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Service Agreement with CGM, LLC for Access to Federally Available Broadband SubsidiesCity of Dubuque City Council Meeting Action Items # 7. Copyrighted May 17, 2021 ITEM TITLE: Proposed Service Agreement with CGM, LLC for Provision of an Enrollment Portal and Customer Service System for Access to Federally Available Broadband Subsidies by Qualifying Dubuque Residents SUMMARY: City Manager recommending City Council approval of a service agreement with CGM, LLC that will create an improved opportunity for qualifying Dubuque residents to take advantage of Federally funded broadband internet subsidies. SUGGESTED Suggested Disposition: Receive and File; Approve DISPOSITION: ATTACHMENTS: Description Type CGM Proposed Service Agreement-MVM Memo City Manager Memo Proposed Service Agreement with CGM LLC memo to Staff Memo the City Manager CGM Service Bureau Agreement Supporting Documentation Dubuque THE CITY OF DE-E All-America City U B ' 111. ' 13 Masterpiece on the Mississippi zoo�•*o YP PP Zoi720zoi9 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Proposed Service Agreement with CGM, LLC for Provision of an Enrollment Portal and Customer Service System for Access to Federally Available Broadband Subsidies by Qualifying Dubuque Residents DATE: May 13, 2021 Information Services Manager Chris Kohlmann and Sustainable Innovation Consultant Dave Lyons recommend City Council approval of a service agreement with CGM, LLC that will create an improved opportunity for qualifying Dubuque residents to take advantage of Federally funded broadband internet subsidies. The agreement would further the City's continuing Broadband Acceleration Initiative and the recently adoptec Equitable Poverty Reduction and Prevention Plan. The City would be committing up to $50,000 of its existing CDBG allocation for the nonrecurring costs of creating the customized platform. It would also be committing to a not to exceed fee of $5000 a month for the operations and customer service on the site. It would receive invoices of actual costs for review. This cost is roughly 50% of the initial costs quoted by CGM, as the second City in Iowa that it has spoken with (West Des Moines) is also initiating a similar agreement covering half the costs. The agreement with CGM also requires that if additional Cities adopt the model, CGM will refund/reduce Dubuque's costs to its pro-rata share. The return on investment to the community will depend on our ability to identify and assist qualifying residents. However, if we can then the return should be significant. One resident fully utilizing the program would receive up to $820 toward the costs of broadband access. We estimate that there are roughly 9,000 to 16,000 residents that would qualify. 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 Cori Burbach, Assistant City Manager Chris Kohlmann, Information Services Manager David Lyons, Sustainable Innovation Consultant Dubuque THE CITY OF " DUB E IIFMmeriw Cft (ti I I 2007*2012.2013 2017*2019 Masterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Chris Kohlmann, Information Services Manager David Lyons, Sustainable Innovation Consultant SUBJECT: Proposed Service Agreement with CGM, LLC for Provision of an Enrollment Portal and Customer Service System for Access to Federally Available Broadband Subsidies by Qualifying Dubuque Residents DATE: May 13, 2021 INTRODUCTION The purpose of this memo is to request approval of a service agreement that will create an improved opportunity for qualifying Dubuque residents to take advantage of Federally funded broadband internet subsidies. The agreement would further the City's continuing Broadband Acceleration Initiative and the recently adopted Equitable Poverty Reduction and Prevention Plan. The funding source for this activity would the City's CDBG (Community Development Block Grant) funds. 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, with the goal of universal and affordable access for our businesses and citizens. A key challenge to that initiative is the issue of "affordability" for lower income residents. Earlier this year the City adopted the Dubuque Community Equitable Poverty Reduction and Prevention Plan. That Plan includes a recommended strategy to "Subsidize Internet Access in Low Income Neighborhoods & Develop a Digital Equity Plan". Overcoming the challenges and accomplishing these objectives will require a comprehensive effort and the leveraging of multiple funding sources. In December of 2020, the United States Congress passed the Consolidated Appropriations Act. Included within that Act was an appropriation of $3.2 billion to assist low-income Americans with access to the internet. (An overview of the EBB is attached.) Called the Emergency Broadband Benefit (EBB) and administered by the Federal Communications Commission it provides two major benefits (1) a subsidy of $50 a month for high-speed internet access; and (2) up to $100 in approved equipment for accessing the internet. And these benefits are in addition to the existing Lifeline Program, a $9.95 a month subsidy for internet and/or telecommunication access. The new EBB funding is designed to be delivered via the existing structure and process of the Lifeline Program. That program has been under-utilized and the number of providers offering broadband speed connections for the program in Iowa has been limited. The Lifeline program, monthly subsidy designed to help low-income families afford critical communications services, was created with the best intentions. The original goal was to achieve