requests emergenry access to the
CITY POP, CI1Y shall provide mch access as soon as reasonably possible. All CS TECH POP access shall be
wlth the esmrt of a member of CIiY'S InPormation Services team.
2.6 PermissiontoWorkatClTYfacilities. PlansforCSTECHCo-Locationasdescri6edinanyProject
Statement shall be mmpleted by CS TECH and shall be submitted in writing to the designated contact
specified under Section S of this Agreement prior to mmmencement of any work. Such plans or
su6seyuent major alterations thereof must have the written approval of the designated mntact
specified under Section 8 of this Agreement prior[o mmmencement of any work. CS TKH shall also
advise the designated mniact specified under Section 8 of this Agreement of security arrangemenis and
the names of those persons authorized m enter the QTV POP to work on CS TECH equipmen[.
2J Intermnnection a[QTY facilities. The Parties agree that CS TECH ro-location with CI7V is for the
pr"�mary purpose of housing and opera[ing CS TECH equipment ronnected to 6TECH networl<. CIiY, at
its sole discretion, may permit 6 TECH intermnnection with a thlyd party within a CI7V POP and if
permitted,shall be only upon CITV'S priorwritten consent.
2.8 Noo-exdusive Placement of Fi6er in Citv Conduit. CS TECH may non-ezdusively use ciry mnduit
forthe installation of fiberat its sole mst and expense and as approved within a Project Statement. The
use of the mnduit shall be nomexdusive and CITY shall have the right to use said ronduit and allow
other pennittees to use ihe conduit CS TECH shall also have the right to use the ciry hand-holes located
in the area forthe purpose of installing the fibec This use shall indude the right to penetrate the hand-
3 -
holes with intervduct for the purpose of installing the fiber. After the installation, CS TECH shall restore
the si[e of installation to its pre-installation condition. There shall 6e no above ground cabinets or
markers in Ihe right-of-way. CITY shall have the right at any time,with 120 daV notice, to require CS
TECH at CS TECH sole cost and expense m remove or relocate Ihe fiber placed in the conduii by CS TECH
(or other items installed in the conduit 6y CS TECH)should it be deemed necessary by CITV for any
reason, in CITY's sole discretion, induding the repair, replacement, inspection or relocation of the
conduit, road or utilities in the right-of-way. If CITV requires CS TECH to remove[he flber, CITY shall
allow CS TECH a reasonzhle opportunity ro install mnduit in a different location whlch will allow CS
TECH to replace the removed fibec QTY shall not be 1ia61e to CS TECH for any damages CITV or its
agents or employees causes to said fiber(or other items)for any reason induding repairing, replacing,
inspecting, relocating or working on the<onduit or roadway orwhile installing, inspecting, maintalning,
repairing or working on any utilities within said right-of-way area. CS TECH shall be responsible for
taking any and all action necessary to become a mem6er of Diggers Hotllne or appropriate"One Call
ne[worlP, and abide by all'bne Call Network" rules and regulations and shall further 6e required to
make arrangements for marking the location of i[s fi6er as is necessary to protect said fiber in case of
any digging in Ihe area. CS 7ECH hereby releases and discharges CITYfrom any and all liability, msts,
expenses, daims, demands orsuit CS TECH may have against CITY arising ou[of 6 TECH installation,
use, or malnienance of said fibec CS TECH here6y agrees to hold CITY harmless and does undertake to
fully indemnify CITY from any claims made against CITY arising out of CS TECH use of[he mnduit. At all
times CS TECH has fiber in CITY's mnduit CS TECH shall provide insurance as descri6ed in the attached
Insurance Schedule, Exhibit B4, as such schedule may from time[o time 6e amended by CITV,
SECTION 3. NON-INTERFERENCE.
Neither Party shall in[erfere with[he other Party's equipmen[or the installation, operation,and
maintenance of such equipment. CI7V shall not iniertere with any of CS TECH other customer's
equipment orthe installation, operation and maintenanre of such equipmenL CS TECH shall not
interfere with any of CITV'S other partner's equipmen[or the installation,operation and maintenance of
such equipment.
