Before the FEDERAL COMMUNICATIONS COMMISSION Washington, D.C

Before the FEDERAL COMMUNICATIONS COMMISSION Washington, D.C. 20554

In the Matter of ) ) Schools and Libraries ) CC Docket No. 02-6 Universal Service Support Mechanism ) ) Request for Review or Waiver by ) Application No. 181018926 Baltimore City School District ) Funding Request Nos. 1899054547 ) and 1899054557

REQUEST FOR REVIEW AND/OR WAIVER BY THE BALTIMORE CITY SCHOOL DISTRICT OF FUNDING DECISIONS BY THE UNIVERSAL SERVICE ADMINISTRATIVE COMPANY

In accordance with sections 54.719 and 54.722 of the Federal Communications

Commission's (“FCC” or “Commission”) rules,1 the Baltimore City School District2 (“BCSD” or

“Applicant”) hereby respectfully requests review of a Universal Service Administrative

Company (USAC) decision to deny Schools and Libraries Universal Service Support Mechanism

(E-Rate) funding for Funding Year 2018.3

USAC denied the above-referenced Funding Request Numbers (FRNs) for Funding Year

2018 because it claimed that BCSD made “cardinal changes to the FCC Form 470” and “because applicant did not wait 28 days after making cardinal changes to the FCC Form 470/RFP.”4

USAC based its decision on three addenda that were posted in the E-Rate Productivity Center

(EPC) less than 28 days prior to closing the bid process.

1 47 C.F.R. § 54.719(b), (c); 47 C.F.R. § 54.722(a). 2 Billed Entity Number: 126376. 3 Exhibit 1, FRN Status Tool Spreadsheet with FCDL Comments. 4 See Exhibit 1. BCSD respectfully asks the Wireline Competition Bureau (“WCB” or “Bureau”) to

reverse USAC’s decision. The RFP addenda at issue merely offered clarifications to alleviate

confusion and/or questions from interested service providers, which cannot reasonably be

considered cardinal changes based on USAC’s own guidance.

As an alternative, if the Bureau agrees that BCSD violated the 28-day rule, BCSD

requests a waiver of that rule. BCSD received four bids in response to the RFP and selected the

most cost-effective bid. Therefore, it is clear that the three addenda cited by USAC in its denial

explanation did not compromise the fair and open competitive bidding process.

I. BACKGROUND

Baltimore City School District is an urban metropolitan school district comprised of 177

schools and 80,900 students, 83% are eligible for free and reduced-price meals.5

On September 1, 2017, BCSD posted FCC Form 470 Number 180000022 and RFP-

18008 in EPC seeking bids for 1 Gbps to 10 Gbps Wide Area Network (WAN) services via

Leased Lit Fiber, Leased Dark Fiber, or a Dark Fiber Indefeasible Right of Use (IRU). The

deadline for bid submission was November 2, 2017. On October 16, 2017, BCSD issued

Addendum # 3,6 which provided clarifications based on questions submitted by interested service

providers.

5 Information available at: http://www.marylandpublicschools.org/programs/Pages/School-Community- Nutrition/FreeReducedPriceMealStatistics.aspx 6 Exhibit 2, Addendum No 3, dated October 16, 2017. On October 24, 2017, BCSD issued Addendum # 4,7 which provided clarification of a response given in Addendum # 3, for which additional information had been submitted by the service provider.

On October 27, 2017, BCSD issued Addendum # 5,8 which provided a corrected

Financial Proposal Form, replacing Financial Proposal Worksheet-Appendix H9 with Financial

Proposal Worksheet-Appendix H v2.10

Six service provider submitted bids by the November 2, 2017 deadline. Education

Networks of America (ENA) and K12 Networks submitted bids for Leased Lit Fiber. Comcast submitted a bid for Leased Dark Fiber. ENA and Port Networks submitted bids for Leased Dark

Fiber IRU.

BCSD selected ENA’s Leased Dark Fiber IRU as the most cost-effective bid received, and submitted its Funding Year 2018 FCC Form 471 Number 181018926 on March 22, 2018.

On November 16, 2018, USAC denied FRNs 1899054557 and 1899054547,11 stating:

DR1: Applicants are required to conduct a fair and open competitive bid process. Applicants are also required to post the FCC Form 470 and any requests for proposals (or other bidding documentation) in the E-rate Productivity Center and wait at least 28 days prior to selecting the winning bid. If the applicant makes cardinal changes to the FCC Form 470 or to other bidding documents, the applicant must post the updates in E-rate Productivity Center and wait an additional 28 days prior to closing the bid process. During the review, it was determined that the applicant made cardinal changes to the FCC Form 470. Specifically, Addendum No 3 modified the requested network design from a ring topology to a point to

7 Exhibit 3, Addendum No 4, dated October 24, 2017. 8 Exhibit 4, Addendum No 5, dated October 27, 2017. 9 Exhibit 5, Financial Proposal Worksheet – Appendix H 10 Exhibit 6, Financial Proposal Worksheet – Appendix H v2 11 See Exhibit 1. point network and was posted on 10/16/2017, 17 days from the due date of 11/02/2017. Addendum No 4 provided clarification on who needed to attend the mandatory meeting and was posted on 10/24/2017, 9 days from the due date of 11/02/2017. Addendum No 5 and revised Proposal Worksheet was posted on 10/27/2017, 6 days from the due date of 11/02/2017. All amendments referenced above represented a cardinal change and the applicant did not wait 28 days after making this cardinal change to the FCC Form 470. Therefore, this FRN is denied…

And;

DR1: This FRN is associated with FRN 1899054557. FRN 1899054557 is denied because applicant did not wait 28 days after making cardinal changes to the FCC Form 470/RFP. This FRN requests maintenance and operations associated with the denied FRN. Therefore, this FRN is also denied.

BCSD appealed USAC’s denial on January 15, 2019. USAC denied the appeal on

December 27, 2019, restating its previous determinations.12 Appeals to the Commission are due

within 60 days.13 As such, this appeal is timely filed.

II. USAC’S TREATMENT OF CARDINAL CHANGES DOES NOT APPEAR TO BE CONSISTENT WITH COMMISSION INTENT

The Commission used the term “cardinal change” to provide guidance to applicants

regarding situations that would necessitate rebidding a multi-year contract. Specifically, the

Commission stated applicants must rebid a contract when the applicant wants to procure services

that exceed the scope of the original contract.14 USAC has applied this guidance to Requests for

Proposals (RFPs), even though the Commission has done so itself.

12 Exhibit 7, FRN Status Tool Spreadsheet with Post Commitment Rationale. 13 47 C.F.R. § 54.720. 14 Federal-State Joint Board on Universal Service, Access Charge Reform, Price Cap Performance Review for Local Exchange Carriers, Transport Rate Structure and Pricing End User Common Line Charge, Fourth Order on Reconsideration, CC Docket Nos. 96-45, 96-45, 96-262, 94-1, 91-213, 95-72, 13 FCC Rcd 5318, ¶ 228 (1997) (Fourth Order on Reconsideration). USAC has provided the following guidance pertaining to cardinal changes:

“In general, if you are making one or more significant ("cardinal") changes that are outside the original scope of your competitive bid, you should file a new FCC Form 470…

“If your changes can fit into the description of you existing FCC Form 470 – and you attached at least one RFP documents to your original form – you can add one or more RFP documents to provide information about the change(s) you want to make. However, if your changes are significant, you must restart your 28-day clock.”15

“In general, you should post a new FCC Form 470 if you make one or more significant changes that are outside the scope of your original project or service requests ("cardinal changes). In some cases, you can explain those changes by posting a new RFP document to an existing form, but you will have to start a new 28-day waiting period and count the days yourself.”16

“If the document you are now issuing results in a cardinal change to your original form and any attached documents, you must restart your 28-day clock. A cardinal change is a change that is outside of the scope of your original project, and is significant enough that bids submitted in response to your original submission would not adequately address the change in scope.”17

Additionally, the SLD has released guidance that specifically refutes its denial reasons:

“If the document you are now issuing does not result in a cardinal change, you do not need to restart your 28-day clock. For example, your document could be a list of clarifying questions from potential bidders together with

15 Exhibit 8, Schools and Libraries Program January 26, 2018 News Brief, p. 3 (emphasis added). 16 Exhibit 9, Schools and Libraries Program February 9, 2018 News Brief, p. 2 (emphasis added) 17 Exhibit 10, Schools and Libraries Program February 16, 2018 News Brief, p. 2 (emphasis added)

your answers, or a notice of a minor correction that is within the scope of your original submission.”18 (emphasis added)

None of the addenda cited in the denial reason meet these definitions. The scope of

BCSD’s RFP was to solicit proposals to “compare lit services, leased dark fiber service, and

Indefeasible Right of Use (IRU) dark fiber service, to meet the current and future bandwidth

needs.” None of the three addendums cited above changed that scope.

III. BCSD’S ADDENDUM # 3 DID NOT REPRESENT A CARDINAL CHANGE

USAC’s assessment of Addendum No 3 was incorrect. First, RFP-1800819 did not

request or specify a ring topology; in fact, the RFP did not specify any topology, nor did it

contain the word “ring”. Sections 3.1.1 LIT FIBER SERVICE OPTION SPECIFICATIONS20

and 3.1.2 LEASED DARK FIBER SERVICE OPTION SPECIFICATIONS21clearly stated

“…Respondents may propose to connect sites to one of the City Schools Data Center Facilities

with logical redundancy to the other...” (emphasis added) and provided a graphic for illustrative

purposes only. Additionally, sections 3.1.1, 3.1.2 and 3.1.3 clearly stated BCSD was seeking

proposals for leased lit fiber, leased dark fiber, or a leased dark fiber IRU to connect the sites

listed in Appendix L to one of the district’s two data centers.

Addendum No 3 was released to make a clarification based on a question asked by a

single confused service provider. When the question was received regarding the “ring”

topology, BCSD clearly responded that a ring topology was not required.22 This clarification

demonstrates that there was no defined topology, and therefore could not have changed the scope

18 Id. 19 Exhibit 11 – RFP-18008. 20 Id. p. 7. 21 Id. p. 8. 22 See Exhibit 2, p. 2, Question 1 and the corresponding Response. of the original RFP, or the service requests listed on FCC Form 470 #180000022, and cannot be

considered a cardinal change. Furthermore, the descriptive text of the service specifications in

Sections 3.1.1 and 3.1.2 was not changed. It would be impossible to change the scope of a

project by adding or removing an illustrative graphic without also modifying the language in the

Scope of Services and Service Specifications, which obviously did not occur in this situation.

As stated above, USAC has released guidance specifically stating that applicants are

allowed to release “clarifying questions from potential bidders together with your answers, or a

notice of a minor correction that is within the scope of your original submission” without being

considered a cardinal change.23

IV. BCSD’S ADDENDUM # 4 DID NOT REPRESENT A CARDINAL CHANGE

The clarification provided in Addendum No 4 did not constitute a change to the scope of

the RFP or service requests, nor did it violate the sanctity of the fair and open competitive

bidding process.

Part II, Section 3.0 of the RFP clearly stated that the second pre-proposal meeting,

scheduled for October 5, 2017, was mandatory.24 Therefore, it was clear to all interested service

providers that their attendence at that meeting was required if they intended submit a proposal in

response to the RFP.

Appendix A, Section 8, Item e.25 of the RFP clearly stated that “Proposals by partnerships

must be signed with the partnership name by one of the members of the partnership or by an

authorized representative, followed by the signature and designation of the person signing, who

23 See Exhibit 10. 24 See Exhibit 11, p. 23. 25 Id, p. 49. shall also state the names of the individuals composing the partnership.” Therefore, it was clear

to all interested service providers that partnerships were allowed.

Addendum No 4 merely clarified what was already stated in the original RFP by

explaining that if two or more companies formed a partnership (i.e. a “Joint Venture”), the

partnership would be considered the Prime Vendor, and that at least one employee of the

companies forming that partnership must have attended the mandatory pre-bid meeting.

Furthermore, Addendum No 4 did not absolve any interested service provider from the

mandatory attendance requirement for the second pre-proposal meeting. As shown above,

USAC has clearly stated that clarifying information does not result in a cardinal change. The

FCDL Denial Reason even states that Addendum No 4 provided “clarification”.

V. BCSD’S ADDENDUM # 5 DID NOT REPRESENT A CARDINAL CHANGE

The revised Financial Proposal Worksheet, associated with Addendum No 5,26, did not

represent a change outside the scope of the original RFP, nor did it affect any service provider’s

ability to submit a proposal in response to RFP-18008. As a matter of fact, the only changes to

the Financial Proposal Worksheet, “RFP-18008 Financial Proposal Worksheet – Appendix

H_v2”,27 from the original worksheet were: 1) a correction to a hidden number in Cell A1 on

several of the Sheets that were used to calculate monthly recurring costs and, 2) the removal of a

Sheet labeled “Totals for Evaluation”. The “Totals for Evaluation” Sheet would not have been

completed by responding service providers in the first place. These minor corrections did not

impede any service provider from submitting a bid by the November 2, 2017 deadline; therefore

they should not be considered a cardinal changes.

26 See Exhibit 4. 27 See Exhibit 6. VI. AS AN ALTERNATIVE, THE COMMISSION SHOULD WAIVE THE 28-DAY RULE BECAUSE THERE WAS NO HARM TO THE COMPETITIVE BIDDING PROCESS

As explained above, BCSD did not violate the Commission’s competitive bidding rules.

If the Commission disagrees, however, we respectfully ask the Commission to waive its rules.

Any of the Commission’s rules may be waived if good cause is shown.28 The

Commission may exercise its discretion to waive a rule where the particular facts make strict

compliance inconsistent with the public interest.29 In addition, the Commission may take into

account considerations of hardship, equity, or more effective implementation of overall policy on

an individual basis.30

VII. CONCLUSION

For the aforementioned reasons, the Bureau should grant BCSD’s request for review and

direct USAC to fund BCSD’s 2018 funding requests as described herein. As an alternative, the

Bureau should waive the 28-day rule to grant the requested relief.

Respectfully submitted on behalf of Baltimore City School District,

/s/ CM Lenhardt

Christopher M. Lenhardt E-Rate Elite Services, Inc. [email protected] 410-902-5800 ext. 102

February 25, 2020

28 47 C.F.R. § 1.3. 29 Northeast Cellular Tel. Co. v. FCC, 897 F.2d 1164, 1166 (D.C. Cir. 1990) (Northeast Cellular) 30 WAIT Radio v. FCC, 418 F.2d 1153, 1159 (D.C. Cir. 1969); Northeast Cellular, 897 F.2d at 1166. Exhibit 1

471 471 Service Cmtd FRN Billed Entity Applicant Applicant Applicant Fund Orig FRN Wave FRN Application BEN Consulting Provider Funding FCDL Date FCDL Comment for FRN Status Name City State Zip Code Year Service Type Number Number Firm Name Name Request 1899054557 Denied 181018926 126376 BALTIMORE BALTIMORE MD 21202 E-Rate Elite ENA 2018 $0.00 Data 32 11/16/2018 DR1:Applicants are required to conduct a fair and open competitive bid process. CITY SCHOOL Services, Services, Transmission Applicants are also required to post the FCC Form 470 and any requests for proposals DISTRICT Inc. LLC and/or (or other bidding documentation) in the E-rate Productivity Center and wait at least 28 Internet days prior to selecting the winning bid. If the applicant makes cardinal changes to the Access FCC Form 470 or to other bidding documents, the applicant must post the updates in E- rate Productivity Center and wait an additional 28 days prior to closing the bid process. During the review, it was determined that the applicant made cardinal changes to the FCC Form 470. Specifically, Addendum No 3 modified the requested network design from a ring topology to a point to point network and was posted on 10/16/2017, 17 days from the due date of 11/02/2017. Addendum No 4 provided clarification on who needed to attend the mandatory meeting and was posted on 10/24/2017, 9 days from the due date of 11/02/2017. Addendum No 5 and revised Proposal Worksheet was posted on 10/27/2017, 6 days from the due date of 11/02/2017. All amendments referenced above represented a cardinal change and the applicant did not wait 28 days after making this cardinal change to the FCC Form 470. Therefore, this FRN is denied.||MR1:The Service Start Date was changed from 1/1/2019 to 6/1/2019 to agree with the documentation provided during the review of the FCC Form 471.||MR2:The Recipients of Service for all FRN Line Items was modified to 23374 William Baer School, 23393 Gilmor Elementary School, 23616 Francis Scott Key Elem School, 23386 Frederick Douglass High School, 16020036 Digital Harbor High School, 23498 William Paca Elementary School, 23286 Dr Martin Luther King Elem Middle, 23612 Federal Hill Elementary School, 16040312 Bcpss Headquarters, and 23610 Sharp Leadenhall Elem School to agree with the applicant documentation. ||MR3:The FRN was modified from $10,000,000.22 One-Time Charge to $552,486.20 One-time Charge to agree with the applicant documentation.

1899054547 Denied 181018926 126376 BALTIMORE BALTIMORE MD 21202 E-Rate Elite ENA 2018 $0.00 Data 32 11/16/2018 DR1:This FRN is associated with FRN 1899054557. FRN 1899054557 is denied because CITY SCHOOL Services, Services, Transmission applicant did not wait 28 days after making cardinal changes to the FCC Form 470/RFP. DISTRICT Inc. LLC and/or This FRN requests maintenance and operations associated with the denied FRN. Internet Therefore, this FRN is also denied. ||MR1:The Service Start Date was changed from Access 1/1/2019 to 6/1/2019 to agree with the documentation provided during the review of the FCC Form 471. ||MR2:The Total Eligible Pre-Discount Recurring Charges were modified from $651,600.00 to $108,600.00 to agree with the applicant documentation.||MR3:The Recipients of Service for all FRN Line Items was modified to 23374 William Baer School, 23393 Gilmor Elementary School, 23616 Francis Scott Key Elem School, 23386 Frederick Douglass High School, 16020036 Digital Harbor High School, 23498 William Paca Elementary School, 23286 Dr Martin Luther King Elem Middle, 23612 Federal Hill Elementary School, 16040312 Bcpss Headquarters, and 23610 Sharp Leadenhall Elem School to agree with the applicant documentation. ||MR4:The FRN was modified from $108,600.00 Monthly Eligible Recurring Costs to $44,500 Monthly Eligible Recurring Costs and $1,534,561.44 One-time Cost to $84,780.00 One-time Cost to agree with the applicant documentation. Exhibit 2

Baltimore City Public Schools Office of Materials Management Wide Area Network (WAN) and Dark Fiber Services RFP-18008 Addendum # 3 Reminder: The due date for proposals is 11:00 am on Thursday, November 2, 2017.

This addendum is being issued to amend solicitation RFP-18008 the following changes/additions are listed below:

1. Diagrams for Figures 2 & 3. Proposed Network Topology are hereby deleted.

2. Diagrams for Figures 2 & 3, Proposed Network Topology are amended with the following diagram.

SOLICITATION CLARIFICATIONS:

Questions and Responses are being issued to clarify certain information contained in the above named solicitation.

1. The written requirements listed for Options 1, 2, and 3, the drawings for Options 1, 2, and 3, and the responses to questions in Addendum 1 are consistent in requiring the respondent to connect the locations in Appendix L to one of the data centers. However, it appears that ‘connecting to a ring’ has become part of the requirements (Questions #8, #11, #28). Please clarify if a ring topology must be used at any layer in addition to meeting the connectivity requirements.

Response: Ring topology is not required, but BCPS can accept a topology that is point to point as long as there is a point to point connection between the 2 data centers.

2. Which tab of the Technical Proposal should the audited financial statements be provided? Section 3.1.5 Minimum Qualifications on page 12 of the RFP states that they should be provided in Tab C, and Section 2.0 on page 34 states that they should be provided in Tab D. Please clarify.

Response: Respondents shall follow the instructions stated in Part III - Proposal Format. The following sentence in the first paragraph of Section 3.1.5 is deleted. Required documentation shall be provided in Tab C. 3. Which tab of the Technical Proposal should the State of Maryland Certificate of Good Standing be provided? Section 3.1.5 Minimum Qualifications on page 12 of the RFP states that it should be provided in Tab C, Section 2.0 on page 34 requests it under Tab D, and then Section 2.0 on page 35 requests it under Tab F. Please clarify.

Response: Tab D, Paragraph #3 on page 35 of the RFP is deleted. The State of Maryland Certificate of Good Standing shall be submitted along with the other forms in Tab F FORMS.

4. RFP page 35, Tab E states that “The Offeror shall address each major requirement of Part I (Scope of Work).” Please clarify what the “major requirements” are and/or identify the specific subsections of Part I that you would like narrative responses for. Some of these subsections are statements and don’t seem to require a technical response.

Response: Respondents are required to provide the following information in their technical response:

a. Provide a technical design of their proposed solution based on the option selected.

b. Provide the rationale behind the selection of the particular option selected.

c. Demonstrate the level of customer service and support that will meet the technical specifications stated in the Scope of Work.

d. Identify the Key Personnel that will work on this project and provide an organizational chart.

e. Identify the role and responsibilities of the subcontractors.

f. Provide a Project Timeline identifying key milestones and deliverables.

5. The response to question #19 in Addendum #1 states that “Per the RFP, Section 3.0 Evaluation Criteria, bidders shall propose a timeline for completion. BCPS will take into consideration the proposed timeline when evaluating bid responses.” Under which tab in the Technical Proposal should this timeline be included?

Response: The timeline should be part of Tab E (TECHNICAL RESPONSE TO RFP SCOPE OF WORK).

6. Can the district confirm that the cost of any special construction that is completed by the awarded vendor prior to E-Rate approval are costs that are incurred at the risk of the awarded vendor?

Response: Please refer to the last paragraph in Section 3.0 of the RFP, which states: “This project is contingent upon City Schools receiving all requested E-rate support (after confirmation of receipt of a Funding Commitment Decision Letter (FCDL) for the subject funding year), however, E-rate funding notification alone will not signify Notice to Proceed… City Schools may or may not proceed with the project, in whole or in part, depending on the level of E-rate funding approved.” If the selected vendor receives a Notice to Proceed from City Schools, the district will be responsible for its share of any associated construction costs.

7. The answer provided to Question 11 specifies that "Each school should have separate logical path to both Headquarters and Digital Harbor Datacenters.” Could you please confirm what was said at the second pre-bid meeting, that in order to meet this requirement a design must provide independent paths from each data center to the point where a school's fiber joins the ring? 2. The answer provided to Question 13 doesn’t specify a time cycle for replacement, though in the last meeting the answer of 5 years was given. Could 5 years be confirmed as the expected time cycle for replacement?

Response: The design proposed by the respondent must be independent of the existing paths between City Schools’ Headquarters and Digital Harbor High School. The time cycle for replacement of parts is five (5) years.

8. Who is the Baltimore City contact that can provide specific information on the City’s offer regarding conduit and dark fiber with respect to the REQUEST FOR PROPOSALS - WIDE AREA NETWORK AND DARK FIBER SERVICES RFP- 18008?

Response: Potential respondents should contact Baltimore City’s Office of Information Technology.

9. Can I submit a proposal if I did not attend the Second Pre-Proposal Conference on October 5, 2017?

Response: If your company did not attend the mandatory Pre-Proposal Conference on October 5th, you cannot submit a proposal as a prime contractor. You can be subcontractor on one of attendees’ proposal.

10. Can you provide a KMZ or other map of existing Baltimore City DPW conduit inclusive of Open / Available conduit? Does all new construction in the City need to meet City standards for Developers or Minor Privilege agreements? Is there a specific contact at the City Government that can assist with questions / process / permitting?

Response: Respondents should contact Stefan Waters, Technical Director, Mayor’s Office of Information Technology, City of Baltimore.

Date issued: October 16, 2017 By: Ted King, Buyer

NOTE: Acknowledgement of this and any other addenda must be included in the transmittal letter accompanying your technical Proposal. Failure to acknowledge all addenda may result in your Proposal being considered non-responsive.

Exhibit 3

Baltimore City Public Schools Office of Materials Management Wide Area Network (WAN) and Dark Fiber Services RFP-18008 Addendum # 4 Reminder: The due date for proposals is 11:00 am on Thursday, November 2, 2017.

This addendum is being issued to amend solicitation RFP-18008 to clarify a previous response pertaining to Question #9 from Addendum No.3.

SOLICITATION CLARIFICATIONS:

The question and response is being issued to clarify certain information contained in the above named solicitation.

9. Can I submit a proposal if I did not attend the Second Pre-Proposal Conference on October 5, 2017?

Clarification: In the event that two or more companies intend to submit a proposal as a joint venture or other collaborative business venture (a “Joint Venture”), one of the companies participating in such Joint Venture must have attended the mandatory Second Pre-Proposal Conference on October 5, 2017 for their proposal to be accepted for review. The Joint Venture must also submit the same required documentation for their technical proposal pertaining to RFP-18008 to be deemed responsive. The key personnel from the participating companies and the Joint Venture organization itself and their roles in the Joint Venture must be clearly identified in their proposal submission.

Date issued: October 24, 2017 By: Ted King, Buyer

Exhibit 4

Baltimore City Public Schools Office of Materials Management Wide Area Network (WAN) and Dark Fiber Services RFP-18008 Addendum # 5 Reminder: The due date for proposals is 11:00 am on Thursday, November 2, 2017.

This addendum is being issued to amend solicitation RFP-18008 to provide a corrected Appendix H-Financial Proposal Form.

RFP-18008 Financial Proposal Worksheet-Appendix H is hereby replaced by RFP-18008 Financial Proposal Worksheet-Appendix H v2.

Proposers shall use Financial Proposal Worksheet-Appendix H v2 when submitting their response. Proposers that do not submit and complete the revised Financial Proposal Worksheet-Appendix H v2 shall be found non-responsive and their submittal shall not be evaluated.

The updated worksheet is available on the eMarylandmarketplace website https://emaryland.buyspeed.com/bso/.

Date issued: October 27, 2017 By: Ted King, Buyer

Exhibit 5

Provided Separately

Exhibit 6

Provided Separately

Exhibit 7

471 471 Service Cmtd FRN Billed Entity Applicant Applicant Applicant Fund Orig FRN PC Wave Revised FCDL FRN Application BEN Consulting Provider Funding Post Commitment Rationale Status Name City State Zip Code Year Service Type Number Date Number Firm Name Name Request 1899054557 Denied 181018926 126376 BALTIMORE BALTIMORE MD 21202 E-Rate Elite ENA 2018 $0.00 Data 51 12/27/2019 51-The FRN 1899054557 was denied during PIA review because the applicant did not CITY SCHOOL Services, Services, Transmission wait 28 days after making cardinal changes to the FCC Form 470/RFP. Your appeal DISTRICT Inc. LLC and/or did not show that USAC’s determination was incorrect. Consequently, your appeal is Internet denied. Access FCC rules require that all products and services for which an applicant requests discounts on an FCC Form 471 must be competitively bid on an FCC Form 470. The FCC Form 470 must include a complete description of the services for which discounts are sought, be posted on the website for 28 days, and applicants must carefully consider all bids received before selecting a vendor, entering into a legally binding agreement or signing a contract, and signing and submitting an FCC Form 471. See 47 C.F.R. secs. 54.503(b) and (c), 54.511(a). These competitive bidding requirements help to ensure that applicants receive the lowest pre-discount price from vendors. See Federal-State Joint Board on Universal Service, CC Docket No. 96- 45, Order on Reconsideration, 12 FCC Rcd 10095, 10098, FCC 97-246 para. 9 (rel. Jul. 10, 1997). To the extent an applicant seeks construction of a network that the applicant will own, the applicant must also solicit bids for both the services provided over third-party networks and construction of applicant-owned network facilities, in the same request for proposals. Similarly, to the extent an applicant seeks bids for special construction associated with dark fiber or bids to lease and light dark fiber, the applicant must also solicit bids to provide the needed services over lit fiber. Additionally, to the extent an applicant seeks bids for equipment and maintenance costs associated with lighting dark fiber, the applicant must include these elements in the same FCC Form 470 as the dark fiber. See C.F.R. secs. 54.503 (c) (iv)-(vi).

