Nfba Network Design Review 090611a - RAPID SYSTEMS COMMENTS

Network Design
Work Authorization JT 11
Network Design Review
Final Report
Prepared By
Work Authorization JT 11-02
September 6, 2011
NFBA Network Design Review Final Report
9/6/2011 Page 1
Contents
1.0 Executive Summary................................................................................................................................. 2
2.0 NFBA Network Design Documentation Review...................................................................................... 6
2.1 Rapid System Contract for Consulting Services .................................................................................. 6
2.1.1 Article 1- Consultants Responsibilities - (Page 1)......................................................................... 6
2.1.2 Article 13 - Ownership of Documents - (Page 10)........................................................................ 7
2.2 Work Authorization RS10-01 .............................................................................................................. 7
2.2.1 Work Authorization RS10-01 Task Order 3 System Design Requirements ............................ 7
2.2.2 Work Authorization RS10-01 Task Order 3 System Design Requirements ............................ 8
2.2.3 Work Authorization RS10-01 Task Order 10 Final OSI Layers................................................ 9
2.3 Work Authorization RS11-01 ............................................................................................................ 10
2.3.1 Rapid Systems RS11-01 Task Order 3 Radio and Network Equipment Warehousing, Staging
and Interoperability Testing................................................................................................................ 10
2.4 Summary ............................................................................................................................................... 11
2.5 Conclusions ........................................................................................................................................... 12
2.6 Recommended Next Steps.................................................................................................................... 12
Exhibit A...................................................................................................................................................... 14
Exhibit B ...................................................................................................................................................... 15
Exhibit C ...................................................................................................................................................... 16
Exhibit D...................................................................................................................................................... 17
Exhibit E....................................................................................................................................................... 18
9/6/2011 Page 2
1.0 Executive Summary
This executive summary provides a review of this report on NFBA network design requirements and an
evaluation of the design documents submitted by Rapid Systems (the Engineer). The review starts with
the engineering requirements set forth in the contract with Rapid Systems followed by the Work
Authorizations associated with the design of the network and the corresponding submissions from Rapid
Systems. The document also evaluates Work Authorization elements that cover testing requirements as
they relate to proof of concept and comprehensive testing of key elements of the design. A detailed
assessment for each of these documents is provided later in this review.
In preparation for this design review, Jacobs made exhaustive attempts to verify that all available design
submittal documents were provided prior to the start of this review.
The consulting contract with the Rapid Systems establishes responsibilities of the Engineer and includes
examples of typical design submissions of 30, 60 and 90 percent. Sections A.2 through A.4 also provide
reference to a Design Report, Preliminary Design and Final Design being submitted by the Engineer.
Based on the submittals reviewed by Jacobs, a preliminary Design Report was submitted by the Engineer
in response to WA RS10-01 Task 10 - Final OSI Layers (Exhibit B). However, this document submission
does not address all requirements of this Report. Jacobs found no evidence that subsequent preliminary
or final design documents were submitted; the preliminary report was labeled as final with little
modification between the initial and final form. It is evident that the Engineer was given a degree of
latitude and independence in the development of documents relating to the Work Authorization
activities.
The review of the network design Work Authorization RS10-01 tasks and corresponding documentation
provided by the Engineer found that no substantive network design exists for the NFBA network.
Task 3 references the System Design Document (SDD), which typically describes the system
requirements, operating environment, system and subsystem architecture and interfaces. The SDD was
also required to conform to the Proposed System Design Requirements for the North Florida
Broadband Network issued by the Project Office (Exhibit A). After reviewing all available
documentation, Jacobs found that no System Design Document was submitted by Rapid Systems. This
document establishes the core design requirements for the entire NFBA Broadband network and should
have served as the basis for equipment designs development of corresponding specifications and
establishing testing standards for the deployed network.
Task 4 sets forth requirements for the crafting of RFP specifications for system components, including
the network equipment. At the time of this evaluation, the specifications and RFP documents had
already been written and equipment purchased based on the specifications provided by the Engineer.
The development of these specifications should have been based on the system design document;
however, since the system design document has not been submitted, Jacobs is unable to determine
what performance criteria were used to craft the specifications. Jacobs was also unable to obtain any
documentation covering the development of these specifications and cannot accurately assess the risk
to the constructed NFBA Broadband network. Jacobs recommends that a detailed assessment of the
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system that is currently being installed be undertaken immediately to assess the current state of the
system and begin the process of establishing an accurate network design package.
Jacobs performed a cursory evaluation of the OCCAM equipment that was purchased by the NFBA based
on the specifications provided by the Engineer. The design requirements document (Exhibit A) stated
that the system should provide Route and Forwarding Resiliency as set forth in item 4 in the design
requirements document. That item also set forth the Multi-Protocol Label Switching (MPLS) should be
used for this functionality. The deployed network is utilizing OCCAM switches that utilize proprietary
Ethernet Protection Switching (EPS) path switching functionality instead. Based on available documents,
Jacobs was unable to determine the rational for abandoning MPLS for the Proprietary EPS functionality.
Jacobs also learned that OCCAM Networks was acquired by Calix last year. Calix employs a competing
path switching functionality called Ethernet Ring Protection Switching (ERPS), which does not appear to
be compatible with the OCCAM EPS functionality. It is difficult to determine how this acquisition will
influence support for the OCCAM equipment into the future. Jacobs plans to evaluate all critical
components of the network to assess their long-term viability and manufacturers commitment to
continued support of legacy OCCAM Networks equipment.
Task 10 pertains to the design of the packet network and architecture for all OSI (Open Systems
Interconnect) layers for any and all services provided by NFBA as well as customer requirements. The
Engineer provided an OSI Layers report (Exhibit B) along with supporting diagrams in Microsoft Visio
format and IP addressing scheme documentation. While the submitted documentation provided to
Jacobs was marked as final indicating that the documents represent a final design, in our experience,
the content and level of detail represents a preliminary plan or report. The Rapid Systems contract calls
for a Design Report as specified in item A.2 on page 24. Jacobs would consider the submitted
materials to be in keeping with this contract requirement. However the contract calls for the design
report to be followed by a preliminary and final design submission. Since the submitted documents
are marked as final, Jacobs assumes that no other Task 10 deliverables exist. It is the determination of
Jacobs that the OSI Layers submission (Exhibit B) is preliminary in nature and does not meet the
requirements of the preliminary or final design. This OSI Layer Report should not be construed as the
Preliminary Design referenced in Sections A.2 through A.4 of the Work Authorization.
As part of the review process, Jacobs found instances of language in the OSI Layers document
submitted by the Engineer that appear to be copied from other sources. One such instance of this is
presented on the following page:
9/6/2011 Page 4
The following language is from the Engineers OSI Layer report (Exhibit B) on page 57:
This exact same language can be found on the Wikipedia page in the following image:
Other potential instances of reference language from external sources being inserted into the report
also exist. The Engineer must acknowledge these references in their document rather than allowing
that content to be interpreted as the sole work product of the Engineer.
The Engineer details the individual OSI layers, discusses services related to each layer and expands on
particular services and provides conclusions. IP addressing schema are also provided as examples, but
only cover generalized addressing assignments and do not refer to specific nodes - which would be
9/6/2011 Page 5
expected as part of a final report of this nature. It is also important to note that the OSI Layers report
should also be considered a component of the overall System Design Document as detailed in task 3.
The review of the network design Work Authorization RS11-01 task 3 sets forth testing requirements to
be developed by the Engineer. The criteria to be used to develop testing procedures include:
The benchmark and test procedures shall be created to test the configuration of each individual
network element as well as a master interoperability test containing all network elements.
Rapid Systems will create additional processes and procedures to simulate real-life performance
and circumstantial scenarios such as failover, load balancing, traffic engineering, QOS
parameters, COS, and the overall service quality of the network.
These testing procedures are critical to test not only the functionality of individual components and
optimize their configuration, but also for proof of concept, as set forth in the system design document.
These procedures also demonstrate that all other design criteria are adequately addressed and the
system performs at the required level of availability.
The testing documentation submitted by the Engineer has been marked as proprietary. Jacobs has
evaluated Article 13 of the Engineers Terms and Conditions addressing the Ownership of Documents,
which has the following language:
13.1. Upon completion or termination of this Contract, all records, documents, tracings, plans,
specifications, maps, evaluations, reports, computer assisted design or drafting disks and other
technical data, other than working papers, prepared or developed by Consultant under this
Contract shall be delivered to and become the property of Authority. Consultant, at its own
expense, may retain copies for its files and internal use. To the extent provided by law, Authority
agrees to indemnify and hold harmless Consultant with respect to any claim, loss or damage,
including attorneys' fees incurred by Consultant due to the Authority's use of said records,
documents, tracings, plans, specifications, maps, evaluations, reports, computer disks and other
technical data on some other project unless such use is authorized by Consultant.
In addition Article 14 addresses Maintenance of Records, which has the following language:
14.1. Consultant will keep adequate records and supporting documentation which concern or
reflects its services hereunder. The records and documentation will be retained by Consultant
for a minimum of five (5) years from the date of termination of this Contract or the date the Project
is completed, whichever is later. Authority, or any duly authorized agents or representatives of
Authority, shall have the right to audit, inspect and copy all such records and documentation as
often as they deem necessary during the period of this Contract and during the five (5) year
period noted above; provided, however, such activity shall be conducted only during normal
business hours. All records under this agreement shall be maintained in accordance with
applicable grant award requirements and standards as well as any applicable state and local
laws.
Jacobs cannot determine any compelling reason why testing requirements specific to the NFBA
Broadband System and its components would be considered proprietary by the Engineer. The Engineer
was compensated for developing and providing these testing procedures and related documentation.
Jacobs considers the testing procedures to be a critical part of the fundamental design package. These
tests are used to establish baseline documentation for the NFBA system and its components, prove the
9/6/2011 Page 6
implemented system meets the design requirements and will be part of the baseline information that
will be provided to the network operator.
Detailed testing procedures are established at the early stage of technology projects to prove the
system meets design requirements. Results are typically tabulated referencing the individual test
procedures. It is standard practice to maintain these test procedures and results to progressively
measure the performance of the system over time. If the procedures are not followed accurately or are
not well-established, the results may not serve as reliable source data to evaluate the operating
characteristics of the system over its expected service life.
The following sections of this document provide greater detail regarding the network design review
process. Conclusions and recommended next steps are then provided at the end of the document to
serve as a foundation for plan of action to (1) address the deficiencies of the design disclosed in this
document and (2) assess areas of concern to determine the impact on the work that has already been
completed.
2.0 NFBA Network Design Documentation Review
The primary focus of this review is to evaluate the fundamental structure of the network design. The
thrust of this review will focus on the following:
Rapid Systems Contract for Consulting Services Dated June 2, 2010 (Exhibit C)
RS10-01 NFBA Middle Mile RF and Network Engineering Phase Dated July 14
th
, 2010 (Exhibit D)
RS11-01 NFBA Middle Mile Pre-Deployment Engineering Dated December 8, 2010 (Exhibit E)
These two Work Authorizations were initiated early in the project and focus on the fundamental design
of the network and establishing a process of proving the design utilizing focused simulated tests.
2.1 Rapid System Contract for Consulting Services
The evaluation started with the review of the contract for consulting services with Rapid System to
ascertain the requirements set forth in that document. For the purpose of this review, the following
elements of that contract will be referenced:
2.1.1 Article 1- Consultants Responsibilities - (Page 1)
This section has the statement Basic Services to be provided under any Work Authorization may
include services identified in Schedule A.2 -A.7 as more fully described in a specific Work Authorization
("Basic Services"). Schedule A.2 through A.4, set forth the requirements for design, having the
following progressive steps:
A.2 Design Report (as detailed in section A.2.3) will contain schematic layouts, sketches and
conceptual design criteria with appropriate exhibit to indicate clearly the considerations
involved (including applicable requirements of all governmental authorities having jurisdiction
over the project), and any alternative designs available to Authority and setting forth
Consultant's findings and recommendations.
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A.3 Preliminary Design (as detailed in section A.3.1) states that the consultant will Prepare in
a format acceptable to Authority, all preliminary Contract Documents, including but not limited
to all designs, drawings, special conditions, general conditions, supplemental conditions,
specifications and bid and Agreement forms, necessary for installation and deployment of the
Project.
A.4 Final Design (as detailed in section A.4.1) states that the consultant will Provide Authority
with proposed final installation and deployment drawings and detailed opinions of probable
total Project installation and deployment costs in writing for Authority's review, prior to
completion of the final Contract Documents, so that any changes that may be necessary in
accordance with Project's budgetary schedule can be made prior to bid.
2.1.2 Article 13 - Ownership of Documents - (Page 10)
The consulting contract also contains the following language in Article 13 on page 10 regarding
Ownership of Documents:
These contract elements, coupled with the specific Work Authorizations assigned to Rapid Systems
encompass the system design directives given to the consultant. The following sections review the
Rapid Systems Work Authorization tasks associated with the network design followed by the findings of
Jacobs for each task item. The Summary and Conclusions sections provide comment on the overall state
of the system design. Jacobs closes the review document with recommended next steps to address the
issues that have been identified in this review document.
2.2 Work Authorization RS10-01
This Work Authorization had two deliverables that specifically dealt with the Network Design. The first
elements, was Task Order 3 System Design Requirements. The second element was Task Order 10
Final OSI Layers. Each of these Tasks Orders will be reviewed in detail in the following sections:
2.2.1 Work Authorization RS10-01 Task Order 3 SystemDesign
Requirements
The requirements of Task Order 3 as set forth in the Work Authorization are as follows:
3. System Design Requirements: $10,000
System design document to conform to the Proposed System Design Requirements for the
North Florida Broadband Network issued by the Project Office, subject to approval by the
Project Office and further subject to peer review (the "System Design Requirements").
9/6/2011 Page 8
This task order requires the Engineer to provide a System design document that conforms to the
Proposed System Design Requirements for the North Florida Broadband Network issued by the Project
Office (Exhibit A).
