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HomeMy WebLinkAboutStaff Report 14166 City of Palo Alto (ID # 14166) City Council Staff Report Meeting Date: 6/20/2022 Report Type: Consent Calendar City of Palo Alto Page 1 Title: Approval of Early Renewal of Contract Number C20176092 With Equinix LLC for Addition of $53,384 for New Service Connections and Maintenance, Approval of Past Charges of $16,628 for Increased Services, and Approval of Addition of $50,000 for City Manager Authority to Add Fiber Services, for a Total Not-to-Exceed Amount of $745,476 from $625,465 From: City Manager Lead Department: Utilities Recommendation Staff recommends that Council: 1. Approve supplementary costs incurred under Contract C20176092 with Equinix LLC (“Equinix”), to associated with additional service connections and maintenance fees already received for the period August 2019 – May 2022 in the amount of $16,628, 2. Approve and authorize the City Manager or their designee to execute an amendment to contract C20176092 with Equinix to include additional service connections and maintenance fees in the amount of $53,384 for the remaining 25 months of the contract, period June 1, 2022 – June 30, 2024, and 3. Authorize the City Manager or their designee to execute change orders approving up to five additional service connections, when the City Manager or their designee determines such connections are necessary for the City to provide effective fiber access, up to a maximum amount of compensation of $50,000, to be added to the not-to-exceed amount for a total contract amount not to exceed $745,476, inclusive of the $16,628 and $53,384 above. Background The City of Palo Alto (the City) established a Fiber Optic Utility in 1996 following the design and construction of a dark fiber optic backbone system throughout the city. Operated by the City of Palo Alto Utilities Department (CPAU), the Fiber Optic Utility licenses backbone connections to local businesses and telecommunications resellers requiring access to advanced broadband telecommunications services. City of Palo Alto Page 2 There is a highly competitive Palo Alto commercial fiber optic marketplace, in which Palo Alto residences are served by multiple telecommunication companies and Internet Service Providers (ISPs) reselling fiber connections. Many of these entities control independently owned overhead and/or underground fiber optic systems. These systems are also accessed by third- party ISP-service resellers using leased capacity on the fiber optic networks. Whether a licensee receives fiber directly from CPAU or from a reseller, the licensee’s, or their third-party provider’s, fiber connection depends on privately-owned electronic equipment which “lights” their leased dark fiber optic cable for on-site data use, building-to-building (campus) communications, and access to internet service outside of Palo Alto. CPAU fiber optic licensees wishing access to the internet outside of Palo Alto must have their CPAU fiber optic service connected to CPAU-owned lines which terminate at a data center. The only data center in Palo Alto is currently owned by Equinix LLC. This neutral data center, designated as Equinix SV8 and locally known as the “Palo Alto Internet eXchange” (PAIX), is independent of any one ISP or telecommunications carrier affiliation, and serves as an internet exchange point (IXP) providing the physical infrastructure through which over 70 ISPs and content delivery networks (CDNs) exchange internet traffic between their networks. The City has been leasing fiber optic access and termination services at PAIX since the inception of the fiber network in 1996. CPAU’s most recent contract with Equinix, the current owner of PAIX, began in 2019. These services were found exempt from competitive solicitation requirements in CMR 10203. That is, the service was found to be a sole source under Palo Alto Municipal Code 2.30.360 (d) (Exemptions from competitive solicitation requirements). Because of its geographical location, PAIX is the only economically and physically viable co-location internet facility or data center available to CPAU and its fiber optic licensees. The nearest alternative IXP data center site is in the City of Santa Clara. Connection to the Santa Clara site from Palo Alto would require miles of multiple underground conduits through several municipal jurisdictions. Such construction would be prohibitively expensive, be significantly less secure than the current Palo Alto location (with greater risk due to construction and contractor dig-ins in other jurisdictions, requiring Palo Alto to contract with remotely-sited, third-party fiber repair companies), and limit fiber optic utility connectivity to customer sites back in Palo Alto. Discussion Supplemental Services Provided by Equinix August 2019 – May 2022 In June 2019, CPAU contracted with Equinix LLC for a term not-to-exceed five years, at a cost not-to-exceed $625,465, to lease five “cabinets” (vertical racks sited next to each other, each capable of holding multiple termination/switching boxes in stacked configurations) located at PAIX (the Contract). All of CPAU’s fiber optic cables terminate at PAIX, and there is no reasonable alternative supplier of services to the City. City of Palo Alto Page 3 Because there were no anticipated changes to the hardware requirements served under the Contract, the original contract did not budget for additional costs that could arise during its term. The City has required several changes to services that have impacted the cost of the original contract. Due to increased maintenance costs and additional interconnections, the City has spent $16,628 in excess of the original contract’s projected spending. The staff responsible for the tracking retired, it was only when the contract was transferred was the situation brought to our attention. All excess is accounted for in the itemized invoices (Linked Document) and described below. Normally, the City would require a Contract amendment to make such transactions. Because Equinix insists on using their form documents with little variance, the City’s typical amendment practice is not an option. No other vendor is available to provide the services Equinix provides. (See CMR 10203). As such, Staff recommends Council approve the existing payments for these supplemental parts and services by ratifying the invoices attached (Linked Document). These additional services are summarized in the Table below and described in this section. Description of Supplemental Services Date of Services Total Cost First additional connection Monthly starting mid-December 2019 $2,842.36 Second additional connection Monthly starting mid-January 2020 4,721.27 Custom parts February 2020 545.00 Maintenance (“Smart Hands” Support Plan) August 2019, May 2021, June 2021, and May 2022 (total of approximately 13 hours) 2,537.50 Third additional connection Monthly starting mid-April 2021 5,481.50 Installation fee for third additional connection April 2021 500.00 Total $16,627.63 Additional Connections. • In December 2019, the first interconnects for Information Technology Department (ITD) added services from Equinix utilizing the Utilities contract: one Fiber Connection for SAP System. When the City enterprise system SAP migrated to the cloud AWS (Amazon Web Services) infrastructure, the City needed this direct connection to allow City staff to access SAP in the cloud. • In January 2020, ITD initiated a second interconnect to support the dark fiber connection from the City Hall data center to PAIX for connection to Cogent ISP to provide Internet services to City staff. • In April 2021, CPAU staff initiated a third interconnect to meet customer demand. Rates for connections have increased 5% annually Maintenance. The original contract included certain items of technical and