The Parties agree[hat if CS TECH or QTY determines that the other's equipment is interfering with the
normal operation of CS TECH or CITY's network orfacilities, then it has the right,with notice to the
other's network management center,to disconnect[he other's offending equipment. CS TECH or CITV
shall notify the other of the situation and allow the other m reronnect once the trouble-causing
mndition(s) has been resolved.
SECTIONA. CHARGES-TERMS
The 7roject Statements will more Fully describe the Charges and Payment Terms provided under this
Agreement.
4-
SECTION 5. INDEMNIFICATION. Each Party shall indemnify,deFend and hold the oiher harmless
from and against any and alI damages suffered by the other induding but not limited to damages to the
other's orthird party equipment or Facilities as well as dalms and liabilities asserted against the other by
thlyd parties arising oui of: (a) the actlons of the Party, its employees and agents at the other's sltes
subject to this Agreement or any Project Statement or(b)the failure of the Parry to perform in
accordance with the terms and mnditions of Ihis Agreement or any Project Statement.The Party shall
indemnify,defend and hold harmless from and against any and all damages suffered by the other and
daims and Ilabilities asserted against the other directly arising out of the gross negligence or intentional
misronduct of the Party, its employees or agentr at the Parties si[es subject to this Agreement or any
Project Statement.
Notwithstanding the toregoing, neicher Pany shall be liable[o the other for intlirea,speaal or
consequential damages.
SECTION 6. TERM. This Agreement shall bemme effective on the Effective Date and shall continue
until such time as all Project Statements have expired or have been terminated pursuant m this
Agreement, or until the mutual written agreement of the Parties.
SECTION7 RIGHTTOTERMINATE. EitherPartytothisAgreementwillhavetherightto
Immediately terminate this Agreement without further obligation on its part under the following
rondltions:
7.1 If at any time during the term of this Agreemen[a petition in bankruptcy of insolvency or for the
reorganization orforthe appointment of a receiver ortrustee of all orsubstantially all of the other
Party's assets is filed against the other Party in any murt pursuant to any stawte,either of the United
States or of any state,and the other Party fails to secure a discharge thereof within one hundred twenty
(120�days, or If[he other Party voluntarily files a petition in 6ankruptcy or makes an assignment for the
benefit of creditors or petitions foror enters into any arrangement with credltors.
71 In the event the other Party fails to perform or performs improperly any obligation under this
Agreement or a Statement of Worl<, provided such failure or improper performance has not been cured
or rectified by the detaulting Party within thirty(30)days after its rewipt of written notification of
cancellatiory or in the event of a cure which requires in excess of IhirTy (30) days to complete,if the
other Garty has not mmmenced such cure within thirty (30)days of such notice and is not diligently
prosecuting said cure to completion.
73 In the even[that any certificate, permit, license or approval applied for or issued is canceled,
expires, lapses,or is otherwise withdrawn or[erminated by govemmental authority so that the slte may
not be used for its intended purposes or the site is unsatisfaciory or bemmes unsatisFacmry forthe
intended purpose.
7.9 In ihe event that any lease a Party has to use the site is terminated, lapses or expires.
5 -
7.5 In the event termination under thls Sec[lon Is the result ota Party's decisioq mnduct or
circumstance as herein desaibed,the Party shall be required m account for Termination Liability as
follows: Party shall pay to[he other any and all documented unpaid expenses[o date attributable m the
provision of services and shall reim6urse for any reasona6le costs incurred by Ihe other In effecting the
termination.
SECTION 8. NOTICES.