universal telephone service, but it has fallen far short of achieving its potential as the Federal Communications Commission has attempted to convert it to a broadband -centric program. The FCC's Universal Service Administrative Company estimates that only 26% of the families that are eligible for Lifeline currently participate in the program. That means that nearly three out of four low-income consumers are missing out on a benefit for which they qualify. DISCUSSION The City of Dubuque receives a federal allocation of Community Development Block Grant dollars. One purpose which the Federal Government now requests local communities address with those funds in broadband access for low-income families. CDBG dollars are limited and need to address a wide range of local issues. The intention of this request is to use a relatively modest investment from CDBG to open the opportunity for Dubuque residents to access large sources of federal assistance. One step in increasing participation in the Lifeline program participation is to make application, service selection and sign-up much easier for qualifying residents or agencies working on a residents' behalf as well as carrier promotion and engagement. CGM, LLC is a Roswell, Georgia software company that presently provides the Lifeline Program enrollment program to the vast majority of carriers participating in the existing Lifeline program. They would modify that software to create a "Dubuque specific" access point where residents and their advocates could quickly see and compare options for broadband access (both fixed and wireless), connect with their provider of choice and have their eligibility confirmed and documented. They would also assist in promoting this one -stop, low-cost platform to local, regional, and national carriers to increase participation. The concept is to make the Dubuque market so easy to participate in that carriers who would otherwise only be interested in large metropolitan centers for their EBB products would decide to participate in Dubuque as well. CGM is also certified with the Federal Communications Commission and the Universal Service Administration Company and getting a new vendor/system certified would likely take months. As envisioned, CGM would build, maintain, and staff a Dubuque specific platform for EBB and the Lifeline Program. Residents would use that platform to find, select and coordinate with a private carrier that is offering a qualifying EBB or Lifeline product. The City would help fund the costs of creating the customized platform and its on -going operations for three years, engage local partners to promote the new subsidy opportunities to low-income residents and provide an annual report on the operations of the site. While the EBB is presently time limited (until 6 months after US Department of Health declares the Covid emergency over or until the $3.2 billion is exhausted) there is follow-on funding and programming already under development. Conventional wisdom is that a program of this type, along with the traditional Lifeline program, will continue to be available. BUDGET IMPACT The City would be committing up to $50,000 of its existing CDBG allocation for the non- recurring costs of creating the customized platform. It would also be committing to a not to exceed fee of $5000 a month for the operations and customer service on the site. It would receive invoices of actual costs for review. This cost is roughly 50% of the initial costs quoted by CGM, as the second City in Iowa that it has spoken with (West Des Moines) is also initiating a similar agreement covering half the costs. The agreement with CGM also requires that if additional Cities adopt the model, CGM will refund/reduce Dubuque's costs to its pro-rata share. The return on investment to the community will depend on our ability to identify and assist qualifying residents. However, if we can then the return should be significant. One resident fully utilizing the program would receive up to $820 toward the costs of broadband access. We estimate that there are roughly 9,000 to 16,000 residents that would qualify. RECOMMENDATION AND ACTION REQUESTED This service agreement, if implemented quickly and effectively, should significantly increase the number of Dubuque residents able to utilize the assistance, the number of carriers participating and the amendment to the existing Master Co -location and Shared Services Agreement with Unite Private Network supports Dubuque's Broadband Acceleration Initiative and reimburses the cost to City of providing a state-of-the-art fiber optic infrastructure that can be shared. We would respectfully request your approval and recommendation to the City Council. c.c. Crenna Brumwell, City Attorney Barry Lindahl, Senior Counsel Alexis Steger, Housing and Community Development Director Emergency Broadband Benefit Overview In the Consolidated Appropriations Act of 2021, Congress appropriated $3.2 billion to the FCC to help low-income households pay for broadband service and connected internet devices. The Emergency Broadband Benefit (EBB) Program will provide a discount of up to $50 per month for broadband services for eligible consumers. Consumers who live on qualifying Tribal lands can receive enhanced support of up to $75 per month toward broadband services. Additionally, the program provides a one-time device discount of up to $100 for a laptop, desktop computer, or tablet purchased through a participating provider. The one-time discount requires a consumer co -payment of more than $10 and less than $50. The Emergency Broadband Benefit is