maintenance support which Equinix would provide to their customers at no additional cost. Equinix’s implemented a new business model, remote support has been changed to an “a la carte” service payment model called “Smart Hands” Support Plan. The “Smart Hands” Support City of Palo Alto Page 4 Plan has been in place since August 2019, at which point all maintenance began incurring additional charges. Smart Hands rates have increased annually, costing $100 per hour of service in 2019, $200 in 2021, and $225 in 2022. Miscellaneous costs. The commencement of the April 2021 connection incurred an installation fee of $500. Custom parts necessary for upkeep of City facilities incurred a cost of $545 in February of 2020. Early Contract Renewal June 1, 2022 – June 30, 2024 In order to expediently incorporate the additional service connections and Smart Hands costs into the existing Contract, Equinix agreed to an early contract renewal, also called a replacement order, (Attachment A). This renewal does not extend the duration of the Contract. It incorporates the three additional connections described above into the Contract between the City and Equinix for the remainder of its term. The renewal also adds prepaid Smart Hands hours for use by CPAU staff. Due to changing fiber needs, staff anticipates maintenance needs in the next 25 months will far exceed those used in the past. Staff anticipates the City’s Smart Hands maintenance needs will approximate 100 hours of service. The costs associated with continuing service for the additional connections, plus the prepaid maintenance hours, results in a total increase in costs of $53,384. Additional Fiber Connections Fiber needs have evolved over the years, especially as the Covid-19 pandemic has increased the importance of internet services for all aspects of life. The CPAU and the City’s needs for additional fiber connections grew during the first years of this contract and will likely continue to grow before the term of this Contract completes. In addition to the services described in the Contract and renewal (Attachment A), staff recommends that Council set aside the not-to-exceed compensation amount of $50,000 for the installation and use of up to five additional service connections, as the City Manager or their designee may deem necessary for effective fiber services. Staff recommends that Council authorize, but not require, the City Manager or their designee to approve change orders for additional service connections, which may include installation fees and monthly recurring charges. Total compensation for the installation of or continuing connection services provided by these five additional connections shall not exceed $50,000 during the term of this Contract. Resource Impact Funding for the 25-month early renewal term and the August 2019 to May 2022 supplemental services is available in the FY 2022 Adopted Utilities Department Fiber Optic Fund operating budget. The recommendations in this report would result in an increase to contract authority, utilizing existing budget appropriation. Funding for future years is subject to City Council approval through the annual budget process. City of Palo Alto Page 5 Policy Implications This recommendation does not represent a change to current City policies. Environmental Review Approval of this agreement does not meet the definition of a project under the California Environmental Quality Act (CEQA), pursuant to the California Public Resources Code Section 21065, because it is not an activity that will cause a direct physical change in the environment. Attachments: • Attachment A: Draft Early Renewal • Attachment B: Original Lease Agreement • Attachment C: Smart Hands Support Plan Account Name : CITY OF PALO ALTO Account Number : 110002 Currency : USD PREPARED BY:PREPARED FOR: Order Number : 1-217364579733 Order Valid Until : 25-Jun-2022 Joel Norgaard Anthony Enerio Version #: 3 