S1 The following mntact information is to be used for formal notires and any other times an
exchange of correspondence or 6illing Information is required hetween CS TECH and QTV:
(1) elllingAddress:
CS TKH:Julie Anderson, Office Manager
CS Technologies, Inc. 125 N 2ntl Street, Eldridge IA 52748
Email:julieC�atech.com Phone: 563-285-7862 Fax:563-285-9648
QTY, Finance Department,City of Dubuque 50 W, 13ih Street, Dubuque, IA 52001
Email:Finance(�citvotdubuque.or¢Phone: 563-589-4141 Fax 563-690-6659
(2) CorrespondenceAddress:
CS TECH: Donn Wilmott,General Manager
CS Technologies, Inc. 125 N 2n°Street,Eldridge IA 52748
Email:donnC�cstech.mm Phone: 563-285-57ll
QTY: City qerk,City of Du6uque 50 W. 13th Street, Dubuque, IA 52001
Email:CtvClerk(dcitwfdubuque.or¢ Phone:563-589-4100 Fax: 563-589�0890
(3) Engineering, Operations and Technical Correspondence:
CS TECH: Brent Lindle,Operations Manager
CS Tethnologies, Inc. 125 N 2ntl Street, Eldridge IA 52748
Email: 6rentC�cstech.wm Phone: 563-285-SRO
OTV: ChrisKohlmann, Managerinformation5ervicesDepattmen[
City ot Dubuque 1300 Main Street, Dubuque, IA 52001
Emaih ckohlmannu citvofdubuque.ore,Phone: 563-589-4287 Cell:563-599-2695
(4) Networl<ManagementCenrer(Emergenryconta¢s):
CS TECH: BreM Llndle, Operations Manager
6 Technotogies, Inc 125 N 2nd Street, Eldridge IA 52748
Email:supportC�cstech.com Phone: 563-285-9611 Cell: 563-370-0792
CI1Y: Chris Kohlmann, Manager Information Services Department
City of�ubuque 1300 Main Street, �ubuque, IA 52001
EmaiC<kohlmanCdcitvofdubuque.or�Phone: 563-589-4281 Cell: 563-599-2695
6-
(5) Esmrted A¢ess request line(twenty-four(24) hours per day, seven p) days per week�:
CS TECH: 563-285-5720 Cell: 563370-0792 or send email to:CS TECH:support@cstech.com
CITV: 563-589-ll22 CeIC 563-599-3107 or send email to: CITY' dness(�citvofdubuque.orc
82 Each Party agrees to notify the other Party in the event of changes in the above information.
SECTION 9. ASSIGNMENT. This Agreement shall be 6inding upon and shall inure to ihe benefit of
the assignees,transferees or successors of the Parties, provided that neither Party shall assign,transfer
or sublet any of its rights or obligations hereunder withoui prior writtem m�sent of the other Party
whlch<onsent shall not 6e unreasona6ly wiihheld.Assignmen[between a Party and a majority owned
paren[,affiliate,or subsldiary shall not require the mnsent of the other Party.
SECTION 10. LIABILITV INSURANCE Each Party shall at all times during[he term of[his Agreement
and any subsequent terms thereof, provide insurance as described in the attached Insurance Schedules
Schedule B, as such schedules may from time to time 6e amended.
SECTION 11. MAINTENANCE ACTIVITY. Each Party shall notifythe other of m�bcation or related
system maintenance needs that require scheduled downtlme. No suth non-emergency downtime shall
be scheduled without prior approval of the other. The other shall be notified as soon as reasona6iy
possi6le in Ihe event a Parry is required to perform nonscheduled, emergency maintenance that may
impact the other's equipment or service.
SECTION 12. FORCE MAJEURE. Neither Party shall be liable for any delay in performance or Inability
to perform caused by a Porce Majeure Event (as he�einafter defined). As used herein, "Force Majeure
Event` shall mean any act or omission of any govemmental authority, fires,strikes, lockouts, labor
disputes,terrorism,sabotage, acts or omissions of the other Party(irrespective of whether excused�,
acts of a Ihird party,and any other a<t of God,event or occurrence, irrespective of whether similar to
the toregoing,[hat is beyond the reasonable control of the Party daiming the Force Majeure Event Ihat
affects its abiliry to perform.A Force Majeure Event shall 6e deemed to be termina[ed when Its effects
on future performance have been su6stantially eliminated. A Party daiming a Force Majeure Even[shall
provide the other Party prompt notice of the initiation of the force Majeure Event and of the
termination of such event., Notwithstanding the foregoing provisions,settlement ot a strike, lo<kout, or
other labor dlspute shall be deemed beyond the mntrol of the Party daiming eawse[hereby regardless
of the cause ot,or the abiliry of such Party to seltle such dispute,
7 _
SECTION 13. REPRESENTATIONS AND WARRANTIES.