2.2.2 Work Authorization RS10-01 Task Order 3 SystemDesign
Requirements
The system design document (SDD) that was to be crafted by the Engineer as part this task, serves as the
key design document in complex projects such as the NFBA Network. This document is intended to
contain all aspects of the system including physical and operating characteristics and requirements.
Detailed plans also make up a significant part of the system design document and are used during the
construction of the system.
The system design document serves as the standard for all subsequent actions that are taken in regards
to:
Development of equipment and performance specifications
Development of complete and detailed plans covering all critical aspects of the system to be
installed
Development of detailed testing procedures to verify the equipment and installed system meets
the requirements set forth in the system design document
Commissioning plans, management resources, policies and procedures should also be part of
the system design document to a certain extent
The system design document task was established early-on in the project with the Engineer being
provided a framework to craft the system design document. The Proposed System Design
Requirements for the North Florida Broadband Network issued by the Project Office found in the Task 3
requirements provide an acceptable framework for the Engineer to build the system design document.
That requirements document is found as an exhibit at the end of this report.
Jacobs Findings:
Despite numerous inquiries regarding the submission of the SDD, Jacobs found no evidence of the SDD
ever being submitted by the Engineer. This is a major cause for concern since the SDD serves as the
standard for all subsequent work on this type of a technology project. Without the SDD, it is difficult to
determine the standard being applied for equipment and system specifications, site configurations,
network performance and testing and sustainability to list just a few impacted elements. If the project
were in its early stages, Jacobs would recommend that work be stopped and the SDD be submitted and
approved. Unfortunately, the project is in its later stages where equipment is purchased and being
installed. The lack of formal system documentation carries a great risk for NFBA which must be
remedied in the most expeditious manner possible. The entire design must be documented as it is being
installed and evaluated to determine if it meets the requirements of the NFBA in regards to
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performance, reliability and available bandwidth. Jacobs considers this documentation and evaluation
process to be of the highest priority.
2.2.3 Work Authorization RS10-01 Task Order 10 Final OSI Layers
The requirements of Task Order 10 as set forth in the Work Authorization are as follows:
10. Final OSI Layers: $144,360
Packet network design and architecture for all OSI layers for any and all services
provided by NFBA as well as customer requirements. The specifications and
requirements will be integrated into a non-specific topology, including final OSI
architectures for each element: routing, switching, OSS/BSS, EMS/NMS and UPS.
Including ARIN V4 applications, IP schema, layer 2 redundancy, layer 3 and 4, quality of
service, security, naming schemas, management and monitoring, remote access, power
management, equipment and other physical layer diagrams.
Jacobs conducted a detailed review of the sections of this task order. The first action of the Engineer is
set forth in the first sentence:
provided by NFBA as well as customer requirements.
The Task Order language continues with the following language:
The specifications and requirements will be integrated into a non-specific topology, including
final OSI architectures for each element: routing, switching, OSS/BSS, EMS/NMS and UPS.
Including ARIN V4 applications, IP schema, layer 2 redundancy, layer 3 and 4, quality of service,
security, naming schemas, management and monitoring, remote access, power management,
equipment and other physical layer diagrams.
Jacobs Findings:
This first sentence of this task establishes that the Engineer will provide a comprehensive design and
architecture for all Open System Interconnect (OSI) Layers, for all services that may be used by both
NFBA and its customers. Any and all services establishes that this design should be all encompassing in
regards to all possible scenarios that can be foreseen by the designer.
The task then lists specific elements that must be part of the Final OSI Layers document. Those
elements include:
Routing
Switching
Operational Support Systems (OSS) / Business Support Systems (BSS)
Element Management System (EMS) / Network Management System (NMS)
Uninterruptible Power Supplies (UPS)
American Registry of Internet Numbers (ARIN) for IP Version 4
IP Schema
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IP Layer 2 Redundancy
Layers 3 and 4
Quality of Service (QOS)
Naming Schemas
Management and monitoring
Remote Access
Power Management
Equipment and other physical diagrams
It is Jacobss understanding that the Final OSI Layers document was provided by the Engineer as a
preliminary report, but then resubmitted as a final report with little to no modification. The current
format of the submitted document is marked as Final, but contains only generalized information and
diagrams. The document is a preliminary level document describing the individual OSI Layers,
cataloging potential services and providing related conclusions in most sections. Diagrams and figures
provided are general in nature again demonstrating general concepts with limited NFBA-specific
references and are not in keeping with industry-standard detailed diagrams and plans.
It is the opinion of Jacobs that the submitted Final OSI Layers document does not contain the level of
detail or analysis to be considered a final engineering quality document. The document is more in
keeping the Design Report as defined in section A.2 in the Engineers Terms and Conditions (Exhibit C).
It should also be noted that Final OSI Layers document should be a component of the larger system
design document that provides a global view of the entire NFBA Broadband network; however as stated
earlier, Jacobs was unable to find any evidence of the SDD being submitted.
2.3 Work Authorization RS11-01
2.3.1 Rapid Systems RS11-01 Task Order 3 Radio and Network Equipment
Warehousing, Staging and Interoperability Testing
The review of the network design Work Authorization RS11-01 task 3 sets forth testing requirements to
be developed by the Engineer. The criteria to be used in developing testing procedures include:
The benchmark and test procedures shall be created to test the configuration of each individual
network element as well as a master interoperability test containing all network elements.
Rapid Systems will create additional processes and procedures to simulate real-life performance
and circumstantial scenarios such as failover, load balancing, traffic engineering, QOS
parameters, COS, and the overall service quality of the network.
These testing procedures are critical to test the functionality of individual system components and
optimize their configuration, but also for proof of concept as set forth in the system design document,
demonstrate that all other design criteria are adequately addressed and the system performs at the
required level of availability and reliability.
9/6/2011 Page 11
The testing documentation submitted by the Engineer has been marked as proprietary. Jacobs has
evaluated article 13 of the Engineers Terms and Conditions addressing the Ownership of Documents,
which has the following language:
Jacobs Findings:
Jacobs cannot determine any compelling reason why testing requirements specific to the NFBA
Broadband System and its components would be considered proprietary by the Engineer. The Engineer
was compensated for developing and providing these testing procedures and related documentation.
Jacobs considers the testing procedures to be a critical part of the fundamental design package. These
tests are used to establish baseline documentation for the NFBA system and its components, prove the
implemented system meets the design requirements and will be part of the baseline information that
will be provided to the network operator.
Detailed testing procedures are established at the early stage of technology projects to prove the
system meets design requirements. Results are typically tabulated referencing the individual test
procedures. As stated previously in this document, it is standard practice to maintain these test
procedures and results to progressively measure the performance of the system over time. If the
procedures are not followed accurately or are not well-established, the results may not serve as reliable
source data to evaluate the operating characteristics of the system over its expected service life.
2.4 Summary
The system design document that was to be completed as part of Work Authorization RS10-01 Task 1,
was not submitted by Rapid Systems. The Task Order required that the system design document
conform to the Proposed System Design Requirements for the North Florida Broadband Network
issued by the Project Office, which is attached as an exhibit to this report. The system design
document is used as the standard of measure as the components are purchased and the system is
constructed. Without the existence of this document, it is difficult for Jacobs to determine what
performance criteria has been used in the design of the system, procurement of systems, their
configuration and the functionality of the overall NFBA Broadband Network.
The specifications task item 4 of Work Authorization RS10-01 covers the creation of RFP specifications
for virtually all equipment for the network. However, without the existence of the system design
document; it is again difficult for Jacobs to ascertain the performance levels and other criteria that were
used in the writing of the specifications.
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The OSI Layers document as described in task Item 10 of Work Authorization RS10-01 provides a
preliminary review of the inner-workings of the network and services of the NFBA network. This
document would possibly conform to the requirements of the Design Report as set forth in Schedule A.2
in the Consulting Contract Terms and Conditions. However, the report does not address all of the
elements of this report. The OSI Layers document is a preliminary review of the Open Systems
Interconnect (OSI) models 7 layers and the types of services that may be employed in the NFBA
network. The document also contains block diagrams and pictorials illustrating the various service
configurations. This document would be acceptable as a high-level presentation document for senior
management or executive staff, but does not meet the criteria of a formal engineering design
document, nor does it fully address the requirements set forth in Task 4.
2.5 Conclusions
The NFBA Broadband Network is being constructed without the required design documents. Equipment
has been purchased and is being installed; however it is not clear to what performance standards they
were written to or if the language supported the competitive bidding process. The consultant has failed
to provide testing procedures; marking them as proprietary. The testing of the system will be critical
since the formal design documents do not exist.
Due to the late stage of the project and the demands of getting customers on the network, the NFBA is
faced with having to document the system as it is being installed rather than working from design plans.
A significant effort must be undertaken to document the existing network topology in detail going-down
to site level. Test procedures must be developed that prove the system is operating as the NFBA
intended when the performance criteria were provided.
2.6 Recommended Next Steps
Jacobs is unable to accurately determine the NFBA Network State of Design. Few documents have
been submitted and little detail has been provided. Specifications have been written for equipment
without an accepted System Design Document, which calls into question the standards that were
utilized in crafting those documents. Also, comprehensive testing procedures and results have not been
provided by the Engineer.
Jacobs Recommended Next Steps:
Jacobs strongly recommends that the Engineer provide any and all working documents relating to the
systems and components being installed on the NFBA network. It should be noted that the process of
documenting a system after-the-fact do have inherent risks in that all potential vulnerabilities of the
system may not be revealed.
Jacobs also recommends that a collaborative design review be held where the Engineer and Jacobs
perform a detailed review of the network and begins the formal documentation process. If proper
network design documentation cannot be developed through the collaborative review process, Jacobs
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proposes to reverse engineer the network based on available documentation and the configuration of
the procured equipment currently either being tested or shipped and installed in the field.
The collaborative design review effort will continue with the completion and verification of the network
documentation. The overall network and its systems will be evaluated to verify that it meets the short
and long-term capacity and sustainability commitments to the various types of anchor institutions and
carriers that will utilize the network.
Follow-on testing scenarios that simulate network demands and verify network performance and
reliability requirements can then be conducted as the core network is deployed enabling the
identification of any issues with existing design elements or conditions that may require additional
design components in the final network.
A final commissioning and certification testing process should be established and utilized when all sites
are activated. Testing should be comprehensive and cover every critical aspect of each site as well as
end-to-end testing of the entire network.
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Exhibit A
Proposed System Design Requirements for the
North Florida Broadband Network issued by the Project Office
NORTH FLORIDA BROADBAND AUTHORITY
RF ENGINEERING A,,!D DEPLOYMENT DOCUMENTATION STANDARDS
Table of Contents
I. Engineering Documentation ..................................................................................................................... 2
a. Engineering Standards ........................................................................................................................ 2
1. Site Assessments ..................................................................................................... 2
2. System Requirements ............................................................................................... 2
3. Facility and Geographic Redundancy ............................................................................ 3
4. Route and Forwarding Resiliency ................................................................................ 3
5. Fault, Capacity, Accounting, Performance and Security Monitoring .................................... 3
6. Service Restoration ................................................................................................. .4
7. Intemet Gateway Complex ........................................................................................ .4
8. DNS Services ........................................................................................................ .4
9. Upstream Providers ................................................................................................. .4
10. Dual Provider Edge Connectivity ............................................................................... 5
II. Design Considerations ............................................................................................................................ 5
A. Facilities Security ....................................................................................................................... 5
B. Power ........................................................................................................................................ 5
C. Water Intrusion .......................................................................................................................... 5
D. Air Conditioning ......................................................................................................................... 5
E. Lighting ...................................................................................................................................... 5
F. StructuraL ................................................................................................................................... 6
G. Other Requirements .................................................................................................................. 6
H. Performance Requirements, Radio or RF
Detailed RF Link Analysis(s) .................................................................................................... 6
Appendix 1 ..................................................................................................................................... 7
Appendix 2 ..................................................................................................................................... 8
I. ENGINEERING DOCUMENTATION:
a. Engineering Standards
1. Site Assessments
a. Comprehensive Topology
b. The design must include a topological depiction of the proposed network layout on a
political and/or geographic background.
c. All location elements of the proposed network must be displayed with a common naming
scheme applicable to all levels of location designation and design documentation.
d. Primary infrastructure locations
e. In-Kind NFBA inventory locations
f. Interconnection locations
g. Known anchor tenant locations
h. Link-lines depicting the proposed paths of radio/network communication between
Elements
2. System Requirements
a. Carrier Class Network
i. Due to the mission-critical nature of MFN, redundancy should be at the
forefront of design considerations. The design should eliminate single points
of failure and adhere to the following principles:
1. Hardware and Software redundancy at the core.
2. Facility redundancy.
3. Geographic and path redundancy.
4. NOC redundancy
5. Hardened facilities
6. Internet and firewall redundancy at the core
7. CPE to PE (Provider Edge) redundancy
b. Hardware and Software Redundancy
i. System reliability should be 99.99991% or better. Downtime will be less
than 0 .4650 minutes per year due to hardware-caused failures. This is
comparable to the Telcordia GR-1110-COER Broadband Switching
System Generic Requirements. Generally this would require any network
link to be available 99.999% of time to enable an aggregate system
reliability of 99.9999%.
ii. System elements should have the following redundancies:
Interface boards and modems
Supervisory subsystems
Power supplies
Fan Trays and/or cooling systems
Hot-swappable line cards and jumpers.
c. Software Redundancy
The operating systems and software of all core system elements should include:
Support for BGP4, IS-IS, OSPF and IP multicast implementations as
appropriate. Layer 2 elements should not hinder these protocols.
IP security tool kits for firewalling, intrusion detection and intelligent packet
processing (to prevent malicious activity.)
The software for any given system element should support a common
development environment and user interface to enable high standards of
quality control.
3. Facility and Geographic Redundancy
Core network locations will be geographically diverse in different facilities. The Network
Operating Center (NOC) should be built in Tallahassee with a standby NOC in a
geographically remote location. All traffic paths will be redundant on the backbone.
The following are common characteristics of each circuit connecting to a routing node:
Core/backbone circuits are provisioned on separate, self-healing networks.
Core/backbone circuits terminate on different racks of transport equipment
Corelbackbone circuits do not share a common long-haul path.