jnorgaard@equinix.com anthony.enerio@cityofpaloalto.or g Agreement #: 00036759.0 Initial Term (Months): 25 16503156345 Renewal Period (Months): 12 Non-renewal notice (Days): 90 IBX: SV8 Address: 529 Bryant Street, CA, 94301, United States Section A: Product Additions Unit Pricing Total Charges Effective DateProduct Code Product Description Qty UoM NRC MRC NRC MRC PS00002 Smart Hands Support Plan 1 Each --22,500.00 0.00 01-Jun-2022 PS00021 Prepaid Smart Hands Hours 100 Hour 225.00 -22,500.00 -01-Jun-2022 Section Total 22,500.00 0.00 IBX: SV8 Address: 529 Bryant Street, CA, 94301, United States Section C: Product/Element Changes Qty UoM Action Total Charges NRC Current Price MRC Amended Price MRC Effective DateProduct Code Product Description SPC00005 Secure Cabinet With Circuit Based Power 1 Each Update 0.00 6,178.31 6,487.23 01-Jun-2022 CAB00001 Cabinet - 2.4 kVA - 2 Post Rack (Relay Rack) S/N: 0404-21024209 1 Each Update -1,181.44 1,240.51 01-Jun-2022 CAB00001 Cabinet - 2.4 kVA - 2 Post Rack (Relay Rack) S/N: 0704-1-73624839,0707-1-73624877,0705-1-73624858 3 Each Update -3,723.78 3,909.97 01-Jun-2022 CAB00001 Cabinet - 2.4 kVA - 2 Post Rack (Relay Rack) S/N: 0708-10767970 1 Each Update -1,273.09 1,336.74 01-Jun-2022 CAG00001 Cage - 5 Cabinets - Draw Cap 1 kVA - PEC Cap- 11.52 PEC 1 PEC --0.00 0.00 01-Jun-2022 ECX00001 Equinix Fabric Metro Port 1 Each Update 0.00 110.25 115.76 01-Jun-2022 CC00001 Network Cable Connection - Z-side IBX- SV1 S/N: 21279457-B 1 Each --0.00 0.00 01-Jun-2022 MC00001 Metro Connect Port - 1G 1 Each --0.00 0.00 01-Jun-2022 ECX00001 Equinix Fabric Port - 1G 1 Each --0.00 0.00 01-Jun-2022 CC00001 Network Cable Connection - Z-side IBX- SV8 S/N: 21279457-A 1 Each --0.00 0.00 01-Jun-2022 CC00001 Network Cable Connection - Z-side IBX- SV5 S/N: 21279457-Z 1 Each --0.00 0.00 01-Jun-2022 CC00001 Cross Connect 1 Each Update 0.00 367.50 385.88 01-Jun-2022 CC00001 Network Cable Connection - Single-Mode Fiber - Z-side IBX- SV8 S/N: 21753519 1 Each Update -367.50 385.88 01-Jun-2022 EXT00006 Innerduct 3 Each Update 0.00 4,221.33 4,432.40 01-Jun-2022 EXT00002 Innerduct Element S/N: 14689531,14689529,14689530 3 Each --0.00 0.00 01-Jun-2022 ECX00015 Equinix Fabric Virtual Connection Product 1 Each Update 0.00 220.50 231.53 01-Jun-2022 ECX00015 Equinix Fabric Virtual Connection - SV - SV - 1 Gbps - AWS 1 Each Update -220.50 231.53 01-Jun-2022 i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 1 of 7 IBX: SV8 Address: 529 Bryant Street, CA, 94301, United States Section C: Product/Element Changes Qty UoM Action Total Charges NRC Current Price MRC Amended Price MRC Effective DateProduct Code Product Description Direct Connect - High Capacity Section Total 0.00 11,097.89 11,652.78 IBX: SV8 Address: 529 Bryant Street, CA, 94301, United States Section D: Continuing Services Qty UoM Unit Pricing Total Charges Effective DateProduct Code Product Description NRC MRC NRC MRC CC00001 Cross Connect 1 Each --0.00 0.00 01-Jun-2022 CC00001 Network Cable Connection - Single-Mode Fiber - Z-side IBX- SV8 S/N: M14057067 1 Each ---0.00 01-Jun-2022 CC00001 Cross Connect 1 Each --0.00 0.00 01-Jun-2022 CC00001 Network Cable Connection - Single-Mode Fiber - Z-side IBX- SV8 S/N: M13324101 1 Each ---0.00 01-Jun-2022 PS00004 Configurable Accessories 3 Each --0.00 0.00 01-Jun-2022 CC00001 Patch Panel S/N: VP:0708:191155,CP:0707:110503,CP:0705:112869,CP:0705:112870,CP: 0705:122350,VP:0708:191979,CP:0707:112871,VP:0708:191978,CP:070 7:122351 9 Each --0.00 0.00 01-Jun-2022 PS00004 Configurable Accessories 5 Each --0.00 0.00 01-Jun-2022 CC00001 Patch Panel S/N: CP:0708:1252596,CP:0708:1252595,CP:0708:1252597,CP:0708:1252594 ,CP:0708:1252593 5 Each --0.00 0.00 01-Jun-2022 PS00004 Configurable Accessories 1 Each --0.00 0.00 01-Jun-2022 CC00001 Patch Panel S/N: CP:0704:137356,CP:0704:122349 2 Each --0.00 0.00 01-Jun-2022 Section Total -0.00 Section Total NRC MRC Section A:Product Additions 22,500.00 