131 A5 an inducement to enter inm this Fgreement and [o mnsummaYe the transactions
contemplated herein,GTY here6y<ovenants, represenis and warrants io CS TECH as follows:
(1) CITY is an Iowa municipal mrporation duly organized,validly existing and in good
standing under the laws of the State of lowa,with adequate power and au[hority to
enter into this Agreement, and has or will take all action necessary to enable it to
mnducc all ac[ivity rontemplated 6y this Agreement or Project StatemeMs priorto
undertaking such a[tivity.
(2) This Agreement has been duly authorized,executed and deiivered by CS TECH and,
assuming due authorization,execution and delivery by QTY,mnstitutes a valid, legal
and 6inding agreement, enforceable against CS TECH in acmrdance with its terms,
except m ihe extent[hat the enforceability of remedies herein provided may be limited
under applicable laws relating to specific performance, bankruptcy and creditors' rights.
(3) No approval, conseni or withholding of ohjections is orwill be required fmm any
federal,state or local govemmental authority or instrumentality with respect to the
entry into or performance ot this Agreement by CSTECH, except such as have already
been obtained.
13.2 As an inducement to enter into this Agreement and to consummate the transactions
contemplated herein,6 7ECH hereby covenants, represents and warrants to CITY as fol�ows:
(l) CS TECH is a rorporation duly organized,validly existing and in good standing underthe laws
of the State of lowa with adequate power and auihoriry to enter inm this Agreement,and
has or will take all action necessary ro enable it to mnduct all activity contemplated by this
Agreement or Project Statements priorto undertaking such activity.
(2) This Agreement has been duly authorized, exemted and delivered 6y UTV and,assuming
due authoriza[ion, exemtion and delivery by CSTECH, constitutes a valid, legal and binding
agreement, enforceabfe against CITY in accordance with its terms, except to the entent that
the enforcea6ility of reinedies herein provided may be limited under applicable laws
relaiing m specific performance, bankruptcy and creditors' rights.
(3) No approval,consent orwithholding of o6jections is or will 6e required from any federat,
state or local govemmental authority or instrumenta�itV with respect to the entry into or
performance of[his Agreement by QTY,except such as have already been obtained.
g _
SECTION 14. MISCELLANEOUS.
14.1 The paragraph headings used herein are for mnvenience only and shall not be construed in
interpreting this Agreement.
142 Each paragraph and provision of this Agreement is severahle from the entire Agreement, and if
one provision shall be dedared invalid, the other provisions shall remain in full force and effect without
regard to the invalidiry ofsaid provision.
143 The failure of either Party to enforce any of the provisions of ihis Agreement or the waiver
thereof in any instance shall not be mnstrued as a general waiver or relinqulshment on its part of any
such provisions,but the same shall, nevertheless, be and remain in tull force and effect.
14.4 The terms of[his Agreement mnstitute the entire Agreement 6etween the Parties and no
previous communications, representations or agreements,either oral or written, between the Parties
with respect to the su6ject matter hereof shall vary the terms of this Agreement. This Agreement is
subject to modification if mutually agreed bV the Parties in writing.
14.5 Any notice or request required or desired to be given or made hereunder shall be in writing and
shall be effective if delivered in person orsent by certified mail, retum receipt requested,and received
by the recipient Party at the address previously indicated orsuch other address as shall hereaker 6e
fumished by a Party in writing,from time to[ime, to the other Party.
14.6 This Agreement and performance Ihereunder shall be governed by[he laws of the State of lowa.
Signed and in effect by the Parties on the date last written below.
❑TV: CS TECH:
City of Dubuque CSTechnologies, Inc.
BV: j���� _ BV: \.
� �- - i�
NAME: �Michael Van Milligan NAME: Donn S.Wilmott
TITLE: Du6uque City Manager TITLE: CEO and Generel Manager
DATE: / � DATE: l
��f,i i s'/,����� � l Z�I�LO
-9-
Exhibit A-1
Co-Location Rules and Policies-CS TECH
CITV is responsible forfollowing and ensuring its agents and representaiives follow these Co-location
Rules and Pollcies mncerning use of and access to 6 TECH POP and m-location space. CS TECH
reserves the right, in i[s sole discretion,to suspend or terminate serviw if GITV or any CITV
representaNve vlolates the rules and pollcles set forth below,
Access to CS TECH POP
Only those individuals identiYietl in writing by CITY on the Co-Location Agreement may access 6 TECH
POP. CITVshall deliver prior written notice to CS TECH of any changes to the list of authorized
representatives. CITV and its authorized representatives shall not allow any other persons to have access
to or enter the CS TECH POP. CITV and its authorized representatives may on�y access that portion of 6
TKH POP made available bV CS TECH to CITY for the placement of QTY'S equipment and use of the Co-
location Services (the "City Space"�. CITY must ohtain the proper CS TECH authorization and 6e
accompanied by a CS TKH representative, as required, priorto a¢essing any area withln a 6 TECH
Facility. Failureto do so may result in immediate termination of CITY'S services. In addition,
• City agrees to observe and follow all curren[ rules, policies and procedures for each 6
TECH site where CITV o6tains services.