temporary. It will expire when funds are exhausted or six months after the Department of Health and Human Services (HHS) declares the end of the COVID-19 health emergency. The FCC expects the EBB Program to be open to eligible households before the end of April 2021. Please check the FCC's website regularly for the latest information. Household Eligibility Households can qualify for the Emergency Broadband Benefit by showing that at least one member of their household meets one of the following criteria: • Qualifies for the FCC's Lifeline program, including those who are on Medicaid or receive SNAP benefits, Is approved for the free or reduced price school breakfast/lunch program, including through the USDA Community Eligibility Provision, Experienced substantial documented loss of income since February 29, 2020 with a total household income in 2020 below $99,000 for single filers and $198,000 forjoint filers, Received a federal Pell grant in the current award year, or Qualifies for a participating provider's existing low-income or COVID-19 relief program, subject to FCC approval of that provider's eligibility process. The Emergency Broadband Benefit is limited to one monthly service discount and one device discount per eligible household. SERVICE BUREAU AGREEMENT THIS SERVICE BUREAU AGREEMENT (this Agreement), dated for rerefence purposes the 17th day of May, 2021 is made and entered into by and between CGM, LLC (CGM), a Georgia limited liability corporation and the City of Dubuque an Iowa municipal corporation of Dubuque, Iowa (Customer). WHEREAS, Customer desires to purchase certain services from CGM that will help city residents, particulary low-income residents, deal with, prevent and recover from the effects the COVID 19 Pandemic, all as set forth in attached Exhibit A (the Services); and WHEREAS, CGM desires to sell and deliver the Services to Customer, subject to the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the mutual promises and agreements set forth herein, and with the intent to be legally bound, the parties hereby agree as follows: SECTION 1 CGM SERVICES. In accordance with the terms of this Agreement, CGM will furnish Customer with the Services. The Services may be modified or amended only by written agreement executed by Customer and CGM. SECTION 2 CHARGES. 2.1 Charges for the Services. The charges for the Services are as set forth herein and in Exhibit A. Charges for services not identified in Exhibit A will be determined and agreed upon by CGM and Customer. In addition to the charges set forth in Exhibit A, Customer will be charged for any taxes, however designated, levied on or for the Services, including state and local taxes paid or payable by CGM, but excluding any federal, state or local taxes based on CGM's net income. 2.2 Non -Recurring Charges. Non -recurring charges are due and payable and must be remitted to CGM, via check, after execution of this Agreement and completion and testing of the web -based EBB clearinghouse as described in Exhibit A . 2.3 Monthly Recurring Charges. CGM will invoice Customer monthly for all recurring charges identified in Exhibit A. 2.4 Payment of Charges. Customer agrees to pay all charges as set forth in CGM's invoices within forty five (45) days of the date of each invoice. A finance charge of one and one-half percent (1 1/2%) per month (or the maximum legal rate, if less) will be assessed by CGM and paid by Customer on any and all untimely undisputed payments. 2.5 Termination of Agreement and Services for Non-payment of Charges. In the event that any non -disputed amount due and owing on a CGM invoice to Customer is not timely paid as provided herein, CGM may, at its sole election, and in addition to any 05122021ba1 other right or remedy which it may have under this Agreement or at law, immediately terminate this Agreement and Services. SECTION 3 TERM AND TERMINATION. 3.1 Term. This Agreement will remain in full force and effect for an initial term of three (3) years, beginning on the day of , 2021 and terminating at midnight on the day of , 2024. Termination of this Agreement will not terminate Customer's obligation to pay CGM for all Services performed under this Agreement prior to termination. 3.2 Termination. In the event that either party fails in the performance of its obligations, or breaches the terms or conditions of this Agreement, the other party may, at its option, deliver written notice to the party which has failed to perform or has breached this Agreement of its intention to terminate this Agreement unless such breach or failure in performance is remedied within thirty (30) days of delivery of such notice. Failure to remedy such a breach will make this Agreement terminable, at the option of the aggrieved party, at the end of such thirty (30) day period unless notification is withdrawn. If Customer determines, in its sole discretion, that (1) the conduct of CGM may be reasonably considered, under City of Dubuque community standards, to be immoral, deceptive, scandalous, obscene or materially determinantal to or negatively affect the reputation and good will associated with Customer, or (2) adequate EEB funds are not reasonably available, or (3) after twelve (12) months of basic functionality, that the number of individuals in the community using the EBB clearinghouse is not high enough to justify the continued monthly management and maintenance expense, Customer may terminate this Agreement following thirty (30) days written notice delivered to CGM. 3.3 Events after termination. In the event that this Agreement is terminated for any reason, CGM