0.00 Section C:Product/Element Changes 0.00 11,652.78 Section D:Continuing Services 0.00 0.00 Grand Total Monthly recurring charge:$11,652.78 Non-recurring charge:$22,500.00 TERMS AND CONDITIONS i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 2 of 7 1. INTRODUCTION This Replacement Order is governed by and incorporated by reference into the applicable Master Country Agreement or other similar agreement between the Parties (ªAgreementº). Capitalized terms used but not defined in this Replacement Order shall have the meaning ascribed to them in the Agreement or shall refer to the values listed at the top of this Order. This Replacement Order replaces and supersedes the Order(s) referenced below (including any Online or Phone Orders related to or incorporated by reference into such Order(s)) and will, as applicable, add those new Products detailed in Section A, terminate the Products detailed in Section B and amend the Products detailed in Section C as further detailed above from the Effective Date stated in the relevant Section. Unless otherwise stated by this Replacement Order, the Products in the Order(s) detailed in Section D remain(s) unchanged. 2. DEFINITIONS `Effective Date' as used in this Order shall be: - For Section A: Product Additions, the date stated above on which the addition to the Licensed Space and Services takes effect or, if no such date is stated above, then the date the Licensed Space is provided or the Services are delivered; - For Section B: Product Deletions, the date stated above on which the termination of the Licensed Space and Services takes effect; - For Section C: Product Changes, the date stated above on which the change to the Licensed Space and Services takes effect; i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 3 of 7 or, if no such date is stated above, then the date the Licensed Space is provided or the Services are delivered of this Replacement Order. `Products' as used in this Order may also be referred to as Licensed Space and Services. PRODUCT TERMS Additional terms and conditions applicable to the Products listed above can be found at the following URL: http://www.equinix.com/resources/product-documents and are incorporated by reference into this Order. 3. INITIAL TERM & RENEWAL PERIOD The Initial Term will commence on the Effective Date and will remain in effect for the Initial Term. After the Initial Term, the term will automatically renew for the Renewal Period unless either Party terminates the Order by providing written Non-renewal notice prior to the end of the then-current term to the other Party in which event this Order will terminate at the end of the then-current term. 4. POWER LIMITATIONS i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 4 of 7 The maximum amount of electrical power that Customer may draw is stated above as Draw Cap or Qty/UoM in kVA or kW ("Draw Cap"). Customer may not draw more power than the Draw Cap. If Customer exceeds the Draw Cap, Equinix will notify Customer and Customer must reduce power draw to be equal to or less than the Draw Cap within 72 hours (or as otherwise agreed) or Equinix may, in its sole discretion, either charge Customer for the power overage at a maximum of twice the MRC/kVA rate for Licensed Space and power Services above, or suspend Customer©s power Services to return to Draw Cap compliance. 