Core/backbone circuits do not share a common right-of-way.
Corelbackbone circuits use structurally diverse inter-office connections.
Core/backbone circuits provide 99.999% reliability
Lateral/Access Site circuits provide reliability dependent on customer SLA. MFN
connections will be 99.999% available. Minimum reliability is 99.9%
4. Route and Forwarding Resiliency
Routing and switching equipment will provide "hitless" redundancy using Bidirectional Forwarding
Detection and other features to prevent interruptions in service. Other required features include:
o Hitless switchover - non-stop forward of packets in the event of a router circuit card
failure.
o. Fast core convergence - the core should re-converge around core link or node failures in
less than 1 00 ms.
o MPLS secondary paths should be pre-calculated
o MPLS fast reroute should minimize the impact of a core failure by allowing re-routing
around the failure until a standby LSP can become active.
5. Fault, Capacity, Accounting, Performance and Security Monitoring
All network faults will be announced to a central NOC control room using SNMP trap functionality.
All network traps will be correlated to allow for maximum efficiency in responding to faults.
All network circuits will be monitored for capacity utilization. Should a link reach 50% utilization on
the backbone. Additional capacity will be added immediately. Tail circuit utilization should be
visible to the NOC and customers over a secured website.
o In general, all aspects of the network's Fault, Configuration, A=unting, Performance
and Security model will be monitored by the NOC. Robust capacity planning processes
and procedures are required for monitoring and upgrading core and backbone bandwidth
as needed. Where required, customer NOC's may be notified when SLA's are not being
met.
o The NOC will be staffed by multiple trained technicians 24 hours a day, 7 days a week,
365 days a year.
The Authority will provide an enterprise security solution that builds on the DODIDISA Security
guidelines by adding automated threat analysis monitoring and response.
o The system should integrate all major components of the network, a dedicated network
operations center system and dedicated engineering teams. The system will support
adherence to the Florida Information Resource Security Policies and Standards, Rule
Chapter 60DD-2, Florida Administrative Code.
o Outside Intemet threats will be mitigated by separate gateway routers, IDS and firewall
appliances. All NetFlow/JFlow, Syslog and other information should be sent to a common
logging environment similar to the Cisco CS-MARS.
o The system will allow for customization by DMS and eligible end users of alert levels and
agency-specific responses to each alert.
o The system will support the development, monitoring and reporting of supporting
information of and for SLA's between eligible users and DMS.
o All logs will be reviewed on a routine basis.
o The information in the system will be rendered graphically to illustrate where best to
respond to threats to the MFN network.
o Logging will take place to multiple logging servers simultaneously.
o Management to all network elements will be controlled by RADIUS or TACACS
authentication servers.
o System will have required hardware to support intervention into network traffic by law
enforcement agencies under CALEA.
6. Service Restoration
o Service restoration will be virtually transparent to the services traversing the system.
o Traffic engineering and dynamic routing protocols will be used.
o Redundant physical backbone links will provide fault tolerance in the event of a node failure.
o The network should be engineered using enhanced recovery technologies to approach
convergence times of 250 ms or less.
o 802.3ad Link Aggregations will be used to provide scalable bandwidth and reliability for Ethernet
connections between core/edge routers.
o Links in a bundle will be on separate interface cards to improve reliability.
7. Internet Gateway Complex
The two internet gateway complexes for the NFBANet should include:
o State full Firewall Inspection
o Intrusion Detection
o Packet Shaping
o Domain Name Services
o In line with the Intemet transit, traffic flows to and from the Internet should be designed to
divert automatically to a diverse site should either complex become unusable.
o The internet gateway complexes should protect NFBANet customers from all types of
Internet attacks.
o DMS will require dedicated protection and read-only access for monitoring of the
protection.
8. DNS Services
o The system should provide DNS service for all ARIN-allocated or SWIP'ed IP addresses on two
DNS systems.
o Master DNS should be in the NFBA Core pops.
o A third DNS should be hosted off-net to sustain DNS availability should either core location
become unavailable.
o The system should be capable of providing Enterprise Domain Name Service for all customers.
DNS Servers should support the latest version of BIND, all DMS defined security standards,
DNSSEC services and should include native support for IPV6.
o DNS's will be implemented following the recommendations published in the Secure Domain
Name System Deployment Guide by the National Institute of Technology Special Publication
800-891 dated August 2005 and as documented by the Defense Information Systems Agency in
the Domain Name server, Security Technical Implementation Guide, published for the
Department of Defense, March 11, 2005.
9. Upstream Providers
NFBANet shall have two upstream providers.
o Each gateway should not use the same Internet Provider.
o Two diverse Internet gateways on the same network does not provide the required reliability due
to routing protocol dampening, core maintenance and shared upstream facility failures. In
addition, NFBANet should apply for a separate Autonomous System number and address block
from ARIN. Having a separate IP address block insulates the NFBA from being held hostage to a
providers IP block in the event that it is desirable to change providers. A basic requirement for
application for an AS is a multihomed network. Multi-homing is defined as connecting upstream to
two separate providers. The connections do not have to be of equal bandwidth, just present and
operating.
10. Dual Provider Edge Connectivity
The system will provide dual core connectivity for Ethernet users included in the standard pricing.
For CPE, the system will also support a full complement of provider edge survivability options
including DSL backup, HSRP and VRRP for site with Dual CPE.
II. Design Considerations
The physical security of the network including building, power services, continuity of operations and other
matters is of prime concern. Designs for the system should attempt to avoid any single point of failure.
A. Facilities Security
The system should be used in collocation facilities, Authority-owned cabinets and other hardened
facilities with strict security and access control standards. Before opening any cabinet or entering
any collocation facility all Authority personnel and contractors should be authenticated. All
personnel must wear picture identification badges issued by the Authority showing the Name and
Company of the contract and the expiration date of the card. Facilities that house core equipment
should have biometric controls for access. All cabinets and collocation facility entrances and
doors should be alarmed to indicate an open position in the NFBANet NOC.
B. Power
All authority systems should be equipped with multiple levels of uninterruptable power. This
includes dual power feeds, more than three hours of battery reserves on generator-equipped
sites and 24 hours of battery reserves on sites with generator jack connections and no permanent
generators. Sites with generators should have several days of fuel reserves stored on sites.
Generators and battery system should be tested weekly for functionality without line power. All
systems should report conditions including voltage, current and battery discharge information to
the NOC over element management systems or SNMP.
C. Water Intrusion
All sites will be protected from water intrusion. Pad mounted systems and collocated systems
should be installed on pads sufficiently high to elevate the system above the 1 OO-year fiood level
for the area. Protective coverings should be available to protect operating equipment from water
damage due to leaks.
D. Air Conditioning
Backup power and secondary air conditioning system shall be deployed in all facilities. Sites
where back power for air conditioning is not available should use industrial rated electronics
capable of withstanding ASHRAE design temperature standards for the operating location. Air
conditioning will be sized and implemented to provide 72 degree air and maximum 50%
non-condensing humidity in the conditioned space when the equipment is operating at maximum
BTU load.
E. Lightning
All system facilities, especially tower mounted equipment, will conform with following standards:
2007 National Electrical Code
BICSI - Telecommunications Distribution Manual
NFPA 77 - Recommended Practices for Static Electricity
NFPA 780 - Lightning Protection Systems for Buildings
NFPA 70-2005 - National Electrical Code
IEEE Std. 142 (Green Book) - Grounding of Industrial and Commercial Power Systems
IEEE Std. 1100 (Emerald Book) - Powering and Grounding Sensitive Electronic Equipment
IEEE Std. 93-12 Grounding and Bonding Government Telecommunications Systems
TIAIEIA Std. 607 - Commercial Building Grounding for Telecommunications Systems
UL Std. 497 - Protectors for Paired Conductor Communication Circuits
UL Std 467 Grounding and Bonding Equipment
EIAfTIA 222 Revision G as it regards the scope and definition oftower and tower-mounted
equipment grounds.
Grounding will be performed by qualified contractors in conformance with the above codes.
F. Structural
All antennas and lines mounted to co-located towers should adhere to EIAfTIA 222 Rev G
specificatiofls.
The standard addresses wind force on typical antennas, mount requirements, climber
attachments and twist and sway limitations for microwave antennas.
G. Other Eligibility Requirements
USF Funding
The NFBANet will maintain eligibility for USF funding.
Continuity of Operations Plan
As a vendor, NFBA is required to provide an effective, all-encompassing, customizable
Continuity of Operations
H. Performance Requirements, Radio or RF
Detailed RF Link Analysis(s)
The Link designation
Frequency band Modulation rate (auto-adaptive modulation solutions are acceptable
however it will require a separate detailed RF Unk Analysis Repori for each modulation
rate utilized and only Analysis(s) exceeding a net reliability percentage of 99.998 will be
considered acceptable for licensed link backbone application, 99.995% for unlicensed
link lateral application 1)
Frequency division duplex data rate capacity at specified modulation (licensed links)
Time division duplex data rate capacity at specified modulation (unlicensed links)
Rain fade standard & region
Net level of statistical reliability at specified modulation (must meet or exceed applicable
availability percentage( s) as stated above)
All proposed links must include a detailed RF Link Analysis Report based on the following
environmental variables:
a. Vigants-Barnett multipath fading algorithm
b. ITU PN-530 (Rain Region N) or Crane Rain Region E
c. Longley-Rice K=1.33 diffraction model (where applicable)
RF Link Analysis Reports will be submitted in PDF format with the following file
name format:
"MMDDYY - SITENAME to SITENAME - RF Unk Analysis.PDF" (MMDDYY is the
month day and year the analysis was done)
1 Except where higher value is specified by last mile customer SLA
Appendix 1
RF Link Analysis Reports to include the following information
Analyzing Engineers name & company affiliation
Analysis software utilized (Inc revision number)
Site specific designations (names) for both ends of the link
Geographic coordinates for both ends of the link
Bi-directional azimuth of Link in relation to magnetic north in degrees
Bi-directional inclination/disinclination of link in degrees
Site specific tower height(s) above ground
Primary antenna make & model
Diversity antenna make & model (if applicable)
Primary antenna gain
Diversity antenna gain (if applicable)
Primary antenna RAD center in feet
Diversity antenna RAD center in feet (if applicable)
Proposed frequency band
Coaxial line length
Coaxial line loss per 100' at specified frequency (unlicensed links)
Connector loss (unlicensed links)
Polarization
Path length in miles
Free space loss
Atmospheric absorption loss
Main antenna net path loss
Diversity antenna net path loss (if applicable)
Radio make & model
TX power at specified modulation
Emission designator
EIRP
RX Threshold criteria
RX Threshold for specified modulation
Main antenna RX signal (dBm)
Diversity antenna RX signal (dBm) [if applicable]
Thermal fade margin (dB)
Dispersive fade occurrence factor
Climatic factor
Terrain roughness (tt)
Average annual temperature (degrees F)
Fade occurrence factor (Po)
SD improvement factor (if applicable)
Worst month bi-directional multipath availability (%)
Worst month bi-directional multipath unavailability (sec)
Annual bi-directional multipath availability (%)
Annual bi-directional multipath unavailability (sec)
0.01 % Rain rate (mm/hr)
Flat fade margin - rain (dB)
Rain attenuation (dB)
Annual rain availability (%)
Annual rain unavailability (min)
Annual rain + multipath availability (%)
Annual rain + multipath unavailability (min/sec)
Appendix 2
Network Rollout
a. Network Deployment
b. Site design, site layout, equipment layout, roof top space allocation
c. Equipment container design and procurement
d. Electrical system design and procurement including: isolation transformers, transfer
switches, transient voltage surge suppression, load distribution
e. Standby I prime source generator systems
f. Site preparation and civil works: grading excavations, dewatering and drainage,
fencing, structural survey
g. Preparation of custom rooms: equipment layouts, masonry alterations, floor loading,
plastering
h. Alarm and fire suppression systems
i. Antenna structures: self-supporting towers, roof top mounted stub towers, and
antenna gantries, tower foundations, soil analysis
j. Environmental systems: Air-conditioning, heating, air filtration
9/6/2011 Page 15
Exhibit B
Final OSI Layers Deliverable #10
Please note: Files containing additional diagrams and tabular listings of IP address ranges were
also provided with the Final OSI Layers deliverable document. For the purpose of this
evaluation, these files have not been included in this exhibit.
9/6/2011 Page 16
Exhibit C
Rapid System Contract for Consulting Services
Dated Jun 2, 2010
CONTRACT FOR CONSULTING SERVICES
This Contract is made and entered into this 2nd day of June, 2010. by and between Rapid Systems.
Inc., a Florida Corporation authorized to transact business in the State of Florida, whose principal
place of business is at 1211 North Westshore Blvd - Suite 711, Tampa, FI 33607 (the
whose Federal 1.0. number is 59-3473734 and the North Florida Broadband Authority, a legal entity
and public body created by interlacal agreement, whose principal place of business is at 1500 Mahan
Drive, Suite 250, Tallahassee, Florida 32308,( the "Authority").
WITNESSETH
WHEREAS. the Authority has issued Request for Qualifications (RFQ) # 2010-01 on February 1,
2010 to obtain the services of a Project Manager and Project Engineer; and
WHEREAS, after due review of the statements of qualifications of the respondent, the Board of
Directors for the Authority approved the selection committee's rankings for the position of Project
Engineer and the negotiation of consulting services agreements with specific firms; and
WHEREAS, Consultant was one of those firms selected; and
WHEREAS, Authority desires to obtain the continuing consulting services of the Consultant
concerning certain design, installation and deployment, permitting and engineering study services, said
services being more fully described in Work Authorizations issued under this Contract.
NOW, THEREFORE, in consideration of the mutual promises herein, the Authority and the
Consultant agree as follows:
ARTICLE ONE
CONSULTANT'S RESPONSIBILIlY
1.1. Consultant shall provide to Authority continuing consulting services in the area of broadband
middle mile network design, engineering and analyses for the duration of the Contract.