will immediately take the following actions: A. System access via log on or FTP access will be suspended immediately after contract termination; B. All processed data may be deleted from the system thirty (30) days after termination. Customer will be given the right to pay for a copy of this data prior to deletion of data. CGM may schedule this activity to take place on off hours and over time so as not to interrupt regular production activities; C. Any un-processed data stored on CGM machines will be deleted; SECTION 4 USE OF THE SERVICES. Customer agrees to utilize the Services in accordance with this Agreement, Exhibit A, and CGM's instructions and specifications, and to provide CGM with correct, complete and necessary data in the proper format to enable CGM to properly furnish the Services. Customer agrees to notify CGM immediately of any proposed changes in its method of using the Services, and to also notify CGM in the event there are any anticipated changes that could significantly alter the type, method or volume of Customer's transactions. 05122021ba1 SECTION 5 LIMITED WARRANTY. 5.1 CGM agrees to use commercially reasonable efforts to provide accurate Services. CGM agrees that it will, at its expense, correct any errors which are due solely to a malfunction of CGM's computers, operating systems or programs, or errors by CGM's employees or agents. Corrections will be limited to repairing the error in the service provided. CGM will not be responsible in any manner for errors of, or failures in, proprietary systems and programs other than those of CGM. 5.2 THE LIMITED WARRANTIES SET OUT IN THIS SECTION 5 AND THE REMEDIES SET FORTH HEREIN ARE CUSTOMER'S ONLY WARRANTIES AND REMEDIES UNDER THIS AGREEMENT. SUCH WARRANTIES AND REMEDIES ARE IN LIEU OF AND EXCLUDE, AND THE PARTIES EXPRESSLY DISCLAIM, ALL OTHER WARRANTIES AND REMEDIES NOT EXPRESSLY SET FORTH HEREIN, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LOSS OF DATA, NON -INFRINGEMENT OR CONFORMANCE TO SPECIFICATIONS. SECTION 6 LIMITATION OF LIABILITY AND INDEMNIFICATION. 6.1 CGM'S LIABILITY TO CUSTOMER FOR ANY BREACH OF THE WARRANTIES IN SECTION 5 HEREOF WILL BE LIMITED TO THE REMEDIES SPECIFIED THEREIN. ANY OTHER CLAIM CONCERNING CGM'S PERFORMANCE OR NON-PERFORMANCE OF THIS AGREEMENT WILL BE LIMITED TO ACTUAL DAMAGES ONLY, UP TO, BUT NOT EXCEEDING, THE AMOUNT PAID TO CGM BY CUSTOMER FOR THE SERVICES IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING ANY SUCH CLAIM. IN NO EVENT WILL CGM BE LIABLE FOR ANY LOSS OF USE, DATA OR PROFITS OR INDIRECT, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF CGM HAS BEEN SPECIFICALLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NO ACTION, REGARDLESS OF FORM, WILL BE BROUGHT BY CUSTOMER MORE THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED. 6.2 In no event, except as specifically set forth herein, will CGM be liable to Customer or any third party (including Customer's customers) for any claim, loss or damage, whether direct, ordinary, special or consequential, or otherwise, even if CGM has been advised of the possibility of such damage. 6.3 Customer will indemnify, protect, defend and hold CGM harmless from and against any and all loss, damage, cost and expense (or claims of loss, damage, cost and expense) asserted against CGM by third parties in connection with or arising out of (i) incomplete or inaccurate information provided to CGM, Customer or Customer's customers or any third party; (ii) the use of Customer's information when furnished by CGM to (a) Customer's customers, (b) governmental authorities, including without limitation, USAC, (c) other third persons at Customer's request, or (d) officers, 05122021ba1 employees and agents of Customer; (iii) CGM's acquisition and use of Customer's data; and (iv) Customer's breach of any material term or condition of this Agreement. SECTION 7 INTELLECTUAL PROPERTY ASSIGNMENT. 7.1 All inventions, original works of authorship, developments, concepts, know-how, discoveries, improvements, trade secrets, secret processes, patents, patent applications, service marks, trademarks, trademark applications, copyright and copyright registrations, and products, whether or not patentable or registerable under copyright, trademark or other similar laws, made by CGM, in whole or in part, or conceived by CGM alone or with others, which relate to the business, operations, activities, research, investigation or obligations of CGM (collectively, the Works) are the property of CGM and all right, title, interest and ownership in all such Works including but not limited to copyrights, trademarks, patents, trade secret rights, trade names, and know-how and the rights to secure any renewals, reissues, and extensions thereof will vest in CGM. The Works will be deemed to be "works made for hire" under United States copyright law (17 U.S.C. § 101 et seq.). All right, title and interest in the Works are CGM's alone. Customer understands that CGM may register the copyright, trademark, patent and other rights in the Works in CGM's name. Customer further understands that CGM has full, complete and exclusive ownership of the Works (the Intellectual Property). Customer agrees not to use the Intellectual Property without CGM's prior written permission. 