• Security Access. CITV shall comply with the security access procedures forthe specific 6
TECN Faciliry.
• 6 TECH Access- CS TECH reserves the right to opeq inspect, disconnect and remver
CITY equipment that is overheating,smoking, etc.
• Equipment CITY equipment must 6e UL-certified.
Conduct at CS TECH POP
❑TY and its authorized representatives agree m adhere to and abide 6y all recurity and safery measures
in effect at a particular CS TECH facility. CITV is responsible for keeping its City Space dear and free of
debris and refuse at all times. CITV and its authorized representatives shall not:
• Breach or attempt to breach,the semriTy at a 6 TECH Facility;
• Misuse or abuse or otherwise interfere with any property or equipment ot CS TECH,CS
TECH other Cus[omers, or ano[her third pany;
• Harass any individual, induding representatives af CS TECH and of other 6 TECH
Customers.
1 -
• Engage in any activity that is in violation of the law or aids or assists any criminal activiry
while on 6 TECH property.
• Permit any explosive,flammable or mm6ustible material or any hazardous or toxic
materials[o be located in or about the Co-location Site;
• Bring in food or beverages,tobacm pmducts;almhol; illegal drugs;other inmxicants;
magne[ic objects orelectro-magnetic devices which could reasonably interfere with
computer and telemmmunications equlpment or pho[ographicor recording equipment
of any kind(except data back-up equipment).
Equipment and Connectians
Each piece of CIN'S equipment installed in a CS TECH Facility mus[be dearly labeled with Q7Y'S name
(or mde name provided in writing m CS TECH), and individual component identification. Each
connection to and from a piece of CITY equipment shall be dearly labe�ed with CITY'S name(or code
name provided in writing to CS TECH�, and the starting and ending poin[of[he connection. CITY is
responsible for all CITY equipmenL CITY equipment must be conflgured and run at all times in
mmpliance with the manufacturer's specifications, induding power outlet, power consumption and
dearance requirements CITV must use its best efforts to provide CS TECH with at least 24 hours prior
notice any time it intends to mnnect or dismnnect any CITV equipment or other equipment CITV shall
not place any hardware or other equipment in the CS TECH Facility that has not been identified in
writing to 6 TECH.
Online Content
CITY acknowledges that CS TECH has no control whatsoever over the mnten[of the information passing
through CITY'S site(s).
Modification of Rules and ftegulations
CS TECH reserves the right to amend, alter or modify these rules and policies at any time in its sole and
absolute discretion. Any amendment or modlfication is effective when posted and emailed to CIiV per
Section 8,and any use of the CS TECH services aker posting will 6e mnsidered acceptance of the
amendment or modification.
Z _
Exhibit A-2
Co-Location Rules and Policies-CITY
CS TECH is responsible forfollowing and ensuring its agents and representatives follow these Co-location
Rules and Policies concerning use of and access to CITV'S POP and m-location space. QTV reserves the
right, in its sole discretion,ro suspend orterminate service if 6 TECH or any CS TECH representative
violates the rules and poli<ies set forth below.