1899054547 Denied 181018926 126376 BALTIMORE BALTIMORE MD 21202 E-Rate Elite ENA 2018 $0.00 Data 51 12/27/2019 51-The FRN 1899054547 was denied during PIA review because the applicant did not CITY SCHOOL Services, Services, Transmission wait 28 days after making cardinal changes to the FCC Form 470/RFP. Your appeal DISTRICT Inc. LLC and/or did not show that USAC’s determination was incorrect. Consequently, your appeal is Internet denied. Access FCC rules require that all products and services for which an applicant requests discounts on an FCC Form 471 must be competitively bid on an FCC Form 470. The FCC Form 470 must include a complete description of the services for which discounts are sought, be posted on the website for 28 days, and applicants must carefully consider all bids received before selecting a vendor, entering into a legally binding agreement or signing a contract, and signing and submitting an FCC Form 471. See 47 C.F.R. secs. 54.503(b) and (c), 54.511(a). These competitive bidding requirements help to ensure that applicants receive the lowest pre-discount price from vendors. See Federal-State Joint Board on Universal Service, CC Docket No. 96- 45, Order on Reconsideration, 12 FCC Rcd 10095, 10098, FCC 97-246 para. 9 (rel. Jul. 10, 1997). To the extent an applicant seeks construction of a network that the applicant will own, the applicant must also solicit bids for both the services provided over third-party networks and construction of applicant-owned network facilities, in the same request for proposals. Similarly, to the extent an applicant seeks bids for special construction associated with dark fiber or bids to lease and light dark fiber, the applicant must also solicit bids to provide the needed services over lit fiber. Additionally, to the extent an applicant seeks bids for equipment and maintenance costs associated with lighting dark fiber, the applicant must include these elements in the same FCC Form 470 as the dark fiber. See C.F.R. secs. 54.503 (c) (iv)-(vi). Exhibit 8 hp://www.icontact-archive.com/TfWiFvrku1_Lm6RSlRPsE1PQnM4G_X?w=4

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January 26, 2018

TIP OF THE WEEK: For applicants who want a better understanding of how to file an online FCC Form 471, we have created a series of FCC Form 471 instructional videos. By watching the videos, you will be able to see how to file this form for both Category One and Category Two services.

Commitments for Funding Year 2017

Funding Year 2017. USAC is scheduled to release Funding Year (FY) 2017 Wave 38 Funding Commitment Decision Letters (FCDLs) on February 2. As of January 26, FY2017 commitments total over $2.12 billion.

On the date that FCDLs are issued, you can access your FCDL notification from the Notifications section of your landing page in the E-rate Productivity Center (EPC).

Phone Menu Improvements for FCC Form 498 Team

Program participants can call USAC's FCC Form 498 Team (also known as the Customer Service Center or Customer Support) for assistance with questions about the FCC Form 498 and the payment status for approved invoices. In the past, calls to the main telephone number for this team (888-641-8722) came mostly from service providers, and the choices offered in the phone menus were organized around their most common questions.

Now that applicants are also certifying FCC Form 498 to provide their banking information so that USAC can pay them directly, the call volume from applicants has increased significantly. To better guide both applicants and service providers to the resources best able to help them, the FCC Form 498 Team will simplify its phone menus in the near future.

When you call the main number, you must first choose the program you have questions about. For information on the Schools and Libraries Program, choose option 3. When the phone menus are updated, you will then have two choices:

The message for option 1 is "If you are a school, library, or service provider and need E-rate Program assistance, including assistance with filing Forms 473, 474 or invoicing, press 1." Choose this option for general program information, guidance on filing program forms, form status inquiries, and assistance with EPC. All of these calls will be forwarded to our Client Service Bureau (CSB). You can also call them directly at 888-203-8100. The message for option 2 is "For assistance with your Form 498, logging into E-File or for disbursement status of an approved invoice, please press 2." Choose this option to check the status of your certified FCC Form 498 or the payment status of an approved invoice – FCC Form 472 (BEAR Form) or FCC Form 474 (SPI Form). All of these calls will be answered by a member of the FCC Form 498 Team. NOTE: If you want to inquire about the status of an approved invoice, you must first call CSB at 888-203-8100 to get the "USAC Sent Date" (the date the invoice was approved for payment). With this date and your identifying information (total dollar amount requested, Billed Entity Number, FCC Form 471 number, Funding Request Number), you can then call the FCC Form 498 Team to get the payment status. Please note that in some cases an invoice with a USAC Sent Date still requires additional review, so the FCC Form 498 Team may not always be able to provide a status.

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Share Share this Page: Reminders on the Competitive Bidding Process and the FCC Form 470

The FCC Form 470, Description of Services Requested and Certification Form, is the first program form that applicants file. This form opens your competitive bidding process, which is a formal process to identify and request the products and services you need so that potential service providers can review those requests and submit bids for them. You provide this information on the FCC Form 470 and any additional documents, such as a request for proposal (RFP).

Applicants who are requesting services under the E-rate Program for FY2018 must file an FY2018 FCC Form 470 unless they meet one of the following conditions:

The eligible services for which you want to request discounts are already covered by a multi-year contract that was signed pursuant to an FCC Form 470, whether you filed this form yourself or you are eligible to purchase services from a contract that cites an FCC Form 470 filed by a state government or other similar agency. You are requesting commercially available, business class internet access that meets certain conditions.

Below are some reminders to help you through the competitive bidding process.

The competitive bidding process must be open and fair.

It is the applicant's responsibility to run an open and fair competitive bidding process.

All bidders must be treated the same. No bidder can have advance knowledge of the project information. There are no secrets in the process – such as information shared with one bidder but not with others – and all bidders know what is required of them. With limited exceptions, service providers and potential service providers cannot give gifts to applicants. The value of free services (e.g., price reductions, promotional offers, free products) generally must be deducted from the pre-discount cost of services.

All RFPs and RFP documents must be attached to the FCC Form 470.

You can issue an RFP or similar document in addition to the FCC Form 470. In general, an RFP is a formal bidding document that describes the project and requested services in sufficient detail so that potential bidders understand the scope, location, and any other requirements for the project. However, we use "RFP" or "RFP document" generically to refer to any document you issue as part of the competitive bidding process that describes your project and requested services in more detail than in the fields provided on the FCC Form 470.

Generally, you are not required to issue an RFP unless your state or local procurement rules or regulations require you to do so. However, if you have issued or will issue an RFP or RFP document, you must upload that document to your FCC Form 470 in EPC.

RFP documents issued after an FCC Form 470 is certified must also be uploaded to your form. (Note that you cannot upload an RFP document if one was not already uploaded to the form before the form was certified.) To upload an additional RFP document after certification:

From the FCC Forms and Post-Commitment Requests section of your landing page in EPC, use the search criteria provided to locate your form. Click the form nickname to access your form. From the Related Actions menu at the top of your form, choose Add an RFP Document. Follow the prompts to upload the RFP document and indicate which of your service requests are covered by the document. When you are finished, click the Submit button at the bottom of the page.

Applicants must wait at least 28 days after the FCC Form 470 is certified.

You must wait at least 28 days after the FCC Form 470 is certified before you choose your service provider(s), sign a contract (for services other than those provided under tariff or on a month-to-month basis without a contract), and certify the second program form, the FCC Form 471, Services Ordered and Certification Form, in EPC.

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Share Share this Page: February 22, 2018, is the last day that you can certify your FY2018 FCC Form 470 and still accomplish these tasks before the FCC Form 471 application filing window for FY2018 closes at 11:59 PM EDT on March 22, 2018. Note that you must do all of these tasks on March 22 if you waited until February 22 to certify your FCC Form 470.

Keep the following in mind:

If you end up signing a contract, you must create a contract record in your profile in EPC for that contract before you can cite that contract on your FCC Form 471. You cannot create a contract record that cites an FCC Form 470 if that form has not been posted for at least 28 days. On the FCC Form 471, you cannot cite an FCC Form 470 that has not been posted for at least 28 days. Also on the FCC Form 471, you must cite an FCC Form 470 that was posted for the same service type(s) as the service(s) you are requesting. If you are not sure which service type your services fall under, post your services under both applicable service types and put a note in the narrative in each FCC Form 470 service request that explains why you have posted for both service types. The service types available on the FCC Form 470 are: Internet Access and/or Telecommunications Services (voice services are included in this service type on the FCC Form 470) Internal Connections Basic Maintenance of Internal Connections Managed Internal Broadband Services.

Some changes may require the posting of a new FCC Form 470.

In general, if you are making one or more significant ("cardinal") changes that are outside the original scope of your competitive bid, you should file a new FCC Form 470. Service providers that are not interested in bidding on the services contained in the original scope of your project or services may be interested in bidding on your changed scope, and vice versa.

For certain changes, you MUST post a new FCC Form 470. Here are some examples:

You certified your FCC Form 470 without attaching any RFP documents, but have now issued an RFP document and need to attach it. You did not post services for a service type, and now realize that you need to post for services in that service type. Your state or locate competitive bidding rules and regulations require you to post a new form.

If your changes can fit into the description of your existing FCC Form 470 – and you attached at least one RFP document to your original form – you can add one or more RFP documents to provide information about the change(s) you want to make. However, if your changes are significant, you must restart your 28-day clock. You must count out the 28 days yourself, because we will not know if your new document contains a cardinal change or simply a clarification.

We encourage you to post a new FCC Form 470 if you are making changes, just to avoid any confusion. If you attached an RFP document to your original form, you can attach a document noting the cancellation of that form and referring potential bidders to your new FCC Form 470.

For additional information on the competitive bidding process, review the guidance documents linked to the Applicant Process Step 1: Competitive Bidding on the USAC website. We have also posted FCC Form 470 videos in the Online Learning Library that demonstrate how to complete and certify an FCC Form 470 and how to use our online search tools to locate posted FCC Forms 470.

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February 9, 2018

TIP OF THE WEEK: E-rate Productivity Center (EPC) outages. EPC will be unavailable from 7:00 PM to 8:00 PM EST on Saturday, February 10 for system maintenance and 3:00 AM to 7:00 AM EST on Sunday, February 11 for regular monthly maintenance. During these times users will be unable to log in to and use EPC. We apologize for any inconvenience.

Commitments for Funding Year 2017

Funding Year 2017. USAC is scheduled to release Funding Year (FY) 2017 Wave 41 Funding Commitment Decision Letters (FCDLs) on February 16. As of February 9, FY2017 commitments total over $2.16 billion.

On the date that FCDLs are issued, you can access your FCDL notification from the Notifications section of your landing page in EPC.

Reminder to State Coordinators - Please Complete Your State's Valid File

In January, USAC emailed a request to all state coordinators to update their state valid files. Program Integrity Assurance (PIA) reviewers use these files during the review of applications to verify student counts and entity eligibility. Having this data may help to speed the processing of FCC Forms 471.

The valid file attached to each request already features your state's school districts, their associated individual schools, and independent schools, together with their Billed Entity Numbers (BENs). Please review your file and make any necessary corrections, such as:

updating student counts; providing data for schools or school districts that participate in the Community Eligibility Provision (CEP) of the National School Lunch Program (NSLP); adding missing entities; and verifying that the entities featured on the file are in fact eligible.

Be sure to preserve the existing file format when you make updates, corrections, or other changes. This will allow us to upload the information directly into our system and thereby speed the review process.

If you have questions or need assistance updating your valid files, please use the contact information contained in our original email request.

Your updated file should be returned to us by February 26, 2018.

Reminders on Evaluating Bids

In last week's SL News Brief, we provided some additional reminders on the FCC Form 470 and the competitive bidding process. Following are some reminders on closing your process and choosing your service provider(s).

Before you close your competitive bidding process, ask yourself these four questions. Note that, depending on your answers, you may need to post a new FCC Form 470. The last date you can post a new FCC Form 470 and still meet the 28-day requirement for FY2018 is Thursday, February 22, 2018 at 11:59 PM EST.

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Share Share this Page: Did I post for the correct service type(s)?

The service types you can post for on an FCC Form 470 are:

Internet Access and/or Telecommunications (which includes voice services on the FCC Form 470) Internal Connections Basic Maintenance of Internal Connections Managed Internal Broadband Services

You will not be able to cite your FCC Form 470 on an FCC Form 471 funding request if you did not post for the correct service type for that funding request. If you need to post a new FCC Form 470 to include a new service type, you still have time to do so. Remember that, if you are not sure which service type to choose, you can post for both and mention that fact in the narrative.

You cannot add a service type to a certified FCC Form 470 – see the January 26 SL News Brief for more information.

Did I make a cardinal change to my project or services?

In general, you should post a new FCC Form 470 if you make one or more significant changes that are outside the scope of your original project or service requests ("cardinal changes"). In some cases, you can explain those changes by posting a new RFP document to an existing form, but you will have to start a new 28-day waiting period and count the days yourself. Again, see the January 26 SL News Brief for more information.

Have I issued or do I intend to issue an RFP document even though I did not attach one to my original certified FCC Form 470?

If so, you must post a new FCC Form 470 and attach the RFP document to that form. As a reminder, an "RFP document" is not necessarily a formal competitive bidding document, but rather it is any document you issue as part of the competitive bidding process that describes your project and/or requested services in more detail than in the fields provided on the FCC Form 470.

Do I intend to disqualify bids that do not meet certain requirements?

You may decide that you will only accept bids that meet certain requirements, and disqualify bids that do not meet those requirements. You must state those disqualification reasons in your FCC Form 470 and/or RFP.

Disqualification reasons must be binary – i.e., the bidder or the bid either meets the requirement or does not meet the requirement. Here are some examples of disqualification reasons:

The service provider must be bonded. The service provider must have a Service Provider Identification Number (SPIN). The bid must contain responses to all five of the questions listed in the RFP.

Bids that do not meet the requirements can be disqualified and not evaluated further.

Here are some additional considerations:

Receiving one bid – or no bids

If you receive only one bid – or no bids – you can keep your competitive bidding process open and solicit bids, and then review and evaluate any bids you receive as a result. We suggest that you send yourself an email or write a memo to the file noting that you received only one bid or did not receive any bids in case questions come up later (e.g., during a review or an audit). Even if you receive only one bid, the bid must still be cost-effective.

If you have a current service provider for your recurring services and that service provider has not submitted a bid, you can use a recent customer bill from that service provider as a bid response. You should ask for an email or other documentation from that service provider that they intend to continue to provide services to you at their

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Share Share this Page: current rates (or note any changes to those services or those rates) that you can retain as documentation.

Evaluating the bids you receive

To evaluate the bids you receive, you must construct an evaluation. You decide what factors you want to consider in your evaluation and how important each factor is to you. You can use as few or as many evaluation factors as you like, and you can assign percentages or points to the factors you use to reflect their relative importance.

Remember that you must always include the price of the eligible products and services as the primary factor, and that factor must be weighted more heavily than any other single factor in your evaluation.

For each bid, you can evaluate how well it meets each of the factors and assign a point value or percentage as appropriate. By totaling the scores for each bid, you can arrive at the most cost-effective bid.

Preparing a bid evaluation matrix helps you evaluate bids and also provides documentation of the process you followed to select your service provider. The USAC website features a sample bid evaluation matrix you can use as a guide.

Conducting a mini-bid

Many states post FCC Forms 470, conduct competitive bidding processes pursuant to those forms, evaluate the bids received, select one or more service providers, and sign contracts with the provider(s) selected. If you are eligible to purchase from such a state contract, you can cite the state-posted FCC Form 470 on the appropriate funding request(s) on your FCC Form 471.

However, if the state awards contracts to multiple service providers as a result of its posted FCC Form 470 and competitive bidding process, you must conduct a bid evaluation for all service providers able to provide services to you under those contracts. We call this evaluation process a "mini-bid." To conduct a mini-bid, determine the factors to use for your evaluation – with the price of the eligible products and services as the most heavily-weighted factor – score the bids appropriately, and choose the most cost-effective solution.

You do not need to post an FCC Form 470 to conduct a mini-bid. However, you must retain documentation providing evidence of the mini-bid evaluation process and the service provider selection. You can use a bid evaluation matrix for this purpose as described above. You do not need to conduct a mini-bid if only one service provider is able to provide service. For example, if three service providers sign contracts with the state pursuant to the state-filed FCC Form 470 but only one of the service providers can provide service in your geographic location, a mini-bid is not required.

Requesting tariffed/month-to-month services and contracted services

You can receive services:

Under tariff or on a month-to-month basis. Recurring services such as monthly internet access may not require a contract. If you do not sign a contract, you must post an FCC Form 470 and open a competitive bidding process for these services each year. Under a contract. Tariffed or month-to-month services provided under a contract are considered to be contracted services. Also, internal connections and basic maintenance products and services are generally provided under a contract. If you sign a multi-year contract resulting from an FCC Form 470 posting, that form becomes the "establishing FCC Form 470" and you do not have to post an FCC Form 470 or open a competitive bidding process again for the life of that contract. (You can refer to the Contracts guidance on the USAC website for more information about contracts.)

Retaining documentation

All applicants and service providers are required to retain receipt and delivery records relating to pre-bidding, bidding, contracts, application process, invoices, provision of services, and other matters relating to the administration of universal service for a period of at least ten years after the latter of the last day of the applicable funding year or the service delivery deadline for the funding request. Documents to retain as

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Share Share this Page: part of the competitive bidding process include but are not limited to:

The FCC Form 470. The RFP, if one is issued, and any RFP documents. Questions from potential bidders and your answers. Copies of winning and losing bids (including disqualified bids). The final bid evaluation matrix (or matrices, if you have multiple reviewers) and any supporting documentation. If there is a restriction that prevents services and costs from being made public, a copy of the precise cite to the law, statue, local rule, or court order identifying the restriction. The contract, if one is signed.

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February 16, 2018

TIP OF THE WEEK: Remember that next Thursday, February 22, is the last day that you can certify an FCC Form 470, then wait 28 days, and still certify your FCC Form 471 before the filing window closes on Thursday, March 22 (see below). You must wait at least 28 days after your FCC Form 470 is certified before you can choose your service provider, sign a contract (if applicable), and certify your FCC Form 471.

Commitments for Funding Year 2017

Funding Year 2017. USAC is scheduled to release Funding Year (FY) 2017 Wave 42 Funding Commitment Decision Letters (FCDLs) on February 22. As of February 16, FY2017 commitments total over $2.19 billion.

On the date that FCDLs are issued, you can access your FCDL notification from the Notifications section of your landing page in EPC.

Monday's Payment File Will Be Issued on Tuesday

Due to the Presidents' Day holiday, the invoicing payment file that would be issued on Monday, February 19, 2018 will be issued on Tuesday, February 20.

After USAC completes the review of an invoice (FCC Form 472, Billed Entity Applicant Reimbursement (BEAR) Form or FCC Form 474, Service Provider Invoice (SPI) Form), the invoice goes into a payment file for processing. Payment files are generally issued on Mondays and Thursdays. Note that the payment file for Thursday, February 22, will be issued as usual.

We apologize for any inconvenience.

Reminders for Last-minute FCC Form 470 Filers

For those applicants who are rushing to get their FCC Forms 470 certified before the February 22 deadline, we offer the following reminders:

Watch the step-by-step filing videos on the USAC website.

In the Online Learning Library, we have a recorded step-by-step video series showing applicants the FCC Form 470 filing process. The series contains the following individual videos:

Starting Your FCC Form 470 Service Requests: Category One and Category Two Technical Contact and Procurement Information FCC Form 470 Review and Certification Post an Additional RFP Document How to Search for FCC Forms 470

You can watch the entire video series in order to view the entire filing process, or simply watch the section(s) that you need help with.

Wait the full 28 days.

One of the most common denial reasons related to the competitive bidding process is that the applicant did not wait 28 days after the FCC Form 470 was certified before

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Share Share this Page: choosing a service provider, signing a contract (if applicable), and certifying an FCC Form 471. If your FCC Form 470 has not been posted for at least 28 days:

The FY2018 FCC Form 471 will not allow you to continue if you attempt to cite that FCC Form 470 on a funding request. You cannot create a contract record in your profile featuring that form.

Note that you may have to restart your 28-day clock if you issue a Request for Proposal (RFP) or RFP document after you certify your FCC Form 470 (see below).

Upload your RFP and RFP documents to your FCC Form 470.

If you are issuing an RFP and/or one or more RFP documents, you are required to upload those documents to your FCC Form 470. We use "RFP" and "RFP document" generically to refer to any bidding document that describes your project and requested services in more detail than that provided in the data entry fields on the FCC Form 470. An RFP document can be a formal bidding document – for example, an Invitation for Bid (IFB) or Request for Quote (RFQ) – or it could be any document issued as part of your competitive bidding process to provide more information to potential bidders.

To add an RFP document to a certified FCC Form 470, access the form in EPC, choose Related Actions from the left-hand menu, and then choose Add an RFP Document.

RFP documents issued AFTER an FCC Form 470 is certified must also be uploaded to that certified FCC Form 470.

NOTE: If you do not upload an RFP document to your FCC Form 470 before it is certified, you cannot upload an RFP document to that form after it is certified. If this is your situation, you will have to certify a new FCC Form 470 in order to be able to upload your RFP document.

You may need to restart your 28-day clock.

If you certified your FCC Form 470 but you are only now issuing your RFP, you must certify a new FCC Form 470 and attach your RFP to the new form. (You cannot attach a document to a certified form if no documents were attached when it was certified.) Your new 28-day clock starts with the date you certify the new form. If the document you are now issuing results in a cardinal change to your original form and any attached documents, you must restart your 28-day clock. A cardinal change is a change that is outside of the scope of your original project, and is significant enough that bids submitted in response to your original submission would not adequately address the change in scope. Note that you must track your new ACD, as the original ACD will not change in EPC. If the document you are now issuing does not result in a cardinal change, you do not need to restart your 28-day clock. For example, your document could be a list of clarifying questions from potential bidders together with your answers, or a notice of a minor correction that is within the scope of your original submission.

You may need to certify a new FCC Form 470.

The service type on your FCC Form 471 must match the service type you posted for on your FCC Form 470. The service types are:

Internet Access and/or Telecommunications Internal Connections Basic Maintenance of Internal Connections Managed Internal Broadband Services.

You cannot add a service request for a new service type to a certified FCC Form 470; you will have to post a new form. If you are not sure which service type your service fits under, you can post for both service types and explain that you have done so in the Narrative field on the form.

You must include any disqualification reasons in your FCC Form 470 and/or your RFP.

You may decide that you will only accept bids that meet certain requirements, and

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Share Share this Page: disqualify bids that do not meet those requirements. Disqualification reasons must be binary – i.e., the bidder or the bid either meets the requirement or does not meet the requirement.

If you do not identify your disqualification reasons in your FCC Form 470 and/or RFP, you must evaluate all of the bids you receive. However, you can still use those reasons as factors in your evaluation.

Provide clear and complete information so that service providers can submit responsive bids.

The FCC Form 470, RFP, and/or RFP documents should be clear about the products, services, and quantities you are seeking and must be based directly on your technology needs. In addition, you must avoid using generic service descriptions (e.g., "all eligible telecom services"), encyclopedic service descriptions (e.g., replications of the entire Eligible Services List), or insufficiently detailed quantities (e.g., "district-wide") on your FCC Form 470 and RFP documents.

Do not accept gifts from service providers.

Receipt of gifts by applicants from service providers and potential service providers is a competitive bidding violation. Gift prohibitions are always applicable, not just during the competitive bidding process. This prohibition includes an applicant soliciting and receiving any gift or other thing of value from a service provider participating or seeking to participate in the E-rate program.

There are limited exceptions to the gift prohibitions. These exceptions include items worth $20 or less (meals, pencils, pens, hats, T-shirts, etc.) as long as those items do not exceed $50 per funding year per applicant employee from any one source. "One source" means all employees, officers, representatives, agents, independent contractors, or directors of a particular service provider.

For more information, you can refer to the FCC's Sixth Report and Order (FCC 10-175, released September 28, 2010) and the Order that addresses gift rule questions (DA 10-2355, released December 15, 2010).

Give the highest point value in your evaluation to the price of eligible products and services.

When you evaluate the bids you receive, you can have as many factors as you want in your evaluation to allow you to choose the most cost-effective solution. However, you must include the price of the E-rate eligible products and services as a factor, and that factor must be weighted more heavily than any other single factor.

There is a description of the evaluation process and a sample bid evaluation matrix on the USAC website for your reference.

Note that if your state certified an FCC Form 470, you may be able to purchase from a state master contract signed pursuant to that form.

A state master contract is a contract that is competitively bid and put in place by a state government entity for use by others. Applicants can choose to receive service under a state master contract if they are eligible to do so.

Below are the most common scenarios for state master contracts and guidance for each:

The state files an FCC Form 470, conducts a competitive bidding process, and chooses a single winner. You can receive service under the state master contract and cite the state's FCC Form 470 on your FCC Form 471 funding request(s). The state files an FCC Form 470, conducts a competitive bidding process, and chooses more than one winner. You must conduct a mini-bid for all of the winning bidders that can provide service to you under their respective state master contracts. After you choose the most cost-effective solution, you cite the state's FCC Form 470 on your FCC Form 471 funding request(s) for services provided under the appropriate state master contract. Be sure to save a copy of your mini-bid documentation. (See the state master contract guidance for more information on mini-bids.) You file an FCC Form 470, conduct a competitive bidding process, and want to consider an existing state master contract as a bid response. You must consider all other state master contracts that can provide those

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Share Share this Page: services as bid responses, in addition to any other responses you receive. You cite your own FCC Form 470 on your FCC Form 471, even if the state filed an FCC Form 470. You file an FCC Form 470, conduct a competitive bidding process, and a service provider who has a state master contract submits a bid. You can consider the bid you receive from that service provider in addition to any other responses you receive. You are not required to consider other state master contracts as bid responses. You cite your own FCC Form 470 on your FCC Form 471.

You MUST retain your program documentation.

4 of 4 Exhibit 11

200 EAST NORTH AVENUE BALTMORE, MD 21202

REQUEST FOR PROPOSALS WIDE AREA NETWORK AND DARK FIBER SERVICES RFP-18008 ______

ISSUED BY: Materials Management Office Baltimore City Public Schools 200 East North Avenue, Room 401 Baltimore, MD 21202 Attention: Ted King

RFP NUMBER: RFP- 18008

RELEASE DATE: Thursday, August 31, 2017

FIRST PRE-PROPOSAL MEETING: Thursday, September 14, 2017 @10:00 a.m., Room 301

FIRST QUESTIONS DUE: Friday, September 15, 2017 @ 4:00 p.m.

SECOND PRE-PROPOSAL MEETING: Thursday, October 5, 2017 @ 10:00 a.m., Room 301

FINAL QUESTIONS DUE: Friday, October 6, 2017 @ 4:00 p.m.

PROPOSAL DUE DATE: Thursday, November 2, 2017 @ 11:00 a.m. Room 401

DIRECT INQUIRIES TO: Ted King PH: 410-396-8817 FX: 410-545-6977 E-mail: [email protected]

Contractors are cautioned not to make changes to any of the terms and conditions in this solicitation. Doing so may render a Contractor’s proposal unacceptable and subject to rejection. Questions and inquiries may be addressed as outlined in Part II, Item 4 of this solicitation.

RFP-18008 Wide Area Network and Dark Fiber Services 1 RFP Template Revised: 06/19/17 TABLE OF CONTENTS

PART I: SCOPE OF WORK ...... 4 1.0 INTRODUCTION ...... 4 2.0 BACKGROUND ...... 4 3.0 SCOPE OF SERVICES ...... 5 3.1 TECHNICAL SPECIFICATIONS ...... 6 3.1.1 LIT FIBER SERVICE OPTION SPECIFICATIONS ...... 7 3.1.2 LEASED DARK FIBER SERVICE OPTION SPECIFICATIONS ...... 8 3.1.3 INDEFEASIBLE RIGHT OF USE (IRU) OF FIBER SERVICE OPTION ...... 10 3.1.4 EQUIPMENT REQUIREMENTS ...... 11 3.1.5 MINIMUM QUALIFICATIONS ...... 12 4.0 COST PROPOSAL ...... 13 4.1 LIT FIBER SERVICE OPTION ...... 13 4.2 LEASED DARK FIBER SERVICE OPTION ...... 14 4.3 IRU SERVICE OPTION ...... 14 4.4 OPERATION/TECHNICAL SUPPORT OF LEASED DARK OR IRU FIBER ...... 15 5.0 PROJECT EXECUTION BY PHASE ...... 15 5.1 PROJECT INITIATION ...... 16 5.2 DETAILED DESIGN ...... 17 5.3 ADDITIONAL PLANNING ...... 17 5.4 SYSTEM COMPONENT SHIPPING/DELIVERY ...... 18 5.5 DOCUMENTATION AND MANUALS ...... 18 5.6 FINAL ACCEPTANCE ...... 19 6.0 WARRANTY, MAINTENANCE, AND SERVICE LEVEL AGREEMENT ...... 19 6.1 INITIAL WARRANTY ...... 19 6.2 ONGOING MAINTENANCE OF LEASED DARK OR IRU FIBER OPTIONS ...... 19 6.3 SERVICE LEVEL AGREEMENT ...... 20

PART II: GENERAL TERMS AND CONDITIONS ...... 23 1.0 STATEMENT OF CONFIDENTIALITY ...... 23 2.0 TERM OF AGREEMENT ...... 23 3.0 PRE-PROPOSAL MEETING ...... 23 4.0 QUESTIONS AND INQUIRIES ...... 23 5.0 POINT OF CONTACT ...... 23 6.0 CONTRACT MONITOR/CITY SCHOOLS SUPERVISION ...... 24 7.0 CONTRACT TYPE ...... 24 8.0 PAYMENT TERMS ...... 24 9.0 RFP REVISIONS ...... 24 10.0 SUBMISSION DEADLINE...... 24 11.0 PROPOSAL OPENING ...... 25 12.0 DURATION OF OFFER ...... 25 13.0 MINORITY BUSINESS ENTERPRISE PARTICIPATION PROGRAM ...... 25 14.0 E- COMMERCE ...... 26 15.0 INSURANCE ...... 26 16.0 LIQUIDATED DAMAGES...... 28 17.0 CRIMINAL BACKGROUND CHECK/PHOTO IDENTIFICATION BADGE ...... 28 18.0 LIVING WAGE ...... 29 19.0 BONDING ...... 29 20.0 TERMS AND CONDITIONS ...... 30 21.0 BALTIMORE CITY’S YOUTHWORKS PROGRAM ...... 30 22.0 STATE OF MARYLAND CERTIFICATE OF GOOD STANDING ...... 30 23.0 E-RATE COMPLIANCE ...... 31 24.0 COOPERATION WITH CITY SCHOOLS PREPARATION OF E-RATE APPLICATIONS ...... 31 25.0 PROJECT MANAGEMENT...... 32 26.0 PREVAILING WAGE PROVISION ...... 32

RFP-18008 Wide Area Network and Dark Fiber Services 2 RFP Template Revised: 06/19/17 PART III: PROPOSAL FORMAT ...... 33 1.0 GENERAL FORMAT – THREE - PART SUBMISSION ...... 33 2.0 VOLUME I: TECHNICAL PROPOSAL FORMAT ...... 33 3.0 VOLUME II: FINANCIAL PROPOSAL ...... 35 1.0 VOLUME III: MINORITY BUSINESS ENTERPRISE (MBE) ...... 36

PART IV: EVALUATION AND SELECTION PROCEDURE ...... 38 1.0 EVALUATION COMMITTEE ...... 38 2.0 EVALUATION PROCESS ...... 38 3.0 EVALUATION CRITERIA...... 39

PART V: APPENDICES ...... 41 APPENDIX A - SPECIAL TERMS AND CONDITIONS FOR RFP’S ...... 42 APPENDIX B – SAMPLE PROFESSIONAL SERVICE AGREEMENT ...... 55 APPENDIX C – REFERENCES ...... 71 APPENDIX D - NON-COLLUSION CERTIFICATE ...... 73 APPENDIX E - DEBARMENT AFFIDAVIT ...... 74 APPENDIX F - ANTI-BRIBERY AFFIDAVIT...... 75 APPENDIX G - BALTIMORE CITY’S YOUTHWORKS ...... 76 APPENDIX H - FINANCIAL PROPOSAL FORM ...... 77 APPENDIX I - MBE DOCUMENTS ...... 78 APPENDIX J - UNIVERSAL SERVICE (E-RATE) REQUIREMENTS ...... 92 APPENDIX K: LIST OF CITY SCHOOL SITES ...... 96 APPENDIX L – PREVAILING WAGE PROVISION ...... 102

RFP-18008 Wide Area Network and Dark Fiber Services 3 RFP Template Revised: 06/19/17 PART I: SCOPE OF WORK

1.0 INTRODUCTION

This Request for Proposals (RFP) is soliciting proposals for qualified vendors to provide Dark Fiber services (Leased or IRU) or fully-managed Wide Area Network (WAN) services (Lit Fiber services) to meet the increasing bandwidth requirements of Baltimore City Public Schools (City Schools).