5. PRICE AND PRICE INCREASE Customer will pay the Fees for the Licensed Space and Services from the Effective Date. Notwithstanding anything in this Order to the contrary, all Fees for those Products in the Price Increase Terms may be subject to the Price Increase with effect from the date stated in the Price Increase Terms and every twelve (12) months thereafter, except where a change in Equinix's direct electrical supply costs exceeds the Price Increase value listed below then Equinix may change the Fees for power Services by such increased cost. Total spend in Attachment A is based on the current Order's (# 1-217364579733) spend subject to the Price Increase Terms. For the avoidance of doubt, projections do not reflect any future Monthly or Non-Recurring Recurring Charges (MRC or NRC) associated with changes made after this Order has been executed. In addition, the SmartHands plan isn't included therein as it is a pre-paid plan and only has Non-Recurring Charge and not Monthly Recurring Charge. Price Increase Terms First Price Increase Applicable After 12 months All Products Price Increase %5% Renewal Price Increase Terms All Products Price Increase %5% Equinix reserves its right to delay any Effective Date for the Licensed Space and Services under this Order unless Equinix receives a signed copy of this Order before the Effective Date stated above. i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 5 of 7 Order Reference Updates IBX Product Family Order Reference #New Order Reference # SV8 Space & Power 1-186074182635 1-217364579733 SV8 Interconnection 1-194115490284,1-186074182635 1-217364579733 SV8 Services 1-217364579733 i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 6 of 7 CITY OF PALO ALTO Equinix LLC, on behalf of itself and its U.S. Affiliates Signature: Name: Title: Date: Billing Contact Name: Accounts Payable Billing Address: PO Box 10250 Palo Alto CA 94303-0862 Palo Alto CA United States 94303-0862 Phone Number: 6503292494 Email Address: tom.auzenne@cityofpaloalto.org Equinix Local Entity Address: One Lagoon Drive, 4th Floor Redwood City CA United States 94065 Signature: Name: Alex Para Title: Commercial Finance Senior Director Date: 02-Jun-2022 i365#-Yk EQUINIX ORDER Equinix Order Number:1-217364579733(V3)Page 7 of 7 Attachment A Account Name Account Number Agreement Product Description Cabinet -2.4KVA-2 post relay Rack Cabinet -2.4KVA-2 post relay Rack Cabinet-2.4KVA-2 post relay Rack Cabinet-2.4KVA-2 post relay Rack Cabinet-2.4KVA-2 post relay Rack Total ($/month ) lnnerduct lnnerduct lnnerduct Total ($/month ) Montlycost Annual cost * 5% Annual CPI included in cost MCR = Monthly Recurring Cost 5 -Yr Lease for Cabinets and lnnerducts at Equinix-SV8 City of Palo Alto Initial Term 60 months 110002 00036759.0 Serial# Quantity MRC MRC FY 19-20 FY20-21 0705-1-73624858 1 1,126 1,182 0708-10767970 1 1,155 1,212 0704-1-73624839 1 1,126 1,182 0707-1-73624877 1 1,126 1,182 0404-21024209 1 1,072 1,125 $5,604 $5,884 14689530 1 1,276 1,340 14689531 1 1,276 1,340 14689529 1 1,276 1,340 $3,829 $4,020 $9,433 $9,904 $113,193 $118,853 MRC MRC MRC Total FY 21-22 FY 22-23 FY23-24 Cost 1,241 1,303 1,368 6,221 1,273 1,337 1,404 6,381 1,241 1,303 1,368 6,221 1,241 1,303 1,368 6,221 1,181 1,241 1,303 5,921 $6,178 $6,487 $6,812 $30,965 1,407 1,477 1,551 7,052 1,407 1,477 1,551 7,052 1,407 1,477 1,551 7,052 $4,221 $4,432 $4,654 $21,157 $10,400 $10,920 $11,466 $52,122 $124,796 $131,035 $137,587 $625,465 EQUINIX ORDER : CITY OF PALO ALTO : 110002 : 1-186074182635 : 2 Currency Order Valld Untll Account Name Account Number Order Number Version# Agreement# : 00036759.0 lnltlal Term (Months) Renewal Period (Months) Non-renewal notice (Days) IBX: SV8 Address: 529 Bryant Street, Palo Alto, United States, 94301 Section C: ProductlElernen Chanaes Pniduc:t Code Praduct ONcripllon Qty UoM SPC00005 Secure Cabinet With Circuit Based 1 Each Power CAB00001 Cabinet-2.4 kVA -2 Post Rack (Relay Rack) 1 Each CAB00001 Cabinet-2.4 kVA -2 Post Rack (Relay Rack) 1 Each CAG00001 Cage-5 Cabinets • PEC Cap-11.52 PEC 11.52 PEC CAB00001 Cabinet-2.4 kVA. 2 Post Rack (Relay Rack) 1 Each CAB00001 Cabinet-2.4 kVA • 2 Post Rack (Relay Rack) 1 Each CAB00001 Cabinet-2.3 kVA • 2 Post Rack (Relay Rack) 1 Each Section Total IBX: SV8 Address: 529 Bryant Street, Palo Alto, United States. 