Access to CITV POP
Only those individuals identifietl in writing 6y C5 TECN on the Co-Lo[ation Agreement may access OTY'S
POP. CS TECH shall deliver prior written notice to CITY of any changes to the Ilst of authorized
representatives 6 TECH and its authorired representatives shall not allow any other persons io have
access to or enter the CITY POP. CS TECH and its authorixed representatives may only acress that
portion of CITY'S POP made available 6y CITV to CS TKH forthe placement of CS TECH equipment and
use of the Co-location Services (the "CS TECH Space"). 6 TECH must ohtain the proper CITV
authorization and be acmmpanied by a representative of CITV'S InPormation Service Office,as required,
prior to accessing any area within a CIN facility. Fallure io do so may result in immediate termination of
CS TECH services. In additlon,
• CS TECH agrees to observe and follow all current rules, policies and procedures for each
CITV slte where CS TECH obtains services
• Security Access.CS TECH shall mmply with the security access procetlures forthe
specific CITY Facility.
• CITV A¢ess. CITY reserves ihe right to open, insper[, disconnect and recover CS TECH
equipment that is overheating, smolaing, etc.
• Equipment.CS TECH equipment must be UL-certitied.
Conduc[at CITV POP
CS TECH and its authorized representatives agree to adhere to and abide by all security and safety
measures in effect ac a pariicular GITY facility.CS TECH is responsible for keeping its 6 TECH Space dear
and free of debris and refuse at all times. CS TECH and its authorized representatives shall not
• Breach or attempt to breach,the sewrity at a CITY Facility;
• Misuse or a6use or otherwise interfere with any property or equlpment of CITY,QTV'S
other partners, or another third party;
- Harass any Individuzl, including represenTatives of QTV and of other CITV partners.
1-
• Engage In anV activiry that Is In vlolation of[he law or alds orassists any criminal activity
while an CITV property.
• Permitanyexplosive,flammableorcombustiblematerialoranyhazardousor[oxic
materials to 6e located in or about[he Co-location Si[e;
• Bring in food or beverages;tobacm products; alcohol; illegal drugs; other inmxicants;
magnetic objec[s or electro-magnetic devices which could reasonably interfere with
computer and telemmmunications equipment;or photographic or recording equipment
of any kind (except data bad<-up equipment�.
Equipment and Connections
Each piece of 6 TECH equipment installed in a dTV Facillty must be dearly laheled with GS TECH name
(or code name provided in writing to CITV), and individual component identificatioa Each connection to
and from a piece of CS TECH equipmen[shall be dearly labeled wilh CS TECWs name (or code name
provided in writing to QTV�, and the starting and ending point of the connection. CS TECH is responsible
for all CS TKH equipmenL CS TECH equipment must be mnfigured and mn at all times in compliance
with the manufacturer's specifications, induding power outlet, power wnsumption and dearance
requirements. CS TECH must use its best efforts to provide QTY with at least 24 hours prior notice any
time it intends m connect or disconnect any CS TKH equipment or other equipment.CS TECH sha�l not
ptace any hardware or other equipment in the QTY Pacility that has not been identified in writing to
CITV,
Online Cantent
CS TECH acknow�edges that CITV has no mntrol whatsoever over the content o(the information passing
through CS TECH site(s�.
Modification of Rules and Regulations
QTY reserves the right[o amend,alter or modify these rules and poli<ies at any time in its sole and
a6solute discretioa Any amendment or modification is effec[ive when posted and emailed to CS 7ECH
per5ection 8, and any use of the QTV services after posting will be mnsidered acceptance of the
amendment or modification.