City Schools intends to seek E-Rate reimbursements for all E-Rate eligible products and services in this proposal. City Schools shall utilize the Service Provider Invoice (SPI) reimbursement process for this project (City Schools would be invoiced only for its non- discounted portion and service provider would invoice USAC directly).

2.0 BACKGROUND

The Baltimore City Public Schools (City Schools) serves the needs of public education in Baltimore City, covering approximately 77 square miles, with a residential population of more than 646,000. It is the fourth largest public school system in the State of Maryland. City Schools operates 190 facilities over a ten-mile radius, which includes Pre-k, elementary, middle, and high schools as well as special education centers and alternative schools. The Central administration headquarters is located at 200 East North Avenue, Baltimore, Maryland.

City Schools is governed by a city-state partnership. The Baltimore City Board of School Commissioners (Board) has 10 members (including a student member). The Board is jointly appointed by the Mayor of Baltimore and Governor of the State of Maryland; and sets and oversees policy and implementation of regulations for the school system, and approves all major appointments. The City Schools Chief Executive Officer reports to the Board.

City Schools currently has approximately 82,000 students, an estimated 10,000 employees and an annual operating budget of approximately $1.3 billion.

Presently, City Schools purchases internet in bulk which is delivered to two data center facilities, the City Schools Central Office (200 E. North Avenue Baltimore, MD 21202) and Digital Harbor High School (1100 Covington St, Baltimore, MD 21230). From these two locations, internet services are distributed to over 180 school sites via a Wide Area Network (WAN) that is owned and operated by Education Networks of America (ENA). Approximately, 151 school sites receive 1 Gbps service, 33 school sites receive 100 Mbps service, and AYFA Public Charter receives 150 Mbps downstream and 50 Mbps upstream service. The following diagram illustrates the current interconnection topology.

RFP-18008 Wide Area Network and Dark Fiber Services 4 RFP Template Revised: 06/19/17 Figure 1: Current Network Topology

3.0 SCOPE OF SERVICES

City Schools wishes to compare lit services, leased dark fiber service, and Indefeasible Right of Use (IRU) dark fiber service, to meet the current and future bandwidth needs. City Schools have experienced significant increases in demand for bandwidth over the last five years, and anticipate further increases based on current trends and growing demand. City Schools is particularly interested in scalable solutions that will allow branches to upgrade services in response to demand.

City Schools is seeking three (3) options for proposals. Respondents may propose one or more service options as follows:

 OPTION 1- Lit Fiber Service Option—Fully managed, lit fiber WAN service to each of the City School locations.

 OPTION 2- Leased Dark Fiber Service Option—Leased dark fiber solution that includes special construction, monthly lease fee, maintenance, technical support and, if applicable, management.

 OPTION 3- Indefeasible Right of Use (IRU) of Fiber Service Option—Dark fiber IRU solution that includes special construction, the IRU fee, fiber maintenance, and technical support and, if applicable, management.

Additionally, City Schools seeks bids for operation and technical support for the Leased Dark Fiber or IRU solutions.

RFP-18008 Wide Area Network and Dark Fiber Services 5 RFP Template Revised: 06/19/17

Technical specifications for each service option are included in Section 3.1 below.

City Schools will evaluate long-term contract options for lit, leased dark, and dark (IRU), as defined by the FCC’s December 2014 Second E-rate Modernization Order (FCC 14- 189).

City Schools intends to apply for support under the Schools and Libraries Division (SLD) of the Universal Service Administrative Company (USAC) support mechanism (commonly known as the E-rate program) for the services that are the subject of this proposal. All options can include special construction or one-time E-rate-eligible non-recurring costs as well as E-rate-eligible recurring circuit costs. Vendors should refer to the Eligible Services List published for FY2017 (http://www.usac.org/sl/applicants/beforeyoubegin/eligible- services-list.aspx).

This project is contingent upon City Schools receiving all requested E-rate support (after confirmation of receipt of a Funding Commitment Decision Letter (FCDL) for the subject funding year), however, E-rate funding notification alone will not signify Notice to Proceed. Proposals will be evaluated based on the Evaluation Criteria in Part IV Section 3 below, and City Schools will determine, in its sole discretion, which, if any, of the solutions is acceptable. City Schools may or may not proceed with the project, in whole or in part, depending on the level of E-rate funding approved.

3.1 TECHNICAL SPECIFICATIONS

Respondents should respond to at least one of the following:

 Lit Fiber Service Option 1—Fully managed, lit fiber WAN service to each of the City School locations.

 Leased Dark Fiber Service Option 2— Leased dark fiber solution that includes special construction, monthly lease fee, maintenance, and management.

 Indefeasible Right of Use (IRU) of Fiber Service Option 3— Dark fiber IRU solution that includes special construction, the IRU fee, fiber maintenance, technical support, and management.

For Leased Dark Fiber Service and IRU service, respondents must also include management and equipment options. Partnerships and/or subcontractors are acceptable when providing a response to any requirement. Partners and subcontractors roles should be clearly defined within the response.

All options must include any applicable special construction or one-time E-rate eligible non-recurring costs as well as E-rate eligible recurring circuit costs. Based on the Evaluation Criteria (see Part IV Section 3) and both a short-term and long-term cost- effectiveness analysis, the City Schools will determine which, if any, of the solutions is acceptable.

Specifications related to each service option follow:

RFP-18008 Wide Area Network and Dark Fiber Services 6 RFP Template Revised: 06/19/17 3.1.1 LIT FIBER SERVICE OPTION SPECIFICATIONS

Respondents shall propose the provisioning of lit fiber for a five (5) year term with one (1) five (5) year renewal option that connects the designated endpoints listed in Appendix L. Respondents may propose to connect sites to one of the City Schools Data Center Facilities with logical redundancy to the other (Figure 2). This will be a fiber network owned by the respondent.

Figure 2: Proposed Network Topology (Logical Redundancy)

The lit fiber transport must provide Wide Area Network (WAN) services with a Committed Information Rate (CIR) of 1 Gbps scalable to 10 Gbps without change of premises equipment, to the City School sites (see Appendix L).

City schools is looking for lit solutions that meet following minimum technical requirements:

 Vendor must be able to provide Layer 3 managed WAN service

 Vendor must be able to provide both WAN service and have ability to provide hosted voice service

 All connections should be carrier-grade throughput capacity, full duplex to all sites and school campuses. Line outage detection must include repair resolution and call response resolution with resolution time frames.

 High Speed circuits at all remote sites and school campuses will be 1 Gbps or better once transitioned to the proposed service

 All services and connections must interoperate transparently, supporting open- standards and open architectures

RFP-18008 Wide Area Network and Dark Fiber Services 7 RFP Template Revised: 06/19/17  Vendor must be a telecommunication provider operating in a manner consistent with the regulations of the Federal Communications Commission, and the Federal Communications Act of 1934, as amended.

All lit service circuits must support Quality of Service (QoS) and have the ability to apply rate limiting guarantees to specific packet types to ensure Quality of Service at each WAN link. The network must have the ability to support multiple QoS policies and prioritization queues across each link in the WAN to reduce latency and packet loss and guarantee throughput for data, voice, and video.

The lit fiber transport shall meet the following network specifications:

 99.99% guaranteed uptime for a 12-month period excluding fiber outages, 99% uptime for a 12-month period excluding fiber outages

 Network latency commitment <20 milliseconds roundtrip

 Network jitter commitment <5 milliseconds

 Packet Loss Rate commitment <0.25% between circuit endpoints

 Delivery of more than 95% of the committed information rate

A violation of the network specifications for uptime measured over the course of any month for any link shall result in a credit of one month’s service for that month for that link. A violation of any of the other specification terms that persists for a total of eight (8) hours for any link also shall result in a credit of one month’s service for that month for that link. The outage or SLA violation does not need to be consecutive to result in the credit. More than three months of credit-causing SLA violations will be grounds for termination of the agreement for cause.

The respondent may not limit or throttle the capacity of the services to City Schools at any time for any reason.

3.1.2 LEASED DARK FIBER SERVICE OPTION SPECIFICATIONS

Respondents shall propose the provisioning of dark fiber for 10-year lease term, to be lit by respondent (managed service) or another party (City Schools or a third party) that connects the designated endpoints listed in Appendix L to one of the Data Center facilities (City Schools Central Office and Digital Harbor High School). Respondents may propose to connect sites to either of the City Schools’ Data Center Facilities and should provide backbone capacity to allow City Schools to obtain logical redundancy to the other (Figure 3). This will be a fiber network owned by the respondent, or in which the respondent has been granted a long-term lease or IRU by a third-party owner, however, the City Schools will own the equipment required to light the dark fiber.

RFP-18008 Wide Area Network and Dark Fiber Services 8 RFP Template Revised: 06/19/17 Figure 3: Proposed Dark Fiber Network Topology (Logical Redundancy)

A dark fiber connection is considered at least two direct, unlit, non-routed segments/strands of single-mode fiber with termination of unlit fiber via SC-UPC connectors. Fiber optic cable may be jumped at distribution points, but will not connect to routing, re-transmitting, or other electrical monitoring equipment between termination points.

The dark fiber transport must provide dark fiber that conforms to G.652 or better standards.

If the Respondent proposes a managed service, the dark fiber transport must provide equipment and a lit transport capable of no less than 1 Gbps and be scalable to 10 Gbps. Once lit, the transport shall meet the following network specifications:

 99.99% guaranteed uptime for a 12-month period excluding fiber outages, 99% uptime for a 12-month period excluding fiber outages

 Network latency commitment <20 milliseconds roundtrip

 Network jitter commitment <5 milliseconds

 Packet Loss Rate commitment <0.25% between circuit endpoints

 Delivery of more than 95% of the committed information rate

A violation of the network specifications for uptime measured over the course of any month for any link shall result in a credit of one month’s service for that month for that link. A violation of any of the other specification terms that persists for a total of 8 hours for any link also shall result in a credit of one month’s service for that month for that link. The outage or SLA violation does not need to be consecutive to result in the credit. More than three months of credit-causing SLA violations will be grounds for termination of the agreement for cause.

The transport network must terminate service and infrastructure at each endpoint in a designated network closet/equipment room/basement area inside of each building.

RFP-18008 Wide Area Network and Dark Fiber Services 9 RFP Template Revised: 06/19/17

3.1.3 INDEFEASIBLE RIGHT OF USE (IRU) OF FIBER SERVICE OPTION

Respondents shall propose a design for a 10-year or 20-year indefeasible right of use (IRU) for at least two (2) strands of fiber between one of the Data Center facilities (City Schools Central Office and Digital Harbor High School) and the designated endpoints listed in Appendix L. Respondents may propose to connect sites to either of the City Schools’ Data Center Facilities and should provide backbone capacity to allow City Schools to obtain logical redundancy to the other (Figure 3). This will be a fiber network owned by the respondent, or in which the respondent has been granted a long-term lease or IRU by a third party, however the City Schools will own the equipment required to light the dark fiber. Please provide the distance that your proposed path(s) will take to connect the Data Center Facilities and City School sites indicated in Appendix L.

The dark fiber (IRU) transport must provide dark fiber that conforms to G.652 or better standards.

A schedule must be provided for replacement of fiber that no longer meets adopted industry specifications.

If the Respondent proposes a managed service, the IRU’d fiber transport, once lit shall meet the following network specifications:

 99.99% guaranteed uptime for a 12-month period excluding fiber outages, 99% uptime for a 12-month period excluding fiber outages

 Network latency commitment <20 milliseconds roundtrip

 Network jitter commitment <5 milliseconds

 Packet Loss Rate commitment <0.25% between circuit endpoints

 Delivery of more than 95% of the committed information rate

A violation of the network specifications for uptime measured over the course of any month for any link will result in a credit of one month’s service for that month for that link. A violation of any of the other specification terms that persists for a total of eight hours for any link also will result in a credit of one month’s service for that month for that link. The outage or SLA violation does not need to be consecutive to result in the credit. More than three months of credit-causing SLA violations will be grounds for termination of the agreement for cause.

The IRU’d fiber transport network must terminate service and infrastructure at each endpoint in a designated network closet/equipment room/basement area inside of each building.

RFP-18008 Wide Area Network and Dark Fiber Services 10 RFP Template Revised: 06/19/17

A service schedule must be provided for equipment lifecycle management that defines when managed equipment will be upgraded, replaced, reaches full capacity and/or reaches end of life.

3.1.4 EQUIPMENT REQUIREMENTS

If the Respondent proposes a managed dark fiber service, any equipment they propose must be capable of a Committed Information Rate (CIR) of 1 Gbps scalable to 10 Gbps.

Respondents must provide detail of the equipment they are proposing to provide the City Schools as part of the managed service. Respondents shall provide a Bill of Materials for the proposed equipment. The proposed equipment shall provide a service with capabilities equivalent to the sample Bill of Materials provided in Table 1.

Table 1: Sample Bill of Materials Service Part Number Description Duration

Data Center Equipment (for each of 2 data center facilities) N77-C7706-B23S2E-R Nexus 7706 Bundle (Chassis 2xSUP2E 3xFAB2) No Power Supplies N/A N77S2K9-62 Cisco NX-OS Release 6.2 for Nexus 7700 Series N/A N77-C7706-FAB-2 Nexus 7700 - 6 Slot Chassis 220Gbps/Slot Fabric Module N/A N77-AC-3KW Nexus 7700 - 3.0KW AC Power Supply Module (Cable Included) N/A CAB-AC-C6K-TWLK Power Cord 250Vac 16A twist lock NEMA L6-20 plug US N/A N77-MODULE-BLANK Nexus 7700 - Module Blank Slot Cover N/A N77-3KPS-BLANK-H Nexus 7700 - Power Supply Blank Slot Cover With Handle N/A DCNM-PAK DCNM Advanced License Kit for Nexus and MDS switches N/A N77-LAN1K9 Nexus 7700 LAN Enterprise License (L3 protocols) N/A DCNM-LS-N77-K9 DCNM for SAN and LAN Advanced Edt. for Nexus 7700 chassis N/A N77-VDC1K9 Nexus 7700 VDC license (4 VDCs per license) N/A N77-SUP2E Nexus 7700 - Supervisor 2 Enhanced N/A N77-SUP2E Nexus 7700 - Supervisor 2 Enhanced N/A N77-F248XP-23E Nexus 7700 F2-Series 48 Port 1/10GbE (SFP/SFP+) Enhanced N/A N77-F248XP-23E Nexus 7700 F2-Series 48 Port 1/10GbE (SFP/SFP+) Enhanced N/A Site Aggregation (for each of 181 school sites) WS-C4500X-16SFP+ Catalyst 4500-X 16 Port 10G IP Base Front-to-Back No P/S N/A C4KX-PWR-750AC-R Catalyst 4500X 750W AC front to back cooling power supply N/A C4KX-PWR-BLANK Catalyst 4500X power supply Blank N/A C4KX-NM-BLANK Catalyst 4500X Network Module Blank N/A CAB-US515-C15-US NEMA 5-15 to IEC-C15 8ft US N/A S45XU-36E CAT4500-X Universal Image N/A C4500X-16P-IP-ES IP Base to Ent. Services license for 16 Port Catalyst 4500-X N/A SFP-10G-LR= 10GBASE-LR SFP Module N/A SFP-10G-ER= 10GBASE-ER SFP Module N/A SFP-10G-LR= 10GBASE-LR SFP Module N/A GLC-SX-MMD++= 1000BASE-SX SFP transceiver module MMF 850nm DOM N/A

RFP-18008 Wide Area Network and Dark Fiber Services 11 RFP Template Revised: 06/19/17 Services 12 CON-SNT-7706B23R SMARTNET 8X5XNBD Nexus 7706 Bundle month(s) 12 CON-SAU-77LSDCNM SW APP SUPP + UPGR DCNM for SAN and LAN month(s) 12 CON-SNT-WSC16SFX SMARTNET 8X5XNBD Catalyst 4500-X 16 Port 10G IP Base Fro month(s)

3.1.5 MINIMUM QUALIFICATIONS

Each Offeror shall clearly demonstrate and document within its Technical Proposal that as of the Proposal Due Date, the Offeror meets the following Minimum Qualifications. Required documentation shall be provided in Tab C. The Offeror’s Table of Contents shall include reference to the page number(s) in the Proposal where such evidence can be found. 1. Offeror shall, for the three (3) years immediately preceding the date of Proposal submission, have provided Wide Area Network and Dark Fiber Services or similar work to a school district or government entity. 2. Offeror shall submit a State of Maryland Certificate of Good Standing or other State of Maryland issued documentation verifying the bidder is in Good Standing with the Department of Assessment and Taxation of Maryland and/or registered to do business in the State of Maryland. The Maryland Certificate of Good Standing must be issued within the past twelve (12) months of the Proposal Release Date. Certificates of Status may be obtained on line at http://www.dat.state.md.us. This requirement applies to both Domestic (in state) and Foreign (out of state) Offerors. Foreign entities should contact the State Department of Assessments and Taxation, 301 West Preston Street, Baltimore, Maryland 21201 at 888-246-5941, to determine and apply for the appropriate documentation. 3. Offeror shall provide in its proposal, completed audited financial statements including the auditor’s notes, for its last two fiscal years. If the Offeror has not had its financial statements audited by an independent accounting firm, the Offeror must submit such un- audited financial statements as it has. Some acceptable methods include but are not limited to one or more of the following: a. Recently audited (or best available) financial statements b. Dunn and Bradstreet Report and Rating c. Standard and Poor’s Report and Rating d. Lines of credit e. Evidence of a successful financial track record f. Evidence of adequate working capital

Failure to meet all three (3) of these minimum requirements the Offeror’s proposal will be deemed non-responsive and not reasonably susceptible of being selected for award. The experience of various personnel of the Offeror while employed by entities or organizations other than the Offeror shall not be considered in determining whether the minimum qualifications are met by the Offeror.

RFP-18008 Wide Area Network and Dark Fiber Services 12 RFP Template Revised: 06/19/17 4.0 COST PROPOSAL

As part of the financial proposal response, the Respondent must complete the attached Fiber Pricing Matrix Workbook (Appendix I) and provide pricing for each proposed Service Option in the appropriate worksheet.

Respondents are cautioned not to include any pricing within their technical response. Respondents must submit pricing per Part III Section 3.0 below. Respondents that include pricing with their technical response may have their response deemed non-responsive and the entire response rejected.

For each of the following options, if it involves special construction, please itemize the special construction costs on a separate page in your own format and attach to the Pricing Matrix. Special construction cost breakdown should include, but are not limited to trenching, construction, installation, materials, and labor.

The Fiber Pricing Matrix Workbook is comprised of the following worksheets; Lit Fiber, Leased Dark Fiber, Operations – Leased Dark Fiber, Equipment – Leased Dark Fiber, IRU, Operations – IRU, and Equipment - IRU.

Lit Fiber (Option 1 – a total of one worksheet) – To be filled out when the respondent is proposing the lit fiber service option

Leased Dark Fiber, Operations, and Equipment (Option 2 – a total of three (3) worksheets) – To be filled out when the respondent is proposing the leased dark fiber service option

IRU, Operations, and Equipment (Option 3 – a total of three (3) worksheets) – To be filled out when the respondent is proposing an IRU of dark fiber

The Respondents shall only fill out the worksheets applicable to the service(s) they are proposing. For example, if the respondent only proposes to provide lit fiber services, they would just fill out the “Lit Fiber” worksheet, leaving the others blank. If the respondent proposes to provide lit services, leased dark fiber services, or an IRU fiber service option they shall fill out all applicable worksheets. If the respondent proposes to provide a leased dark fiber option they would fill out the “Leased Dark Fiber”, “Management”, and “Equipment” worksheets.

Note that the eligibility requirements for reimbursement of special construction and services have changed as of funding year 2016. See the FCC Second E-rate Modernization Order for more information.1 New fiber special construction charges for lit service, IRU, or self-provisioned fiber projects as defined by the order include construction, design, engineering, and project management.

4.1 LIT FIBER SERVICE OPTION

The respondent shall provide pricing for services at 1 Gbps, 2 Gbps and 10 Gbps between one the Data Center sites (City Schools Central Office and Digital Harbor High School) and the various endpoints.

1 WC Docket No. 13-184) https://www.fcc.gov/general/summary-second-e-rate-modernization-order

RFP-18008 Wide Area Network and Dark Fiber Services 13 RFP Template Revised: 06/19/17

The respondent shall provide pricing for a five (5) year term of service with one (1) five (5) year renewal option. City Schools’ policies prohibit payments in advance of services received. Non-recurring costs (NRC) should reflect payment the Proposer seeks to build the infrastructure and provision the service when new fiber will NOT be installed. Special construction costs should reflect payment the Proposer seeks to build the infrastructure and provision the service when new fiber WILL be installed. If new fiber installation is not necessary, the payment is considered an NRC and must be entered into the pricing sheet accordingly.

The respondent shall provide pricing for all NRC, special construction costs, monthly recurring charges (MRC), and monthly maintenance costs for each term of service.

Respondents are shall separate special construction charges (if applicable if applicable) as defined by E-rate eligibility rules.

4.2 LEASED DARK FIBER SERVICE OPTION

The respondent shall provide pricing for 120-month terms of service.

The respondent shall provide pricing for eligible special construction costs, monthly recurring charges, and monthly maintenance costs. If there are non-eligible construction costs, the respondent shall provide separate pricing for those costs.

If pole owner(s) or right-of-way owner(s) required fiber is to be relocated or moved underground, the respondent shall cover the costs of relocation.

The respondent shall be responsible for registering the fiber with Miss Utility (or equivalent authority) and locating fiber at its own cost, including where that fiber is on City Schools property.

4.3 IRU SERVICE OPTION

City Schools is interested in IRU-type pricing with a one-time capital cost payment for a 10-year IRU and/or 20-year IRU combined with all-inclusive recurring maintenance costs for the entire length of the IRU.

The respondent shall provide pricing for IRU costs for one pair of fiber, annual maintenance, and eligible special construction costs for the 10-year and/or 20-year IRU. Preference will be given to proposals that offer pricing with most of the costs being paid upfront and minimal annual maintenance costs.

If the respondent proposes special construction charges, City Schools expects significant reductions from prevailing market rate for the IRU fee and annual maintenance charges. If there are non-eligible construction costs, the input to the price matrix shall show non- eligible construction costs as a percentage of the total costs.

If pole owner(s) or right-of-way owner(s) require fiber to be relocated or moved underground, the respondent shall cover the costs of relocation.

RFP-18008 Wide Area Network and Dark Fiber Services 14 RFP Template Revised: 06/19/17 The respondent shall be responsible for registering the fiber with Miss Utility (or equivalent authority) and locating fiber at its own cost, including where that fiber is on City Schools’ property.

Respondents are encouraged to separate special construction charges as defined by E- rate eligibility rules.

4.4 OPERATION/TECHNICAL SUPPORT OF LEASED DARK OR IRU FIBER

The respondent shall provide pricing for an annual management cost to oversee technical support once the leased dark or IRU fiber is available for service. Include price details in the corresponding “Operation” worksheet of the Fiber Pricing Matrix workbook for equipment necessary to place the circuits into service at different bandwidth levels, installation and configuration of equipment, and monthly management cost of the equipment/circuits.

The monthly management cost should include provision of the following general conditions. Specific conditions will be documented in a Service Level Agreement (SLA):

 Procurement of necessary hardware to light the fiber path(s)

 Installation and configuration of equipment to put circuits into service

 Lifecycle management of equipment

 Network monitoring on a 24x7x365 basis

 Creation and communication of service tickets to City Schools escalation list

 Incident response with timing standards that are in accordance to a respondent- provided service level agreement that meets general industry standards

 Other industry standard provisions of broadband service technical support

 Re-provisioning of equipment necessary to put circuits back into service after an outage

The equipment procured by the respondent as part of the managed service will be owned by the City Schools. Include price details in the corresponding “Equipment” worksheet of the Fiber Pricing Matrix workbook for the purchase of equipment needed to light the dark fiber.

5.0 PROJECT EXECUTION BY PHASE

The following describes the requirements for the execution of each phase of the project post award and the required project deliverables. This section is applicable for respondents that are awarded the contract.

System Documenta- Project Detailed Additional Final Coponent/ tion and Initiation Design Planning Acceptance Delivery Manuals

RFP-18008 Wide Area Network and Dark Fiber Services 15 RFP Template Revised: 06/19/17 The project may or may not include each phase depending on the service option. The phases included in each option are defined in the following:

 Lit Fiber Service Option 1—Project Initiation through Additional Planning; Documentation and Manuals; Final Acceptance

 Leased Dark Fiber Service Option 2—Project Initiation through System/Component Delivery; Documentation and Manuals; Final Acceptance

 Indefeasible Right of Use (IRU) of Fiber Service Option 3—Project Initiation through System/Component Delivery; Documentation and Manuals; Final Acceptance

For each project deliverable, the selected vendor (“vendor”) will be expected to submit a draft to the City Schools for review and comment, then update and submit a revised version to the City Schools for approval. The contents of each deliverable are defined in the phase descriptions below. During the project, the City Schools and vendor may determine modified or different deliverables are required and will redefine. A deliverable will be considered complete upon final approval by the City Schools.

The vendor shall include in its technical proposal an estimated project schedule showing tasks and major milestones items required of City Schools, and which highlights the critical path. The schedule shall include project initiation, design, configuration, installation, testing, and integration tasks, as applicable, to be completed by the respondent and its subcontractors.

5.1 PROJECT INITIATION

The vendor shall conduct a project kickoff meeting after award with City Schools to review project objectives, schedule, share relevant documentation, review status reporting methodologies, finalize the requirements, and introduce key personnel.

The vendor shall deliver a Project Plan including, at a minimum, the following sections:

 Communications plan  Change management plan  Quality management plan  Risk management plan  Staffing and subcontracting plan  Updated schedule and work breakdown structure

The vendor shall develop a Requirements Traceability Matrix (RTM) that lists the stakeholder requirements for the network. The RTM will be used to demonstrate that the project requirements are being met throughout system design, implementation, and testing. Deliverables for this phase will include:

 Project Plan  Requirements Traceability Matrix (initial)

RFP-18008 Wide Area Network and Dark Fiber Services 16 RFP Template Revised: 06/19/17 5.2 DETAILED DESIGN

The vendor shall develop a detailed design of the solution including, at a minimum, the following:

 Executive summary  Existing system information/background  Design description including written description and diagrams, maps, fiber routes, etc.  Functional description of the network to be installed

The vendor shall update the RTM by tracing the design elements to the appropriate requirements. The vendor shall conduct an on-site preliminary design review with City Schools and update the design accordingly.