7.2 A. Non -recurring Charges (Installation). CGM will pass along 5% of the non- recurring charges collected from each new website built for another municipality, to DB (we'll do the same for WDM). The total amount remitted to DB will not exceed the non -recurring fees assessed to DB. All revenue sharing will cease when Agreement is terminated. B. Monthly recurring charges (Ongoing website management and maintenance). For each new website built for another municipality, CGM will reduce DB's monthly recurring charges by 5% of the monthly recurring amount collected from the new municipality (we'll do the same for WDM) until that amount gets to $0. SECTION 8 DISPUTE RESOLUTION AND CHOICE OF LAW. 8.1 Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Iowa, without giving effect to that body of laws pertaining to conflict of laws. 8.2 Venue; Consent to Jurisdiction. The parties agree that all actions to enforce an arbitrator's decision or award will be instituted in the state or federal courts sitting in the the Iowa District Court for Dubuque County. Each party submits to the exclusive jurisdiction of, and venue in, such courts, and waives any objection based on forum non conveniens. 05122021ba1 8.3 Arbitration. Except as otherwise expressly provided herein, any dispute, claim or controversy directly or indirectly based upon, arising out of or relating to this Agreement or the transactions contemplated hereby, or the breach or alleged breach hereof or thereof, whether based on contract, tort or any other theory, will be submitted for resolution by final and binding arbitration in Dubuque, Iowa, or such other location to which the parties agree in writing, before a single arbitrator selected by CGM and the Customer, or if such parties are unable to agree on an arbitrator, the arbitrator will be selected pursuant to JAMS Comprehensive Arbitration Rules and Procedures, in accordance with the Laws of the State of Iowa applicable to agreements made and to be performed entirely therein; provided that the arbitrator, however selected, will be a former federal judge or an attorney whose expertise is business/commercial law. The arbitration will be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures, and the parties agree that the arbitrator may impose sanctions in the arbitrator's discretion to enforce compliance with discovery and other obligations. The arbitrator's decision will be final and binding upon the parties. The arbitrator will have the power to grant temporary, preliminary and permanent relief, including without limitation injunctive relief and specific performance. Unless otherwise ordered by the arbitrator, the arbitrator's expenses will be shared equally by CGM, on one hand, and Customer on the other hand. 8.4 Costs and Attorneys' Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party will be entitled to recover all of such party's costs and reasonable attorneys' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom. [►yx��[�7►��►�il�'i��_1�Ix�1��'� 9.1 Waiver. The failure of either party to insist on any occasion upon strict adherence to any provision of this Agreement will not be considered a waiver of any of its rights or remedies, nor will it relieve the other party from performing any subsequent obligation strictly in accordance with the terms of this Agreement. No waiver will be effective unless it is in writing and signed by the party against whom enforcement is sought. The waiver will be limited to provisions of this Agreement specifically referred to therein and will not be deemed a waiver of any other provision. No waiver will constitute a continuing waiver unless the writing states otherwise. 9.2 Construction. A. The parties hereto agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not be applied in the construction or interpretation of this Agreement. B. The headings contained in this Agreement are for convenience of reference only, will not be deemed to be a part of this Agreement and will not be referred to in connection with the construction or interpretation of this Agreement. 05122021ba1 9.3 No Third Party Beneficiaries. None of the provisions of this Agreement are intended to provide any rights or remedies to any person (including, particularly, to any employees or consultants) other than the parties hereto and their respective successors and assigns (if any). 9.4 Amendments and Waivers. This Agreement may be amended only with the prior written consent of the parties. The observance of any term of this Agreement may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of CGM and Customer. No delay or failure to require performance of any provision of this Agreement will constitute a waiver of that provision as to that or any other instance. No waiver granted under this Agreement as to any one provision herein will constitute a subsequent waiver of such provision or of any other provision herein, nor will it constitute the waiver of any performance other than the actual performance specifically waived. 9.5 Notices. All notices, demands, or other communications under this Agreement will be in writing to the party's respective addresses set forth on the first page of this Agreement, or to any other address as either party may designate by giving a written notice to the others, and be deemed effectively delivered: (a) if delivered personally, upon the date of delivery; (b) if by registered mail, within ten (10) working days from the dispatch thereof; (c) if delivered by facsimile, twenty four (24) hours after the dispatch thereof; or (d) if delivered by courier or overnight delivery service, one (1) day after the dispatch thereof; or (e) twenty-four hours after transmission of an email. 