1.2. The Basic Services to be performed by Consultant hereunder shall be identified periodically
pursuant to Work Authorizations issued under this Contract in the format generally set forth in Schedule
A.1. Basic Services to be provided under any Work Authorization may include services identified in
Schedule A.2 -A.7 as more fully described in a specific Work Authorization ("Basic Services"). The basis
of compensation to be paid to Consultant by the Authority for Basic Services is set forth in Article Five and
Schedule B, "Basis of Compensation" attached to each Work Authorization, which is attached hereto and
incorporated herein. Work Authorization requests wi ll be made to Consultant as may be warranted,
including but not limited to updates of plans, designs, improvements, field and sites assessments and
analysis, spectrum and frequency analysis, and permitting activities as may be reasonably contemplated
hereunder.
1.3. The Consultant agrees to obtain and maintain throughout the period of this Contract all such
licenses as are required to do business in the State of Florida for the scope of work set forth in any work
authorization.
1.4. The Consultant agrees that, when the services to be provided hereunder relate to a professional
service which, under Florida Statutes, requires a license, certificate of authorization or other form of legal
entitlement to practice such services, it shall employ and/or retai n only qualified personnel to provide
such services.
1.5. Consultant agrees that the Authorized Representative for the term of this Contract shall be:
Dustin Jurman (name)
CEO (titie)
Rapid Systems, Inc. (Company)
1211 N Westshore Blvd (address)
Suite 711 Tampa, FI 33607
813-232-4887phone)
dustin@rapidsys.com (e-mail)
The Consultant agrees that the Authorized Representative shall devote whatever time is required to
satisfactorily manage the services to be provided and performed by the Consultant hereunder. The person
selected by the Consultant to serve as the Authorized Representative shall be subject to the prior
approval and acceptance of t he Authority, such approval or acceptance shall not be unreasonably
withheld.
1.6. Consultant agrees, within fourteen (14) calendar days of receipt of a written request from the
Authority, to promptly remove and replace the Authorized Representative, or any other personnel
employed or retained by the Consultant, or any subconsultants or subcontractors or any personnel of any
such subconsultants or subcontractors engaged by the Consultant to provide and perform services or
work pursuant to the requirements of this Contract, whom the Authority shall request in writing to be
removed, which request may be made by the Authority with or without cause.
1. 7. The Consultant has represented to the Authority that it has expertise in the type of consulting
services that will be required for the Project. The Consultant agrees that al l services to be provided by
Consultant pursuant to this Contract shall be subject to the Authority's review and approval and shall be
in accordance with the generally accepted standards of the broadband industry in t he State of Florida, as
well as in accordance with all published laws, statutes, ordi nances, codes, rules, regulations and
requirements of any governmental agencies which regulate or have jurisdiction over the Project or the
services to be provided and performed by Consultant hereunder. In the event of any conflicts in these
requirements, the Consultant shall notify the Authority of such conflict and util ize its best professional
judgment to advise Authority regarding resolution of t he confl ict.
1.8. ConSUltant agrees not to divulge, furnish or make available to any thi rd person, firm or
organization, without Authority's prior written consent, or unless incident to the proper performance of the
Consultant's obl igations hereunder, or in the course of j udicial or legislative proceedings where such
2
information has been properly subpoenaed, any non-public informati on concerning the services to be
rendered by Consultant hereunder, and Consultant shall require all of its employees, agents,
subconsultants and subcontractors to comply with the provisions of this paragraph.
1.9. Evaluations of the Authority's Project budget, prel iminary estimates of installation and network
deployment cost and detailed estimates of such cost prepared by the Consultant represent the
Consultant's best j udgment as a design professional familiar with the broadband industry. The Consultant
cannot and does not guarantee that bids or negotiated prices will not vary from any estimate of
installation and deployment cost or evaluation prepared or agreed to by the Consultant. Notwithstanding
anything above to the contrary, Consultant shall revise and modify Construction Documents and assist in
the rebidding of the work at no additional cost to Authority, if al l responsive and responsible bids exceed
the estimates of installation and deployment costs prepared by Consultant. These services are to be
performed with ful l knowledge and compl iance of all applicable federal grant requirements as well as any
stat e and local laws.
1.10. Consultant shall not be responsible for means, methods, techniques, sequences or procedures of
installation and deployment selected by contractors or the safety precautions and programs incident to
the work of contractors.
ARTICLE TWO
ADDITIONAL SERVICES OF CONSULTANT
If authorized in writing by Authority, Consultant shall furnish or obtain from others Additional Services of
the types listed in Article Two herein. These services will be paid for by Authority as indicated in Article
Five and Schedule B as attached to each Work Authorization. The following services, if not otherwise
specified in Schedule A.2-A. 7 as part of Basic Services, shall be Additional Services:
2.1. Preparation of applications and supporting documents (except those al ready to be furnished
under this Contract) for private or governmental grants, loans, bond issues or advances in connection
with the Project.
2.2. Services result ing from significant changes in the general scope, extent or character of the Project
or its design including, but not limited to, changes in size, complexity, Authority's schedule or character of
installation and deployment; and revising previously accepted studies, reports, design documents or
Contract Documents when such revisions are required by changes in laws, rules, regulations, ordinances,
codes or orders enacted subsequent to and not reasonably anticipated prior to the preparation of such
studies, reports or documents, or are due t o any other causes beyond Consultant's control.
2.3. Preparation and submission of information to and necessary consultations with local, state,
federal or other appropriate regulatory agencies, in order to obtain necessary permits or approvals for
installation and deployment of the Project, unless such permits are expressly included in Basic Services
to be performed by Consultant hereunder as set forth in the Schedule A-Scope of Services for a Work
Authorization issued hereunder.
2.4. Providing renderings or models for Authority's use.
3
2.5. Investigations and studies involving detailed consideration of operations, maintenance and
overhead expenses; the preparation of feasibility studies, cash flow and economic evaluations, rate
schedules and appraisals; and evaluating processes available for licensing and assisting Authority in
obtaining process licensing.
2.6. Furnishing services of independent professional associates and consultants for other than the
contract services to be provided by Consultant hereunder.
2.7. Assistance in connection with bid protests, rebidding or renegotiating contracts for installation
and deployment, materials, equipment or services, or legal action involving disputes with contractors,
including alternative dispute resolution and formal litigation, except as otherwise provided for herein.
2.8. Providing any type of property surveys, aerial photography or related engineering services needed
for the transfer of interests in real property and field surveys for design purposes and engineering surveys
and staking to enable contractors to proceed with their work and providing other special field surveys.
2.9 Preparation of operating, maintenance and staffing manuals, except as otherwise provided for
herein.
2.10. Preparing to serve or serving as a consultant or witness for Authority in any litigation, or other
legal or administrative proceeding, involving the Project (except for assistance in consultations which are
included as part of the Basic Services to be provided herein).
2.11. Additional services rendered by Consultants in connection with the Project, not otherwise provided
for in this Contract or not customarily furnished in accordance with generally accepted broadband
industry practice.
ARTICLE THREE
AUTHORITY'S RESPONSIBILITIES
3.1. The Authority shall designate in writing an Authority's Representative to act with respect to the
services to be rendered under this Contract (hereinafter referred to as the "Authority's Representative").
The Authority's Representative shall have authori ty to transmi t instructions, receive information, interpret
and define Authority's policies and decisions with respect to Consultant's services for the Project.
However, the Authority's Representative is not authorized to issue any verbal or written orders or
instructions to the Consultant that would have the effect, or be interpreted to have the effect, of modifying
or changing in any way whatsoever:
(a) The scope of services to be provided and performed by the Consultant hereunder;
(b) The time the Consultant is obl igated to commence and complete all such services; or
(c) The amount of compensation the Authority is obligated or committed to pay the
Consultant.
4
3.2. The Authority's Representative shall :
(a) Review and make appropriate recommendations on all requests submitted by the
Consultant for payment for services and work provided and performed in accordance with
this Contract;
(b) Provide all cri teri a and information requested by Consultant as to Authority's
requirements, forthe Project, including design objectives and constraints, space, capacity
and performance requirements, flexibility and expandability, and any budgetary
limitations;
(c) Upon request from Consultant, assist Consultant by placing at Consultant's disposal all
available information in the Authority's possession pertinent to the Project, including
existing drawings, specifications, shop drawings, product literature, previous reports and
any other data relative to design or installation and deployment of the Project;
(d) Arrange for access to and make al l provisions for Consultant to enter the Project sites to
perform the services to be provided by Consultant under this Contract; and
(e) Provide notice to Consultant of any deficiencies or defects discovered by the Authority
with respect to the services to be rendered by Consultant hereunder.
3.3. Consultant acknowledges that access to the Project Sites, to be arranged by Authority for
Consultant, may be provided during times that are not the normal business hours of the Consultant.
3.4. Authority shall be responsible for the acquisition of all easements, property sites,
tower sites or other property rights required for the Project and forthe costs thereof, including the costs of
any required land surveys in connection with such acquisitions.
3.5 For the purposes of this Contract, the Authority's Representative shall be:
Pat Lien
Government Services Group, Inc.
1500 Mahan Drive, Suite 250
Tallahassee, Florida 32308
(850) 681-3717
The General Manager is:
Robert E. Sheets
Government Services Group, Inc.
(850) 681-3717
3.6 Consul tant shall report and be responsible to the Authority's Representative or its designee
identified in a Work Authorization for a particular Scope of Work. Consultant shall receive direction,
communications, directives, orders or other binding instruction solely from the Authority's Representative
designated in the Work Authorization.
5
communications, directives, orders or other binding instruction solely from the Authority's Representative
designated in the Work Authorization.
ARTICLE FOUR
TIME
4.1. Services to be rendered by Consultant shall be commenced subsequent to the execution of any
Work Authorizations issued pursuant to t his Contract, after receivi ng written Notice to Proceed from
Authority for all or any designated portion of the Project and shall be performed and completed in
accordance with the Project Schedule attached to the Work Authorization as Schedule C, the form of
which is attached hereto and made a part hereof.
4.2. Should Consultant be obstructed or delayed in t he prosecution or completion of its services as a
result of unforeseeable causes beyond the control of Consultant, and not due to its own fault or neglect,
including but not restricted to acts of God or of public enemy, acts of government or ofthe Authority, fires,
floods, epidemics, quarantine regulations, strikes or lock-outs, then Consultant shall notify Authority in
writing within f ive (5) working days after Consultant became aware of or should have reasonably been
award of a delay, stati ng the cause or causes thereof, or be deemed to have waived any right which
Consultant may have had to request a time extension.
4.3. No interruption, interference, inefficiency, suspension or delay in the commencement or progress
of Consultant's services from any cause whatsoever, including t hose for which Authority may be
responsible in whole or in part, shall relieve Consultant of its duty to perform or give rise to any right to
damages or additional compensation from Authority. Consultant 's sole remedy against Authority will be
t he right to seek an extension of time to its schedule. This paragraph shall expressly apply to claims for
early completion, as well as claims based on late completion. Provided, however, if through no fault or
neglect of the Consultant, the services to be provided hereunder have not been completed within the
schedule identified in the Work Authorization, the Consultant's compensation shall be equitably adjusted,
with respect to those services that have not yet been performed, to reflect the incremental increase in
costs experienced by Consultant.
4.4. Should the Consultant fail to commence, provide, perform or complete any of the Basic Services
or mutually agreed to Additional Services to be provided hereunder in a timely and reasonable manner,
the Authority at its sale discret ion and option may withhold any and all payments due and owing to the
Consultant, in addition to any other rights or remedies available to the Authority hereunder, until such
ti me as the Consultant resumes performance of its obligations hereunder in such a manner so as to
reasonably establish to the Authority's satisfaction that the Consultant's performance is or will shortly be
back on schedule.
ARTICLE FIVE
COMPENSATION
5.1. Compensation and t he manner of payment of such compensation by the Authority for services
rendered hereunder by Consultantshall be as prescribed in Schedule B; entitled "Basis of Compensation,
which is attached herein and made a part hereof.
6
5.2. The total amount to be paid by the Authority under this Contract for all services and materials,
including ~ o u t of pocket" expenses and any approved subcontracts, shall not exceed the amount set forth
in the approved Work Authorizations without prior approval of the Authority's Board of Directors. The
Consultant shall notify the Authority's Representative in writing when 90% of the "not to exceed amount"
has been reached.
5.3. Invoices received by the Authority from the Consultant pursuant to this Contract will be reviewed
and approved in writing by the Authority's Representative, indicating that services have been rendered in
conformity with the Contract, then sent to the General Manager for review, approval and payment. All
invoices shall contain a detailed breakdown of the services provided for which payment is being
requested. Invoices shall be paid within thirty (30) days following the Authority Representative's approval,
who shall process all payments in a prompt manner or advise Consultant in writing of reasons for not
processing same. Payment of all invoices is subject to the availability of funds. In addition to detailed
invoices, upon request of the Authority's Representative or the General Manager, Consultant will provide
Authority with detailed periodic Status Reports on the project.
5.4. "Out-of-pocket" expenses shall be reimbursed in accordance with Florida law and Schedule B. All
requests for payment of "out-of-pocket" expenses eligible for reimbursement under the terms of this
Contract shall include copies of paid receipts, invoices, or other documentation acceptable to the
Authority's Representative and to the General Manager. Such documentation shall be sufficient to
establish that the expense was actual ly incurred and necessary in the performance of the Scope of Work
described in this Contract.
5.5. In order for both parties herein to close their books and records, the Consultant wil l clearly state
"final invoice" on the Consultant's final/last billing to the Authority for each work order. This final invoice
shall also certify that all services provided by Consultant have been performed in accordance with the
applicable Work Authorization and all charges and costs have been invoiced to the Authority. Because
this account wi ll thereupon be closed, any and other further charges not included on this final invoice are
waived by the Consultant. Acceptance of final payment by Consultant shall constitute a waiver of all
claims and liens against Authori ty for additional payment.
5.6 In no case shall any negotiated fee established pursuant to a Work Authorization be exceeded
without approval of a change in the scope of the Work Authorization by the Board of Directors for the
Authority.