The vendor shall submit a final design for approval by City Schools.

Deliverables for this phase will include:

 Detailed design  Design review meeting  Updated RTM  Updated schedule

The successful offeror shall submit the information below to City Schools within forty–five (45) calendar days of contract award by the Baltimore City Board of School Commissioners. USAC has stated that applicants should be ready to provide the following during the Program Integrity Assurance (PIA) review:

 Build route with GIS data, including the distance for each path.  Specifications for special construction solutions and invoice-level detail on associated costs.  Explanation the reasonableness and need for costs, such as: o Directional boring (buried) o Galvanized conduit (buried) o A large number of fusion splices o A large number of hand holes, vaults (buried) o Installation of new poles (aerial) o Expensive make ready costs (aerial)

5.3 ADDITIONAL PLANNING

Based on the approved detailed design, the vendor shall provide the following deliverables during this phase:

 Implementation Plan  Cutover/Migration Plan  Test Plan (tests must align with RTM)  Maintenance Plan

RFP-18008 Wide Area Network and Dark Fiber Services 17 RFP Template Revised: 06/19/17  Service Level Agreement  Updated schedule

5.4 SYSTEM COMPONENT SHIPPING/DELIVERY

If the service option requires the provision of network equipment, the vendor shall deliver system components to locations defined by City Schools. Product purchases cannot be made until City Schools issues a formal Notice-To-Proceed (“NTP”).

Deliverables will include:

 Delivery information  Product warranty information  Updated schedule

5.5 DOCUMENTATION AND MANUALS

The required documentation and manuals will depend on the service option provided.

The vendor shall supply, with system delivery, complete documentation including equipment warranties, maintenance and operations manuals for any equipment provided. This documentation shall include, as required, project-specific and pertinent plans, wiring lists, operating instructions, parts/equipment/serial number lists (by location), system block and level diagrams, circuit schematic diagrams, alignment and calibration procedures, maintenance charts and tables, and a listing of all equipment and devices required to test and certify the complete system, as applicable. The vendor shall fully assign to City Schools all product warranties, effective upon the earlier of Final Acceptance or actual beneficial use by City Schools.

The vendor shall also supply, for the self-provisioned fiber construction service option, as- built documentation of the system and outside plan, final parts/equipment lists, and serial number lists. These documents must be supplied a minimum of 30 days prior to overall system acceptance. All fixed sites must have an operations/maintenance manual and as- built documentation at the site covering all electronic equipment installed at the site.

The vendor shall provide brochures and technical specification sheets for products furnished, as applicable.

The vendor shall provide three sets of documentation and manuals to City Schools.

Deliverables during this phase will include:

 Complete documentation as specified  As-built drawings  Product warranty assignments from prime vendor to City Schools  Updated schedule (documentation is an essential component of installation)

RFP-18008 Wide Area Network and Dark Fiber Services 18 RFP Template Revised: 06/19/17 5.6 FINAL ACCEPTANCE

City Schools shall grant final acceptance upon approval of the required documentation, delivery of required equipment and services, and the system is proven functional to City Schools’ satisfaction.

Deliverables during this phase will include:

 Completed punch list  Updated RTM  Updated schedule

6.0 WARRANTY, MAINTENANCE, AND SERVICE LEVEL AGREEMENT

6.1 INITIAL WARRANTY

The respondent shall include an initial warranty and maintenance period of not less than one (1) year. The initial warranty and maintenance coverage shall protect all equipment and services delivered under the Contract from defects in operation, design, materials, and workmanship. If the respondent’s equipment is covered by a manufacturer’s warranty in excess of one (1) year, the length of the included warranty term shall be clearly specified in the respondent’s proposal. Any and all restrictions and/or limitations to warranty coverage should be clearly defined in the respondent’s proposal.

The first-year warranty and the maintenance periods shall begin upon Final Acceptance of the system as specified herein. The respondent’s warranty shall warrant and guarantee further that the equipment and installation furnished hereunder is of good workmanship and materials and that the solution is properly designed, operable and equipped for the proposed use by City Schools and is in strict conformity with the equipment and performance specifications and the applicable Contract documents. The respondent shall be responsible for any needed warranty actions including all parts and labor, supervision of subcontractors, travel and all other expenses required to deliver a whole and operational system as described in the RFP. The respondent shall state the procedure and methodology for obtaining system repairs during the warranty coverage period.

6.2 ONGOING MAINTENANCE OF LEASED DARK OR IRU FIBER OPTIONS

City Schools will require ongoing maintenance of the fiber for the leased dark or IRU fiber construction options. These requirements do not pertain to a lit fiber option.

The respondent shall maintain the applicable fiber seven (7) days per week, twenty-four (24) hours per day.

Upon notification from City Schools of a malfunction relating to the applicable fiber, respondent shall respond on site to such malfunction within two (2) hours and thereafter proceed to correct the malfunction with reasonable diligence.

Other typical maintenance requirements are as follows:

 IRU’d fiber requires maintenance as part of the response, even if maintenance is subcontracted out to a third party. In the case of the third-party maintenance, the

RFP-18008 Wide Area Network and Dark Fiber Services 19 RFP Template Revised: 06/19/17 respondent must hold and manage the subcontract and is ultimately responsible for satisfying the obligations stated in the SLA. For a leased dark or IRU solution, it is assumed that the fiber network is part of a more comprehensive fiber infrastructure owned or controlled by the service provider. The respondent will include only the portion of maintenance that is required to support City Schools’ fiber segments versus overall network maintenance.

 Maintenance must be included for entire time span of the IRU.

 As part of the maintenance contract for an IRU, the fiber owner (not City Schools) must accept responsibility for and perform timely repairs in the event of a catastrophic cut or relocate.

The respondent shall provide an overview of fiber maintenance practices in its proposal including:

 Routine maintenance and inspection

 Scheduled maintenance windows and scheduling practices for planned outages

 Handling of unscheduled outages and customer problem reports

 Description of the agreements in place with applicable utilities and utility contractors for emergency restoration

 Repair procedures for fiber breaks

 Mean time to repair

 Replacement of damaged fiber

 Replacement of fiber which no longer meets current industry-adopted specifications such as G.652 and its successors

 Policies for customer notification regarding maintenance

 Process for changing procedures, including customer notification practices

 Process for moves, adds and changes

 Process for responding to locate requests

6.3 SERVICE LEVEL AGREEMENT

The respondent shall provide a sample SLA for each of the options proposed. The respondent shall designate what service levels are included and what alternative service levels may be available at additional or lower cost.

The SLA shall include, at a minimum, the following sections with levels applicable to each proposed option including requirements stated elsewhere in this RFP:

RFP-18008 Wide Area Network and Dark Fiber Services 20 RFP Template Revised: 06/19/17  Overall Service Description  Service Interruption, Degradation, or Loss of Service Reporting and Resolution Plan—upon interruption, degradation or loss of service, City Schools may contact provider by defined method with a response based on trouble level. Upon contact from City Schools, the provider support team will initiate an immediate response to resolve any schools issue. City Schools will receive rapid feedback on trouble resolution, including potential resolution time. City Schools will be notified immediately once the problem is resolved and will be asked for verbal closure of the incident.  Available Remedies and Sanctions – An allowance for service interruption, degradation, or loss of service including eligibility for credit. Continual loss of service will incur outlined additional sanctions. Response Time/Measurement— Response and resolution times must be within the respective timeframes for each tier of service issue; Critical, Major, and Minor. Time starts from the time City Schools contacts the respondent and identify the problem.

Response Level Response Time Resolution Time Critical 30 minutes 4 hours Major 2 hours 24 hours 72 hours or within next maintenance Minor 48 hours window

SERVICE ISSUE DEFINITIONS

Minor An issue with the City Schools’ connection to or equipment at any given school site would be considered “Minor issue” if any of the following conditions occur:  Any hardware/software alarms that could eventually escalate to a major or critical issue.  Any problems with the Respondent’s trouble ticket system.  Any issue that has the potential for negatively affecting the functional performance of the  City Schools’ vendor-provided service at an individual site.

Major An issue with the City Schools’ connection to or equipment at any given school site would be considered “Major issue” if any of the following conditions occur:  Any developing negative performance trends as indicated by network monitoring systems that has the potential to affect multiple sites.  Any major hardware/software alarms (as negotiated) that would indicate an impending failure on any monitored equipment.  Any minor problem not resolved in the maximum response time.

Critical An issue with the City Schools’ connection to or equipment at any given school or core site would be considered “Critical issue” if any of the following conditions occur:  Any service failure at a core site that affects service to more than ten (10) school sites.  Degraded or no data or voice connectivity to any centralized resources and/or the Internet due to a large-scale issue with respondent-provided services.

RFP-18008 Wide Area Network and Dark Fiber Services 21 RFP Template Revised: 06/19/17  Problems or outages of the respondent monitoring/management system.  Any major problem not resolved in the maximum response time.

The transport network must terminate service and infrastructure at each endpoint in a designated network closet/equipment room/basement area inside of each building.

 Escalation—In the event that service has not been restored in a timely manner, or City Schools does not feel that adequate attention has been allocated, City Schools can escalate the trouble resolution by request. A list of escalation contacts will be provided when the implementation schedule is completed.  Specifications—Statements that the provider will meet or exceed service levels defined in the specifications described herein for each option  Network Operations Center (NOC)—The NOC will provide network monitoring and support functions to City Schools including problem tracking, resolution, and escalation support management on a 24x7x365 basis. City Schools should have the right and be encouraged to call concerning any problems that may arise relative to its connection with provider services.  Reports—upon request, an incident report will be made available to City Schools within five (5) working days of resolution of the trouble.  Link Performance per Segment—the respondent will maintain the proposed link performance throughout the term of the contract (managed services).  Expected Responsibilities of City Schools—The respondent will provide a list of expected responsibilities of City Schools

RFP-18008 Wide Area Network and Dark Fiber Services 22 RFP Template Revised: 06/19/17 PART II: GENERAL TERMS AND CONDITIONS

1.0 STATEMENT OF CONFIDENTIALITY

It is understood and agreed that all information pertinent to this solicitation may contain trade secrets, which are confidential and proprietary. The selected vendor agrees not to disclose or knowingly use any confidential or proprietary information of the Baltimore City Public Schools and/or third party participant.

Proposal submissions are subject to the Maryland Public Information Act (General Provisions Article, Maryland Annotated Code, § 4-101, et seq.). In accordance with the Act, certain information is subject to public disclosure. Please be advised that should you deem any portion of your proposal as confidential or proprietary, it must be conspicuously indicated on those portions so deemed. However, and in accordance with the Act, you are hereby notified that every portion may still be subject to disclosure under the Act.

2.0 TERM OF AGREEMENT

The term of this contract shall be for five (5) years for the Lit Fiber Option, ten (10) years for the Leased Dark Fiber Option, and ten (10) or twenty (20 years for Indefeasible Right of Use (IRU) Option from the date approved by the Board on the option selected for contract award.

3.0 PRE-PROPOSAL MEETING

An optional pre-proposal meeting is scheduled for Thursday, September 14, 2017 at 10:00 a.m. EST, 200 E. North Avenue, Baltimore, MD 21202, Room 301.

A second mandatory pre-proposal meeting is scheduled for Thursday, October 5, 2017 at 10:00 a.m. EST, 200 E. North Avenue, Baltimore, MD 21202, Room 301. At this meeting City Schools will review over any changes or clarifications to the solicitation document.

Attendance at the pre-proposal meetings are informative.

4.0 QUESTIONS AND INQUIRIES

No interpretation of the meaning of the specifications or other documents will be made to any Supplier orally. Questions shall be submitted in writing to the Point of Contact (see Part II, § 5.0). To be given consideration, the questions must be received NOT LATER THAN Friday, October 6, 2017 at 4:00 pm. Questions that are deemed to be substantive in nature will be answered only in writing, with both the question(s) and answer(s) being posted on https://emaryland.buyspeed.com/bso/.

5.0 POINT OF CONTACT

Ted King, Buyer Baltimore City Public Schools Office of Materials Management 200 E. North Avenue Baltimore, MD 21202 Phone: 410-396-8817 E-mail: [email protected]

RFP-18008 Wide Area Network and Dark Fiber Services 23 RFP Template Revised: 06/19/17

6.0 CONTRACT MONITOR/CITY SCHOOLS SUPERVISION

For purposes of this contract, the Contract Monitor (also referred to as the Project Manager) is Kenneth J. Thompson, Chief Information Technology Officer (CITO).

The Contractor’s performance will be under the technical direction of the Contract Monitor/Project Manager who will be responsible for ensuring contractor’s compliance with the requirements of this contract to include managing the daily activities of the contract, providing technical guidance to the contract, and overall project scheduling and coordination. The contractor shall be accountable to the Project Manager on all matters relating to the scope of work.

7.0 CONTRACT TYPE

The contract resulting from this solicitation will be a requirements contract.

8.0 PAYMENT TERMS

The Contractor shall submit an invoice detailing the services provided and the actual costs incurred. Payment shall be in accordance with line item price on the Purchase Order and made within 30 days after the date on the invoice.

City Schools reserves the right to reduce or withhold contract payment in the event the Contractor does not provide the Department with all required deliverables within the timeframe specified in the contract or in the event that the Contractor otherwise materially breaches the terms and conditions of the contract.

9.0 RFP REVISIONS

Should it become necessary to revise any part of this RFP, addenda will be posted on www.emarylandmarketplace.com. All addenda, amendments or changes issued shall be deemed received by offeror provided they are posted to eMaryland Marketplace or the City Schools website. Failure of any offeror to receive or acknowledge receipt of such addenda or interpretation shall not relieve any offeror from any obligations under this RFP as amended by all addenda. All addenda so issued shall become part of the award.

10.0 SUBMISSION DEADLINE

In order to be eligible for consideration, proposals must be received at City Schools Office of Materials Management no later than 11:00 am November 2, 2017, in Room 401. Vendors mailing proposals shall allow sufficient carrier delivery time to ensure timely receipt of their proposal in the Office of Materials Management (Room 401) prior to the deadline. Any proposal received in the Office of Materials Management after the submission deadline, no matter what the reason, will be returned unopened. Delivery to the City Schools’ mailroom, lobby, etc. shall not constitute delivery to the Office of Materials Management located in Room 401.

In the event of inclement weather on the due date of a proposal and City Schools Administrative Offices are closed, the proposal will be due on the next business day at the same time as specified in the proposal or applicable addendum.

RFP-18008 Wide Area Network and Dark Fiber Services 24 RFP Template Revised: 06/19/17 11.0 PROPOSAL OPENING

RFP Proposals are not opened publicly, but in the presence of at least two City School employees. Once the proposals are opened, the Procurement Officer will prepare a document that summarizes the proposals received. This document will be available for inspection after the Intent to Award letter is issued.

12.0 DURATION OF OFFER

A proposal submitted in response to this solicitation is binding upon the Offeror and is considered irrevocable for a minimum of 180 days following the closing date for receipt of initial proposals or the closing date for receipt of a best and final offer, if applicable.

13.0 MINORITY BUSINESS ENTERPRISE PARTICIPATION PROGRAM

This Contract is subject to Executive Order 01.01.1995.19, July 17, 1995 (Code of Fair Practices). This Contract is subject to the applicable provisions of Title 14, Subtitle 3 of State Finance and Procurement Article 21.11.03, Minority Business Enterprises Policies; and COMAR 21.11.04, Contractor Affirmative Action Program Manual, MDTA; and the provisions of COMAR 11.01.10 which incorporates by reference the Minority Business Enterprise Program Manual. Copies of the Minority Business Enterprise Program Manual may be requested from the Maryland Department of Transportation (MDOT), Office of Minority Business Enterprise Office, located at 7201 Corporate Center Drive, Hanover, MD 21076 or can be found on the MDOT website at http://www.mdot.maryland.gov/Office%20of%20Minority%20Business%20Enterprise/Re sources%20Information.

This Contract is also subject to all applicable federal and State laws and regulations pertaining to Minority Business Enterprise and Affirmative Action.

By submitting a response to this solicitation, the Bidder acknowledges the overall MBE subcontractor participation goal, and commits to achieving the goal by utilizing certified minority business enterprises or requests a full or partial waiver of the goal.

NOTE: New Guidelines Regarding MBE Prime Self-Performance. Please note that when a certified MBE firm participates as a prime contractor on a contract, a procurement agency may count the distinct, clearly defined portion of the work of the contract that the certified MBE firm performs with its own forces toward fulfilling up to fifty-percent (50%) of the MBE participation goal (overall) and up to one hundred percent (100%) of not more than one of the MBE participation subgoals, if any, established for the contract.”.

The overall MBE participation goal including sub-goals for this contract will be as follows:

Option 1-Lit Fiber Option

Service or Equipment Description Proposed MBE Goal Network Equipment TBD Preventive Maintenance-Engineering Costs TBD

RFP-18008 Wide Area Network and Dark Fiber Services 25 RFP Template Revised: 06/19/17 Option 2-Leased Dark Fiber Option

Service or Equipment Description Proposed MBE Goal Network Equipment (purchased by BCPS) TBD Preventive Maintenance-Engineering Costs TBD Special Construction Costs TBD Purchase/Lease of 3rd Party Fiber Optic Lines TBD

Option 3- Indefeasible Right of Use (IRU) of Fiber Service Option

TBD-To be determined

Prospective proposers may call the MBE/WBE Liaison office for information and/or assistance at 443-642-4365.

14.0 E- COMMERCE

eMaryland Marketplace (https://emaryland.buyspeed.com/bso/) is the primary site for Baltimore City Public Schools to transmit solicitations over $25,000. This website also serves to publish any addenda, associated materials, bidder/offeror questions and City Schools’ responses, and other solicitation related information.

Notices of solicitations are also posted on our website www.baltimorecityschools.org in accordance with State Finance and Procurement Article 13-103 Competitive Sealed Bids, Article 13-104 Competitive Sealed Proposals, and Article 13-107 Sole Source Procurements.

The eMaryland Marketplace law became effective on June 1, 2008 and requires units of State government, including those otherwise exempt from State procurement law, and all local government entities, to publish notices of procurement and procurement awards on the State’s e-commerce website eMaryland Marketplace (eMM).

All offerors are required to register with eMaryland Marketplace, so that the award notice can be properly published.

15.0 INSURANCE

Consultant shall submit with their response a Certificate of Insurance that complies with § 19-116 of the Insurance Article, Maryland Annotated Code. The Baltimore City Board of School Commissioners shall be named as Additional Insured on Consultant’s Insurance and named as Certificate Holder. Consultant’s insurance shall be effective at time of Consultant’s response. The Insurance Certificate shall meet the following required insurance coverage:

RFP-18008 Wide Area Network and Dark Fiber Services 26 RFP Template Revised: 06/19/17 1. Commercial General Liability Insurance at limits of not less than One Million Dollars ($1,000,000) per occurrence for claims arising out of bodily injuries or death, and property damages, subject to a minimum limit of Three Million Dollars ($3,000,000) aggregate. Such insurance shall include contractual liability insurance.

2. Business Automobile Liability at limits of not less than One Million Dollars ($1,000,000) per occurrence for all claims arising out of bodily injuries or death and property damages. The insurance shall apply to any owned, non-owned, leased, or hired automobiles used in the performance of this Agreement.

3. Workers' Compensation coverage as required by the State of Maryland, as well as any similar coverage required for this work by applicable Federal or "Other States" State Law.

4. Professional Liability, Errors and Omissions Insurance at a limit of not less than One Million Dollars ($1,000,000.00) in the event the service delivered pursuant to this Agreement, either directly or indirectly, involves or requires professional services. "Professional Services" for the purpose of this Agreement shall mean any services provided by a licensed, certified or otherwise documented professional.

The City, the Board, and their respective elected/appointed officials, employees, departments, agencies, agents and volunteers shall be covered, by endorsement, as additional insureds as respect to liability arising out of activities performed or to be performed by or on behalf of the Consultant in connection with this Agreement.

The Consultant's insurance shall apply separately to each insured against whom a claim is made and/or lawsuit brought.

The Consultant's insurance coverage shall be primary. Any insurance and/or self-insured program maintained by the City or the Board and their respective elected/appointed, officials, employees, departments, agencies, agents and volunteers, shall not contribute with the Consultant's insurance or benefit the Consultant in any way. The Consultant acknowledges that it is not entitled to any sovereign immunity rights and protections that may be available to the City or the Board pursuant to § 5-518, Cts. & Jud. Proc., Md. Code.

Coverage shall not be suspended, voided, canceled, reduced in coverage or in limits, except by the reduction of the applicable aggregate limit by claims paid, until after forty- five (45) days prior written notice has been given to the City and the Board. There will be an exception for nonpayment of premium, which is ten (10) days’ notice of cancellation.

Insurance is to be placed with insurers with a Best's rating of no less than A:VII, or, if not rated with Best's with minimum surpluses the equivalent of Bests' surplus size VII and must be licensed/approved to do business in the State of Maryland.

The Consultant shall furnish the City and the Board's Director of Materials, a "Certificate of Insurance" with a copy of the additional insured endorsement as verification that coverage is in force prior to the commencement of services to be rendered under the terms of this Agreement. Insurance coverage must be maintained throughout the life of the

RFP-18008 Wide Area Network and Dark Fiber Services 27 RFP Template Revised: 06/19/17 contract. The City and the Board reserve the right to require complete copies of Insurance policies at any time.

Failure to obtain insurance coverage as required or failure to furnish Certificate(s) of Insurance as required may render this Agreement null and void; provided, however, that no act or omission of the City or the Board shall in any way limit modify or affect the obligations of Consultant under any provision of this Agreement.

16.0 LIQUIDATED DAMAGES

In the event that vendor fails to provide WAN or Dark Fiber service, City Schools may assess liquidated damages in the amount of $ 500.00 per calendar (day).

17.0 CRIMINAL BACKGROUND CHECK/PHOTO IDENTIFICATION BADGE

Effective July 1, 2015, amendments to § 6-113 of the Education Article of the Maryland Code further require that a contractor or subcontractor for a local school system may not knowingly assign an employee to work on school premises with direct, unsupervised, and uncontrolled access to children, if the employee has been convicted of, or pled guilty or nolo contendere to, a crime involving a sexual offense, child sexual abuse and crimes of violence.

It is the responsibility of the Consultant to make certain that its employees, agents, volunteers, and contractors who have contact with students be fingerprinted and have a background check in compliance with Title 5, Subtitle 5, Part VI, of the Family Law Article of the Maryland Code.

A. Employees Having Direct Contact with Students: Any and all current and future employees of Consultant who have direct contact with students must have a criminal background check and fingerprinting conducted by the Human Resources Department of the City Schools before beginning work in a City School. Previous background checks will not be accepted. The fee for the background check shall be paid by the Consultant by check or money order at the time the fingerprinting is performed. No employee can begin work in a City School until results have been received. Violation of this provision may result in Termination for Cause.

B. Employees Do Not Have Direct Contact With Students: Employees of Consultant who will be placed in a City School but will not have direct contact with students must have on record a Criminal Justice Information Service (CJIS) and NCIC background checks. Copies of the background checks must be forwarded to the Contract Monitor before services can commence. Every two years the Consultant shall submit copies of background checks to the Contract Monitor. Should any employee be flagged during the term of this agreement, the Consultant shall contact the Contract Monitor within 24 hours of notification. Violation of this provision may result in Termination for Cause.

RFP-18008 Wide Area Network and Dark Fiber Services 28 RFP Template Revised: 06/19/17 sex offender. If a registered sex offender is employed by the Consultant, the Consultant is prohibited from assigning that employee to perform management, delivery, installation, repair, construction or any other type of services on any City Schools property. Violation of this provision may result in Termination for Cause.

18.0 LIVING WAGE

During the term of the contract resulting from this solicitation the awarded vendor(s) shall pay its employees a Living Wage in accordance with Baltimore City Living Wage legislation and regulations. The City’s current Living Wage can be obtained by going to http://www.baltimorecity.gov/Government/BoardsandCommissions/OfficeofCivilRightsan dWageEnforcement/WageCommission/Programs.aspx or by contacting the Baltimore Wage Commission at 410-396-4835.

The award amount of the contract resulting from this solicitation cannot be increased for the vendor’s failure to factor into its proposal any future increases in the Living Wage rates in effect at the time of this solicitation during the initial contract term.

19.0 BONDING

All Proposals shall be accompanied by a proposal bond in the amount of $ 1,000.00 in the form of a certified or cashier’s check, treasurer’s check, U.S. Postal Money Order, or an original proposal bond made payable to Baltimore City Public Schools or the equivalent in cash, or otherwise supplied in a form satisfactory to the Chief Financial Officer (CFO). Proposal bonds shall be submitted in Volume I - Technical Proposal Submission. Failure to submit the proposal bond, as required, will deem the proposal non-responsive.

Proposal bonds will be returned to unsuccessful offerors upon the award of the solicitation and successful offerors upon complete execution of the contract(s) and the meeting of bond requirements as applicable.

Non-performance by a successful offeror, or its failure to execute the agreement or meet requirements within thirty (30) working days after award, shall result in the proposal bond being forfeited to the City Schools as liquidated damages, as required by the City Schools Administrative Regulations.

The awardee(s) of this contract shall post a performance and a payment bond for the dollar amount of the award for the first year of the contract. Annually, thereafter the contractor shall provide a new performance and payment bond or a properly executed rider to the last performance and payment guarantee provided under this contract, all as directed by the Director of Materials Management. Such performance and payment bond or rider shall cover the full amount of contract reflecting additions and deletions, per these specifications. The Performance and Payment Bond shall be received from the Awardee(s) by the City Schools within ten (10) business days from the issuance of the Notice of Intent to award.

Checks in the amounts stated above will be accepted in lieu of the performance bond and payment bond only upon prior approval of the Director of the City Schools Department of Materials Management. If checks are approved for acceptance in lieu of either bond, they should be in the same amount as these bonds, they should be separate checks, and they should clearly designate the purpose (i.e.; performance or payment). Checks, if submitted, will be deposited in the City Schools non-interest bearing bank account(s).

RFP-18008 Wide Area Network and Dark Fiber Services 29 RFP Template Revised: 06/19/17 Upon successful completion of the contract, check(s) will be drawn upon the Board's bank account(s) for the full amounts of both checks. This requirement may be modified in General Conditions attached to a bid. Bonds must be approved by surety companies that are in the most current Circular 570, Surety Companies Acceptable on Federal Bonds as issued by the U.S. Treasury, Bureau of Government Finance Operations, Division of Banking and Cash Management, Washington, D.C. 20011. If a bonding company is used that is not on the most current Circular 570, the vendor will be contacted to obtain a bond from an approved surety company, and resubmit it to the Director of Materials Management within ten (10) working days after the approval of the bid by the Board. Upon receipt and approval of the performance bond and/or payment bond or the checks, an official purchase order will be issued and a contract initiated where appropriate.

20.0 TERMS AND CONDITIONS

Any contract entered into in connection with this solicitation shall be subject to these General Terms and Conditions except as otherwise modified herein.

It shall be the Contractor’s sole responsibility to insure they are compliant with all applicable federal, state, and city laws, rules, ordinances, statutes, etc., that may impact this contract. City Schools shall bear no responsibility for monitoring the Contractor’s compliance with said legal requirements. If the Contractor fails to maintain legal compliance, City Schools may find said Contractor in default.

In the event of conflict between the General Terms and Conditions and any part or portion of the Special Conditions (Appendix A), these General Conditions shall take precedence.

In the event of conflict between this solicitation any of the General Terms and Conditions proposed by any offeror, or incorporated in any acknowledgement of contract awarded to the successful offeror, then, and in such event, the terms and conditions stated herein shall take precedence unless modified in writing by the Director of Materials Management, Baltimore City Public Schools.

21.0 BALTIMORE CITY’S YOUTHWORKS PROGRAM

The City of Baltimore has promulgated an Executive Order regarding the Baltimore City YouthWorks program which is designed to assist youth between the ages of 14 and 21. All contractors, consultants, vendors etc. are encouraged to employ skilled and qualified Baltimore City youth between the ages of 14-21 who meet the job-ready status, as defined by the Baltimore City’s Youth Works Program. There is no cost to the offerors but you are required to complete and submit the single page form located in Appendix G along with your bid submission. Failure to submit the information at the time requested may be cause to have your proposal rejected.

22.0 STATE OF MARYLAND CERTIFICATE OF GOOD STANDING

Offeror shall submit a State of Maryland Certificate of Good Standing or other State of Maryland issued documentation verifying the bidder is in Good Standing with the Department of Assessment and Taxation of Maryland and/or registered to do business in the State of Maryland.

The Maryland Certificate of Good Standing must be issued in the calendar year of the Proposal Release Date or sixty (60) days prior to the Proposal Due Date.