94301 Section D: -SiMcea Qty UoM Praduct Cade Praduct CC00001 Cross Connect 1 Each CC00001 NetwOl1< Cable Connection-Single-Mode 1 Each Fiber -Z-side IBX-SVB CC00001 Cross Connect 1 Each CC00001 NetwOl1< Cable Connection-Single-Mode 1 Each Fiber· Z-s1de IBX· SVB EXT00006 lnnerduct 1 Each EXT00002 lnnerduct Element 1 Each EXT00006 lnnerduct 1 Each EXT00002 lnnerduct Element 1 Each EXT00006 lnnerduct 1 Each EXT00002 lnnerduct Element 1 Each :USO : 11-Jun-2019 60 12 90 Action Update Update UpdaJe . Update Update Update Serial# PREPARED BY: DavidAmooi damooi@equinix.com 14082091000 Total Serlall Charges NRC: 1_1514349 $0.00 0705-1-73624658 . 0706-10767970 . 68055-10678681 . 0704-1-73624639 . 0707-1-73624677 . 0404-21024209 . $0.00 UnltPncma NRC MRC 1_ 1531345602 - M14057067 . 1_1531336843 . M13324101 . 14689530. - 14689530 . 14689531. - 14689531 . 14689529. . 14689529 . Equinlx Order Number:1-186074182635(V2) •• EQU I N I X 111111111111m1111111m PREPARED FOR: Raveen Maan raveen.maan@cityofpaloalto.org 6503292494 CUIT9flt Price 11 Amended Price Effectlw Date MRC MRC $5,898.87 $5,603.93 01.Jul-2019 $1,165.12 $1,125.86 01.Jul-2019 $1,215.51 $1,154.73 01.Jul-2019 $0.00 $0.00 01.Jul-2019 $1,165.12 $1,125.86 01.Jul-2019 $1,165.12 $1,125.86 01.Jul-2019 $1,128.00 $1,071.60 01.JUl-2019 $5,898.87 $5,603.93 Total Charaes Effective Date NRC MRC . $0.00 $0.00 01.Jul-2019 . . $0.00 01-Jul-2019 . $0.00 $0.00 01.Jul-2019 . . $0.00 01.Jul-2019 -$0.00 $1,276.29 01.Jul-2019 . . $0.00 01.Jul-2019 -$0.00 $1,276.29 01.Jul-2019 . . $0.00 01.Jul-2019 -$0.00 $1,276.29 01.Jul-2019 . . $0.00 01.Jul-2019 Page of 5 UUIJU. EQ UINIX EQUINIX ORDER ~111111111111111111010 IBX: SVB Address: 529 Brvant Street, Palo Alto, United States, 94301 Section D: 8ervlc:N Qty UoM Serial# Unit Pricing --_Tollll Ctwran .. 11 Effllctlve Date Product Code Product Delle:-NRC MRC j NRC MRC PS00004 Configurable Accessories 1 Each 1_1511117304 . . $0.00 $0.00 01.Jul-2019 CC00001 Palch Panel 1 Each CP:0705:122350 --$0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each CP:0705:112869 --$0,00 -01-Jul-2019 CC00001 Palch Panel 1 Each CP:0705:112870 --$0.00 -01-Jul-2019 PS00004 Configurable Accessories 1 Each 1_1511117303 . . $0.00 $0.00 01.Jul-2019 CC00001 Patch Panel 1 Each CP:0704:137356 --$0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each CP:0704:122349 --$0,00 . 01-Jul-2019 PS00004 Configurable Accessories 1 Each 1_1511117305 . . $0.00 $0.00 01.Jul-2019 CC00001 Patch Panel 1 Each CP:0707:112871 --$0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each CP:0707:122351 -. $0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each CP:0707:122350 --$0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each CP:0707:110503 --$0.00 . 01-Jul-2019 PS00004 Configurable Accessories 1 Each 1_ 1511117306 . . $0.00 $0.00 01.Jul-2019 CC00001 Patch Panel 1 Each VP:0708:191979 --$0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each VP:0708:191155 --$0.00 -01-Jul-2019 CC00001 Patch Panel 1 Each VP:0708: 191978 -. $0.00 01-Jul-2019 Section Total . $3,828.87 11 Section Total -NRC MRC -----·--- - Section C: I Product/Element Changes $0.00 $5,603.93 Section D: I Continuing Services $0.00 $3,828.87 Grand Total -- - Monthly recurring charge: I $9,432.80 Non-recurring charge: I $0.00 NOTES TO CUSTOMER Equinix Order Number:1-1 86074182635(V2) Page 2 of 5 •• EOUINIX EQUINIX ORDER IIIHIIIIIIIIIIIIIIIWllffl TERMS AND CONDITIONS 1. INTRODUCTION This Replacement Order Is governed by and incorporated by reference into the applicable Master Country Agreement or other similar agreement between the Parties ("Agreement"). Capitanzed terms used but not defined in th s Replacement Order shall have the meaning ascribed to them in the Agreement or shall refer to the values listed at the top of this Order. This Replacement Order replaces and supersedes the Order(s) referenced above (including any Online or Phone Orders related to or incorporated by reference into such Order(s)) and will, as applicable, add those new Products detailed In Section A, terminate the Products detailed in Section B and amend the Products detailed in Section C as further detailed above from the Effective Date stated in the relevant Section. Unless otherwise stated by this Replacement Order, the Products in the Order(s) detailed in Section D remain(s) unchanged. 