5.7 As compensation for coordinating subconsultant activities for Authority, Consultant shall be
allowed an administrative fee not to exceed ten percent (10%) of the actual cost of services. For the
purposes of this provision the actual cost of services rendered shall not include any mark-up between the
vendor who actually performed the services and any sub-consultant. No administrati ve fee or mark-up
shall be paid in conjunction with the provision of Basic Services.
7
ARTICLE SIX
WAIVER OF CLAIMS
6.1. Consultant's acceptance of final payment shall constitute a full waiver of any and all claims
related to the obli gation of payment by it against Authori ty arising out of this Contract or otherwise related
to the Project. except those previously made in writing and identified by Consultant as unsettled at the
time of the final payment. Neither the acceptance of Consultant's services nor payment by Authority shall
be deemed to be a waiver of any of Authority's rights agai nst Consultant.
ARTICLE SEVEN
RESERVED
ARTICLE EIGHT
TERMINATION OR SUSPENSION
8.1. The Authority may terminate the employment of the Consultant in whole or in part and take
possession of all materials, documents, plans and designs and may finish a project by whatever
reasonable method the Authority may deem expedient without prejudice to any right or remedy it has
hereunder and after giving seven (7) calendar days written notice during which period the Consultant
shall have the opportunity to cure or commence in good faith to cure t he violation, in the following events:
(1) the Consultant is adjudged as bankrupt subject to the Federal Bankruptcy Act or enters into Chapter XI
proceedings or proceedings of a similar nature, or if it makes a general assignment for the benefit of its
creditors, of if a receiver is appointed on account of its insolvency; (2) if after written notice it persistently
or repeatedly refuses or fails, to supply enough properly skil led workmen or proper materials to complete
the work pursuant to a Work Authorization; (3) failure to commence work under the contract within a
reasonable time after issuance of the Notice to Proceed for a Work Authorization; (4) failure to maintain
an established schedule (failure to maintain schedule shall be defined as any activity on the critical path
that fal ls 30 days or more behind schedule) which has been adopted by the Authori ty and the Consultant;
(5) fai lure to make payment to subcontractors for materials or labor for which the Authority has paid the
Consultant; (6) persistent disregard of laws, rules, ordinances, regulations or orders of any publ ic
authority havi ng jurisdiction or (7) otherwise violating the provisions of this agreement or any other just
cause.
8.2. If, after notice of termination of this Contract as provided for i n paragraph 8.1 above, it is
determined for any reason that Consultant was not, in default, or that its default was excusable. or that
Authority otherwise was not entitled to the remedy against Consultant provided for in paragraph 8.1, then
the notice of termination given pursuant to paragraph 8.1 shall be deemed to be the notice of termination
provided for in paragraph 8.3 below and Consultant's remedies against Authority shall be the same as
and limited to those afforded Consultant under paragraph 8.3 below.
8.3. Authority shall have the ri ght to terminate this Contract, in whole or in part, without cause upon
thirty (30) calendar days' written notice to Consultant. In the event of such termination for convenience,
Consultant's recovery against Aut hority shall be limited to that portion of the fee earned t hrough the date
8
of termination, together with any retainage withheld and any costs reasonably incurred by Consultant that
are directly attributable to the termination, but Consultant shall not be entitled to any other or further
recovery against Authority, including, but not limited to, anticipated fees or profits on work not required to
be performed.
8.4. Upon termination, the Consultant shall deliver to the Authority all original papers, records,
documents, drawings, models, and other material set forth and described in this Contract.
8.5. The Authority shall have the power to suspend all or any portions of the services to be provided by
Consultant hereunder upon giving Consul tant seven (7) calendar days prior written notice of such
suspension. If all or any portion of the services to be rendered hereunder are so suspended, the
Consultant's sole and exclusive remedy shall be to seek an extension of time to its schedule in
accordance with the procedures set forth in Article Four herein.
ARTICLE NINE
PERSONNEL
9.1. The Consultant is, and shall be, in the performance of all work services and activities under this
Contract, an Independent Contractor, and not an employee, agent, or servant of the Authority. All persons
engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all
places, be subject to the Consultant's sole direction, supervision, and control. The Consultant shall
exercise control over the means and manner in which it and its employees perform the work, and in all
respects the Consultant's relationship and the relationship of its employees to the Authority shall be that
of an Independent Contractor and not as employees or agents of the Authority.
9.2. The Consul tant represents that it has, or will secure at its own expense, all necessary personnel
required to perform the services under this Contract. Such personnel shall not be employees of or have
any contractual relationship with the Authority, nor shall such personnel be entitled to any benefits of the
Authority including, but not limited to, pension, health and workers' compensation benefits.
9.3. All of the services required hereunder shall be performed by the Consultant or under its
supervision, and all personnel engaged in performing the services shall be fully qualified and, if required,
authorized or permitted under state and local law to perform such services.
9.4. Any changes or substitutions in the Consultant's key personnel, as may be listed in Article One,
must be made known to the Authority's Representative and written approval must be granted by the
Authority's Representative before said change or substitution can become effective, said approval for
which shall not unreasonably be withheld, conditioned or delayed.
9.5. The Consultant warrants that all services shall be performed by ski lled and competent personnel
to professional standards applicable to firms of simi lar local and national reputation. Peer and/or third
party reviews wi ll be at the cost of the Authority.
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ARTICLE TEN
SUBCONTRACTING
10.1. Consultant shall not subcontract any services or work to be provided to Authority without the prior
written approval of the Authority's Representative. The Authority reserves the right to accept the use of a
subcontractor or to reject the selection of a particular subcontractor and to inspect all facilities of any
subcontractors in order to make a determination as to the capability of the subcontractor to perform
properly under this Contract. The Authority's acceptance of a subcontractor shall not be unreasonably
wi t hheld, conditioned or delayed. The Consultant is encouraged to seek minority and women business
enterprises as well as local firm participation in subcontracting for participation in subcontracting
opportunities.
ARTICLE ELEVEN
FEDERAL AND STATE TAX
11.1. The Authority is exempt from payment of Florida state sales and use taxes. The Authority will sign
an exemption certificate submitted by the Consultant. The Consultant shall not be exempted from paying
sales tax to its suppliers for materials used to fulfill contractual obligations with the Authority, nor is the
Consultant authorized to use the Authority's tax exemption number in securing such materials.
11.2. The Consultant shall be responsible for payment of its own and its share of its employees' payroll,
payroll taxes, and benefits with respect to this Contract.
ARTICLE TWELVE
AVAILABILITY OF FUNDS
12.1. The Authority's performance and obligation to pay under this contract is contingent upon an
appropriation of funds for the purposes defined in the work orders, or as otherwise requested by the
General Manager.
ARTICLE THIRTEEN
OWNERSHIP OF DOCUMENTS
specifications, maps, evaluations, reports, computer assisted design or drafting disks and othertechnical
data, other than working papers, prepared or developed by Consultant under this Contract shal l be
delivered to and become the property of Authority. Consultant, at its own expense, may retain copies for
its files and internal use. To the extent provided by law, Authority agrees to indemnify and hold harmless
Consultant with respect to any claim, loss or damage, including attorneys' fees incurred by Consultant due
to the Authority's use of said records, documents, tracings, plans, specifications, maps, evaluations,
reports, computer disks and other technical data on some other project unless such use is authorized by
Consultant.
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13.2. With respect to and in consideration for the indemnification provided by Authority in paragraph
13.1. above, Consultant agrees to pay to Authority $10.00, the sufficiency and receipt of which is
acknowledged through the signing of this Contract.
13.3. The Authority and the Consultantshall comply with the provisions of Chapter 119, Florida Statutes
(Publ ic Records Law). Consultant assumes no liabi lity for the use of such documents by the Authority or
others for purposes not intended under this Contract.
ARTICLE FOURTEEN
MAINTENANCE OF RECORDS
14.1. Consultant will keep adequate records and supporting documentation which concern or reflect its
services hereunder. The records and documentation wil l be retained by Consultant for a minimum of five
(5) years from the date of termination of this Contract or the date the Project is completed, whichever is
later. Authority, or any duly authorized agents or representatives of Authority, shall have the right to audit,
inspect and copy all such records and documentation as often as they deem necessary during the period
of this Contract and during the five (5) year period noted above; provided, however, such activity shall be
conducted only during normal business hours. All records under this agreement shall be maintained in
accordance with applicable grant award requirements and standards as well as any applicable state and
local laws.
ARTICLE FIFTEEN
INSURANCE
15.1. During the life of the Contract the Consultant shall provide, pay for, and maintain, with companies
satisfactory to the Authority, the types of insurance described herein. All insurance shall be from
responsible companies duly authorized to do business in the State of Florida and/ or responsible risk
retention group insurance companies registered with the State of Florida. Prior to execution of this
Contract by Authority, the insurance coverages and limits required must be evidenced by properly
executed Certificates of Insurance on forms which are acceptable to the Authority, with the Authority
listed as additional insured. The Certificates must be personally, manually signed by the Authorized
Representatives of the insurance company/companies shown on the Certificates with proof that he/she
is an authorized representative thereof. In addition, certified, true and exact copies of all insurance
policies required shall be provided to the Authority, on a timely basis, if required by the Authority. These
Certificates and policies shall contain provisions that thirty (30) days' written notice by registered or
certified mail shall be given the Authority of any cancellation, intent not to renew, or reduction in the
policies' coverages, except in the application of the Aggregate Limits Provisions. In the event of a
reduction in the Aggregate Limit of any policy, the Consultant shall immediately take steps to have the
Aggregate Limit reinstated to the full extent permitted under such policy. All insurance coverages of the
Consultant shall be primary to any insurance or self-insurance program carried by the Authority applicable
to this Project.
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15.2. The acceptance by the Authori ty of any Certificate of Insurance for this Project evidencing the
insurance coverages and limits required in this Contract does not constitute approval or agreement by the
Authority that the insurance requirements have been met or that the insurance policies shown on the
Certificates of Insurance are in compliance with the requirements of this Contract.
15.3. Before starting and unti l acceptance of the work by Authority, Consultant shall procure and
maintain insurance of the types and to the limits specified in paragraph 15.7 entitled "Required
Insurance," which is attached hereto and made a part hereof. Consultant shall require each of its
subconsultants and subcontractors to procure and maintain, until the completion of that subconsultant's
or subcontractor's work, insurance of the types and to the limits specified in paragraph 15.7, unless such
insurance requirement for the subconsultant or subcontractor is expressly waived in writing by the
Authority. Said waiver shall not be unreasonably withheld upon Consultant representing in writing to
Authority that Consultant's existing coverage includes and covers the subconsultants and subcontractors
for which a waiver is sought, and that such coverage is in conformance with the types and limits of
insurance specified in paragraph 15.7. All liabi lity insurance policies, other than the Professional Liability,
Worker's, Compensation and Employers' Liability policies, obtained by Consultant to meet the
requirements of this Contract shall name Authority as an additional insured as to the operations of the
Consultant under this Contract and the Contract Documents arid shall contain severability of interests
provisions.
15.4. If any insurance provided pursuant to this Contract expires prior to the completi on of the work,
renewal Certificates of Insurance and, if requested by Authority, certified, true copies of the renewal
policies shall be furnished by Consultant thirty (30) days priortothe date of expiration. Should at any time
the Consultant not maintain the insurance coverages required in this Contract, the Authority may cancel
this Contract or at its sole discretion shall be authorized to purchase such coverages and charge the
Consultant for such coverages purchased. The Authority shall be under no obligation to purchase such
insurance, nor shall it be responsible for the coverages purchased or the insurance company or
companies used. The decision of the Authority to purchase such insurance coverages shall in no way be
construed to be a waiver of its rights under this Contract.
15.5. Certificates of insurance, reflecting evidence of the required insurance, shall be filed with the
General Manager prior to the commencement of the work. The Consultant shall not commence work
under this Contract until it has obtained all insurance required under this paragraph and such insurance
has been approved by the General Manager, nor shall the Consultant allow any subcontractor to
commence work on its sub-contract until all similar such insurance required of the subcontractor has
been obtained and approved.
15.6. Policies shall be issued by companies authorized to do business under the laws of the State of
Florida and shall have adequate Policyholders and Financial ratings in the latest ratings of A.M. Best, said
A.M. Best rating for which shall be A- or better.
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15.7. REQUIRED INSURANCE
1. Commercial General Liability
Commercial General Liabil ity Insurance to cover liability for bodily injury and property damage.
Exposures to be covered are: premises, operations, products/completed operations, and
contractual. Coverage must be written on an occurrence basis, with no less than the following
limits of liabil ity:
A. Single Limit Bodily Injury & Property Damage
1.
2.
Each Occurrence
Annual Aggregate
B. Personal Injury
Annual Aggregate
2. Comprehensive Automobi le Liabil ity
$1,000,000
$1, 000,000
$1,000,000
Comprehensive Automobi le Liabi lity for all vehicles used in the performance of this Contract:
A. Single Limit Bodily Injury & Property Damage
1. Each Occurrence $1,000,000
Coverage shall include owned, hired and/or non-owned vehicles.
The Authority must be named as an additional insured for the Automobile and Commercial
General Liabil ity coverage.
3. Professional Liabi lity
Professional Liabi lity with limits not less than $1,000,000. If coverage is provided on a claims
made basis then coverage must be cont inued for the duration of t his Contract and for not less
than one (1) year thereafter, or in lieu of continuation, provide an "extended reporting clause" for
one (1) year.
4. Workers' Compensation Insurance
Workers' Compensation Insurance shall be maintained during t he life of this Contract to comply
with statutory li mits for all employees, and in the case any work is sublet. the Consultant shall
require any Subcontractors similarly to provide Workers' Compensation Insurance for all the
latter's employees unless such employees are covered by the protection afforded by the
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Consultant. The Consultant and its Subcontractors shal l maintain during the life of this Contract
Employer's liability Insurance. The following must be maintained.
A.
B.
Workers' Compensation
Employer's liability
Statutory
$500,000 per accident
The Authority reserves the right to requi re any other insurance coverage it deems necessary depending
upon the exposures.