RFP-18008 Wide Area Network and Dark Fiber Services 30 RFP Template Revised: 06/19/17

Certificates of Status may be obtained on line at http://www.dat.state.md.us.

This requirement applies to both Domestic and Foreign (out of state) Bidders. Foreign entities should contact the State Department of Assessments and Taxation, 301 West Preston Street, Baltimore, Maryland 21201 at 888-246-5941, to determine and apply for the appropriate documentation.

23.0 E-RATE COMPLIANCE

City Schools expect respondents to make themselves thoroughly familiar with all applicable rules and regulations regarding the E-rate program. Respondents are required to be in full compliance with all current and future requirements issued by the Universal Service Administrative Company’s Schools and Library Division (SLD) throughout the contractual period of any contract entered into as a result of this RFP.

Any respondent responding to this proposal must be registered with USAC and have a USAC-issued Service Provider Identification Number (SPIN/498 ID) upon award of the contract and prior to submission of the Form 471. If respondent does not have a SPIN/498 ID as of the date RFP responses are due, the respondent MUST show evidence satisfactory to City Schools they are in the process of obtaining a SPIN/498 ID in their response to this proposal. More information about obtaining a SPIN/498 ID and participating in E-rate can be found at this website: http://www.usac.org/sp/about/getting- started/default.aspx

To comply with E-rate requirements, the selected respondent shall maintain all records, correspondence, receipts, vouchers, memoranda and other data relating to the services provided under the resulting contract. All records referenced above and any required under the document retention requirements of the FCC shall be retained for at least ten (10) years after the last day of the delivery of discounted services, such information shall be subject to inspection and audit by City Schools and/or SLD/USAC and/or their contractors. Pursuant to 47 CFR 54.516, the prime vendor as the service provider, shall be subject to audits and other investigations to evaluate their compliance with the statutory and regulatory requirements for the E-rate program, including those requirements pertaining to what services and products are purchased, what services and products are delivered, and how services and products are being used. The prime vendor/service provider shall assume responsibility for its subcontractors’ compliance with the FCC requirements on document retention and auditing. The prime vendor/service provider shall include, in all of its subcontractor agreements for services, provisions requiring subcontractors to maintain the above-described records and allowing the City Schools and/or SLD/USAC and/or their contractors the same right to inspect and audit said records as set forth herein.

Respondents shall also provide information in their proposal regarding any point at which they were placed on “red light” status by the FCC either currently or at any time during the prior ten E-rate funding years.

24.0 COOPERATION WITH CITY SCHOOLS PREPARATION OF E-RATE APPLICATIONS

Proposer agrees to provide on a timely basis information that City Schools requests in order for the City Schools to timely apply for E-rate Support.

RFP-18008 Wide Area Network and Dark Fiber Services 31 RFP Template Revised: 06/19/17 25.0 PROJECT MANAGEMENT

The respondent will serve as the prime vendor and will be responsible for all aspects of the project, both management and technical, and the work quality of any subcontractors. The respondent shall assign a single point of contact for the project.

The respondent shall be responsible for conducting a project kickoff meeting with City Schools or City School designees, scheduling and coordinating bi-weekly status meetings, conducting other meetings as necessary, and providing on-site support as needed. The respondent shall maintain an action item tracking list throughout the project that records the action, the responsible party, and target completion dates. This list will be reviewed during status meetings.

The respondent shall be responsible for developing and maintaining a Project Plan as described in Part I Section 5.1, revising as necessary as the project evolves through deliverables and phases.

If the project requires equipment delivery, the respondent shall notify City Schools with delivery information regarding the date, time, place, and items associated with equipment delivery within a reasonable time prior to the date and time thereof.

If the project requires equipment installation and/or construction, the respondent shall maintain a punch list of issues to be resolved that is regularly crosschecked with the City Schools Project Manager’s punch list. Final acceptance will not be considered unless all punch list items are resolved to the City Schools satisfaction.

26.0 PREVAILING WAGE PROVISION

A. The provisions of Subtitle 2 of Title 17 of the State Finance and Procurement Article of the Annotated Code of Maryland and COMAR 21.11.11 pertaining to Prevailing Wage for Public Works are incorporated in construction contracts of $500,000 or more by reference. B. The Prime Contractor and all subcontractors shall comply with the provisions of applicable State of Maryland Law relative to minimum wage rates, hour of labor, overtime wages, apprenticeship, and payroll reporting, in accordance with Appendix L.

RFP-18008 Wide Area Network and Dark Fiber Services 32 RFP Template Revised: 06/19/17 PART III: PROPOSAL FORMAT

1.0 GENERAL FORMAT – THREE - PART SUBMISSION

A. Offerors shall submit in separate sealed envelopes the following;  Volume I - Technical Proposal  Volume II - Financial proposal  Volume III - Minority Business Enterprise (MBE) Commitment Utilization

Each envelope shall comprise the following:

1. The Technical proposal shall include One (1) original (so labeled) and seven (7) copies in a sealed envelope clearly labeled “Technical Proposal”. An electronic version of the Technical Proposal shall also be submitted with the original. Electronic media must be a CD or USB and shall bear a label on the outside containing the RFP number and name as well as the name of the Offeror and the words Volume I: Technical Proposal.

2. The Financial proposal shall include One (1) original (so labeled) and seven (7) copies in a sealed envelope clearly labeled “Financial Proposal”. An electronic version of the Financial Proposal shall also be submitted with the original. Electronic media must be a CD or USB and shall bear a label on the outside containing the RFP number and name as well as the name of the Offeror and the words Volume II: Financial Proposal.

3. The MBE envelope shall include One (1) original (so labeled) and one (1) copy in a sealed envelope clearly labeled “MBE Commitment Utilization Forms” (See Appendix I). An electronic version of the MBE Commitment Utilization Forms shall also be submitted with the original. Electronic media must be a CD or USB and shall bear a label on the outside containing the RFP number and name as well as the name of the Offeror and the words Volume III: MBE Commitment Utilization Forms.

B. Each envelope and the outside of each package shall, in addition, be labeled with the following:

1. The Offeror’s name and business address. 2. The due date/time for receipt of proposals. 3. The Title of the RFP and RFP number

2.0 VOLUME I: TECHNICAL PROPOSAL FORMAT

Each proposal must include a table of contents and all pages in the technical proposal must be numbered, consecutively from beginning to end and separated by tabs as described below:

TAB A. TRANSMITTAL LETTER

Technical proposals are to be accompanied by a brief transmittal letter prepared on the Offeror’s letterhead, and signed by an individual who is authorized to commit the Offeror to the services and requirements in the RFP and proposal. This transmittal letter shall include:

RFP-18008 Wide Area Network and Dark Fiber Services 33 RFP Template Revised: 06/19/17 1. The name, title, address, telephone number, and electronic mail address of the person authorized to bind the Offeror to the contract, who will receive all official notices concerning this RFP.

2. The Offeror’s Federal Tax Identification Number or Social Security Number.

3. A brief statement of the Offeror’s understanding of the work to be done, the commitment to perform the work within the time period, and a statement of why the firm believes it is best qualified to perform the engagement.

4. A statement that the proposal is a firm and irrevocable offer for a period of one- hundred twenty (120) days.

5. Acknowledgement of all Addenda to this RFP

TAB B. TABLE OF CONTENTS

TAB C. EXPERIENCE AND CAPABILITIES

Offeror shall provide information on past and current experience with rendering services similar in size and scope to those in this RFP. This description shall include:

1. Summary of the services offered including the number of years the Offeror provided these services; the number of clients and geographic locations the Offeror currently serves, etc. and has served; and if a past customer, why the Offeror is no longer providing services;

2. Organizational chart of the Offeror showing the major components of the unit(s) that will be performing the requirements of this contract; where the management of this contract will fall within the organization; and what resources will be available to support this contract in primary, secondary and back-up roles.

3. Name all key personnel who will perform work under this contract and include each individual’s resume. Include work history, educational background and indicate the proposed role/function of each individual.

4. At least five (5) recent references from its customers who are capable of documenting the following: a) the Offeror’s ability to manage similar contracts, b) the quality and breadth of services provided by the Offeror under similar contracts (See Appendix C).

TAB D. FISCAL INTEGRITY/FINANCIAL STATEMENTS

1. The Offeror shall include in its proposal, completed audited financial statements including the auditor’s notes, for its last two fiscal years. If the Offeror has not had its financial statements audited by an independent accounting firm, the Offeror must submit such un-audited financial statements as it has. Some acceptable methods include but are not limited to one or more of the following:

a. Recently audited (or best available) financial statements b. Dunn and Bradstreet Report and Rating c. Standard and Poor’s Report and Rating

RFP-18008 Wide Area Network and Dark Fiber Services 34 RFP Template Revised: 06/19/17 d. Lines of credit e. Evidence of a successful financial track record f. Evidence of adequate working capital

2. Offeror shall identify any claims filed by or against the offeror during the past five (5) years. For each claim, please provide: case caption including case number, court in which the matter was filed, a summary of the allegations, and resolution, if applicable. The failure to provide accurate information may be determined to be a material breach of any future agreement or contract with City Schools.

3. Offeror shall submit a State of Maryland Certificate of Good Standing or other filing verifying the offeror is in Good Standing with the Department of Assessments and Taxation of Maryland. Certificates of Status may be obtained on line at http://www.dat.state.md.us. This requirement applies to both Domestic and Foreign Bidders (out of state). Foreign entities should contact the State Department of Assessments and Taxation, 301 West Preston Street, Baltimore, Maryland 21201 at 888-246-5941, to determine and apply for the appropriate documentation.

TAB E. TECHNICAL RESPONSE TO RFP SCOPE OF WORK

The Offeror shall address each major requirement of Part I (Scope of Work).

TAB F. FORMS

1. Certificate of Status (State of Maryland Certificate of Good Standing with the Department of Assessments and Taxation) 2. Completed Non-Collusion Certificate (Notarized) (Appendix D) 3. Completed Debarment Affidavit (Notarized) (Appendix E) 4. Completed Anti-Bribery Affidavit (Notarized) (Appendix F) 5. Certificate of Insurance 6. Completed W9 available at: www.irs.gov/pub/irs-pdf/fw9.pdf 7. Completed Baltimore City’s Youthworks (Appendix G) 8. Completed Financial Proposal Form (Appendix H) 9. Proposal Bond

TAB G. TECHNICAL ELECTRONIC MEDIA (technical only)

3.0 VOLUME II: FINANCIAL PROPOSAL

A. Offerors shall enter all price information on Appendix H, “Financial Proposal Form” and submit it under a separate sealed cover as described in Part III, Section 1.0. B. An electronic version of the Financial Proposal shall also be submitted with the original. Electronic media must be a CD or USB and shall bear a label on the outside containing the RFP number and name as well as the name of the Offeror and the words Volume II: Financial Proposal.

RFP-18008 Wide Area Network and Dark Fiber Services 35 RFP Template Revised: 06/19/17 4.0 VOLUME III: MINORITY BUSINESS ENTERPRISE (MBE)

A. The Minority Business Enterprise participation goal has not been determined for each option presented in Section 3 Scope of Services. (See Appendix I). The MBE goals for each option will be posted in an addendum via the eMarylandmarketplace website https://emaryland.buyspeed.com/bso/.

B. An electronic version of the MBE Commitment Utilization Forms shall also be submitted with the original. Electronic media must be a CD or USB and shall bear a label on the outside containing the RFP number and name as well as the name of the Offeror and the words Volume III: MBE Commitment Utilization Forms.

C. Each proposal submitted in response to this solicitation shall be accompanied by a Certified Minority Business Enterprise (MBE) Utilization and Fair Solicitation Affidavit (included in Attachment B, MBE Form A) whereby the Offeror acknowledges the MBE participation goal and commits to achieve that goal, and a MBE Participation Schedule (included in Attachment B, MBE Form B) whereby the Offeror identifies the specific commitment of Minority Business Enterprises at the time of submission.

D. An Offeror shall include with its offer:

(1) A properly completed Certified MBE Utilization and Fair Solicitation Affidavit, MBE Form A. (2) A properly completed MBE Participation Schedule (MBE Form B). (Each MBE subcontractor identified on the MBE Participation Schedule must be certified to perform the work for which it is listed.)

E. COMAR 21.11.03.09C(6): The failure of an Offeror to properly complete and submit the MBE Utilization Affidavit and the MBE Participation Schedule shall result in a determination that the bid is not susceptible of being selected for award.

F. Within 10 working days from notification that is the apparent awardee, the Bidder shall provide the following documentation to the Procurement Officer.

(1) Outreach Efforts Compliance Statement (MBE Form C). (2) Subcontractor Project Participation Affidavit (MBE Form D). (3) If the apparent awardee has requested a waiver (in whole or in part) of the overall MBE goal as part of the previously submitted MBE Form A, it shall submit documentation supporting the waiver request that complies with COMAR 21.11.03.11. (4) Any other documentation required by the Buyer to ascertain the Offeror’s responsibility in connection with the certified MBE participation goal.

NOTE: An apparent awardee, who fails to return each completed document within the required time, SHALL BE DEEMED NOT RESPONSIBLE AND THEREFORE NOT ELIGIBLE FOR CONTRACT AWARD.

Prospective proposers may call the MBE/WBE Liaison office for information and/or assistance at 443-642-4365.

RFP-18008 Wide Area Network and Dark Fiber Services 36 RFP Template Revised: 06/19/17 Failure to provide any of the requested information or documents in this solicitation may render the proposal non-responsive.

RFP-18008 Wide Area Network and Dark Fiber Services 37 RFP Template Revised: 06/19/17 PART IV: EVALUATION AND SELECTION PROCEDURE

1.0 EVALUATION COMMITTEE

A. Evaluation of the proposals will be performed by a committee established for that purpose and will be based on the criteria set forth below. The contract resulting from this RFP will be awarded to the Offeror whose proposal is the most advantageous to City Schools, considering price and technical factors set forth herein.

B. The Director of Materials Management will make the final determination about the Offeror’s meeting the minimum qualifications.

C. The Evaluation Committee will make the final determination about the acceptability of the Offeror’s Technical Proposals.

2.0 EVALUATION PROCESS

A. In Round 1, the committee will evaluate each technical proposal using the evaluation criteria set forth below. As part of this evaluation, the Committee may hold discussions with all qualified Offerors. Discussions may be conducted via teleconference or may take the form of questions to be answered by the Offerors and conducted by mail, E- mail, or facsimile transmission at the discretion of City Schools. During the evaluation process, the committee may request technical assistance from any source. The Evaluation Committee may reject in whole or in part any and all proposals, waive minor irregularities, in any manner deemed necessary to serve the best interests of the City Schools and the Board of School Commissioners.

B. Following the completion of the technical evaluation of all Offerors’ technical proposals, including any discussions, the committee will score each qualified Offeror's technical proposal.

C. The cost proposal of each qualified proposal will be distributed to the Evaluation Committee following the completion of the technical evaluation. The cost proposals will not be distributed to the committee until the technical evaluation is completed. The Committee will determine total costs of the proposals in order to establish a financial ranking of the proposals from lowest to highest. The committee will score the financial proposals.

D. The Evaluation Committee will then score the proposals. All proposals with a score of 70 or higher will be deemed susceptible for contract award and will proceed to round 2 of the Evaluation process.

E. In Round 2, Offerors may be asked to make an oral presentation to the Evaluation Committee. The purpose of the oral presentation is to provide an opportunity for the Offeror to clarify its proposal submission and substantiate proposal representation. The oral presentation is a part of the technical evaluation.

F. If it is determined to be in the best interest of City Schools, the City Schools may invite Offerors to make final revisions to their technical and/or financial proposals through submission of a Best and Final Offer.

RFP-18008 Wide Area Network and Dark Fiber Services 38 RFP Template Revised: 06/19/17 G. The Committee will then score the Best and Final Offers submitted. The Committee will then recommend to the Director of Materials Management Offeror whose overall proposal provides the most advantageous offer to City Schools considering both price and technical factors set forth in this RFP.

3.0 EVALUATION CRITERIA

The Evaluation committee will evaluate the proposals using a multi-round evaluation. During the Round 1, the committee shall determine which proposals have the basic requirements of the RFP and shall have the authority to determine whether any deviation from the requirements of the RFP is substantial in nature. The committee may reject in whole or in part any and all proposals and waive minor irregularities.

Round 1

EVALUATION CRITERIA POINTS Price of eligible products and services 50 points Reference Check of Offeror 25 points Prior Experience in providing Wide Area Network and Dark Fiber Services 25 points

Round 1-Evaluation Criteria

Price of eligible products and services. Proposals will be evaluated based on the total price of E-rate eligible products and services over the years designated, including, as applicable to the option, special construction and non- recurring costs (NRC), monthly recurring costs (MRC), equipment costs necessary to provide Layer 2 and Layer 3 services, and any and all services that will be provided on a monthly recurring basis (e.g., for self-provisioned fiber, recurring circuit costs will include the cost to operate and maintain the fiber and any other monthly service fees). E-rate special construction costs should be clearly indicated and separated from any other E-rate eligible NRC.

Reference check of the Offeror and their ability to fulfill the Scope of Services Proposals will be evaluated based on the Offeror’s prior work and their proposed technical solution to fulfill the Scope of Work. Offerors’ are expected to provide the highest level of compliance to all requirements laid out in their proposal and who propose proven technical solutions that have been successfully implemented in other locations. Offeror’s shall demonstrate a track record of successfully working with K-12 schools or similar government entities to provide high-quality, affordable solutions and exemplary ongoing service.

Prior Experience in providing Wide Area Network and Dark Fiber Services Factors impacting evaluation include, but are not limited to, past performance record, completion of similar projects in a timely fashion, financial sustainability of company, quality of equipment used, and the experience and reputation of the proposed project manager.

RFP-18008 Wide Area Network and Dark Fiber Services 39 RFP Template Revised: 06/19/17 Round 2

EVALUATION CRITERIA POINTS Price of eligible products and services 55 points Technical Solution 35 points Price of any ineligible products and services needed in order to make the 10 points solution work.

Round 2-Evaluation Criteria

Price of eligible products and services. Proposals will be evaluated based on the total price of service over the years designated, including, as applicable to the option, special construction and non-recurring costs (NRC), monthly recurring costs (MRC), equipment costs necessary to provide Layer 2 and Layer 3 services, and any and all services that will be provided on a monthly recurring basis (e.g., for self- provisioned fiber, recurring circuit costs will include the cost to operate and maintain the fiber and any other monthly service fees). E-rate special construction costs should be clearly indicated and separated from any other E-rate eligible NRC.

Technical Solution The Offeror’s plan will provide insight into the estimated overall implementation time. Offeror’s are expected to provide a quality, proven project management approach and a schedule that meets the requested timeline as well as the E-rate order requirements. Respondents are encouraged to provide transition plans or interim solutions if respondent’s proposed “go live” date is beyond July 1, 2018. Any schedule risk or contingencies should be clearly highlighted in the response, along with the respondent’s proposed resolution of that risk.

Total Price of ineligible products and services. Proposals will be evaluated based on the total price of E-rate ineligible products and services over the years designated,

RFP-18008 Wide Area Network and Dark Fiber Services 40 RFP Template Revised: 06/19/17 PART V: APPENDICES

RFP-18008 Wide Area Network and Dark Fiber Services 41 RFP Template Revised: 06/19/17

APPENDIX A - SPECIAL TERMS AND CONDITIONS FOR RFP’S

These Terms and Conditions shall apply unless otherwise noted in General Terms and Conditions attached to individual bid request. It shall be the Contractor’s sole responsibility to insure they are compliant with all applicable federal, state, and city laws, rules, ordinances, statutes, etc., that may impact this contract. City Schools shall bear no responsibility for monitoring the Contractor’s compliance with said legal requirements. If the Contractor fails to maintain legal compliance, City Schools may find said Contractor in default.

1. REQUEST FOR PROPOSALS (RFP)

a. DIRECTIONS: Baltimore City Public Schools (City Schools) invites all interested and qualified vendors to submit proposals to this RFP in accordance with directions specified in the attached General Terms and Conditions and these Special Terms and Conditions.

b. DEFINITIONS: For the purpose and clarity of this document only, "City Schools" will mean Baltimore City Public Schools and/or the Baltimore City Board of School Commissioners. "Board" shall mean the Baltimore City Board of School Commissioners. Also, for the purpose and clarity of this document, “Vendor" will mean any reliable and interested broker, vendor, contractor, and/or manufacturer that want to respond to this RFP.

2. GENERAL REQUIREMENTS

a. AUTHORIZED DEALERS: Only authorized dealers may submit a proposal on requested equipment. At the discretion of City Schools, a certificate, executed by the manufacturer, may be requested stating that the Vendor is an authorized agent of the manufacturer and is duly authorized to service and maintain the equipment.

b. INSPECTIONS: City Schools reserves the right to have inspectors on the premises of the manufacturer during the process of manufacture of any products being furnished under this RFP for as long as may be considered necessary by City Schools. All expenses of the inspectors shall be borne by City Schools. The presence of the inspectors at the site of manufacture of the products shall not relieve the Awarded Vendor of responsibility for faulty workmanship of materials that may be discovered at any time after delivery and prior to final acceptance in accordance with the specifications. In case of factory inspection of items being manufactured for City Schools, every facility shall be afforded inspectors by the manufacturers for the pursuance of their work.

c. TYPES OF PURCHASES: These specifications are intended to cover the various types of purchases of equipment, materials, supplies, or services as shown to any or to each of the various public schools, offices, or to any designated warehouse or warehouses in Baltimore City, Maryland, whichever is specified, in quantities to be determined subsequent to the award. There are approximately 200 schools and offices in City Schools.

d. SINGLE PRICE: Unless otherwise specified in the General Terms and Conditions attached to this RFP, the Vendor will not be allowed to offer more than one price on each item even though the vendor may feel that it has two or more types or styles that will meet specifications. Vendor must determine which to offer. If said Vendor should submit more

RFP-18008 Wide Area Network and Dark Fiber Services 42 RFP Template Revised: 06/19/17 than one price on any item, all prices for that item will be rejected.

e. AGGREGATE BIDS: Where provision is made on the proposal form for bidding items on an individual, group or aggregate basis, the award will be made on whichever basis is in the best interest of the City Schools. When an aggregate bid is requested, the unit prices for each item shall be identified in the response. The unit prices in an aggregate bid should be consistent with the total quoted price for an aggregate bid. No bid or a combination of items will be permitted except as noted in the General Terms and Conditions.

f. MINIMUM REQUIREMENTS: Whenever mention is made of any article, material, or workmanship to be in accordance with laws, ordinances, building codes, underwriter's code, A.S.M.E. regulations, or similar expressions, the requirements of these laws, ordinances, etc., shall be construed as to the minimum requirements of these specifications. In case of any apparent conflict between the specifications and such laws, ordinances, etc., the Awarded Vendor shall call said conflict to the attention of the City Schools Director of Materials Management for a decision before proceeding with any work.

g. USE OF BRAND NAMES: Brand names and model numbers are offered as a reference for Vendors as to the style, size, weight, and other characteristics of the item(s) in the specifications. The use of such brand names should not be interpreted to be the exclusive brand desired unless so stated. The determination of the acceptability and/or the criteria for acceptability of an alternate is solely the responsibility of the City Schools.

h. PRODUCT OFFERED BY THE VENDOR: The product offered by the Vendor shall be new, not used, and the latest version of the product. Should a product be discontinued and/or upgraded during the course of the contract, the Vendor shall offer to City Schools a new alternate product that meets and/or exceeds the established specifications, under the same terms, conditions, and prices as the originally offered item.

i. COMPLIANCE WITH SPECIFICATIONS: The Vendor shall abide by and comply with the true intent of the specifications and not take advantage of any unintentional error or omission, but shall fully complete every part as the true intent and meaning of the drawings and specifications, as decided by the Director of Materials Management. Where the requirements of the specifications call for higher grade and are not in conflict with the laws, ordinances, etc., the specifications shall govern. Where the requirements of the laws, ordinances, etc., are mandatory, they shall govern. The successful Vendor, after award and before manufacture and/or shipment, may be required to submit working drawings or detailed descriptive data identified as acceptable to City Schools, which would provide sufficient data to enable City Schools to judge the Vendor's compliance with the specifications.

j. DEVIATIONS TO SPECIFICATIONS: Any deviation from the specifications must be noted in detail by the Vendor, in writing, as an attachment to the response. The absence of a written list of specification deviations attached to the response will hold the Vendor strictly accountable to City Schools to the specification as written. Any deviation by the Awarded Vendor from the specifications, without prior documented approval, will be grounds for rejection of the goods and/or equipment when delivered.

k. SUB-CONTRACTORS: The Awarded Vendor shall give its constant personal attention to the faithful execution of this contract, shall keep the same under its own control, and shall not assign by power of attorney or otherwise, the work or any part thereof without the previous written consent of the City Schools. The Awarded Vendor shall provide the name

RFP-18008 Wide Area Network and Dark Fiber Services 43 RFP Template Revised: 06/19/17 of the sub-contractor(s) it intends employing, the portion of the materials/labor to be furnished, their place of business, and such other information as requested by the specifications and/or the Director of Materials Management Department or his or her designee. The information may be used in considering the potential performance capabilities of the sub-contractor(s). The Awarded Vendor shall not, without prior written consent of City Schools, assign any of the monies payable under the contract.

l. COOPERATIVE PURCHASING: The City Schools reserves the right to extend the terms and conditions of this solicitation to any and all other agencies within the state of Maryland as well as any other federal, state, municipal, county, or local governmental agency under the jurisdiction of the United States and its territories. This shall include but not limited to private schools, parochial schools, non-public schools such as charter schools, special districts, intermediate units, non-profit agencies providing services on behalf of government, and/or state, community and/or private colleges/universities that require these goods, commodities and/or services. This is conditioned upon mutual agreement of all parties pursuant to special requirements, which may be appended thereto. The supplier/contractor agrees to notify the issuing body of those entities that wish to use any contract resulting from this bid and will also provide usage information, which may be requested. A copy of the contract pricing and the bid requirements incorporated in this contract will be supplied to requesting agencies.

Each participating jurisdiction or agency shall enter into its own contract with the Awarded Bidder(s) and this contract shall be binding only upon the principals signing such an agreement. Invoices shall be submitted in duplicate "directly" to the ordering jurisdiction for each unit purchased. Disputes over the execution of any contract shall be the responsibility of the participating jurisdiction or agency that entered into that contract. Disputes must be resolved solely between the participating agency and the Awarded Bidder. City Schools does not assume any responsibility other than to obtain pricing for the specifications provided.

m. E-COMMERCE: City Schools has entered into an agreement with K12Buy.com, a third- party provider of an e-Commerce system to City Schools. The Awarded Vendor shall provide and maintain an electronic catalog of all applicable supplies and materials during the term of this contract. The Awarded Vendor shall complete an agreement with K12Buy.com and pay a fee of 1.5 percent of catalog-based sales made via the K12Buy.com system. (Not Applicable)

3. PRICES

a. UNIT PRICES: Unit Prices must be rounded off to no more than two (2) decimal places, unless so specified in the General Terms and Conditions included with the RFP. All unit prices on items shall be completed on the proposal sheet(s). A NO BID notation must be completed for each item not being bid. In case of error in extension of prices in the proposal response, the unit price shall govern.

b. UNITS OF MEASURE: Wherever City Schools indicates the unit of measure required and the Vendor's price is based on a different unit of measure, it shall be at the sole discretion of City Schools to determine whether the Vendor’s price will be recalculated. City Schools will not accept any proposals with Vendor escalator clauses, unbalanced figures, or irregular features.

c. DELIVERY CHARGES: All prices shall include all delivery charges.

RFP-18008 Wide Area Network and Dark Fiber Services 44 RFP Template Revised: 06/19/17

d. CASH DISCOUNTS: Cash discounts will not be taken into consideration in determining a contract award. All discounts, other than prompt payment, are to be included in the bid price.

e. PRICE REDUCTIONS: City Schools reserves the right to accept price reductions from the Awarded Vendor during the term of this contract to occur no less than thirty (30) days from the approval of the contract.

f. TAXES: City Schools is exempt from the payment of the Maryland Sales Tax (Tax Exempt Number 30002539) and Federal Excise Tax (Tax Identification Number 52-2064-235). Prices quoted shall not include State Sales and Use Tax or Federal Excise Tax. Exemption certificates will be furnished upon request.