�
Exhibit B-1
Notice of Insurance Covera�e for Citv of Dubuque
See Attached City of Dubuque - Certificate of Liabilitv
Insurance
Exhibit B-2
Notice of Insurance Covera�e for CS TECH
See Attached Central Scott Telephone's subsidiary CS
Technologies, Inc. Certificate of LiabilitV Insurance
Insurance Schedule B
CitV of Dubuque Insurance Requirements for General, Artisan or Trade
Contractors, 5ubcontractors orSub Subcontractors
Class A:
AsbestosRemoval Earthworlc Plles&Calssons Steel
Asphalt Paving Electrical Plumbing Storm sewers
Concre[e Eleva4ors Retalning Walls StructuralSteel
ConsbuctlonManagers FlberOpYics Reinforcement Tralls
Cranes Fire Pro[ection ftoofing Tunneling
Culverts Fireproofing SanitarySewers Watermain
Oecking General Contractors Sheet Metal
Oemolition HVAC SiteUtilities
Demnstruction Mechanical Shoring
Paving&Surfacing Special wnstruction
�lass d:
Chemical5praying MasonrV StumpGrinding
Doors,Window&6lazing VehicularSnowRemoval TankCoating
Drywall Systems Palnting&WaV Covering Tree Removal
FertillzerApplicafion PestControl TreeTrimming
Geotech Boring Scaffolding Tuckpointing
Insulation Sidewalks Waterproofing
FinishCarpentry Plastering Well �rilling
Landscaping ftough Carpentry
Class C:
Carpet Cleaning
Carpet&Resilien[Flooring
Caulking&Sealants
Acoustical Ceiling
filterCleaning
General Qeaning
Grazs Cutting
lanimrial
Non Vehimlar Snow fi Ire Removal
Office Furnishings
Power Washing
Tile&Terrazzo Flooring
Wlndow Washing
Insurance Schedule B (continued)
INSTRUCTIONSFORINSURANCESUBMITTAL
1. Contractor shall fumish a signed Certificate of Insurance to the Ciry of Dubuque, lowa
for the coverage required in Exhi6it I prior to commencing work and at the end of the
project if the term of work is longer[han 60 days. Providers presenting annual
certificates shall present a Certificate at the end of each proJect with the final billing.
Each Certiticate shall be prepared on the most wrrent ACORD form approved by the
lowa Department of Insurance or an equivalent.The issued cer[ifica[e must dearly
indicate the project number, project name, or projec[description for which it is 6eing
provided Eg: Project p Project name: or
Project Location at or construction of
2. All policies of insurance required hereunder shall be with a carrier authonzed to do
business in lowa and all carriers shall have a rating of A or better in the current A.M.
Bes['s Rating Guide.
3. Each Certificate required shall be furnished to the City of�ubuque
Deparimen[.
4. FailUre to provide minimum coverage shall not be deemed a waiver of[hese
requirements by the City of Dubuque. Failure to obtain or maintain the required
insurance shall 6e considered a material breach of this mntract.
5. Su6contractor(s) and sub subcontracror(s) performing work or service shall provide a
Certificate of Insurance in acrord with its' respective classification. The City of Du6uque
may request a copy of a sub[ontractor(5) Certificate of Insurance from ihe general
contra�tor.
6, All required endorsements to various policies shall be attached to ihe Certificate of
inwrance.
Z Whenever an I50 form is referenced the current edition must be used.
8. Provider shall be required to carry the minimum coverage/limit, or greater if required by
law or other legal agreement, in Exhibit I - Insurance Schedule B. If the provider's limit of
liability is higher than the required minimum limit then the provider's limit shall be this
agreement's required limit.
Insurance Schedule B (continuedl
Exhibit I
A) COMMERCIALGENERALLIABILITY
6eneral Aggregate Limit j2,000,000
Products-ComplefedOperationsAggregateLimit $2,000,000
Personal and Advertising Injury Limit $1,0�0,000
Each Occurrence $1,000,000
PireDamageLimit�anyoneoccurrence) $ 50,000
Meaical PaVments $ 5,000
al Coverageshallbewrittenonanocmrrence.notdaimsmade,form.ihegeneralliabilitymverageshall
be written in acmrtl with ISO form W0001 or buziness owners form BP00�2 All deviations irom the
scantlartl ISO rommercial general Ilablliry form CG 0001,or Buziness owners fonn 9P 00�?,shall be
dearly Identified.
h) Includel50entlorsementformCG2504"�eslgnatetlLocaUon�s�GeneralAggregateLlmiC'orC62503
"Deslgnated Cmrtmcbon Pro]ect(sf General Aggregate LImR"as appmpriare.
c) IndudeendorzementlndlcaUngthatmveragelsprimaryandnommniribu[ory.
d) Indudeendorzement[opreserveGovemmentallmmuniry.ISampleanached�.
e) Intludeanendorsemennha[deletesanyfellowemployeeexdusion.
1� Intlude addltional insured endorsement foc
The City of�ubuque,induding all Its elecred and appointed official;all its employees and
volun[eers,all Its boards,cammiszions and/or authorities and their board members,employees
and volunteers.llse ISO form CG 20 30. Ongoing operations.
g) AllconhactorsshallindodeTheCiryofDubuque�pertheaboveverblage)asanaddifonalin;uredfor
mmpleted operafione under I50 form CG 203]during Ihe pmject term and tor a period of[wo years
after tlie mmpletion of the p�oject.