ARTICLE SIXTEEN
INDEMNIFICATION
16.1. The Consultant agrees to indemnify and hold harmless and defend the Authority, its officers,
agents and employees against any loss, damage or expense (including all costs and reasonable attorneys'
fees) suffered by Authority from any claim, demand, jUdgment, decree, or cause of action of any kind or
nature arising out of any negligent error, omission, negligent act, recklessness, or intentionally wrongful
act of Consultant, its agents, servants, or employees, in the performance of services under this Contract.
16.2. The Consultant agrees to indemnify and hold harmless the Authority, its officers, agents and
employees against any loss, damage or expense (incl uding all costs and reasonable attorneys' fees)
suffered by Authority from (a) any breach or misconduct by the Consultant of this Contract, (b) any
inaccuracy in or breach of any of the representations, warranties or covenants made by the Consultant
herein, (c) any claims, suits, actions, damages or causes of action arising during t he term of this Contract
for any personal injury, loss of life or damage to property sustained by reason or as a result of
performance of this Contract by the Consultant and the Consultant's agents, employees, invitees, and (d)
Consultant acknowledges and agrees that Authority would not enter into this Contract without this
indemnification of Authority by Consultant, and t hat Authority's entering into this Contract shall constitute
good and sufficient consideration for this indemnification. These provisions shall survive the expiration or
earlier termination of this Contract. Nothing in this Contract shall be construed to affect in any way the
Authority's rights, privi leges, and immunities as set forth in Section 768.28, Fl orida Statutes.
16.3. Consultant acknowledges that the general conditions of any installation and deployment contract
shall include language, satisfactory to the Authority's attorney, in which t he contractor agrees to hold
harmless and to defend Authority, Consultant, their agents and employees, from all suits and actions,
including attorney's fees, and all costs of litigation and judgments of any name and description arising out
of or incidental to the performance of the installation and deployment contract or work performed
thereunder. Authority acknowledges that Consultant shall be expressly named as an indemnified party,
and shall be held harmless, in the general conditions of any installation and deployment contract, and
shall be named as an addit ional insured in any contractor's insurance policies.
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ARTICLE SEVENTEEN
SUCCESSORS AND ASSIGNS
17.1. The Authority and the Consultant each binds itself and its successors, executors, administrators
and assigns to the other party of this Contract and to t he successors, executors, administrators and
assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the
Authority nor the Consultant shall assign, sublet, conveyor transfer its interest in this Contract without the
written consent of the other. Nothing herein shall be construed as creating any personal liability on the
part of any officer or agent of the Authority which may be a party hereto, nor shall it be construed as
giving any rights or benefits hereunder to anyone other than the Authority and the Consultant.
ARTICLE EIGHTEEN
REMEDIES
18.1. This Contract shall be governed by the laws of the State of Florida. Any and all legal action
necessary to enforce the Contract shall be held in Leon County. No remedy herein conferred upon any
party is intended to be exclusive of any other remedy, and each and every such remedy shall be
cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at
law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or
remedy hereunder shall preclude any other or further exercise thereof.
ARTICLE NINETEEN
CONFLICT OF INTEREST
19.1. The Consultant represents that it has no interest and shall acquire no interest, either direct or
indirect, which would conflict in any manner with the performance of services required hereunder, as
provided for in the Code of Ethics for Public Officers and Employees (Chapt er 112, Part III, Florida
Statutes). The Consultant further represents that no person having any interest shall be employed for
said performance.
19.2. The Consultant shall promptly notify the General Manager, in writing, by certified mai l, of all
potential conflicts of interest for any prospective business association, interest or other circumstance
which may influence or appear to influence the Consultant's judgment or quality of services being
provided hereunder and which conflict with Schedule D if applicable. Such written notification shall
identify the prospective business association. interest or circumstance, the nature of work that the
Consultant may undertake and request an informed determination from the General Manager as to
whether t he association, interest or circumstance would be reviewed by the General Manager as
constituting a conflict of interest if entered into by the Consultant. The General Manager agrees to notify
the Consultant of its opinion by certified mail within thirty (30) days of receipt of notice by t he Consultant.
Such determination may be appealed to the Board of Directors by the Consultant within thirty (30) days
of the General Manager's notice to the Consultant. If, in the opinion of the General Manager or Authority,
the prospective business association, interest or circumstance would not constitute a conflict of interest
15
by the Consultant, the General Manager or Authority shall so state in the notice and the Consultant shall ,
at its option, enter into said association, interest or circumstance and it shall be deemed not in conflict of
interest with respect to services provided to the Authority by the Consultant under the terms of this
Contract.
ARTICLE TWENTY
DEBT
20.1. The Consultant shall not pledge the Authority's credit or make it a guarantor of payment or surety
for any contract, debt, obligation, judgment, lien or any form of indebtedness. The Consultant further
warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the
terms of this Contract.
ARTICLE TWENTY ONE
NONDISCRIMINATION
21.1. The Consultant warrants and represents that all of its employees are treated equally during
employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital
status, or sexual orientation.
ARTICLE TWENTY TWO
ENFORCEMENT COSTS
22.1. If any legal action or other proceeding is brought forthe enforcement of this Contract, or because
of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this
Contract, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's
fees, court costs and all expenses (including taxes) even if not taxable as court costs (including, without
limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in
addition to any other relief to which such party or parties may be entitled.
ARTICLE TWENTY THREE
NOTICE
23.1. All notices required in this Contract shall be sent via email with a copy sent by certified mail,
return receipt requested to the Consultant's Representative, the Authority Representative and the General
Manager at the addresses shown in Articles One and Three hereof.
ARTICLE TWENTY FOUR
MODIFICATION OF SCOPE OF WORK
24.1. It is the intent of this Contract that Authority shall from time to time issue Work Authorizations for
Consultant to perform work. All Work Authorizations in excess of $100,000 will be duly approved by the
Authority's Board of Directors prior to issuance. All Work Authorizations less than $100,000 will be duly
approved by the Authority's Board of Directors or the General Manager, as applicable, prior to issuance.
16
Consultant shall expediently perform such work within the schedule indicated in the work order in
accordance with Article Four above. Consultant shall timely cooperate with Authority Representative and
General Manager in negotiating the cost and schedule of said work orders prior to submission to the
Authority Board of Directors for approval. The Authority reserves the right to make changes in the Scope
of Work, including alterations, reductions therein or additions thereto. The Authority shal l provide at least
seven (7) days notice of any such changes to the Scope of Work. Upon receipt by the Consultant of the
Authori ty's notification of a contemplated change, the Consultant shall, in writing: (1) provide a detailed
estimate for the increase or decrease in cost due to the contemplated change, (2) notify the Authority of
any estimated change in the completion date, and (3) advise the Authority if the contemplated change
shall effect the Consultant's ability to meet the completion dates or schedules of this Contract.
24.2. If the Authority so instructs in writing pursuant to Section 8.5 herein, the Consultant shall suspend
work on that portion of the Scope of Work or work order affected by a contemplated change, pending the
Authority's decision to proceed with t he change. Consultant shall be entitled t o invoice Authority for that
portion of the work completed prior to receipt of the written notice.
24.3. If the Authority elects to make the change, the Authority shall initiate a Contract Amendment and
the Consultant shall not commence work on any such change until such written amendment is signed by
the Consultant and the General Manager, and if such Scope of Work is in excess of $100,000 it must
also f irst be approved by the Board of Directors.
ARTICLE TWENlY FIVE
MODIFICATION
25.1. The Authority and the Consultant agree that this Contract together with the Exhibits hereto, sets
forth the entire agreement between the parties, and that there are no promises or understandings other
than those stated herein. None of the provisions, terms and conditions contained in this Contract may be
added to, modified, superseded or otherwise altered, except by written instrument executed by the
parties hereto in accordance with Article Twenty Four - Modification of Scope of Work. In the event of any
conflict or inconsistency between this Contract and the provisions in the incorporated Exhibits, t he terms
of this Contract shall supersede and prevail over the terms in t he Exhibits.
17
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ARTICLE TWENTY SIX
MISCELLANEOUS
26.1. Consul tant, in representing Authority, shall promote the best interest of Authority and assume
towards Authority a duty of the highest trust, confidence and fair deal ing.
26.2. No modification, waiver, suspension or termination of the Contract or of any terms thereof shall
impair the rights or liabilities of either party.
26.3. This Contract is not assignable, in whole or in part, by Consultant without the pri or written consent
of Authority.
26.4. Waiver by either party of a breach of any provision of this Contract shall not be deemed to be a
waiver of any other breach and shall not be construed to be a modification of the terms of this Contract.
26.5. The headings of the Articles, Schedules, Parts and Attachments as contained in this Contract are
for the purpose of convenience only and shall not be deemed to expand, limit or change the provisions in
such Articles, Schedules, Parts and Attachments.
This Contract, including the referenced Schedules and Attachments hereto, constitutes the entire
agreement between the parties hereto and shall supersede, replace and nullify any and all prior
agreements or understandings, written or oral, relating to the matter set forth herein, and any such prior
agreements or understanding shall have no force or effect whatever on this Contract.
ARTICLE TWENTY SEVEN
SEVERABILITY
27.1. [f any term or provision of this Contract, or the application thereof to any person or circumstances
shall, to any extent, be held invalid or unenforceable, the remainder of this Contract, or the application of
such term or provision, to persons or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected, and every other term and provision of this Contract shal l be deemed
valid and enforceable to the extent permitted by law.
ARTICLE TWENTY EIGHT
SPECIAL AWARD CONDITIONS
28.1 For the purposes of Grant # NT10B[X5570023 awarded to the NFBA on February 18, 2010, the
Consultant agrees to be bound by the special grant award conditions outlined in Schedule D of this
agreement for all work authorizations issued to the Consultant and all of its subcontractors to be paid from
the grant funds.
18
IN WITNESS WHEREOF, the parties hereto have set their hands and official seals the day and year first
above written.
WITNESSES: RAPID SYSTEMS, INC. , a Florida corporation
Print Name: = p \ > ~ {'Os"" *
Denise Hamilton, Vice-President, CFO

19
NORTH FLORIDA BROADBAND AUTHORITY
Stephen G. Fulford, Chairman
Clerk to the Board
Approved as to form
NFBA General Counsel
20
SCHEDULE A
Schedule A consists of the following component Parts:
A.i. FORM OF WORK AUTHORIZATION
A.2. DESIGN REPORT
A.3. PRELIMINARY DESIGN
A.4. FINAL DESIGN
A.5. INSTALLATION AND DEPLOYMENT BID SERVICES
A.6. CONTRACT ADMINISTRATION
A.7. DETAILED OBSERVATION OF INSTALLATION AND DEPLOYMENT
SAMPLE FORM OF WORK AUTHORIZATION
Work Authorization No. XYl 10-00
to
Professional Services Agreement Between the
North Florida Broadband Authority ("NFBA"),
a legal entity and public body created by Interlocal agreement pursuant to
Section 163.01(7), Florida Statutes
and
(Consulting Firm)
A. SUMMARY OF SERVICES TO BE RENDERED
This work authorization addresses the necessary engineering and design services for (Project
Name/Description and Number). The project includes ...
The project is required ...
Tasks associated wi th this project include ...
B. PROJECT COST: PROJECT: XX XXX
Billed At Number of Hours
Princi pal $$ 2
Associate $$ 4
Project Engineer $$ 6
TOTAL COST: $$
c. PROJECT SCHEDULE:
Preliminary Design (30%) - complete XX days from notice to proceed
Prel i minary Design (60%) - complete XX days from notice to proceed
Preliminary Design (90%) - complete XX days from notice to proceed
Final Design - complete XX days from notice to proceed
Bid Services - complete XX days f rom notice to proceed
Cost Extended
$$
$$
$$
Installation and deployment - Contract Admin complete XX months after instal lation and deployment
notice to proceed
D. NOTICE/AUTHORIZED REPRESENTATIVE OF CONSULTANT
22
SAMPLE FORM OF WORK AUTHORIZATION
Consulting Firm
Name, Title of Signer
Address
City, State ZIP
Phone
Certification that Sufficient Funds are Available:
Chief Financial Officer
Dated this __ day of _____ , 2010.
Chairman/ General Manager
c/o Government Services Group, Inc.
North Florida Broadband Authority
Tallahassee, Fl 32309
(850) 6813717
General Manager
23
A.2. DESIGN REPORT.
A.2.1. Consult with Authority to clarify and define Authority's requirements for the Project and review
available data.
A.2.2. Advise Authority as to the necessity of Authority obtaining from Consultant, Additional Services
described in Article Two of this Agreement, such as, but not limited to site assessments, spectrum and
frequency analysis, permits, or other similar investigations.
A.2.3. Prepare a Design Report containing schematic layouts, sketches and conceptual design criteria
with appropriate exhibits to indicate clearly the considerations involved (including appl icable
requirements of all governmental authorities having jurisdiction over the project), and any alternative
designs available to Authority and setting forth Consultant's findings and recommendations. The Design
Report also shall contain Consultant's professional evaluation of Authority's Project budget. Said
evaluation shall contain Consultant's initial professional opinions of probable total costs for the Project,
including installation and deployment costs, contingencies, and allowances for charges of all
professionals and consultants. The Design Report also shall present Consultant's recommendations as to
how the installation and deployment contract(s) should be let out for bid.
A.2.4. Furnish five (5) copies of the Design Report, schedule and conduct a meeting with Authority to
present the Design Report for Authority's review and approval.
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A.3. PRELIMINARY DESIGN.
A.3.1. Prepare in a format acceptable to Authority, all preliminary Cont ract Documents, including but not
limited to all designs, drawings, special conditions, general condi tions, supplemental conditions,
specifications and bid and Agreement forms, necessary for installation and deployment of the Project.
A.3.2. Keep Authority informed as to the status of the project design through no Jess than weekly
meetings at the Authori ty's offices.
A.3.3. Upon completion and submission to Authority of the preliminary design for Project, provide to
Authority f ive (5) copies of the preliminary Contract Documents and Consultant's professional preliminary
opinions of probable total Project and installation and deployment costs for review and approval by
Aut hority. The improvements for which services are to be rendered under this Agreement shall include
the Project as described in the description in paragraph A.1.1. of this Schedule A.
25
AA. FINAL DESIGN.