4. ITEM DELIVERY

a. GENERAL DELIVERY REQUIREMENTS: All materials, supplies, and equipment for City Schools shall be delivered F.O.B. Destination. All deliveries must be inside the building. Delivery hours shall be Monday through Friday with the exception of holidays, to offices - between 8:30 a.m. and 3:30 p.m.; to schools – between 9:00 a.m. and 2:30 p.m. The Awarded Vendor(s) shall be held responsible for clean-up and removal of all packing cartons, boxes, crates, packing materials, etc., from the premises after delivery and set up of any furniture and equipment. Drivers must be bonded, have a clean driving record and have the appropriate training to handle hazardous items. Vendor will have the ability (including all applicable permits and licenses) to handle all types of shipments ranging from letters to multi-carton shipments, including bulky and fragile items. Delivery must include a current MSDS for each hazardous chemical or chemical compound delivered or used by the Vendor at a City Schools worksite. The Awarded Vendor shall be liable for the full replacement value of any delivery item lost or damaged.

b. SPECIAL DELIVERY INSTRUCTIONS: Special Instructions for delivery dates, delivery of heavy equipment, materials or machinery requiring special handling, to schools/sites under construction and/or renovation, or refrigerated goods will be defined in General Terms and Conditions.

c. PACKING: All materials must be securely packed in accordance with accepted trade practices. City Schools Purchase Order number must be plainly visible on the exterior of each container. A packing slip and/or delivery ticket shall be included in each shipment. This ticket shall contain the following information: Purchase Order Number, Vendor Name, Name of the Article, Item Number, Quantity, and Delivery Location (Example: ABC Elementary School Library). Failure to comply with this condition may be considered sufficient reason to refuse to accept the goods.

d. SAFETY REQUIREMENTS: The Awarded Vendor shall provide all equipment and machinery furnished and delivered to City Schools complying with the Safety regulations as required by OSHA and the Maryland State Safety Health Act known as MOSHA. The Vendor shall sign the safety section, if attached in the proposal response, certifying that the regulations for the type of equipment furnished shall meet all regulations applying to this type equipment meeting the CFR-1910 MOSHA Standard. The Vendor shall submit Material Safety Data Sheets (MSDS) for all items awarded to that vendor provided under the terms of this proposal in accordance with OSHA Communication Standard 29 CFR 1910.101, 29 CFR 1910.1200 and 29 CFR 1926.58 or any other applicable state, federal,

RFP-18008 Wide Area Network and Dark Fiber Services 45 RFP Template Revised: 06/19/17 or local regulation. Prior to delivery of the items awarded, the vendor must submit MSDS sheets to: Baltimore City Public Schools, Director of Facilities, 200 E. North Avenue, Room 407, Baltimore, Maryland 21202.

e. FAILURE TO DELIVER DAMAGES: In the event the Awarded Bidder fails to deliver the goods or services of the contract in accordance with the specifications, City Schools reserves the right to purchase the goods/services on the open market in sufficient quantities to assure the continued operation of City Schools. All additional expenses incurred by City Schools as a result of such purchases will be deducted from the monies owed or monies that may become due the Vendor.

5. GUARANTEE AND WARRANTEES

a. GENERAL REQUIREMENTS: Payment shall be based upon acceptance of goods or services by City Schools. Vendor expressly warrants that: (a). The merchandise to be furnished and services performed will be free from defects in material and workmanship and will be in full conformity with the specifications, drawings, representation, or sample; that this warranty shall survive acceptance and payment of the merchandise; and that the Vendor will bear the cost of inspection of all goods and services rejected. (b). The Vendor hereby provides a warranty of authorization as to all goods and services. (c). The goods or services furnished must be or have been mined, manufactured, or produced in full compliance with at least the minimum conditions required under the Fair Labor Standards Act of 1938, as amended, and all other applicable local state and federal laws, rules, and regulations to include Department of Transportation (DOT), Food and Drug Administration (FDA) regulations, and the Equal Opportunity Clause contained in Executive Order 11246, as amended. If applicable to the goods or services purchased herein, vendor must also be in full compliance with the Workplace Hazardous Materials Information System (WHMIS) legislation and maintain a written Hazard Communication Plan.

b. Awarded Vendor, its employees, agents, volunteers, and contractors who may have contact with students must be in compliance with Title 5, Subtitle 5, Part VI, of the Family Law Article of the Maryland Code. All costs thereof shall be borne by the Vendor.

c. GUARANTEE PERIOD: The Vendor shall unconditionally guarantee all services, materials, and workmanship of all furniture, goods, and equipment furnished by it for a period of one year from the date of acceptance, i.e., delivery and installation, unless a longer period of warranty is specified in the General Terms and Conditions attached to the RFP.

d. FURNITURE AND EQUIPMENT: If, within the guaranteed period, any defects or signs of deterioration are noted, which in the opinion of City Schools are due to faulty design and installation, workmanship or materials, upon notification, the Vendor, at its expense, shall repair or adjust the equipment or parts to correct the condition, or it shall replace the part or entire unit to the complete satisfaction of City Schools. These repairs and/or replacements shall be made at such times as will be designated by City Schools to avoid any interruption to the instructional programs.

e. OFFICE EQUIPMENT: Vendor agrees to provide on-site service of equipment within eight (8) hours of notification by school system personnel. Loaner equipment shall be supplied; free of charge, during the warranty period if the office equipment cannot be repaired within three (3) working days.

RFP-18008 Wide Area Network and Dark Fiber Services 46 RFP Template Revised: 06/19/17 f. OTHER EQUIPMENT: Certain pieces of equipment, machinery, and refrigeration will require guarantees other than detailed above. Refer to General Terms and Conditions for requirements on specific equipment.

g. MANUFACTURER'S AGENT: The Vendor shall act as the manufacturer's agent for all warranty claims.

6. MINORITY OWNED BUSINESS ENTERPRISES PARTICIPATION

a. PARTICIPATION REQUIREMENT: All suppliers shall comply with the requirements of Code of Maryland Regulations COMAR 21.11.03.13. The enforcement and interpretation of the MBE Requirements is vested in the Board.

b. BOARD POLICY: It is the policy of the Board that maximum feasible opportunity will be provided to certify Minority Business Enterprises to participate in the performance of Board contracts for goods and services needed by the Board. The general goal of the Board is that in contracts valued at $25,000 or more, the Vendor subcontract a given percentage to certified Minority Business Enterprises ("MBE").

c. REQUIRED FORMS: Interested Vendors must complete the MBE Vendor Information and Utilization Forms attached to the bid request and submit it as directed.

d. MBE PARTICIPATION REVIEW: The Director of Materials Management will deliver the bidder’s completed MBE Bidder Information and Utilization Forms to the MBE/WBE Liaison to review on behalf of the Board to determine whether the firms listed by the interested Bidder are certified MBE firms, whether the percentage of MBE participation is in compliance, and whether the interested Bidder has attained the Board's MBE goals. The MBE/WBE Liaison will submit their findings and any recommendations to the Board for their review and approval. The Board may accept, reject, or modify any findings or recommendations of the M/WBE Liaison.

e. BOARD EXCEPTIONS, WAIVERS AND REDUCTIONS: The Board may grant such exceptions, waivers, and reduction in the MBE goals as it deems to be in the best interest of the City Schools. The Board, in its capacity as the contracting authority, may also grant exceptions and waivers with respect to the MBE requirements as it deems appropriate. f. FAILURE TO COMPLY: A Vendor’s failure to comply fully with these requirements constitutes a breach of any Agreement and entitles the Board, at its option, to terminate the Agreement immediately upon delivery of written notice of termination to the Company. A Vendor that fails to comply with any provision pertaining to MBE requirements, including, but not limited to, the failure to provide required information to demonstrate compliance with MBE requirements, is subject to any and all of the following penalties: suspension of contract; withholding of funds; rescission of contract based on material breach; refusal to accept a bid; disqualification (debarment) of a Vendor, contractor or other business from eligibility for providing goods or services to the Board for a period not to exceed two years; or payment of liquidated damages.

g. MBE LIQUIDATED DAMAGES: City Schools and Consultant acknowledge and agree that the Program will be damaged (including, but not limited to, loss of goodwill, detrimental impact on economic development, and diversion of internal staff resources) if Consultant does not comply with the requirements of the MBE Program and related contract provisions. Because such damages would be difficult, if not impossible, to ascertain with precision, Consultant agrees that upon a determination by City Schools that Consultant

RFP-18008 Wide Area Network and Dark Fiber Services 47 RFP Template Revised: 06/19/17 failed to comply with one or more of the specified requirements of the MBE Program or related contract provisions, Consultant shall pay liquidated damages to City Schools calculated in accordance with the rates set forth below. Consultant expressly agrees that City Schools may withhold payment on any invoices as a set-off against liquidated damages owed. Consultant further agrees that for each specified violation, the agreed upon liquidated damages are reasonably proximate to the loss City Schools is anticipated to incur as a result of such violation. City Schools may waive the liquidated damages payable under this section if City Schools determines, in City Schools’ sole discretion, that Consultant has made good faith efforts to comply with the specified requirement of the MBE Program or related contract provisions or that other good cause exists for waiving the liquidated damages payable hereunder. Nothing in the foregoing sentence shall be construed as granting City Schools the option to waive liquidated damages in order to seek actual damages instead. City Schools reserves the right to terminate this Agreement and, except as expressly set forth above, exercise all other rights and remedies provided in this Agreement or by law. The rates for calculating liquidated damages shall be: i. Failure to submit each monthly payment report in full compliance with this paragraph of this Agreement: $120 per day until the monthly report is submitted as required. ii. Failure to include in its agreements with MBE subcontractors a provision requiring submission of payment reports in full compliance with the terms of this Agreement: $1,000 per MBE subcontractor. iii. Failure to comply with terms of this Agreement in terminating, canceling, or changing the scope of work/value of a contract with an MBE subcontractor and/or amendment of the MBE participation schedule set forth in Consultant's MBE Affidavit: the difference between the dollar value of the MBE participation commitment on the MBE participation schedule for that specific MBE firm and the dollar value of the work actually performed by that MBE firm under this Agreement. iv. Failure to meet Architect/Engineer/Contractor's total MBE participation goal and sub goal commitments: the difference between the dollar value of the total MBE participation commitment on the MBE participation schedule and the MBE participation actually achieved. v. Failure to promptly pay all undisputed amounts to a subcontractor in full compliance with the prompt payment provisions of this Agreement: $100 per day until the undisputed amount due to the subcontractor is paid. 7. BONDING

a BID BONDS: Bid Bonds may be required. Refer to General Terms and Conditions.

8. PROPOSAL SUBMISSION

a KNOWLEDGE OF TERMS AND CONDITIONS: Vendors or their authorized representatives are expected to fully inform themselves as to the conditions, requirements, and specifications before submitting a proposal response. Failure to do so will be at the Vendor's own risk and Vendor cannot secure relief on the plea of error. Neither law nor regulations make allowance for errors of omission or commission on the part of Vendors.

b SUBMISSION: Proposals must be delivered to the Materials Management Office, 200 E. North Avenue, Room 401, Baltimore, Maryland 21202. Vendors must submit technical and cost proposals as specified in the General Terms and Conditions. Vendors shall retain one (1) copy of the proposal for their files. Proposals must be signed and submitted by an authorized representative of the company. Each Vendor may attach a letter of

RFP-18008 Wide Area Network and Dark Fiber Services 48 RFP Template Revised: 06/19/17 explanation to the proposal, if so desired (or required), to provide an explanation of any detail(s) in the proposal. This letter may not be used to offer optional or alternative proposals or pricing.

c FORMAT: Signed proposals must be delivered in sealed, opaque envelopes and clearly marked on the outside with: Name of Vendor, Due Date, RFP Number and Title. City Schools shall not accept any facsimile transmission to agents, representatives or employees as meeting the requirement of the Proposal. A facsimile document shall not be considered a valid response to the RFP.

d VENDOR ADDRESS: Each proposal must show the full business address, telephone number, and fax number of the Vendor and be signed by the person or persons legally authorized to sign contracts. All correspondence concerning the proposal and contract, including Notice of Award, copy of Contract, and Purchase Order, will be mailed or delivered to the address shown on the proposal in the absence of written instructions from the Vendor to the contrary.

e PARTNERSHIPS: Proposals by partnerships must be signed with the partnership name by one of the members of the partnership or by an authorized representative, followed by the signature and designation of the person signing, who shall also state the names of the individuals composing the partnership.

f CORPORATIONS: Proposals by corporations must be signed with the name of the corporation, followed by the signature and designation of the officer having authority to sign. When requested, satisfactory evidence of authority of the officer signing in behalf of the corporation shall be furnished. Anyone signing the proposal as agent shall file satisfactory evidence of authorization to do so.

g CERTIFICATES AND AFFIDAVITS: All Vendors shall be required to complete the certificates and/or affidavits that are incorporated into the General Terms and conditions of this RFP. Such documents are required by local, state, or federal funding agencies of City Schools as part of the bidding process. The documents may include: Anti-Bribery Affidavit, Debarment Certificate, Sales Tax Certification, Minority Business Enterprise affidavit, Small Business Enterprise affidavit, and when applicable, Asbestos Free Certification.

h SAMPLES: When indicated in the General Terms and Conditions, a properly tagged sample and descriptive data shall be submitted to the address specified no later than the date specified in the Schedule of Events included in the General Terms and Conditions. The tag on the sample shall indicate the item number, the name of the company submitting the sample, and the RFP number. City Schools will not be responsible for any samples not picked up within 30 days of the notification of Vendors to do so. Samples may be retained by City Schools until Vendors are notified to remove them. Vendors agree that City Schools will incur no liability for samples that are damaged, destroyed, lost, or consumed in testing processes. Failure to submit the above information when requested is sufficient grounds for rejection of the proposal.

i SPECIAL SAMPLES WITH CERTIFIED APPROVAL: Some successful Vendors shall be required to submit two (2) samples of each product awarded with an affidavit stating that the chemical composition of the sample submitted is identical with the composition tested prior to the proposal and all remain unchanged during the period of the contract. This requirement shall be part of the specifications of the product or products requested. Failure

RFP-18008 Wide Area Network and Dark Fiber Services 49 RFP Template Revised: 06/19/17 to submit the above information when requested is sufficient grounds for rejection of the proposal.

j PROPOSAL PREPARATION FEES: City Schools will not be responsible for any costs incurred by a Vendor in preparing and submitting a proposal response.

k PROPOSAL EVALUATION Proposal responses will be evaluated for compliance with detailed specifications. The specifications shall vary with each individual RFP issued, and the award shall be made in accordance with the General Terms and Conditions. Consideration will be given to the quantities, time required for delivery, purpose of the goods/services, competency and responsibility of the Vendor, and the ability of the Vendor to perform satisfactorily. Evaluation may also be made for other factors, such as serviceability, functional suitability, workmanship, safety in use, and overall product quality, where acceptability may be determined on the basis of professional judgment and educational application. City Schools will consider the Vendor's record and performance of any prior contracts with City Schools, federal departments or agencies, or with other public bodies.

l RECOMMENDATION OF AWARD: Recommendation of an award of a contract will be made to the Board in accordance with the General Terms and Conditions.

m RIGHT TO PROTEST: Any bidder or offeror who responds to a solicitation and is aggrieved in connection with the solicitation or notice of intent to award a contract may protest to the Director. The protest shall be submitted, in writing, to the Director within five (5) business days after the basis for protest is known or should have been known, whichever is earlier in accordance with the provisions of the City Schools Administrative Regulations visible on the City Schools web site www.baltimorecityschools.org. n CONTRACT TERM: The Vendor shall refer to the General Terms and Conditions attached to the RFP for details regarding the Term of Contract for this solicitation.

o COMMENCEMENT OF SERVICES: City Schools shall have no obligation to pay for services performed before the Board approves the contract or after it ends. City Schools shall have no obligation to pay for services in excess of the monetary amount of the award. City Schools shall have no obligation to pay for services before a purchase order is issued.

9. ADDENDA

a. INQUIRIES: No interpretation of the meaning of the specification or other documents will be made to any Supplier orally. To be given consideration, inquiries must be received as outlined in Part II Item 4.0. Unless otherwise specified in the General Terms and conditions, inquiries are to be sent in writing to City Schools, 200 East North Avenue, Materials Management Office, Room 401, Baltimore, MD 21202. "INQUIRY” and the RFP name and number must be noted on the envelope. Alternatively, inquiries may be e-mailed to the Buyer. The subject field of the e-mail must include "INQUIRY” and the Bid name and number.

b. ISSUANCE: Any changes to the RFP specifications will be made through the appropriate addenda. Failure of any Supplier to receive such addenda or interpretation shall not relieve any Supplier from any obligations under this RFP as amended by all addenda. All addenda so issued shall become part of the award.

RFP-18008 Wide Area Network and Dark Fiber Services 50 RFP Template Revised: 06/19/17 10. ANNULMENTS AND RESERVATIONS

a RIGHT TO REJECT: The Board reserves the right to exercise its statutory option to reject any or all proposals and re-advertise for other proposals. The Board reserves the right to order the said equipment, materials, supplies or services as described within the specifications, and the Board also reserves the right not to order any items(s) within the specification.

b WAIVER OF TECHNICAL DEFECTS: The Board reserves the right to waive technical defects, if in its judgment the interest of City Schools shall so require.

c CONTRACT RESERVATIONS: The Board reserves the right to annul any contract if, in its opinion, there shall be a failure, at any time, to perform faithfully any of its stipulations, or in case of any willful attempt to impose upon City Schools materials, products and/or workmanship inferior to that required by the Vendor, and any action taken in pursuance of this latter stipulation shall not affect or impair any rights or claims of City Schools to damages for the breach of any covenant of the contract by the Vendor(s). Should the Vendor(s) fail to comply with the conditions of this contract or fail to complete the required work within the time stipulated in the contract, except for circumstances beyond its control, including, but not limited to, Acts of God, war, flood, governmental restrictions, or the inability to obtain transportation, City Schools reserves the right to purchase the required articles in the open market or to complete the required work at the expense of the Vendor(s). Should the Vendor be prevented from furnishing any item or items, or from completing the required work included in the contract, by reason of such failures caused by circumstances beyond its control, including but not limited to Acts of God, war, flood, governmental action, or the inability to obtain transportation, City Schools reserves the right to withdraw such items or required work from the operation of this contract without incurring further liabilities.

d AUTHORITY TO DEBAR OR SUSPEND The Director of City Schools Materials Management Department shall have the authority to debar a person or company for cause from consideration for award of contracts in accordance with the provisions of the City Schools Procurement Policies and Procedures visible on the City Schools web site: www.bcps.k12.md.us.

11. TERMINATION OF CONTRACT

a TERMINATION FOR NON-APPROPRIATION OF FUNDS: City Schools may terminate this contact, in whole or in part, due to insufficient funding or non-appropriation of funds with written notice to the Vendor. City Schools shall pay for all of the purchases, if any, incurred up to the date of the termination notice.

b TERMINATION FOR DEFAULT: When the Vendor has not performed or has unsatisfactorily performed the contract, payment shall be withheld at the discretion of City Schools. Failure on the part of a Vendor to fulfill contractual obligations shall be considered just cause for termination of the contract, and the Vendor is not entitled to any costs incurred up to the date of termination. In the event of a default by the vendor, this Contract may be terminated.

c TERMINATION FOR CONVENIENCE: City Schools has the right to terminate this Agreement at any time, without any liability, upon five (5) days prior written notice to Vendor, provided that Vendor shall be compensated for services rendered prior to the date

RFP-18008 Wide Area Network and Dark Fiber Services 51 RFP Template Revised: 06/19/17 of termination.

12. GOVERNING LAW

a. The RFP shall be construed in accordance with, and interpreted under, the laws of the State of Maryland. Any lawsuits arising out of such RFP shall be filed in the Circuit Court of Baltimore City, Maryland. During the term of the contract resulting from this solicitation the awarded vendor(s) shall pay its employees a Living Wage in accordance with all applicable City, State or Federal Living Wage legislation and regulations. The awarded amount of the contract resulting from this solicitation cannot be increased for the vendor’s failure to factor into its proposal any future increases in the Living Wage rates in effect at the time of this solicitation.

13. CONTRACT TERMS AND CONDITIONS

a. SUBMISSION OF INVOICES: Supplier agrees to accept the line item price on the purchase order as final payment. All invoices are to be submitted promptly showing Purchase Order number, and name and address of recipient and mailed to Baltimore City Public School System, Accounts Payable Office, Room 403, 200 E. North Avenue, Baltimore, Maryland 21202 (unless otherwise noted). A second copy (Delivery Ticket) shall be sent with the material to the appropriate location at the time of delivery.

b. INCORRECT INVOICES: Incorrect invoices will be returned for correction or paid in accordance with the purchase order. Each invoice shall identify the City Schools Purchase Order Number, line item number and item descriptions or services shall be listed in the same order as on the Proposal and/or Purchase Order.

c. PARTIAL PAYMENTS: Payment in full will only be made upon final acceptance of items as shown on Purchase Order. Partial payments are permissible.

d. FREIGHT: When transportation charges are billed to City Schools, a paid freight bill must accompany the invoice. Invoices received unaccompanied by such evidence will be paid only upon acceptance by City Schools. Cartage, package or boxing charges will not be allowed unless specifically so stated in this Purchase Order.

e. LATE SUBMISSION OF INVOICES: The parties acknowledge and agree that the Vendor’s invoices are to be submitted in a timely manner, per the terms of the purchase order, after the services have been provided or the goods and materials have been provided. If invoices are submitted after one calendar year after the Vendor’s services have been rendered or the last date when goods and materials were accepted by the Board, then the Board shall have no obligation to pay for the stale invoices.

f. CONFIDENTIALITY: Vendor acknowledges and agrees to hold all Confidential Information in the strictest confidence as a fiduciary and will not make any press release or public announcement, or voluntarily sell, transfer, publish, disclose, display or otherwise make available to any third persons such Confidential Information or any portion thereof without the express written consent of the City Schools. Vendor and its employees, agents, volunteers and contractors shall maintain the confidentiality of all medical, psychological, and student records in compliance with federal and state laws. Additionally, Vendor shall procure from the parent or guardian of each student receiving services hereunder a written consent in favor of Vendor and City Schools for the mutual disclosure of such records by and among the Vendor, City Schools and City Schools’ employees,

RFP-18008 Wide Area Network and Dark Fiber Services 52 RFP Template Revised: 06/19/17 agents, volunteers and contractors.

g. INDEMNIFICATION: Vendor shall indemnify, defend, and hold harmless the Mayor and City Council of Baltimore (City), the Board and their respective elected/appointed officials, employees, departments, agencies, agents and volunteers from any and all claims, demands, suits, and actions, including attorney's fees, litigation expenses and court costs, connected therewith, brought against the City, the Board and their respective elected/appointed officials, employees, departments, agencies, agents, and volunteers, arising as a result of any direct or indirect, willful, or negligent act or omission of the Consultant or its employees, agents, or volunteers.

h. INSURANCE: Unless otherwise specified in the General Terms and Conditions, Vendor shall procure and keep in force the following required insurance coverage: Commercial General Liability Insurance at limits of not less than One Million Dollars ($1,000,000) per occurrence for claims arising out of bodily injuries or death, and property damages, subject to a minimum limit of Three Million Dollars ($3,000,000) aggregate. Such insurance shall include contractual liability insurance. Business Automobile Liability at limits of not less than One Million Dollars ($1,000,000) per occurrence for all claims arising out of bodily injuries or death and property damages. The insurance shall apply to any owned, non- owned, leased, or hired automobiles used in the performance of this Agreement. Workers' Compensation coverage as required by the State of Maryland, as well as any similar coverage required for this work by applicable Federal or "Other States" State Law. Consultant shall, at all times, maintain and keep in force Professional Liability, Errors and Omissions Insurance at a limit of not less than One Million Dollars ($1,000,000.00) in the event the service delivered pursuant to this Agreement, either directly or indirectly, involves or requires professional services. "Professional Services" for the purpose of this Agreement shall mean any services provided by a licensed professional such as those provided by the Consultant. The City, the Board, and their respective elected/appointed officials, employees, departments, agencies, agents and volunteers shall be covered, by endorsement, as additional insured as respect to liability arising out of activities performed or to be performed by or on behalf of the Consultant in connection with this Agreement. The Consultant's insurance shall apply separately to each insured against whom a claim is made and/or lawsuit brought. The Consultant's insurance coverage shall be primary. Any insurance and/or self-insured program maintained by the City or the Board and their respective elected/appointed, officials, employees, departments, agencies, agents and volunteers, shall not contribute with the Consultant's insurance or benefit the Consultant in any way. The Consultant acknowledges that it is not entitled to any sovereign immunity rights and protections that may be available to the City or the Board pursuant to § 5-518, Cts. & Jud. Proc., Md. Code. Coverage shall not be suspended, voided, canceled, reduced in coverage or in limits, except by the reduction of the applicable aggregate limit by claims paid, until after forty-five (45) days prior written notice has been given to the City and the Board. There will be an exception for nonpayment of premium, which is ten (10) days’ notice of cancellation. Insurance is to be placed with insurers with a Best's rating of no less than A: VII, or, if not rated with Best's with minimum surpluses the equivalent of Bests' surplus size VII and must be licensed/approved to do business in the State of Maryland. The Consultant shall furnish the City and the Board's Director of Materials, a "Certificate of Insurance" with a copy of the additional insured endorsement as verification that coverage is in force. The City and the Board reserve the right to require complete copies of Insurance policies at any time. Failure to obtain insurance coverage as required or failure to furnish Certificate(s) of Insurance as required may render this Agreement null and void; provided, however, that no act or omission of the City or the Board shall in any

RFP-18008 Wide Area Network and Dark Fiber Services 53 RFP Template Revised: 06/19/17 way limit modify or affect the obligations of Consultant under any provision of this Agreement.

i. NON-ASSIGNABILITY: This contract shall not be assigned or services subcontracted in whole or in part without the written consent of the City Schools. Any attempt to do so without such written consent shall be null and void of no effect.

j. INDEPENDENT VENDOR: Vendor is furnishing its goods and/or services hereunder as an independent Vendor, and nothing herein shall create any association, partnership or joint venture between the parties hereto or any employer-employee relationship.

k. GENERAL RECORDS CLAUSE: Vendor’s contracts, files, accounts, records, and other documents related to this Contract shall be open to examination and/or audit by the City Schools and made available by the Vendor to the City Schools and/or its designated agents at any time upon reasonable prior notice, during performance under this Contract and for a period of four (4) years after final payment or such longer period of time as required by law or rule or regulations.

l. SOLE AGREEMENT: This Contract constitutes the sole agreement between the parties hereto and no amendment, modification or waiver of any of the terms and conditions hereof shall be valid unless in writing and executed by both parties. Any prior verbal agreements or proposals shall not be considered a part of this Contract.

m. PROTECTION OF PROPERTY: Vendor will use reasonable care to avoid damaging existing buildings, equipment, and property at City Schools sites and all material furnished by City Schools (“Property”). If the Vendor’s failure to use reasonable care causes damage to any property, Vendor must replace or repair the damage at no expense to the City Schools as directed by the Contracting Officer. If the Vendor fails or refuses to make such repair or replacement, the Vendor will be liable for the cost, which may be deducted from payments due Vendor.

n. PUBLIC STATEMENTS: Vendor shall not use or reference the Name or Emblem of the Baltimore City Public Schools in issuing any press releases or otherwise making any public statement with respect to this Contract (unless such press release or statement is required by applicable law regulation or the requirements of any listing agreement with any applicable stock exchange) without the prior written consent of City Schools, which consent will not be unreasonably withheld. Purchase by the City Schools of any articles, material, merchandise, or service does not imply that the City Schools has either adopted or endorsed the product of service, and the use by any manufacturer, Vendor, merchant or other person of the name or emblem of the City Schools in any advertisement that they are furnishing products or services is not authorized. The unauthorized use of the name or emblem of the City Schools is prohibited by the United States Criminal Code - Section 706.

RFP-18008 Wide Area Network and Dark Fiber Services 54 RFP Template Revised: 06/19/17

APPENDIX B – SAMPLE PROFESSIONAL SERVICE AGREEMENT

PROFESSIONAL SERVICE AGREEMENT BETWEEN THE BALTIMORE CITY BOARD OF SCHOOL COMMISSIONERS AND ______

THIS PROFESSIONAL SERVICE AGREEMENT (“Agreement”) is made as of this ____ day of ______, 20__, by and between the Baltimore City Board of School Commissioners

("the Board"), and ______(the "Consultant").

WHEREAS, the Baltimore City Public School System (“City Schools”) needs the technical assistance of Consultant with regard to providing ______and;

WHEREAS, Consultant employs individuals who possess the necessary experience, skills, and talent to assist the Board in providing such services.

NOW, THEREFORE, the parties agree as follows:

1. Term. This Agreement shall be for a period of performance beginning ______, 20__ and, unless sooner terminated as provided in this Agreement or extended with the approval of the Board, will end on the earlier of ______, 20__ or when the monetary amount of the Agreement is fully expended, or when the services are no longer needed. No services shall be performed before the Board approves the contract or after it ends.

2. Services. During the term of this Agreement Consultant shall provide the services which are set forth in the attached document which is entitled Scope of Services, which is a part of this Agreement (Attachment I to this Agreement). Such services are to be provided in coordination with the Information Technology Department.