9.6 Severability. If any provision of this Agreement is determined by any court or arbitrator of competent jurisdiction to be invalid, illegal or unenforceable in any respect, such provision will be enforced to the maximum extent possible given the intent of the parties hereto. If such clause or provision cannot be so enforced, such provision will be stricken from this Agreement and the remainder of this Agreement will be enforced as if such invalid, illegal or unenforceable clause or provision had (to the extent not enforceable) never been contained in this Agreement. Notwithstanding the foregoing, if the value of this Agreement based upon the substantial benefit of the bargain for any party is materially impaired, which determination as made by the presiding court or arbitrator of competent jurisdiction will be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 9.7 Entire Agreement. This Agreement and Exhibit A constitute the entire agreement and understanding of the parties with respect to the subject matter of this Agreement, and this Agreement supersedes any and all prior understandings and agreements, whether oral or written, between or among the parties hereto with respect to the specific subject matter hereof. 9.8 Further Assurances. The parties agree to execute such further documents and instruments and to take such further actions as may be reasonably necessary to carry out the purposes and intent of this Agreement. 05122021ba1 9.9 Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which together will be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission will be deemed to have the same legal effect as delivery of an original signed copy of this Agreement. 9.10 Delay Due To Unforeseeable Events. Neither party will be responsible for any delay or failure to perform due to unforeseeable events or circumstances that may arise without such party's fault or negligence and that are beyond such party's reasonable control, including by way of example but not limited to acts of God, war, riot, embargoes, acts of civil or military authorities, accidents, labor disputes, shortages, or telecommunications or utility failures. The delay or failure to perform will be excused during the continuance of such circumstances, but this Agreement will otherwise remain in effect. To the extent the rights and obligations of the other party under this Agreement are materially affected by the delay or failure to perform, such other party's obligations will also be suspended. All obligations of the parties that are suspended pursuant to this paragraph will be resumed as soon as reasonably possible after termination or abatement of the events or circumstances giving rise to the delay or failure to perform. IN WITNESS OF THE FOREGOING, the parties have caused this Agreement to be signed by their duly authorized officers. CGM, LLC CITY OF DUBUQUE, IOWA Name: Charles Campbell Title: Principal Date:5/12/21 By: Name: Title: _ Date: 05122021ba1 CGM, LLC Service Bureau Agreement Exhibit A Standard Services Description Of Services The City of Dubuque, Iowa wishes to drive, in their respective communities, awareness of and enrollment in the Federal Emergency Broadband Benefit Program (EBB). EBB will make available to low income households, subsidies for Broadband services of up to $50 per month and subsidies for connected devices (tablets, laptops, etc.) of up to $100. The EBB Program is scheduled to begin on April 26, and the total pool of federal funds available is $3.2 Billion. It's expected that this funding will dry up quickly (6 to 9 months) as close to 400 carriers have already been approved to offer it to their existing bases and the rest of the eligible market. We're reaching out to approved carriers that operate within the of Dubuque and have four commitments to participate in the clearinghouse, so far. These carriers plan on making a fully subsidized, free offering of 25GB, unlimited talk and text and a smart device to eligible city residents. The citiy's endeavor to mobilize its resources to ensure eligible citizens move quickly to participate in this program. To that end the city will take a three -pronged approach to driving awareness and enrollment. 1. An EBB clearinghouse website will be established to demystify and facilitate enrollment in the EBB program by listing the local participating service providers and their service offerings, and providing access to their on-line enrollment portals with the click of one button. Upon successful enrollment the subscriber would be mailed their device (smartphone, hot spot, tablet, depending on the carrier's offerings) and would activate the service to initiate the benefit. 2. The citys will send email and possibly text notifications to known, eligible households to make them aware of the opportunity and to invite them to come to the new web site to enroll with a participating service provider. 3. City personnel who regularly engage with low-income residents will be introduced to the new web site and asked to help eligible households navigate program enrollment through the website, as part of their regular interaction. This project is designed to accelerate the participation of city residents ahead of the national average. It's estimated that there are 9,000 to 16,000 low income households which are eligible for the EBB Program. Assuming Community Development Block Grant (CDBG) funding can be employed to rapidly build and operate the website, educate city personel and guide marketing efforts, the benefit to low income households should be considerable. Deliverable CGM will build a web -based EBB clearinghouse for the City of Dubuque. Website will be dedicated to the city, will carry the seal of the city and help eligible, low-income applicants browse through the offerings of EBB service providers (National wireless carriers, regional