A.4.1. Provide Authority with proposed final installation and deployment drawings and detailed opinions
of probable total Project installation and deployment costs in writing for Authority's review, prior to
completion of the final Contract Documents, so that any changes that may be necessary i n accordance
with Project's budgetary schedule can be made prior to bid.
A.4.2. Upon Authority's approval of detailed opinions of probable total Project and installation and
deployment costs, provide to Authority, for its review and approval, five (5) copies of final Contract
Documents.
26
AS INSTALLATION AND DEPLOYMENT BID SERVICES.
A.5.1. Consultant shall assist in securing bids and:
(a) provide interpretation and clarification of Contract Documents during bidding;
(b) coordinate bid process with Authority including advertisements, publications, Contract
Document sales and receipt of bids;
(c) distribute Contract Documents during bidding phase to prospective bidders;
(d) maintain record of prospective bidders to whom bidding documents have been
distributed;
(e) organize and conduct pre-bid meeting with prospective bidders;
(fl attend the bid opening, prepare bid tabulation sheets and assist Authority in evaluating
bids or proposals and in assembling and awarding contracts for installation and deployment. materials,
equipment and services;
(g) assist Authori ty in evaluating bidder's previous experience, if necessary;
(h) prepare and issue addenda as appropriate to interpret or clarify Contract Documents;
(i) provide Authority with a recommendation as to the acceptabil ity of subcontractors,
suppliers and other persons and organizations proposed by the bidders for those portions of the work as
to which such acceptability is required by the Contract Documents;
OJ provide Authority with recommendation concerning the acceptability of substitute
materials and equipment proposed by bidder(s) when substitution prior to the award of contacts is
allowed by the Contract Documents; and,
27
(k) make a recommendation of contract award, including presentation and discussion before
the NFBA board as needed.
28
A.6. INSTALLATION AND DEPLOYMENT CONTRACT ADMINISTRATION.
A.6.l. Consult with the Authority and contractors as reasonably required and necessary with regard to
instal lation and deployment of the Project, including but not limited to pre-installation and deployment
conference and weekly coordination meeting with Authority and contractor.
A.6.2. Review materials and workmanship of the Project and report to Authority any deviations from the
Contract Documents which may come to the Consultant's attention; determine the acceptabi l ity of work
and materials and make recommendation to Authority to reject items not meeting the requirements of the
Contract Documents.
A.6.3. Recommend to the Authority in writing that the work, or designated portions thereof, be stopped
if, i n Consultant's judgment, such action is necessary to all ow proper inspection, avoid irreparable
damage to the work, or avoid subsequent rejection of work which could not be readily replaced or
restored to an acceptable condition. Such stoppage to be only for a period reasonably necessary for the
determination of whether or not the work will in fact comply with the requirements of the Contract
Documents.
A.6.4. Require that any work which is covered up without being properly observed be uncovered for
examination and restored at contractor's expense if deemed appropriate by the Consultant.
29
A.6.5. Issue interpretations and clarifications of Contract Documents during installation and deployment,
and evaluate requests for substitutions or deviations therefrom. Notify Authority of any such requested
deviations or substitutions and when reasonably necessary provide Authority with a recommendation
concerning same. Prepare work change orders as directed by Authority.
A.6.6. Submit to Authority, in a format acceptable to Authori ty, monthly progress and status reports,
including but not limited to manpower, amount of work performed and by whom, equipment, problems
encountered, method to correct problems, errors, omissions, deviations from Contract Documents, and
weather conditions.
A.6. 7. Review shop drawings, diagrams, illustrations, catalog data, schedules and samples, the results
of analysis, tests and inspections, and other data which contractors are required to submit for
conformance with the design concept of the Project and compliance with the provisions of the Contract
Documents.
A.6.8. Monitor aJi required Project records, including but not limited to delivery schedules, inventories
and installation and deployment reports. Based upon the Project records, as weJl as Consultant's
observations at the sites and evaluations of the data reflected in contractor's application for payment,
Consultant shall render a recommendation to Authori ty concerning the amount owed to the contractor(s)
and shall forward the contractor's application for such amount to Authority. Such approval of the
application for payment shall constitute a representation by Consultant to Authority, based on
observations and evaluations, that:
30
(a) the work has progressed to the point indicated;
(b) the work is in substantial accordance with the Contract Documents; and
(c) the contractor(s) is (are) entitled to payment in the recommended amount.
A.6.9. Receive and review all items to be delivered by the contractor(s) pursuant to the Contract
Documents, including but not limited to all maintenance and operating instructions, schedules,
guarantees, warranties, bonds and certificates of inspection, tests and approvals. Consultant shall
transmit all such deliverables to Authority with Consultant's written comments and recommendations
concerning their completeness under the Contract Documents.
A.6.l0. Negotiate with the contractor(s), the scope and cost of any necessary contract change orders,
using as a basis for such negotiations data or other information emanating from the Contract Documents,
including but not limited to the bid sheet, technical specifications, plans, shop drawings, material
specifications, and proposed material and labor costs. Prepare, recommend and submit for Authority's
approval such change orders.
A.6.ll. Upon receiving notice from the contractor advising Consultant that the Project is substantially
complete, Consultant, shall schedule and, in conjunction with Authority, conduct a comprehensive
inspection of the Project, develop a list of items needing completion or correction, forward said list tothe
contractor and provide written recommendations to Authori ty concerning the acceptability of work done
and the use of the Project. For the purposes of this provision, substantial completion shall be deemed to
be the stage in installation and deployment of the Project where the Project can be utilized for the
31
purposes for which it was intended, and where minor items need not be fully completed, but all items that
affect the operational integrity and function of the Project are capable of continuous use.
A.6.12. Perform final inspection in conjunction with Authority, and assist Authority in closing out
installation and deployment contract, including but not limited to, providing recommendations concerning
acceptance of Project and preparing all necessary documents, including but not limited to, lien waivers,
contractor's final affidavit, close-out change orders, and final payment application.
A.6.13. Prepare and submit to Authority upon completion of installation and deployment of the Project,
five (5) sets of record drawings also provided electronicall y and in a format acceptable to the General
Manager including those changes made during the installation and deployment process, using
information supplied by the contractors and other data which can reasonably be verified by Consultant's
personnel.
A.6.14. Prepare and submit to Authority upon completion of installation and deployment of Project a final
report of variations from the installation and deployment Contract Documents, including reasons for the
variations.
32
A.7. DETAILED OBSERVATION OF INSTALLATION AND DEPLOYMENT.
A. 7 .1. Installation and deployment work shall be done under the full -time observation of at least one
representative of Consultant; or by such additional representatives of the Consultant as may be
necessary for observing the instal lat ion and deployment of the Project, as may be authorized and
approved by the Authority.
A. 7 .2. During detailed observation of installation and deployment Consultant shall act to protect
Authority's interests in Project and:
(a) photographic documentation properly categorized and identified as to date. time, location,
direction and photographer, with subsequent notations on drawings;
(b) maintain appropriate field notes from which record drawings can be generated;
(c) maintain appropriate field records to document any and all disputes or claims, whether
actual or potential with respect to installation and deployment of the Project; and
(d) observe operation or performance testing and report findings to Aut hori ty and contractor.
END OF SCHEDULE A
33
SCHEDULE B
BASIS OF COMPENSATION
B.l.1. As consideration for providing Basic Services as set forth in any Work Authorization. Authority
agrees to pay, and Consultant agrees to accept the fees as shown on Attachment 8-1 to the Work
Authorization entitled nSchedule of Fees for Scope of
34
SCHEDULE B - ATIACHMENT 1
SCHEDULE OF FEES FOR SCOPE OF SERVICES
[Insert schedule of fees for Work Authorization]
35
SCHEDULE B - ATIACHMENT 2
CONSULTANT'S EMPLOYEE HOURLY RATE SCHEDULE
[insert Hourly Rate Schedule for Work Authorization}
36
SCHEDULE D
GRANT AWARD CONDITI ONS
By its execution of this agreement, the Consultant and all of Consultant'ssub-contractors, agree that they have
read and will comply with all provisions and terms and conditions of award #NTlOBIX5570023 and all appl icable
federal and state statutes. including, but are not limited to, the following Award Documents:

Department of Commerce Financial Assistance Standard Terms and Conditions
Award Specific Special Award Conditions
15 CFR Part 24, Uniform Administrative Requirements for Grants and Agreements with States and local
governments
OMS Circular A-87
OMS Circular A-133
DOC American Recovery Act Award Terms 74 FR 33104, 74 FR 41676, 74 FR 42644
American Recovery and Reinvestment Act of 2009
2 CFR Part 1326, Subpart C wide Debarment and Suspensions"
15 CFR Part 28, Restrictions on Lobbying"
Copeland Anti-Kickback Act
Davis Bacon Act
Sections 103 and 107 of the Contract Work Hours and Safety Standards Act
Notice of Funds Availability, July 9, 2009, 74 FR 130
In addition, the following requirements will be met, as applicable:
Contractor shall provide all information needed for NFBA reporting to the NTIA, to meet all
reporting deadl i nes. Failure to provide the information on a timely basis could impact the
approval of any pending pay requests.
Contractor to attend all conferences determined by the General Manager
with selected bidders or proposers to review compliance of all Davis-Bacon labor-standards,
reporting requirements, processes and procedures.
All NFBA procurement is to be conducted in compliance with state and federal procurement
regulations.
All services to be provided by Consultant under Work Authori zations to be paid from grant
proceeds shall be services eligible for payment with federal funds as specified i n the Award
Documents
Payment of funds to Consultant under Work Authorizations issued pursuant to grant funded
projects is solely contingent on the receipt of grant funds as disbursed and made available to
the Authority in the form of grant draws.
Any past. present or potential confl icts of interest. whether real or in appearance shall be
avoided as provided in 15 CFR Part 24.
Consultant agrees to provide i mmediate notification to the Authority in writing immediately if
there are any unanticipated project activities or changes for which alternatives and/or
notifications must be considered, including potential changes in route or conditions which
may impact the current designation of the project as categorically excluded from
environmental review.
38
All services performed by subcontractors under t his agreement to be paid with grant funds
shall be performed in accordance wi t h all applicable grant award requirements and standards
as well as any state and local laws. All subcont racts wi ll contain all required f ederal and st ate
provisions and requi rements of t he program.
39
9/6/2011 Page 17
Exhibit D
RS10-01 NFBA Middle Mile RF and Network Engineering Phase
Dated July 14, 2010
Work Authorization No. RS 10-01
to
Contract for Consulting/Professional Services Between the
North Florida Broadband Authority ("NFBA"),
A legal entity and public body created by interlocal agreement pursuant to
Section 163.01(7), Florida Statutes
And
Rapid Systems, Inc. ("Rapid Systems"),
a Florida corporation
NFBA Middle Mile RF and Network Engineering Phase
A. OVERVIEW
Pursuant to the Consulting/Professional Services Agreement between NFBA and Rapid
Systems dated as of June 9, 2010, Rapid Systems has been retained to provide additional
network engineering services to the NFBA. This Work Authorization sets forth the
deliverables, completion schedule and fees to be paid for the design services to be
provided by Rapid Systems. Any capitalized terms used herein but not otherwise defined
shall have the definitions set forth in the Consulting/Professional Services Agreement.
As part of this Work Authorization, Rapid Systems will deliver completed site audit
packages, route change orders, request for proposal specifications, final pre-structural path
analysis, and network design and architecture for all OSI layers for any and all services
provided by NFBA as well as customer requirements, as more fully described herein. All
work under this Work Authorization is to be completed by September 17, 2010.
B. DELIVERABLES
As part of this Work Authorization, and in accordance with the Schedule included in Section
C hereof, Rapid Systems will deliver the following:
1. Site Audit Template: $10,000
Site Audit Template in conformance with industry standards and best practices including
photos and sketches of key factors at each site, including height, structure size, existing
antennas, lines, power, grounding, site access, etc., subject to approval by the Project
Office.
2. Change Order Template: $10,000
Change Order Template in conformance with industry standards and best practices to be
used to document changes in route and alternative sites identified through the
performance of site audits and the development of the path analysis, subject to approval
by the Project Office.
3. System Design Requirements: $10,000
System design document to conform to the Proposed System Design Requirements for
the North Florida Broadband Network issued by the Project Office, subject to approval by
the Project Office and further subject to peer review (the "System Design
Requirements").
4. RFP Specifications for Network Components, Antennas and Line, Cabinets and Power
and Installation and Pathing: $80,000
Specifications and requirements for Requests for Proposals for the following: (a) network
components, (b) antennas and lines, (c) cabinets and power, and (d) installation and
pathing, subject to approval by the Project Office.
5. Complete Site Audit Packages: $296,411
Final site audit packages for all sites in accordance with acceptable industry best
practices in the Site Audit Template format as approved by the Project Office. Site audit
packages will be submitted to the Project Manager on a rolling basis, and all site audit
packages will be submitted to the Project Manager by August 4, 2010 for approval.
Rapid Systems will communicate with site owners and coordinate access to sites.
6. Alternative Site Identification: $10,000
Submit proposed alternative core sites or assets for sites that were deemed unsuitable
in the site audit packages or the preliminary path analysis to the Project Manager for
approval. Rapid Systems should work to minimize on-going lease and operating costs by
leveraging in-kind assets wherever possible in the physical-layer design and architecture.
Each core site alternate will be proposed with a narrative rationale including all pertinent
engineering information to justify the modification of the network to adjust the paths to
the new site.
7. Final Pre-Structural Path Analysis: $72,500
Final pre-structural path analysis using the backbone sites and laterals employed in the
network design or alternative core and lateral sites as deemed necessary by the Project
Team. The path analysis will conform to performance and system availability
requirements as set forth in the approved System Design Requirements (Deliverable
#3). All components and overall network design will support a minimum capacity of 100
Mbps full duplex and 99.999% reliability across the core network. Any deviation from the
System Design Requirements must be approved by the NFBA in writing through the
Project Office. The path engineering information should be sufficient to provide all
interested parties (including tower owners, governments and others) with sufficient
information for lease applications, equipment bill of materials or any other material
documents related to the project. Deliverables should be in the following formats.
a. Site path analysis reports in PDF formats for all links.
b. Google Earth reports and drawings revised to depict the design state of the
core network, in-kind sites and potential anchor tenants in PDF format. Rapid
2
Systems will work with the Project Manager to prepare suitable depictions of
the network for use by the Project Team.
c. All machine-readable files used to prepare and submit the Site Path Analysis
reports and Google Earth depictions of the network on DVD ROM and by
transmission to the Project Manager at the Project Office.