3. Contract Documents. This Agreement, together with the Request for Proposal RFP-______or Request for Proposal RFP-______and the Response to ______constitute the Contract Documents. In the event of a conflict between the terms and conditions of any of the Contract Documents, the controlling terms and conditions shall be, in this order, those of:

RFP-18008 Wide Area Network and Dark Fiber Services 55 RFP Template Revised: 06/19/17

A. This Agreement; then B. RFP-______, including any attachments, exhibits, and addenda; then C. The Response.

4. Payment. Consultant recognizes that this is a requirements contract and the Board shall have no obligation to purchase any goods or services under this Agreement. Should the Board purchase any goods or services under this Agreement, it agrees to pay the Consultant, and Consultant agrees to accept, as full compensation for Consultant's services under this Agreement, an aggregate amount up to but not to exceed $______during the ______(__) year contract term. The Board may order from the consultant all supplies or services specified in the schedule that are required to be purchased by the Board at the Consultant’s bid rates for ______services in accordance with RFP-______, and attached Budget (Attachment II) which is a part of this Agreement. The Consultant shall submit an invoice on a monthly basis detailing the services provided and the actual costs incurred. Payment shall be made within 30 days after the date of submission of an invoice to the Board's Accounts Payable Office. The Board shall have no obligation to pay for services performed before the Board approves the Agreement or after it ends. The Board shall have no obligation to pay for services in excess of the monetary amount of the Agreement. The Board shall have no obligation to pay for services before a purchase order is obtained from the Office of Materials Management formerly the Procurement Office.

5. Accounts and Records. A. Consultant shall retain, and upon request, make available to the Board, all accounts and records relating to this Agreement for at least three years after final payment is made and all other pending matters are concluded. The Board reserves the right to audit and inspect all accounts and records maintained by Consultant in connection with this Agreement. B. Public and private nonprofit contractors are required to comply with the requirements of 2 CFR Part 200. The nonprofit contractor is responsible for having an audit performed in accordance with and when required by 2 CFR Part 200 and for sending a copy of the report issued as a result of the audit to the Board within 30 days of the audit report's issuance. Furthermore, the Board must approve any

RFP-18008 Wide Area Network and Dark Fiber Services 56 RFP Template Revised: 06/19/17

independent auditor engaged to assure that the auditor is qualified and meets Government Accounting Office standards as well as to evaluate the scope of the audit engagement to assure it complies with Office of Management and Budget (OMB) requirements. (Applicable/Not Applicable).

6. Independent Contractor. The Board and Consultant recognize and agree that Consultant is an independent contractor, and that neither Consultant nor any of Consultant's employees or agents is an employee of the Board or of the Mayor and City Council of Baltimore (the "City").

7. Subcontract or Assignment. Consultant shall give full personal attention to the faithful execution of this Agreement. Consultant shall not subcontract or assign any part of this Agreement without the prior written consent of the Board.

8. Employment. Within one (1) year following separation from the Board or City Schools, a former employee, official or Board member may not assist or represent Consultant other than the Board or City Schools for compensation in any case, controversy, dispute, contract or other specific matter involving the Board or City Schools if that case, controversy, dispute, contract or other specific matter is one in which the former employee, official or Board member significantly participated as an employee, official or Board member of the Board or City Schools. Failure to adhere to or comply with this requirement constitutes a material breach in which the Board reserves the right to impose sanctions, up to and including suspension of this Agreement, withholding of payment, rescission or termination of this Agreement.

9. Indemnification. The Consultant shall defend, indemnify, and hold harmless the City, the Board and their respective elected/appointed officials, employees, departments, agencies, agents and volunteers from any and all claims, demands, suits, and actions, including attorney's fees, litigation expenses and court costs, connected therewith, brought against the City, the Board and their respective elected/appointed officials, employees, departments, agencies, agents, and volunteers, arising as a result of any direct or indirect, willful, or negligent act or omission of the Consultant or its employees, agents, or volunteers.

RFP-18008 Wide Area Network and Dark Fiber Services 57 RFP Template Revised: 06/19/17

10. Insurance.

A. The Consultant shall procure and keep in force the following required insurance coverage:

1. Commercial General Liability Insurance at limits of not less than One Million Dollars ($1,000,000) per occurrence for claims arising out of bodily injuries or death, and property damages, subject to a minimum limit of Three Million Dollars ($3,000,000) aggregate. Such insurance shall include contractual liability insurance.

2. Business Automobile Liability at limits of not less than One Million Dollars ($1,000,000) per occurrence for all claims arising out of bodily injuries or death and property damages. The insurance shall apply to any owned, non- owned, leased, or hired automobiles used in the performance of this Agreement.

3. Workers' Compensation coverage as required by the State of Maryland, as well as any similar coverage required for this work by applicable Federal or "Other States" State Law.

B. The City, the Board, and their respective elected/appointed officials, employees, departments, agencies, agents and volunteers shall be covered, by endorsement, as additional insureds as respect to liability arising out of activities performed or to be performed by or on behalf of the Consultant in connection with this Agreement.

C. The Consultant's insurance shall apply separately to each insured against whom a claim is made and/or lawsuit brought.

D. The Consultant's insurance coverage shall be primary. Any insurance and/or self- insured program maintained by the City or the Board and their respective elected/appointed, officials, employees, departments, agencies, agents and volunteers, shall not contribute with the Consultant's insurance or benefit the Consultant in any way. The Consultant acknowledges that it is not entitled to any sovereign immunity rights and protections that may be available to the City or the Board pursuant to § 5-518, Cts. & Jud. Proc., Md. Code.

E. Coverage shall not be suspended, voided, canceled, reduced in coverage or in limits, except by the reduction of the applicable aggregate limit by claims paid, until after forty-five (45) days prior written notice has been given to the City and

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the Board. There will be an exception for nonpayment of premium, which is ten (10) days’ notice of cancellation.

F. Insurance is to be placed with insurers with a Best's rating of no less than A:VII, or, if not rated with Best's with minimum surpluses the equivalent of Bests' surplus size VII and must be licensed/approved to do business in the State of Maryland.

G. The Consultant shall furnish the City and the Board's Director of Materials, a "Certificate of Insurance" with a copy of the additional insured endorsement as verification that coverage is in force prior to the commencement of services to be rendered under the terms of this Agreement. The City and the Board reserve the right to require complete copies of Insurance policies at any time.

H. Failure to obtain insurance coverage as required or failure to furnish Certificate(s) of Insurance as required may render this Agreement null and void; provided, however, that no act or omission of the City or the Board shall in any way limit modify or affect the obligations of Consultant under any provision of this Agreement.

11. Responsibility for payment of taxes. Consultant shall be responsible for all federal and/or state tax, and Social Security liability that may result from the performance of and compensation for these services. The Board assumes no responsibility for the payment of any compensation, wages, benefits, or taxes by, or on behalf of Consultant, its employees and/or others by reason of this Agreement. Consultant shall defend, indemnify and save harmless the Board, the City and the State of Maryland, (when any funds for this Agreement are provided by the State of Maryland or the Federal Government), their officials, officers, agents, and employees from and against any and all claims, costs, and/or losses whatsoever occurring or resulting from: A. Consultant's failure to pay any such compensation, wages, benefits, or taxes; and/or

B. The supplying to Consultant of work, services, materials, or supplies in connection with or in support of the performance of this Agreement.

12. Criminal Background Check. Effective July 1, 2015, amendments to § 6-113 of the Education Article of the Maryland Code further require that a contractor or subcontractor for a local school system may not knowingly assign an employee to work on school premises with direct, unsupervised, and uncontrolled access to children, if the employee has been convicted of, or pled guilty or nolo contendere to, a crime involving a sexual offense, child sexual abuse and crimes of violence. It is the responsibility of the Consultant to make certain that its employees, agents, volunteers, and contractors who have contact

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with students be fingerprinted and have a background check in compliance with Title 5, Subtitle 5, Part VI, of the Family Law Article of the Maryland Code.

C. Employment of Sex Offenders: The Consultant shall at all times be compliant with the Criminal Procedure Article of Annotated Code of Maryland Section 11-722 that states that a person who enters a contract with a County Board of Education or a nonpublic school may not knowingly employ an individual to work at a school if the individual is a registered sex offender. If a registered sex offender is employed by the Consultant, the Consultant is prohibited from assigning that employee to perform management, delivery, installation, repair, construction or any other type of services on any City Schools property. Violation of this provision may result in Termination for Cause.

13. Student's Education / Medical / Psychological Records / Consents. Consultant and its employees, agents, volunteers and contractors shall maintain the confidentiality of all medical, psychological, and student records in compliance with federal and state laws. Specifically, Consultant acknowledges its responsibility to ensure compliance with the confidentiality provisions of the Family Educational Records Privacy Act (34 CFR §99); The Health Insurance Portability and Accountability Act of 1996 (HIPAA) 45 CFR Part 160 and Part 164, Subparts A and E, and Code of Maryland Regulations §13A.08, with respect to school records provided by the Board, if applicable. Additionally, Consultant shall procure from the parent or guardian of each student receiving services hereunder a written consent in favor of Consultant and the Board for the

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mutual disclosure of such records by and among the Board, Consultant and Consultant's employees, agents, volunteers and contractors.

Any confidential information provided by City Schools to Consultant, including all copies thereof must be used by Consultant only as permitted by this Agreement and only for the purposes herein described. Such information shall not be disseminated or disclosed to any third party, not a party to this Agreement, without the express written consent of City Schools, and can only be done so in accordance with applicable privacy laws Consultant agrees to return to City Schools all such information within 15 days of the expiration of termination of this Agreement; or with the express consent of City Schools, Consultant may destroy such information within 15 days of termination or expiration of this Agreement, certifying to City Schools in writing that the information has been destroyed.

Protection of Student Records: Consultant and its affiliates or subcontractors, at their own expense, have a duty to and shall protect from disclosure any and all Student Records which they come to possess or control, wherever and however stored or maintained, in a commercially reasonable manner in accordance with current industry standards.

Each Consultant or its affiliates or subcontractors shall implement and maintain a comprehensive data - security program for the protection of Student Records whether the Records are stored electronically and/or in hard copy. The safeguards contained in such program shall be consistent with and comply with the safeguards for protection of Student Records, and information of a similar character, as set forth in all applicable federal and state law and written policy of the City Schools or Maryland State Board of Education (“MSBE”) concerning the confidentiality of Student Records. Such data-security program shall include, but not be limited to, the following: A. A security policy for employees related to the storage, access and transportation of data containing Student Records; B. Reasonable restrictions on access to records containing Student Records, including access to any locked storage where such records are kept; C. A process for reviewing policies and security measures at least annually; D. Creating secure access controls to Student Records, including but not limited to passwords; and E. Encrypting of Student Records that are stored on laptops, portable devices or being transmitted electronically.

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The Consultant and its affiliates shall notify City Schools as soon as practical, but no later than twenty-four (24) hours, after they become aware of or suspect that any Student Records which Consultant or its affiliates possess or control have been subject to a Student Records breach.

The Consultant shall incorporate the requirements of this Section in all subcontracts requiring each of its affiliate to safeguard Student Records in the same manner as provided for in this Section.

Nothing in this Section shall supersede in any manner Consultant’s or its affiliate’s obligations pursuant to HIPAA, FERPA or the provisions of this Contract concerning the obligations of the Partner as a service provider to City Schools.

1. Compliance with Laws. Consultant shall comply with all federal, state, and local laws, statutes, ordinances, rules, and regulations applicable to the services to be rendered under this Agreement. Consultant's violation of any of these laws, statutes, ordinances, rules, or regulations constitutes a breach of this Agreement and entitles the Board to terminate this Agreement immediately upon delivery of written notice of termination to Consultant.

2. Non-Discrimination. Consultant shall not, in its conduct and performance under this Agreement, discriminate against any employee, applicant for employment, independent professional or any other person because of race, color, religious creed, ancestry, national origin, age, sex, sexual orientation, sexual identity, disability or handicap. Consultant shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event of the Consultant’s noncompliance with this non-discrimination clause or with any such laws, City Schools may be terminated or suspended this agreement in whole or in part, and the Consultant may be declared temporarily ineligible for further contracts. City Schools reserves the right to impose any and all other legal sanctions and remedies available for violating this clause.

14. MBE Compliance. To ensure compliance with certified MBE subcontract participation goals, the Agency may, consistent with COMAR 21.11.03.13, take the following measures: A. Verify that the certified MBEs listed in the MBE participation schedule actually are performing work and receiving compensation as set forth in the MBE participation schedule.

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B. This verification may include, as appropriate: 1. Inspecting any relevant records of the contractor; 2. Inspecting the jobsite; and 3. Interviewing subcontractors and workers. C. Verification shall include a review of: 1. The contractor’s monthly report listing unpaid invoices over 30 days old from certified MBE subcontractors and the reason for nonpayment; and 2. The monthly report of each certified MBE subcontractor, which lists payments received from the contractor in the preceding 30 days and invoices for which the subcontractor has not been paid. D. If the Agency determines that a contractor is in noncompliance with certified MBE participation goals, then the Agency will notify the contractor in writing of its findings, and will require the contractor to take appropriate corrective action. E. Corrective action may include, but is not limited to, requiring the contractor to compensate the MBE for work performed as set forth in the MBE participation schedule. F. If the Agency determines that a contractor is in material noncompliance with MBE contract provisions and refuses or fails to take the corrective action that the Agency requires, then the Agency may: 1. Terminate the contract; 2. Refer the matter to the Office of the Attorney General for appropriate action; or 3. Initiate any other specific remedy identified by the contract, including the contractual remedies required by this Directive regarding the payment of undisputed amounts. 4. Upon completion of the contract, but before final payment or release of retain age or both, the contractor shall submit a final report, in affidavit form under the penalty of perjury, of all payments made to, or withheld from MBE subcontractors.

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15. Termination for Convenience. The Board or its designee shall have the right in its absolute discretion to terminate this Agreement for its convenience, in whole or in part, at any time and for any reason or for no reason, without incurring any liability, upon no less than ten (10) days prior written notice to Consultant. If the Board terminates this Agreement for its convenience, then Consultant shall have no other right to compensation or payment except for actual services rendered and actual expenses paid prior to the date of termination that has been approved by the Board’s Contract Monitor. Upon receipt of the notice and unless otherwise directed by the Board’s Contract Monitor, Consultant immediately shall stop performing services under this Agreement on the date and to the extent specified in the notice but shall complete performance of any services not terminated by the notice and shall take any other action directed in the notice or by the Board’s Contract Monitor.

16. Professionals. In the event the services to be provided by Consultant must by law be provided by individuals who are licensed and/or certified, Consultant shall only assign individuals to provide services under this Agreement who are licensed and/or certified in accordance with the law. Additionally, Consultant shall only assign individuals who have been credentialed by the Consultant to provide the specific professional services required by this Agreement. All such individuals assigned by Consultant to provide services shall maintain their license and/or certification in good standing (not under review or subject to suspension, credentials current) during the entire term of this Agreement. Consultant shall, prior to providing services, submit documentation that the individuals assigned to provide services are properly credentialed and are licensed and/or certified to the Director of Materials, 200 E. North Avenue, Baltimore, Maryland 21202.

17. Performance Evaluation. The Board or its authorized agents or representatives may conduct an evaluation of the Consultant's performance under this Agreement. Consultant shall fully cooperate with the Board or its authorized agents or representatives and shall provide such information and documents as may be requested to conduct the performance evaluation.

18. Governing Law. This Agreement shall be construed by and governed under the laws of the State of Maryland and subject to the jurisdiction of its courts. Furthermore, the parties

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agree that any suits or actions brought by either party against the other shall be filed in a court of competent jurisdiction in Baltimore City.

19. Entire Agreement. This Agreement supersedes all prior oral and written proposals and communications between Consultant and the Board related to Consultant’s services to be performed and validly executed Amendments are herein incorporated by reference to this Agreement. This Agreement may not be modified orally, and no modification or any claimed waiver of any of the provisions hereof shall be binding unless in writing and signed by the party against whom enforcement of such modification or waiver is sought.

20. Waiver. No waiver of any breach of any provision of this Agreement shall operate as a waiver of such provision of this Agreement or as a waiver of subsequent or other breaches of the same or any other provision of this Agreement, nor shall any action or non-action by either party be construed as a waiver of any provisions of this Agreement or of any breach thereof unless the same has been expressly declared or recognized as a waiver by such party in writing.

21. Termination for Default. If the Consultant fails to fulfill its obligation under this Agreement properly and on time, or otherwise violates any provision of the Agreement, the Board or its designee may terminate the Agreement by written notice to the Consultant. The notice shall specify the acts or omissions relied upon as cause for termination. All finished or unfinished work provided by the Consultant shall, at the Board’s option, become the Board’s property. The Board shall pay the Consultant fair and equitable compensation for satisfactory performance prior to receipt of notice of termination, less the amount of damages caused by Consultant’s breach. If the damages are more than the compensation payable to the Consultant, the Consultant will remain liable after termination and the Board can affirmatively collect damages.

22. Withholding Payment. In addition to any other available remedies, if, in the opinion of the Board, the Consultant fails to perform in accordance with the terms of the Agreement, the Procurement Officer or a department designee responsible for paying invoices may refuse or limit approval of any invoices for payment, and may cause payments to the Contractor to be reduced or withheld until such time as the Board determines that the Consultant has met the performance terms as established by the Agreement.

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23. Late Submission of Invoices. The parties acknowledge and agree that the Consultant’s invoices are to be submitted to the Board in a timely manner, per the terms of the purchase order, after the services have been provided or the goods and materials have been provided to the Board. If invoices are submitted after one calendar year after the last date the Consultant’s services have been rendered or the last date when goods and materials were accepted by the Board, then the Board shall have no obligation to pay for the stale invoices.

24. Recitals. The Recitals are incorporated herein by reference.

25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument.

26. Interpretation. The Agreement shall not be construed or interpreted for or against any party hereto because the party drafted or caused that party’s legal representative to draft any of its provisions.

27. Contract Monitor. Communications for the purposes of billing, payment and submission of documentation required by this Agreement shall be between the Board’s Contract Monitor who is as follows:

For the Board: For the Consultant:

Kenneth J. Thompson Name Name

200 East North Avenue Address Address

Baltimore, MD 21202 City, State, Zip Code City, State, Zip Code

410-396-8192 Phone Number Phone Number

Email Address Email Address

Tax Identification Number

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With a copy to: Director of Materials Management 200 E. North Avenue, 4th Floor Baltimore, Maryland 21202

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IN WITNESS WHEREOF, the parties have signed and sealed this Agreement as of the day first written above.

BALTIMORE CITY BOARD OF SCHOOL COMMISSIONERS

______Sonja B. Santelises, Ed. D. Chief Executive Officer

CONSULTANT

______By:

APPROVED AS TO FORM AND LEGAL APPROVAL DIRECTOR OF SUFFICIENCY MATERIALS MANAGEMENT THIS_____, OF ______, 20__

______Office of Legal Counsel Jeffrey D. Parker

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ATTACHMENT I

SCOPE OF SERVICES

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ATTACHMENT II

BUDGET

Payment to Consultant is subject to compliance with the following requirements:

Consultant will only be paid for services actually provided in accordance with this contract. In no event shall the total amount to be paid to Consultant exceed the total amount stated in this Budget.

Consultant must submit documentation, along with its invoice for payment, justifying all expenses and costs for which it is seeking reimbursement. Such documentation must also include the number of actual hours worked by its staff, the name of the staff person providing services and, a description of the services provided by each such member of its staff. Payment to consultant is conditioned upon submission of such documentation and the submission of any other documentation as may be requested by the Board or its representatives.

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APPENDIX C – REFERENCES RFP-18008 Wide Area Network and Dark Fiber Services

Client Name:

Address:

Services Provided:

Date(s)of services:

Contact Name & Title:

Phone No:

Email Address:

Client Name:

Address:

Services Provided:

Date(s)of services:

Contact Name & Title:

Phone No:

Email Address:

Client Name:

Address:

Services Provided:

Date(s)of services:

Contact Name & Title:

Phone No:

Email Address:

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Client Name:

Address:

Services Provided:

Date(s)of services:

Contact Name & Title:

Phone No:

Email Address:

Client Name:

Address:

Services Provided:

Date(s)of services:

Contact Name & Title:

Phone No:

Email Address:

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APPENDIX D - NON-COLLUSION CERTIFICATE (TO BE SUBMITTED WITH TECHNICAL PROPOSAL)

RFP-18008 Wide Area Network and Dark Fiber Services

I HEREBY CERTIFY that I am the ______and the duly authorized representative of ______whose address is ______and

THAT NEITHER I nor, to the best of my knowledge, information, and belief, the above firm nor any of its other representatives I here represent:

(a) Have agreed, conspired, connived or colluded to produce a deceptive show of competition in the compilation of the RFP or offer being submitted herewith;

(b) Have in any manner, directly or indirectly, entered into any agreement, participated in any collusion to fix the RFP price or price proposal of the bidder or offeror herein or any competitor, or otherwise taken any action in restraint of free competitive bidding in connection with the Contract for which the within RFP or offer is submitted.

In making this affidavit, I represent that I have personal knowledge of the matters and facts herein stated.

______(SIGNATURE) (DATE)

______(PRINTED OR TYPED NAME)

Subscribed and sworn before me this ______day of ______, 20___.

X______Notary Public

My commission expires: ______

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APPENDIX E - DEBARMENT AFFIDAVIT (TO BE SUBMITTED WITH TECHNICAL PROPOSAL)

RFP-18008 Wide Area Network and Dark Fiber Services

______, being first duly sworn deposes and says that he is an officer in the ______and the party making a certain proposal or RFP dated, ______20___, to the Board of School Commissioners for Baltimore City Public Schools: I further affirm that: Neither I, nor to the best of my knowledge, information, and belief, the above business, or any of its officers, directors, partners, or any of its employees directly involved in obtaining or performing contracts with public bodies, has ever been suspended or debarred (including being issued a limited denial of participation) by any public entity, except as follows (list each debarment or suspension providing the dates of the suspension or debarment, the name of the public entity and the status of the proceedings, the name(s) of the person(s) involved and their current positions and responsibilities with the business, the grounds of the debarment or suspension, and the details of each person's involvement in any activity that formed the grounds of the debarment or suspension):

______

I further affirm that: (1) The business was not established and it does not operate in a manner designed to evade the application of or defeat the purpose of debarment pursuant to Sections 16-101, et seq., of the State Finance and Procurement Article of the Annotated Code of Maryland; and (2) The business is not a successor, assignee, subsidiary, or affiliate of a suspended or debarred business, except as follows (you must indicate the reasons why the affirmations cannot be given without qualification):

______

Signature of: x______Bidder, if the bidder is an individual x______Officer, if the bidder is a corporation x______Partner, if the bidder is a partnership

Subscribed and sworn before me this ______day of ______, 20___.

X______Notary Public

My commission expires: ______RFP-18008 Wide Area Network and Dark Fiber Services 74 RFP Template Revised: 06/19/17

APPENDIX F - ANTI-BRIBERY AFFIDAVIT (TO BE SUBMITTED WITH TECHNICAL PROPOSAL) RFP-18008 Wide Area Network and Dark Fiber Services

______, being first duly sworn deposes and says that he is an officer in the organization known as ______and the party making a certain proposal or RFP dated, ______20___, to the Board of School Commissioners for Baltimore City Public Schools:

I further confirm that Neither I, nor to the best of my knowledge, information, and belief, the above business (as in defined in Section 16-101(b) of the State Finance and Procurement Article of the Annotated Code of Maryland), or any of its officers, directors, partners, or any of its employees directly involved in obtaining or performing contracts with public bodies (as is defined in Section 16-101(f) of the State Finance and Procurement Article of the Annotated Code of Maryland), has been convicted of bribery, attempted bribery, or conspiracy to bribe in violation of Maryland Law, or of the law of any other state or federal law, except as follows (indicate the reasons why the affirmation cannot be given and list any conviction, plea, or imposition of probation before judgment with the date, court or administrative body, sentence or disposition, the name(s) of person(s) involved, and their current positions and responsibilities with the business):

______

Signature of: x______Bidder, if the bidder is an individual x______Officer, if the bidder is a corporation x______Partner, if the bidder is a partnership

Subscribed and sworn before me this ______day of ______, 20___.

X______Notary Public

My commission expires: ______

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APPENDIX G - BALTIMORE CITY’S YOUTHWORKS (TO BE SUBMITTED WITH TECHNICAL PROPOSAL)

RFP-18008 Wide Area Network and Dark Fiber Services

TO: Mayor’s Office of Employment Development (“MOED”)

FROM: ______(Legal name of Bidder)

Pursuant to Executive Order, the aforesaid bidder hereby presents MOED with the following information to assist its outreach for the Baltimore City YouthWorks Program:

Contact Person: ______

Address: ______

______

Telephone Number: ______

Facsimile Number: ______

E-mail address: ______

Baltimore City's YouthWorks summer jobs program gives Baltimore city teens and young adults between the ages of 14 and 21 real-world work experiences that expose them to career options and pathways, prepare them to success entering the labor market and develop essential skills such as basic workplace etiquette and teamwork. For additional information about the program, call 410-396-5627 or visit the website https://youthworks.oedworks.com/.

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APPENDIX H - FINANCIAL PROPOSAL FORM (TO BE SUBMITTED WITH FINANCIAL PROPOSAL)

RFP-18008 Wide Area Network and Dark Fiber Services

REFER TO EXCEL SPREADSHEET

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APPENDIX I - MBE DOCUMENTS

MDOT MBE FORM A STATE-FUNDED CONTRACTS CERTIFIED MBE UTILIZATION AND FAIR SOLICITATION AFFIDAVIT PAGE 1 OF 2

THIS AFFIDAVIT MUST BE INCLUDED WITH THE BID/PROPOSAL. IF THE BIDDER/OFFEROR FAILS TO ACCURATELY COMPLETE AND SUBMIT THIS AFFIDAVIT AS REQUIRED, THE BID SHALL BE DEEMED NOT RESPONSIVE OR THE PROPOSAL NOT SUSCEPTIBLE OF BEING SELECTED FOR AWARD.

In connection with the bid/proposal submitted in response to Solicitation No. , I affirm the following:

1. MBE Participation (PLEASE CHECK ONLY ONE)

I have met the overall certified Minority Business Enterprise (MBE) participation goal of percent ( %) and the following subgoals, if applicable: percent ( %) for African American-owned MBE firms percent ( %) for Hispanic American-owned MBE firms percent ( %) for Asian American-owned MBE firms percent ( %) for Women-owned MBE firms I agree that these percentages of the total dollar amount of the Contract, for the MBE goal and subgoals (if any), will be performed by certified MBE firms as set forth in the MBE Participation Schedule - Part 2 of the MDOT MBE Form B (State-Funded Contracts). OR

I conclude that I am unable to achieve the MBE participation goal and/or subgoals. I hereby request a waiver, in whole or in part, of the overall goal and/or subgoals. Within 10 business days of receiving notice that our firm is the apparent awardee or as requested by the Procurement Officer, I will submit a written waiver request and all required documentation in accordance with COMAR 21.11.03.11. For a partial waiver request, I agree that certified MBE firms will be used to accomplish the percentages of the total dollar amount of the Contract, for the MBE goal and subgoals (if any), as set forth in the MBE Participation Schedule - Part 2 of the MDOT MBE Form B (State- Funded Contracts).

2. Additional MBE Documentation

I understand that if I am notified that I am the apparent awardee or as requested by the Procurement Officer, I must submit the following documentation within 10 business days of receiving such notice: (a) Outreach Efforts Compliance Statement (MDOT MBE Form C - State-Funded Contracts); (b) Subcontractor Project Participation Statement (MDOT MBE Form D - State-Funded Contracts);

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(c) If waiver requested, MBE Waiver Request Documentation and Forms (MDOT MBE/DBE Form E – Good Faith Efforts Guidance and Documentation) per COMAR 21.11.03.11; and (d) Any other documentation required by the Procurement Officer to ascertain bidder’s responsibility/ offeror’s susceptibility of being selected for award in connection with the certified MBE participation goal and subgoals, if any.

I acknowledge that if I fail to return each completed document (in 2 (a) through (d)) within the required time, the Procurement Officer may determine that I am not responsible and therefore not eligible for contract award or that the proposal is not susceptible of being selected for award.

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MDOT MBE FORM A STATE-FUNDED CONTRACTS CERTIFIED MBE UTILIZATION AND FAIR SOLICITATION AFFIDAVIT PAGE 2 OF 2

3. Information Provided to MBE firms

In the solicitation of subcontract quotations or offers, MBE firms were provided not less than the same information and amount of time to respond as were non-MBE firms.

4. Products and Services Provided by MBE firms

I hereby affirm that the MBEs are only providing those products and services for which they are MDOT certified.

I solemnly affirm under the penalties of perjury that the information in this affidavit is true to the best of my knowledge, information and belief.

______Company Name Signature of Representative

______Address Printed Name and Title

______City, State and Zip Code Date

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MDOT MBE FORM B STATE-FUNDED CONTRACTS PART 1 – INSTRUCTIONS FOR MBE PARTICIPATION SCHEDULE PAGE 1 OF 3

PARTS 2 AND 3 MUST BE INCLUDED WITH THE BID/PROPOSAL. IF THE BIDDER/OFFEROR FAILS TO ACCURATELY COMPLETE AND SUBMIT PART 2 WITH THE BID/PROPOSAL AS REQUIRED, THE BID SHALL BE DEEMED NOT RESPONSIVE OR THE PROPOSAL SHALL BE DEEMED NOT SUSCEPTIBLE OF BEING SELECTED FOR AWARD.