wireless resellers, cable companies, etc.) based on a home address 05122021ba1 entered. It's envisioned that introduction to the site would be through notices sent from city departments to their eligible community members, and would also take place during real-time, face-to-face or virtual engagements that occur on a daily basis between city volunteers and eligible community members. CGM will meet with City staff (in -person if allowed) to educate them to the EBB program and its eligibility requirements, and provide training to staff on the use of the clearinghouse website. CGM will provide guidance to City marketing personnel regarding language to include on emails, texts, flyers and posters to introduce the EBB Program and the website. CGM will lead the effort to engage local broadband service providers that have been federally approved to offer EBB discounts within the footprints of the city, to list its EBB service offerings on the websites. CGM will manage the relationship with these carriers so that as service offerings change the websites will be updated, and as new carriers are approved they'll be introduced to this initiative. CGM will track daily activity on the websites, report results to City personnel, and work with the city to make adjustments where necessary to drive engagement. CGM has reviewed and understands the requirement of meeting the Community Development Block Grant program's National Objectives and will report monthly, and provide an annual report, on activities benefiting low and moderate -income persons and such other information as requested by the city. CGM views this project as a living, breathing, first -of -it's -kind thing that will require nurturing and regular tweaking to succeed. There's a reasonable chance that additional federal funding may materialize once the initial $3.2 Billion are exhausted. CGM is hopeful that the results of this project will be a testimonial toward that end, and with the permission of the city will make the FCC and the Universal Service Administration Company aware of this initiative. As part of the EBB enrollment process, most subscribers will also be enrolled in the federal Lifeline Program. There's a high degree of overlap in the eligibility requirements between the two programs. CGM will build Lifeline Program capabilities into the website, so that it can be used solely for promoting Lifeline Program service packages if the EBB funding is not renewed. If EBB funding is not renewed it's reasonable to think that participants could maintain their service plans or a reduced version of them with a combination of Lifeline Program benefits ($9.25/mo.), support from the city, and/or a co - pay from the subscriber. CGM will provide real-time customer service support via phone and web site chat functionality. Cost and Interval: 05122021ba1 9.9 Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which together will be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission will be deemed to have the same legal effect as delivery of an original signed copy of this Agreement. 9.10 Delay Due To Unforeseeable Events. Neither party will be responsible for any delay or failure to perform due to unforeseeable events or circumstances that may arise without such party's fault or negligence and that are beyond such party's reasonable control, including by way of example but not limited to acts of God, war, riot, embargoes, acts of civil or military authorities, accidents, labor disputes, shortages, or telecommunications or utility failures. The delay or failure to perform will be excused during the continuance of such circumstances, but this Agreement will otherwise remain in effect. To the extent the rights and obligations of the other party under this Agreement are materially affected by the delay or failure to perform, such other party's obligations will also be suspended. All obligations of the parties that are suspended pursuant to this paragraph will be resumed as soon as reasonably possible after termination or abatement of the events or circumstances giving rise to the delay or failure to perform. IN WITNESS OF THE FOREGOING, the parties have caused this Agreement to be signed by their duly authorized officers. CGM, LLC Name: Charles Campbell Title: Principal Date:5/12/21 CITY OF DUBUQUE, IOWA By: 0� Name: Michael Van Milli_ eq n Title: City Manager Date: May 17, 2021 05122021ba1 CGM, LLC Service Bureau Agreement Exhibit A Standard Services Description Of Services The City of Dubuque, Iowa wishes to drive, in their respective communities, awareness of and enrollment in the Federal Emergency Broadband Benefit Program (EBB). EBB will make available to low income households, subsidies for Broadband services of up to $50 per month and subsidies for connected devices (tablets, laptops, etc.) of up to $100. The EBB Program is scheduled to begin on April 26, and the total pool of federal funds available is $3.2 Billion. It's expected that this funding will dry up quickly (6 to 9 months) as close to 400 carriers have already been approved to offer it to their existing bases and the rest of the eligible market. We're reaching out to approved carriers that operate within the of Dubuque and have four commitments to participate in the clearinghouse, so far. These carriers plan on making a fully subsidized, free offering of 25GB, unlimited talk and text and a smart device to eligible city residents. The citiy's endeavor to mobilize its resources to ensure eligible citizens move quickly to participate in this program. To that end the city will take a three -pronged approach to driving awareness and enrollment. 