2. DEFINITIONS 'Effective Date' as used in this ·order shall be: -For Section A: Product Additions, the date stated above on which the addition to the Licensed Space and Services takes effect or, if no such date Is stated above, then the date the Licensed Space Is provided or the Services are delivered; -For Section B: Product Deletions, the date stated above on which the termination of the Licensed Space and Services takes effect; -For Section C: Product Changes, the date stated above on which the change to the Licensed Space and Services takes effect; or, if no such date Is stated above, then the date the Licensed Space is provided or the Services are delivered of this Replacement Order. 'Products' as used In this Order may also be referred to as Licensed Space and Services. PRODUCT TERMS Additional terms and conditions applicable to the Products listed above can be found at the following URL: http://www.equinix.com/resources/product-documents and are incorporated by reference Into this Order. 3. INITIAL TERM & RENEWAL PERIOD The Initial Term will commence on the Effective Date and will remain in effect for the Initial Term. After the Initial Term, the term will automatically renew for the Renewal Period unless either Party terminates the Order by providing written Non-renewal notice prior to the end of the then-current temi to the other Party In which event this Order will terminate at the end of the then-current term. 4. POWER LIMITATIONS The maximum amount of electrical power that Customer may draw Is stated above as Draw Cap or Qty/UoM in kVA or kW ("Draw Cap"). Customer may not draw more power than the Draw Cap. If Customer exceeds the Draw Cap. Equinlx will notify Customer and Customer must reduce power draw to be equal to or less than the Draw Cap within 72 hours (or as otherwise agreed) or Equinix may, in Its sole discretion, either charge Customer for the power overage at a maximum of twice the MRC/kVA rate for Licensed Space and power Services above, or suspend Custome~s power Services to return to Draw Cap compliance. 5. PRICE AND PRICE INCREASE Equinix Order Number:1-186074182635(V2) Page 3 of 5 UIJIJU. EOUINIX EQUINIX ORDER 1111rn111111111111111m Customer will pay the Fees for the Licensed Space and Services from the Effective Date. Notwithstanding anything in this Order to the contrary. all Fees for those Products in the Price Increase Terms may be subject to the Pnce Increase with effect from the date stated in the Price Increase Terms and every twelve (12) months thereafter. except where a change in Equinix's direct electrical supply costs exceeds the Price Increase value listed below then Equinix may change the Fees for power Services by such increased cost. Price Increase Terms ---- First Price Increase Applicable After I 12 months All Products Price Increase % I 5% I AU Products Price Increase % 5% GLOSSARY Order~U- IBX I Product Famuv In Order. Rafei'etlCII # - - - -IDNew,Order Rifllrence # ------ SV8 I Soace & Power I 105706 I 1-186074182635 SV8 I Interconnection I 105706. 139567 I 1-186074182635 Equinlx Order Number:1-186074182635(V2) Page 4 of 5 •• EOUINIX EQUINIX ORDER ~1101111111111111 1110 CITY OF PALO ALTO Equinix LLC, on behalf of itself and its U.S. Affiliates Signature: BIiiing Contact Name: Raveen Maan Equlnlx Local Entity Address Signature: BIiiing Address One Lagoon Drive, 4th Floor 1kt ·({4 Ii~ PO BOX 10250 Redwood City CA Name: United States PALO AL TO CA United States 94303-0862 Title: Phone Number: 6503292494 94065 Name: Matthew M Monaco Date: Email Address: raveen.maan@cityofpaloalto.org Title: Senior Director, Asset Management Date: 04-Apr-2019 Equinlx Order Number:1-186074182635(V2) Page 5 of 5