8. Change Order: $21,550
Rapid Systems will assist the Project Team with preparation of revised designs and
supporting documentation required to justify changes in the original network route
approved in the grant application. The supporting documentation will include and not be
limited to path diagrams; revised path analysis; Google Earth, any other information
necessary to justify the proposed change to the network. By August 18, 2010 Rapid
Systems will submit .GR5; .PL5, antenna files; radio files; (or another format as
designated by the NFBA Project Manager "Project Manager") for approval by the Project
Manager. Files will be in machine-readable format for Pathloss version 5 and Google
Earth. The files will be submitted by electronic submission to the Project Manager for
approval. The Project Manager will review and approve the file no later than August 20,
2010. Once approved, the site list may not be changed without subsequent submittals
including the above referenced information to the Project Manager for approval.
9. RFP Specifications for Radio Equipment: $20,000
Specifications and requirements for requests for proposals for radio equipment, subject
to approval by the Project Office.
10. Final OSI Layers: $144,360
provided by NFBA as well as customer requirements. The specifications and
requirements will be integrated into a non-specific topology, includingfinal OSI
architectures for each element: routing, switching, OSS/BSS, EMS/NMS and UPS.
Including ARIN V4 applications, IP schema, layer 2 redundancy, layer 3 and 4, quality of
service, security, naming schemas, management and monitoring, remote access, power
management, equipment and other physical layer diagrams.
3
C. SCHEDULE
This Work Authorization will be completed by September 17, 2010. The timely performance
and completion of the required services are vitally important to the interest of the NFBA and
its compliance with grant funding deadlines for Project completion. Rapid Systems shall
assure faithful prosecution and timely completion of deliverables pursuant to the following
schedule:
Date Work Content Deliverable Responsible Party
July 16, 2010 Create Site Audit Template Site Audit Template
(Deliverable #1)
Rapid Systems
July 17, 2010 Site Audit Template Review Notice to Proceed Project Office
July 22, 2010 Create Change Order
Template
Change Order Template
(Deliverable #2)
Rapid Systems
July 23, 2010 Change Order Template
Review
Notice to Proceed Project Office
July 22, 2010 System Requirements System Design
Requirements
(Deliverable #3)
Rapid Systems
July 26, 2010 System Requirements Notice to Proceed Project Office
July 30, 2010 (a) Network, (b) antenna &
line, (c) cabinets & power,
and (d) installation &
pathing specs
Four separate RFPs
(Deliverable #4)
Rapid Systems and Project
Office
August 4, 2010 Site Audits Complete Site Audit
Packages
(Deliverable #5)
Rapid Systems
August 6, 2010 Site Audit Review Notice to Proceed Project Office
August 18, 2010 Alternate Site Identification Alternative site
documentation
(Deliverable #6)
Rapid Systems
August 20, 2010 Alternate Site Review Alternate Site Approval Project Office
August 20, 2010 Final Pre-Structural Final revised PDF reports.
Revised & final Pathloss 5
and Google Earth files
(Deliverable #7)
Rapid Systems
August 23, 2010 Final Pre-Structural Review Notice to Proceed Project Office
August 27, 2010 Change Order Change Order
submission per location
(Deliverable #8)
Rapid Systems
August 30, 2010 Change Order Review Notice to Proceed Project Office
August 30, 2010 Radio Equipment Specs RFP specifications
(Deliverable #9)
Rapid Systems and Project
Office
August 31, 2010 Radio Equipment RFP
Review
Notice to Proceed Project Office
September 13, 2010 Final OSI Layers Final OSI Layers
(Deliverable #10)
Rapid Systems
September 17, 2010 Final OSI Layers Final acceptance Project Office
Persistent failure to meet the scheduled deliverable deadlines set forth above shall be
grounds for default under Section 8.1 of the Agreement.
4
Rapid Systems will participate in daily status conference calls with the Project Manager at a
mutually acceptable time detailing all project work undertaken and progress towards tasks
set forth in this Work Authorization. Rapid Systems will participate in weekly meetings with
the Project Team.
D. FEES AND STAFFING
This Work Authorization will be staffed by professionals experienced in the execution of the
assigned tasks. Rapid Systems shall ensure that all key personnel, support personnel and
other agents are fully qualified and capable to perform their assigned tasks.
All services performed by subcontractors under this Work Authorization shall be in
accordance with all applicable grant award requirements and standards as well as any state
and local laws. All subcontracts will contain all required federal and state provisions and
requirements of the program.
Rapid Systems shall establish and maintain lines of authority for its personnel and shall
provide this definition to the Project Manager and the NFBA to provide general direction of
the work and progress of this Work Authorization.
Rapid Systems' total fees for this Work Authorization are $674,821.00. Rapid Systems shall
provide a monthly invoice detailing the work completed and funds requested for Deliverables
detailed in Section B to be provided according to the Schedule set forth in Section C. Payment
for completed work under this Work Authorization shall be made to Rapid Systems by NFBA
using electronic funds transfer either by ACH (specifically in CCD+ or CTX format) or wire
transfer to the bank account and in accordance with the bank instructions identified by Rapid
Systems in immediately available funds within 2 business days after receipt of federal grant
funds. Payment is conditioned on receipt of federal grant funds by the NFBA.
Prior to acceptance and payment authorization for the deliverables, a peer review will be
performed at the cost of the NFBA. The peer review will be completed within 14 calendar
days from commencement of such review.
Retainage shall be withheld in the amount of ten percent (10%) of the requested funds
("Retainage"). All payments withheld will be released 60 days after completion of this Work
Authorization and acceptance and approval of the NFBA General Manager. The acceptance
of final payment for this Work Authorization shall constitute a waiver of all claims for
compensation and/or fees by Rapid Systems except those previously made in writing and
unsettled.
E. SPECIAL GRANT AWARD CONDITIONS
For the purposes of Grant # NT10BIX5570023 awarded to the NFBA on February 18, 2010,
Rapid Systems agrees to be bound by the special grant award conditions outlined in
Schedule D of the Consulting/Professional Services Agreement in performance of all work
under Work Authorization RS 10-01.
5
ustin Jurman, CE
Rapid Systems, Inc.
1211 North Westshore Blvd., Suite 711
Tampa, FL 33607
F. NOTICE/PROJECT MANAGER OF CONSULTANT
Stephen G. Fulford, Chairman
NFBA
1500 Mahan Drives, Suite 250
Certification that Sufficient Funds are Available:
Heidi L. Snyder
Chief Financial Officer
NFBA
280 Wekiva Springs Road
Suite 203
Longwood, FL 32799
Crystie Carey, Esq.
General Counsel
Dated this 14th day of July, 2010.
6
9/6/2011 Page 18
Exhibit E
RS11-01 NFBA Middle Mile RF and Network Engineering Phase
Dated December 8, 2010
Work Authorization No. NFBA RSI 1-01
Scope of Work
To
Contract for Consulting/Professional Services Between the
North Florida Broadband Authority (NFBA),
A legal entity and public body created by inter-local agreement pursuant to
Section 163.01 (7), Florida Statutes
And
Rapid Systems, Inc. (Rapid Systems)
A Florida corporation
NFBA Middle Mile Pre-Deployment Engineering
A. OVERVIEW
Pursuant to the Consulting/Professional Services Agreement between NFBA and Rapid Systems dated June 9,
2010, Rapid Systems has been retained to provide continued network engineering services to the NFBA. This
Work Authorization sets forth the deliverables, completion schedule and fees to be paid for the engineering
services to be provided by Rapid Systems. Any capitalized terms used herein but not otherwise defined shall
have the definitions set forth in the Consulting/Professional Services Agreement.
As part of this Work Authorization, Rapid Systems will deliver the Preliminary Data Center Buildouts, FCC
Licensing, Network and Radio Equipment Warehousing, Staging and Interoperability Testing, as more fully
described herein. All work under this Work Authorization is to be completed February 1, 2011.
B. DELIVERABLES
As part of this Work Authorization and in accordance with the Schedule included in Section C hereof, Rapid
Systems will deliver the following:
1. Preliminary Data Center Buildouts:
Rapid Systems shall engineer, purchase, install, configure, program and make operational the network
equipment to support and secure the NFBA IP addresses provided by ARIN.
2. FCC Licensing:
Rapid Systems shall file all licensed 11 GHz and 6 GHz links on the FCC ULS and shall complete all FCC ULS
entries pertaining to the licensing of the middle mile microwaves. This includes all Licensing fees,
administration, additiona coordination, mitigation of interference studies required to complete licensing
services.
~
3. Network and Radio Equipment Warehousing, Staging and Interoperability Testing:
Q Rapid Systems shall provide engineering personnel, equipment warehousing facilities, warehousing policy
and procedures, asset tagging and inventory control systems, test equipment, hardware and software test
systems, staging and test facilities, benchmarking and testing policy and procedures, equipment
configuration documentation, equipment testing methodology documentation, equipment interoperability
testing documentation and return material authorization policy and procedures for the NFBA network and
radio equipment according to ISO and Six Sigma quality control standards.
Rapid Systems will provide the NFBA a staging and testing facility located within one of the Florida RACEC
counties for the receiving, inventory control, assembly, programming and configuration, bench testing,
equipment burn-in, palletized staging, POD loading, shipping and IRMA processing for all network and
hardware components needed to complete the NFBA middle mile network deployment.
The benchmark and test procedures shall be created to test the configuration of each individual network
element as well as a master interoperability test containing all network elements
Rapid Systems will create additional processes and procedures to simulate real-life performance and
circumstantial scenarios such as failover, load balancing, traffic engineering, QOS parameters, COS, and the
oyerall service quality of the network. -_______________________
C. SCHEDULE
This Work Authorization will be completed by 2/01/2012. The timely performance and completion of the
required services are vitally important to the interest of the NFBA and its compliance with grant funding
deadlines for Project completion. Rapid Systems shall assure faithful prosecution and timely completion of
deliverables pursuant to the following schedule:
______ Work Content Deliverable Responsible Party
12/1/2010 Preliminary Data Center Buildouts engineer, purchase, install, configure, Rapid Systems
01/1/2011 (Deliverable 41) program and make operational the
network equipment (Deliverable #1)
12/1/2010 FCC Licensing (Deliverable #2) file all licensed 11GHz and 6 GHz links Rapid Systems
02/1/2011 on the FCC ULS (Deliverable #2)
Date
12/1/2010 Network and Radio Equipment engineering personnel, equipment
01/1/2011 warehousing (Deliverable #3) warehousing facilities, warehousing
policy and procedures, asset tagging
and inventory control systems, test
equipment, hardware and software
test systems, staging and test facilities
(Deliverable #3)
Network and Radio Equipment benchmarking and testing policy and
Warehousing (Deliverable #3) procedures, equipment configuration
documentation, equipment testing
methodology documentation,
equipment interoperability testing
documentation and return material
authorization policy and procedures
(Deliverable #3)
Rapid Systems
Rapid Systems
~
12/1/2010
02/1/2011
C___
2
1J~A-
Persistent failure to meet the scheduled deliverable deadlines set forth above shall be grounds for default under
Qsection 8.1 of the Agreement.
D. FEES AND STAFFING
Compensation for this Work Authorization shall be a fixed fee of $350,000. Payments will be made monthly in
the amount of $175,000 for the month of December 2010, $175,000 for the month of January 2011 upon
completion of the deliverables described in the Section B and per the schedule in Section C.
This Work Authorization will be staffed by professionals experienced in the execution of the assigned tasks.
Rapid Systems shall ensure that all key personnel, support personnel and other agents are fully qualified and
capable to perform their assigned tasks.
All services performed by subcontractors under this Work Authorization shall be in accordance with all
applicable grant award requirements and standards as well as any state and local laws. All subcontracts will
contain all required federal and state provisions and requirements of the program.
Rapid Systems shall establish and maintain lines of authoritytqtit~personnel and shall provide this definition to
the Project Manager and the NFBA to provide general direction of the work and progress of this Work
Authorization.
Rapid Systems total fees for this Work Authorization are $350,000. Rapid Systems shall provide a monthly invoice
detailing the tasks completed, percentage of work completed, location of the work, description of deliverables and
evidence of progress. Payment for work under this Work Authorization shall be made to Rapid Systems by NFBA
Qusing electronic funds transfer either by ACH (specifically in CCD+ or CTX format) or wire transfer to the bank account and in accordance with the bank instructions identified by Rapid Systems in immediately available funds
within 2 business days after receipt of federal grant funds. Payment is conditioned upon receipt of federal grant
funds by the NFBA.
The acceptance of final payment for this Work Authorization shall constitute a waiver of all claims for
compensation and/or fees by Rapid Systems except those previously made in writing and unsettled.
E. SPECIAL GRANT AWARD CONDITIONS
For the purposes of Grant It NT10B1X5570023 awarded to the NFBA on February 18, 2010, Rapid Systems agrees
to be bound by the special grant award conditions outlined in Schedule D of the Consulting/Professional Services
Agreement in performance of all work under Amended Work Authorization RS11-01.
F. NOTICEIPROJECT MANAGER OF CONSULTANT Lt/SJgi)
AL/La)
Dustin Jurman, CE. ~ Stephen G. Fuord Chairman
Rapid Systems, Inc. NFBA
1211 North Westshore Blvd., Suite 711 1500 Mahan Drives, Suite 250
Tampa, FL 33607 Tallahassee, Florida 32308
k)?13A (ZSIvoI
Certificatio that Sufficient Funds are Available:
CD
A A AA.. at
Heidi L~er C -
Chief Financial Officer - C.~
280 Wekiva Springs Road
Suite 203
Longwood, FL 32799
~F~R ~3ii-~~

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