B) AUTOMOBILELIABILITY $1,000,OOO�Combinetl5ingleLimit�
C) WORKERS' COMPENSATION&EMPLOYEftS LIABIIITV
Statutory eenefits mvering all employees inlured on[hejob by accident or disease as prescrihed by
lowa Code Chapt'er S5.
Coverage A StaturorY—State of lowa
Coverage B Employers Liabiliry
Each Accident $100,000
Each Employee-�isease $100,000
Policy LimiF�isease $500,000
Policy shall include an entlorsement providing a waiver of subragation to the City of�u6uque.
Coverage 9limits shall be greater if required hy Um6rella Carcier.
D) Umbrella Liahilitv
Umbrella liability coverage must be at leastfollowing form with [he underlying polioies indudetl
herein.
AI I Class A wn[ractors with mntract values in exress o/$10,000,000 must have an umbrella of
Sio,000,000.
All Class A and Class 8 contractors wlth contract values between$500,000 antl$10,000,000 must have
an um6rella of$3,000,000.
All Class A and B rontracrors with confract values less than 5500,000 must have an umbrella of
$I,000,000,
All Class Cmn[racrors are not required[o have an umbrella.
E) Pollution Liabilitv Coverage required: _yes no
Pollution Liability mverage shall be required if project involves any pollution exposures induding
abatement of hazardous or mntaminated materials induding,but not limited to,the removal oF leatl,
asbesms,or PCB's. Pollution praduct and complete operations coverage shall also be mvered.
$2,000,000 each ocw�rence
$4,000,000 policy aggregaee
a) Poliry ro indude premises and[ransporta[ion mverage.
b) Indude addi[ional insured as stated in Ae above,
c) Include preservatlon of govemmental immuniryas stated in Ad above.
F) Railroad Protective Lia6ilitv Coverage required: yes no
Any Contract forwnstruction or demolition work on or within Fiky feet(50'�from the
edge of the tracks of a railroad and effecting any reilroad bridge or trestle,tracks,
road6eds,tunnel,underpass,or crossing for which an easement or license or
Indemnification of the railroad is required, shall require evidence of the following
additional coverages.
ftailroad Protective liability:
$ each occurrence(peNimits required by Railroad)
5 policyaggregate(per limits required by Railroad)
OR
An endorsement to the Commercial General Liabiliry policy equal to I50 CG 2417�Contrac[ual
Liabiliry-Railroads�. AcapyofthisendorsementshallbeattachedtotheCer6ficateoflnsuranw-
i
Preservation of Governmental Immunities Endorsement
1. NonwaiverofGovernmentallmmunitv. Theinsurancecarrierexpresslyagreesandstatesthatthe
purchase of this policy and the including of the City of�ubuque, lowa as an Additional Insured does
not waive any of the defenses oF govemmental immunity available to the City of Du6uque, lowa
under Code of lowa Section 670.4 as it is now exists and as it may be amended from time to time.
2. Claims Coveraee.The insurance carrierturther agrees that this policy of insurance shall rover only
those daims not subject to the defense of governmental immunity under the Code of lowa Section
670.4 as it now exists and as it may be amended from time to time.Those claims not su6ject to
Code of lowa Section 670.4 shall Be covered by the terms and conditions ot this insurance policy.
3. Assertion of Government Immuni[v.The City of Dubuque, lowa shall be responsible for asserting any
defense of governmental immunitV, and may do so at any time and shall do so upon the tlmely
written request of the insurance carrier.
4. Non-OenialofCovera¢e.TheinsurancecarriershallnotdenV�overageunderthispolicyandthe
insurance carrier shall noi deny anV of the rights and benefiis accruing m the City of Du6uque, lowa
under ihis policy for reasons of govemmental immunity unless and until a murt of competent
jurisdiction has ruled in favor of the defense�s)of governmental immunity asserted by the City of
Du6uque, lowa.
No Other Chanze in Poliw.The above preservation of govemmental immunities shall not otherwise
change or alter[he wverage available under ihe policy.
SPECIMEN