1. An EBB clearinghouse website will be established to demystify and facilitate enrollment in the EBB program by listing the local participating service providers and their service offerings, and providing access to their on-line enrollment portals with the click of one button. Upon successful enrollment the subscriber would be mailed their device (smartphone, hot spot, tablet, depending on the carrier's offerings) and would activate the service to initiate the benefit. 2. The citys will send email and possibly text notifications to known, eligible households to make them aware of the opportunity and to invite them to come to the new web site to enroll with a participating service provider. 3. City personnel who regularly engage with low-income residents will be introduced to the new web site and asked to help eligible households navigate program enrollment through the website, as part of their regular interaction. This project is designed to accelerate the participation of city residents ahead of the national average. It's estimated that there are 9,000 to 16,000 low income households which are eligible for the EBB Program. Assuming Community Development Block Grant (CDBG) funding can be employed to rapidly build and operate the website, educate city personel and guide marketing efforts, the benefit to low income households should be considerable. Deliverable CGM will build a web -based EBB clearinghouse for the City of Dubuque. Website will be dedicated to the city, will carry the seal of the city and help eligible, low-income applicants browse through the offerings of EBB service providers (National wireless carriers, regional wireless resellers, cable companies, etc.) based on a home address 05122021ba1 entered. It's envisioned that introduction to the site would be through notices sent from city departments to their eligible community members, and would also take place during real-time, face-to-face or virtual engagements that occur on a daily basis between city volunteers and eligible community members. CGM will meet with City staff (in -person if allowed) to educate them to the EBB program and its eligibility requirements, and provide training to staff on the use of the clearinghouse website. CGM will provide guidance to City marketing personnel regarding language to include on emails, texts, flyers and posters to introduce the EBB Program and the website. CGM will lead the effort to engage local broadband service providers that have been federally approved to offer EBB discounts within the footprints of the city, to list its EBB service offerings on the websites. CGM will manage the relationship with these carriers so that as service offerings change the websites will be updated, and as new carriers are approved they'll be introduced to this initiative. CGM will track daily activity on the websites, report results to City personnel, and work with the city to make adjustments where necessary to drive engagement. CGM has reviewed and understands the requirement of meeting the Community Development Block Grant program's National Objectives and will report monthly, and provide an annual report, on activities benefiting low and moderate -income persons and such other information as requested by the city. CGM views this project as a living, breathing, first -of -it's -kind thing that will require nurturing and regular tweaking to succeed. There's a reasonable chance that additional federal funding may materialize once the initial $3.2 Billion are exhausted. CGM is hopeful that the results of this project will be a testimonial toward that end, and with the permission of the city will make the FCC and the Universal Service Administration Company aware of this initiative. As part of the EBB enrollment process, most subscribers will also be enrolled in the federal Lifeline Program. There's a high degree of overlap in the eligibility requirements between the two programs. CGM will build Lifeline Program capabilities into the website, so that it can be used solely for promoting Lifeline Program service packages if the EBB funding is not renewed. If EBB funding is not renewed it's reasonable to think that participants could maintain their service plans or a reduced version of them with a combination of Lifeline Program benefits ($9.25/mo.), support from the city, and/or a co - pay from the subscriber. CGM will provide real-time customer service support via phone and web site chat functionality. Cost and Interval: 05122021ba1 The goal would be to have basic functionality in place as soon as possible, with secondary features to follow. CGM will conduct a functionality interview prior to establishing a final design and project scope. There will be two components to our pricing, a one-time charge to develop and deliver the full functionality of the clearinghouse (not to exceed $55,000), and a monthly management and maintenance charge (estimated at $5,000 to $6,000) for which CGM requests a three-year commitment. The one-time charge will be pursuant to a detailed invoicepaid within forty five (45) days of product completion and testing. The rest of the fees will be invoiced to the City of Dubuque monthly, as work is performed. The Parties enter into this Agreement understanding that it is subject to approval of use of CDBG funds for this project. IN WITNESS OF THE FOREGOING, the parties have caused this Agreement to be signed by their duly authorized officers. CGM, LLC City of Dubuque, Iowa By: &44. 61i," Name: Charles Campbell Title: Principal Date: 5/12/21 By: Name: Title: _ Date: 05122021ba1