PLEASE READ BEFORE COMPLETING THIS FORM

1. Please refer to the Maryland Department of Transportation (MDOT) MBE Directory at www.mdot.state.md.us to determine if a firm is certified for the appropriate North American Industry Classification System (“NAICS”) Code and the product/services description (specific product that a firm is certified to provide or specific areas of work that a firm is certified to perform). For more general information about NAICS, please visit www.naics.com. Only those specific products and/or services for which a prime or subcontractor is a certified MBE in the MDOT Directory can be used for purposes of achieving the MBE participation goals.

2. In order to be counted for purposes of achieving the MBE participation goals, the MBE firm (whether a prime or subcontractor) must be certified for that specific NAICS Code (“MBE” for State-funded projects designation after NAICS Code). WARNING: If the firm’s NAICS Code is in graduated status, such services/products will not be counted for purposes of achieving the MBE participation goals. Graduated status is clearly identified in the MDOT Directory (such graduated codes are designated with the word graduated after the appropriate NAICS Code).

3. Examining the NAICS Code is the first step in determining whether an MBE firm is certified and eligible to receive MBE participation credit for the specific products/services to be supplied or performed under the contract. The second step is to determine whether a firm’s Products/Services Description in the MBE Directory includes the products to be supplied and/or services to be performed that are being used to achieve the MBE participation goals. If you have any questions as to whether a firm is certified to perform the specific services or provide specific products, please contact MDOT’s Office of Minority Business Enterprise at 1-800-544-6056 or via email at [email protected].

4. Complete the Part 2 – MBE Participation Schedule for all certified MBE firms (including primes and subcontractors) being used to achieve the MBE participation goal and subgoals, if any.

5. MBE Prime Self-Performance. When a certified MBE firm participates as a prime (independently or as part of a joint venture) on a contract, a procurement agency may count the distinct, clearly defined portion of the work of the contract that the certified MBE firm performs with its own forces toward fulfilling up to fifty-percent (50%) of the MBE participation goal (overall) and up to one hundred percent (100%) of not more than one of the MBE participation subgoals, if any, established for the contract. In order to receive credit for self-performance, an MBE prime must be (a) a certified MBE (see 1-3 above) and (b) listed in the Part 2 – MBE Participation Schedule with its certification number, the certification classification under which it will self-perform, and the percentage of the contract that can be counted as MBE self-performance. For the remaining portion of the overall goal and any subgoals, the MBE prime must also list, in the Part 2 – MBE Participation Schedule, other certified MBE firms used to meet those goals or, after making good faith efforts to obtain the participation of additional MBE firms, request a waiver. Note: A dually-certified MBE firm can use its own forces toward fulfilling ONLY ONE of the MBE subgoals for which it can be counted.

6. The Contractor’s subcontractors are considered second-tier subcontractors. Third-tier contracting used to meet an MBE goal is to be considered the exception and not the rule. The following two conditions must be met before MDOT, its Modal Administrations and the Maryland Transportation Authority may approve a third-tier contracting agreement: (a) the bidder/offeror must request in writing approval of each third-tier contract arrangement, and (b) the request must contain specifics as to why a third-tier contracting arrangement should be approved. These documents must be submitted with the bid/proposal in Part 2 of this MBE Participation Schedule.

7. For each MBE firm that is being used as a supplier/wholesaler/regular dealer/broker/manufacturer, please follow these instructions for calculating the amount of the subcontract for purposes of achieving the MBE participation goals:

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A. Is the firm certified as a broker of the products/supplies? If the answer is YES, please continue to Item C. If the answer is NO, please continue to Item B.

B. Is the firm certified as a supplier, wholesaler, regular dealer, or manufacturer of such products/supplies? If the answer is YES, continue to Item D. If the answer is NO, continue to Item C only if the MBE firm is certified to perform trucking/hauling services under NAICS Codes 484110, 484121, 484122, 484210, 484220 and 484230. If the answer is NO and the firm is not certified under these NAICS Codes, then no MBE participation credit will be given for the supply of these products.

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MDOT MBE FORM B STATE-FUNDED CONTRACTS PART 1 – INSTRUCTIONS FOR MBE PARTICIPATION SCHEDULE PAGE 2 OF 3

C. For purposes of achieving the MBE participation goal, you may count only the amount of any reasonable fee that the MBE firm will receive for the provision of such products/supplies - not the total subcontract amount or the value (or a percentage thereof) of such products and/or supplies. For Column 3 of the MBE Participation Schedule, please divide the amount of any reasonable fee that the MBE firm will receive for the provision of such products/services by the total Contract value and insert the percentage in Line 3.1.

D. Is the firm certified as a manufacturer (refer to the firm’s NAICS Code and specific description of products/services) of the products/supplies to be provided? If the answer is NO, please continue to Item E. If the answer is YES, for purposes of achieving the MBE participation goal, you may count the total amount of the subcontract. For Column 3 of the MBE Participation Schedule, please divide the total amount of the subcontract by the total Contract value and insert the percentage in Line 3.1.

E. Is the firm certified as a supplier, wholesaler and/or regular dealer? If the answer is YES and the MBE firm is furnishing and installing the materials and is certified to perform these services, please divide the total subcontract amount (including full value of supplies) by the total Contract value and insert the percentage in Line 3.1. If the answer is YES and the MBE firm is only being used as a supplier, wholesaler and/or regular dealer or is not certified to install the supplies/materials, for purposes of achieving the MBE participation goal, you may only count sixty percent (60%) of the value of the subcontract for these supplies/products (60% Rule). To apply the 60% Rule, first divide the amount of the subcontract for these supplies/products only (not installation) by the total Contract value. Then, multiply the result by sixty percent (60%) and insert the percentage in Line 3.2.

8. For each MBE firm that is not being used as a supplier/wholesaler/regular dealer/broker/manufacturer, to calculate the amount of the subcontract for purposes of achieving the MBE participation goals, divide the total amount of the subcontract by the total Contract value and insert the percentage in Line 3.1.

Example: $ 2,500 (Total Subcontract Amount)  $10,000 (Total Contract Value) x 100  25%

9. WARNING: The percentage of MBE participation, computed using the percentage amounts determined per Column 3 for all of the MBE firms listed in Part 2, MUST at least equal the MBE participation goal and subgoals (if applicable) as set forth in MDOT MBE Form A – State-Funded Contracts for this solicitation. If a bidder/offeror is unable to achieve the MBE participation goal and/or any subgoals (if applicable), then the bidder/offeror must request a waiver in Form A or the bid will be deemed not responsive, or the proposal not susceptible of being selected for award. You may wish to use the attached Goal/Subgoal Worksheet to assist you in calculating the percentages and confirming that you have met the applicable MBE participation goal and subgoals (if any).

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MDOT MBE FORM B STATE-FUNDED CONTRACTS PART 1 – INSTRUCTIONS FOR MBE PARTICIPATION SCHEDULE PAGE 3 OF 3

GOAL/SUBGOAL PARTICIPATION WORKSHEET

1. Complete the Part 2 – MBE Participation Schedule for each MBE being used to meet the MBE goal and any subgoals.

2. After completion of the Part 2 – MBE Participation Schedule, you may use the Goal/Subgoal Worksheet to calculate the total MBE participation commitment for the overall goal and any subgoals.

3. MBE Overall Goal Participation Boxes: Calculate the total percentage of MBE participation for each MBE classification by adding the percentages determined per Column 3 of the Part 2 – MBE Participation Schedule. Add the percentages determined in Lines 3.1 and 3.2 for the MBE subcontractor (subs) total. Add the overall participation percentages determined in Line 3.3 for the MBE prime total.

4. MBE Subgoal Participation Boxes: Calculate the total percentage of MBE participation for each MBE classification by adding the percentages determined per Column 3 of the Part 2 – MBE Participation Schedule. Add the percentages determined in Lines 3.1 and 3.2 for the MBE subcontractor (subs) total. Add the subgoal participation percentages determined in Line 3.3 for the MBE prime total.

5. The percentage amount for the MBE overall participation in the Total MBE Firm Participation Box F1 should be equal to the sum of the percentage amounts in Boxes A through E of the MBE Overall Goal Participation Column of the Worksheet.

6. The percentage amount for the MBE subgoal participation in the Total MBE Firm Participation Box L should be equal to the sum of the percentage amounts in Boxes A through E of the MBE Subgoal Participation Column of the Worksheet.

GOAL/SUBGOAL WORKSHEET

MBE Overall Goal MBE Subgoal MBE Classification Participation Participation

(A) Total African American Firm Participation ______%subs ______%subs (Add percentages determined for African American-Owned Firms per Column 3 of MBE Participation Schedule) ______%prime ______%prime

(B) Total Hispanic American Firm Participation ______%subs ______%subs (Add percentages determined for Hispanic American-Owned Firms per Column 3 of MBE Participation Schedule) ______%prime ______%prime

(C) Total Asian American Firm Participation ______%subs ______%subs (Add percentages listed for Asian American-Owned Firms per Column 3 of MBE Participation Schedule) ______%prime ______%prime

(D) Total Women-Owned Firm Participation ______%subs ______%subs (Add percentages determined for Women-Owned Firms per Column 3 of MBE Participation Schedule) ______%prime ______%prime

(E) Total for all other MBE Firms ______%subs ______%subs (Add percentages for firms listed as Other MBE Classification per Column 3 of the MBE Participation Schedule) ______%prime ______%prime

Total MBE Firm Participation (Add total percentages determined for all MBE Firms in each (F1)______% (F2)______% column of the Worksheet)

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MDOT MBE FORM B STATE-FUNDED CONTRACTS PART 2 – MBE PARTICIPATION SCHEDULE PAGE __ OF ___

Prime Contractor Project Description Solicitation Number

LIST INFORMATION FOR EACH CERTIFIED MBE PRIME OR MBE SUBCONTRACTOR YOU AGREE TO USE TO ACHIEVE THE MBE PARTICIPATION GOAL AND SUBGOALS, IF ANY. NOTE INSTRUCTIONS IN EACH COLUMN.

COLUMN 1 COLUMN 2 COLUMN 3 Unless the bidder/offeror requested a waiver in MDOT MBE Form A – State Funded Contracts for this solicitation, the cumulative MBE participation for all MBE firms listed herein must equal at least the MBE participation goal and subgoals (if applicable) set forth in Form A. NAME OF MBE PRIME OR CERTIFICATION NO. AND FOR PURPOSES OF ACHIEVING THE MBE PARTICIPATION GOAL AND MBE SUBCONTRACTOR MBE CLASSIFICATION SUBGOALS, refer to Sections 5 through 8 in Part 1 - Instructions. State the AND TIER percentage amount of the products/services in Line 3.1, except for those products or services where the MBE firm is being used as a wholesaler, supplier, or regular dealer. For items of work where the MBE firm is being used as a supplier, wholesaler and/or regular dealer, complete Line 3.2 using the 60% Rule. For items of work where the MBE firm is the prime, complete Line 3.3. MBE Name: Certification Number: 3.1. TOTAL PERCENTAGE TO BE PAID TO THE SUBCONTRACTOR (STATE THIS PERCENTAGE AS A PERCENTAGE OF THE TOTAL CONTRACT VALUE- EXCLUDING PRODUCTS/SERVICES FROM SUPPLIERS, WHOLESALERS OR (If dually certified, check REGULAR DEALERS). Check here if MBE firm is a only one box.) subcontractor and complete in accordance with Sections 6, 7, African American-Owned ______% (Percentage for purposes of calculating achievement of MBE & 8 of Part 1 - Instructions. If Participation goal and subgoals, if any) this box is checked, complete Hispanic American- Owned 3.1 or 3.2 in Column C, Asian American-Owned 3.2 TOTAL PERCENTAGE TO BE PAID TO THE SUBCONTRACTOR FOR whichever is appropriate. ITEMS OF WORK WHERE THE MBE FIRM IS BEING USED AS A SUPPLIER, Women-Owned WHOLESALER AND/OR REGULAR DEALER) (STATE THE PERCENTAGE AS A Check here if MBE firm is Other MBE Classification PERCENTAGE OF THE TOTAL CONTRACT VALUE AND THEN APPLY THE 60% the prime contractor, including RULE PER SECTION 7(E) IN PART 1 - INSTRUCTIONS). a participant in a joint venture, ______and self-performance is being ______% Total percentage of Supplies/Products counted pursuant to Section 5 of Part 1 - Instructions. If this x ______60% (60% Rule) box is checked, complete 3.3 in Column C. ______% (Percentage for purposes of calculating achievement of MBE Participation goal and subgoals, if any) Check here if MBE firm is a third-tier contractor (if 3.3. TOTAL PERCENTAGE TO BE PAID TO MBE PRIME FOR WORK THAT applicable). CAN BE COUNTED AS MBE SELF-PERFORMANCE (STATE THIS Please submit written PERCENTAGE AS A PERCENTAGE OF THE TOTAL CONTRACT VALUE). documents in accordance with Section 6 of Part 1 - Instructions (a) ______% Total percentage for self-performed items of work in which MBE is certified) (b) ______% (Insert 50% of MBE overall goal) (c) ______% (Insert subgoal for classification checked in Column 2, if applicable) Percentages for purposes of calculating achievement of MBE Participation goals:  For MBE Overall goal – Use lesser of (a) or (b)  For MBE Subgoal – Use lesser of (a) or (c)

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 If MBE Prime is supplier, wholesaler and/or regular dealer, apply the 60% rule.

Check here if Continuation Sheets are attached.

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MDOT MBE FORM B STATE-FUNDED CONTRACTS PART 2 – MBE PARTICIPATION SCHEDULE CONTINUATION SHEET PAGE __ OF ___

Prime Contractor Project Description Solicitation Number

LIST INFORMATION FOR EACH CERTIFIED MBE PRIME OR MBE SUBCONTRACTOR YOU AGREE TO USE TO ACHIEVE THE MBE PARTICIPATION GOAL AND SUBGOALS, IF ANY. NOTE INSTRUCTIONS IN EACH COLUMN.

COLUMN 1 COLUMN 2 COLUMN 3 Unless the bidder/offeror requested a waiver in MDOT MBE Form A – State Funded Contracts for this solicitation, the cumulative MBE participation for all MBE firms listed herein must equal at least the MBE participation goal and subgoals (if applicable) set forth in Form A. NAME OF MBE PRIME CERTIFICATION NO. AND FOR PURPOSES OF ACHIEVING THE MBE PARTICIPATION GOAL AND OR MBE MBE CLASSIFICATION SUBGOALS, refer to Sections 5 through 8 in Part 1 - Instructions. State the SUBCONTRACTOR percentage amount of the products/services in Line 3.1, except for those AND TIER products or services where the MBE firm is being used as a wholesaler, supplier, or regular dealer. For items of work where the MBE firm is being used as a supplier, wholesaler and/or regular dealer, complete Line 3.2 using the 60% Rule. For items of work where the MBE firm is the prime, complete Line 3.3. MBE Name: Certification Number: 3.1. TOTAL PERCENTAGE TO BE PAID TO THE SUBCONTRACTOR (STATE THIS PERCENTAGE AS A PERCENTAGE OF THE TOTAL CONTRACT VALUE- EXCLUDING PRODUCTS/SERVICES FROM SUPPLIERS, (If dually certified, check WHOLESALERS OR REGULAR DEALERS). Check here if MBE only one box.) firm is a subcontractor and complete in African American-Owned ______% (Percentage for purposes of calculating achievement of MBE accordance with Sections Participation goal and subgoals, if any) 6, 7, & 8 of Part 1 - Hispanic American- Owned Instructions. If this box is Asian American-Owned 3.2 TOTAL PERCENTAGE TO BE PAID TO THE SUBCONTRACTOR FOR checked, complete 3.1 or ITEMS OF WORK WHERE THE MBE FIRM IS BEING USED AS A SUPPLIER, 3.2 in Column C, Women-Owned WHOLESALER AND/OR REGULAR DEALER) (STATE THE PERCENTAGE AS whichever is appropriate. Other MBE Classification A PERCENTAGE OF THE TOTAL CONTRACT VALUE AND THEN APPLY THE 60% RULE PER SECTION 7(E) IN PART 1 - INSTRUCTIONS). Check here if MBE ______firm is the prime ______% Total percentage of Supplies/Products contractor, including a participant in a joint x ______60% (60% Rule) venture, and self- performance is being ______% (Percentage for purposes of calculating achievement of MBE counted pursuant to Participation goal and subgoals, if any) Section 5 of Part 1 - Instructions. If this box is 3.3. TOTAL PERCENTAGE TO BE PAID TO MBE PRIME FOR WORK THAT checked, complete 3.3 in CAN BE COUNTED AS MBE SELF-PERFORMANCE (STATE THIS Column C. PERCENTAGE AS A PERCENTAGE OF THE TOTAL CONTRACT VALUE)..

Check here if MBE firm is a third-tier (a) ______% Total percentage for self-performed items of work in which contractor (if applicable). MBE is certified) Please submit written (b) ______% (Insert 50% of MBE overall goal) documents in accordance with Section 6 of Part 1 - (c) ______% (Insert subgoal for classification checked in Column 2, if Instructions applicable)

Percentages for purposes of calculating achievement of MBE Participation goals:  For MBE Overall goal – Use lesser of (a) or (b)  For MBE Subgoal – Use lesser of (a) or (c) If MBE Prime is supplier, wholesaler and/or regular dealer, apply the 60% rule.

Check here if Continuation Sheets are attached.

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MDOT MBE FORM B STATE-FUNDED CONTRACTS PART 3 – CERTIFICATION FOR MBE PARTICIPATION SCHEDULE

PARTS 2 AND 3 MUST BE INCLUDED WITH THE BID/PROPOSAL AS DIRECTED IN THE INVITATION TO BID/ REQUEST FOR PROPOSALS.

I hereby affirm that I have reviewed the Products and Services Description (specific product that a firm is certified to provide or areas of work that a firm is certified to perform) set forth in the MDOT MBE Directory for each of the MBE firms listed in Part 2 of this MBE Form B for purposes of achieving the MBE participation goals and subgoals that were identified in the MBE Form A that I submitted with this solicitation, and that the MBE firms listed are only performing those products/services/areas of work for which they are certified. I also hereby affirm that I have read and understand the form instructions set forth in Part 1 of this MBE Form B.

The undersigned Prime Contractor hereby certifies and agrees that they have fully complied with the State Minority Business Enterprise law, State Finance and Procurement Article §14-308(a)(2), Annotated Code of Maryland which provides that, except as otherwise provided by law, a contractor may not identify a certified minority business enterprise in a bid or proposal and:

(1) fail to request, receive, or otherwise obtain authorization from the certified minority business enterprise to identify the certified minority business enterprise in its bid or proposal;

(2) fail to notify the certified minority business enterprise before execution of the contract of its inclusion of the bid or proposal;

(3) fail to use the certified minority business enterprise in the performance of the contract; or

(4) pay the certified minority business enterprise solely for the use of its name in the bid or proposal.

I solemnly affirm under the penalties of perjury that the contents of Parts 2 and 3 of MDOT MBE Form B are true to the best of my knowledge, information and belief.

______Company Name Signature of Representative

______Address Printed Name and Title

______City, State and Zip Code Date

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MDOT MBE FORM C STATE-FUNDED CONTRACTS OUTREACH EFFORTS COMPLIANCE STATEMENT

In conjunction with the offer/proposal submitted in response to Solicitation No.______, I state the following:

1. Bidder/Offeror took the following efforts to identify subcontracting opportunities in these specific work categories:

2. Attached to this form are copies of written solicitations (with bidding/proposal instructions) used to solicit certified MBE firms for these subcontract opportunities.

3. Bidder/Offeror made the following attempts to personally contact the solicited MBE firms:

4. Please Check One:

□ This project does not involve bonding requirements. □ Bidder/Offeror assisted MBE firms to fulfill or seek waiver of bonding requirements. (DESCRIBE EFFORTS)

5. Please Check One:

□ Bidder/Offeror did attend the pre-bid/pre-proposal meeting/conference. □ No pre-bid/pre-proposal meeting/conference was held. □ Bidder/Offeror did not attend the pre-bid/pre-proposal meeting/conference.

______Company Name Signature of Representative

______Address Printed Name and Title

______City, State and Zip Code Date

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MDOT MBE FORM D STATE-FUNDED CONTRACTS MBE SUBCONTRACTOR PROJECT PARTICIPATION AFFIDAVIT

IF THE BIDDER/OFFEROR FAILS TO RETURN THIS AFFIDAVIT WITHIN THE REQUIRED TIME, THE PROCUREMENT OFFICER MAY DETERMINE THAT THE BIDDER/OFFEROR IS NOT RESPONSIBLE AND THEREFORE NOT ELIGIBLE FOR CONTRACT AWARD OR THAT THE PROPOSAL IS NOT SUSCEPTIBLE OF BEING SELECTED FOR AWARD. SUBMIT ONE FORM FOR EACH CERTIFIED MBE FIRM LISTED IN THE MBE PARTICIPATION SCHEDULE. BIDDERS/OFFERORS ARE HIGHLY ENCOURAGED TO SUBMIT FORM D PRIOR TO THE TEN (10) DAY DEADLINE.

Provided that ______(Prime Contractor’s Name) is awarded the State contract in conjunction with Solicitation No. ______, such Prime Contractor will enter into a subcontract with ______(Subcontractor’s Name) committing to participation by the MBE firm ______(MBE Name) with MDOT Certification Number ______(if subcontractor previously listed is also the MBE firm, please restate name and provide MBE Certification Number) which will receive at least $______or ___% (Total Subcontract Amount/ Percentage) for performing the following products/services for the Contract:

NAICS CODE WORK ITEM, SPECIFICATION DESCRIPTION OF SPECIFIC PRODUCTS NUMBER, LINE ITEMS OR WORK AND/OR SERVICES CATEGORIES (IF APPLICABLE)

I solemnly affirm under the penalties of perjury that the information provided in this MBE Subcontractor Project Participation Affidavit is true to the best of my knowledge, information and belief. I acknowledge that, for purposes of determining the accuracy of the information provided herein, the Procurement Officer may request additional information, including, without limitation, copies of the subcontract agreements and quotes.

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SUBCONTRACTOR (SECOND-TIER) SUBCONTRACTOR (THIRD-TIER) PRIME CONTRACTOR Signature of Representative: Signature of Representative: Signature of Representative: ______Printed Name and Title:______Printed Name and Title:______Printed Name and Title:______Firm’s Name: Firm’s Name: Firm’s Name: ______

Federal Identification Number: ______Federal Identification Number: ______Federal Identification Number: ______

Address: ______Address: ______Address: ______

______

Telephone: ______Telephone: ______Telephone: ______

Date: ______Date: ______Date: ______

IF MBE FIRM IS A THIRD-TIER SUBCONTRACTOR, THIS FORM MUST ALSO BE EXECUTED BY THE SECOND-TIER SUBCONTRACTOR THAT HAS THE SUBCONTRACT AGREEMENT WITH THE MBE FIRM.

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APPENDIX J - UNIVERSAL SERVICE (E-RATE) REQUIREMENTS

To warrant consideration for an award of contract resulting from this Request for Proposal, vendors must agree to participation in the Universal Service Support Mechanism for Schools and Libraries (commonly known as “E-rate”) as provided for and authorized under the federal Telecommunications Act of 1996 (Reference 47 U.S.C. § 254, “Universal Service”). Vendors acknowledge that any contractual relationship resulting from this solicitation of proposals may be partially or entirely dependent upon the successful receipt of Universal Service Fund (“USF”) subsidies. To ensure compliance with all applicable USF regulations, program mandates and auditing requirements, vendors must comply with the following: • USF Knowledge Vendor shall have, at a minimum, a working knowledge of the federal Universal Service Support Mechanism for Schools and Libraries (commonly known as “E-rate”). • USF Registration Vendor shall submit with its proposal a valid Service Provider Identification Number (“SPIN”) and a valid Federal Communications Commission Registration Number (“FCCRN”). • USF Participation Vendor shall agree to participate in the E-rate Program and to cooperate fully and in all respects with the District, the Universal Service Administrative Company (“USAC”), and any agency or organization administering the E-rate Program to ensure that the District receives all of the E-rate funding for which it has applied and to which it is entitled in connection with Vendor’s services and/or products. • USF Documentation Vendor shall provide to District staff and/or the District’s E-rate consultant within a commercially reasonable period of time, all of the information and documentation that the Vendor has or that Vendor reasonably can acquire that the District may need to prepare its E-rate applications and/or to document transactions eligible for E-rate support. • Invoicing Procedures Vendor shall itemize, price, and invoice separately any materials or services that are ineligible for E-rate funding. Vendor must include the following information on all invoices to the District for E-rate eligible equipment and/or services: Date of invoice • Date(s) of service • Funding Request Number (“FRN”) • Vendor’s signature on invoice attesting to the accuracy and completeness of all charges • Detailed description of services performed and materials supplied that matches District’s contract specifications, Form 470 and Form 471 descriptions of same • Clear, concise breakdown of amount(s) to be billed to USAC (discounted portion of eligible charges) and amount(s) to be billed to the District (non-discounted amount of eligible charges) • Invoice on Vendor’s letterhead or on a Vendor-generated form • District’s Billed Entity Number • District’s Federal Communications Commission Registration Number • Proper E-rate discount percentage as set forth by the applicable FRN and USAC funding commitment decision letter (“FCDL”)

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• Service Provider Invoice (SPI) and Billed Entity Applicant Reimbursement (BEAR) Processes Vendor shall, at the District’s request, either (a) invoice the District only for the non- discounted amounts due on E-rate-approved transactions and simultaneously invoice the Universal Service Administrative Company (“USAC”) for the balance [SPI Process] or (b) remit to the District within twenty days of receipt the reimbursement payments it receives from USAC or any other third-party payor for the discounted portions of E-rate-approved transactions involving the District [BEAR Process]. • SPI Process • Invoicing Within fourteen (14) days from the date that Vendor delivers to the District, E-rate approved materials or services, when delivery of such services triggers a payment obligation under Vendor’s contract with the District; Vendor must invoice the District for its share of the pre-discount cost of those materials or services. • Timely Filing Vendor shall be solely responsible for timely filing invoices with USAC. Accordingly, Vendor understands and agrees that District will NOT be liable to Vendor and Vendor shall have no recourse against the District for any discounted amount that Vendor submits late to USAC for payment, if USAC refuses to pay the invoice due to late filing. • Invoice Rejection Vendor understands and agrees that District shall not be liable to Vendor and Vendor shall have no recourse against the District for any discounted amount that Vendor submits to USAC for payment if Vendor is at fault for USAC’s refusal to pay; if the District is at fault, the District shall not be liable to Vendor and Vendor shall have no recourse against the District for the amount at issue until both the District and the Vendor have exhausted their administrative remedies of appeal to USAC and/or the FCC. • District Approval Vendor shall submit to the District for its review and approval before submitting it to USAC for payment a copy of every invoice that Vendor intends to submit for services that it has provided or, in appropriate circumstances, will be providing to the District. The District shall not unreasonably delay or withhold approval of Vendor’s USAC invoices. As Vendor is solely responsible for timely filing invoices with USAC, it understands that it must submit invoices to the District sufficiently in advance of any USAC filing deadline to ensure that there will be adequate time remaining for it to meet the USAC filing deadline after the District has had a reasonable opportunity to review and approve them. • BEAR Process • Twenty Days Vendor understands that E-rate Program rules require it to remit a reimbursement payment to the District within twenty (20) days of receiving it from USAC. • Liquidated Damages Vendor further understands that it may not withhold a reimbursement payment from or refuse to remit such a payment to the District for any reason. Moreover, Vendor understands and agrees that its failure to make a reimbursement payment to the District in a timely manner will adversely affect the District’s operations, but that the resulting damages will be impossible to ascertain with any degree of certainty. Vendor therefore agrees that if it fails to remit to the District a reimbursement payment within forty-five (45) days after receiving it from USAC, Vendor will pay to the District as liquidated damages a total of $500 per day for each day that lapse without payment after the 45th day.

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• Delayed USF Funding Commitment Vendor understands that, due to circumstances beyond the District’s control, the District may not receive an E-rate funding commitment by the beginning of the E-rate funding year, July 1, for the services it intends to purchase from Vendor during that funding year. • Retroactive Invoicing When E-rate funding is approved; Vendor shall invoice USAC for the discounted amount the District is owed retroactive to July 1st of the funding year or to whenever approved service to the District began, whichever date is later.

• USF Audit and Document Retention Requirement Vendor shall maintain all bids, quotes, records, correspondence, receipts, vouchers, delivery information, memoranda and other data relating to Vendor’s services to the District. All such records shall be retained for ten (10) years following completion of services and shall be subject to inspection and audit by the District. Vendor shall include in all subcontractor agreements for services, provisions requiring subcontractors to maintain the same records and allowing the District the same right to inspect and audit those records as set forth herein. In addition to the foregoing, Vendor will create, implement and enforce an internal E-rate audit process that ensures that Vendor complies with all E-rate program rules and regulations. This process must include the following: • Separating ineligible project management and other professional services costs, if any, from other charges • Where labor is involved, maintaining detailed, signed individual timesheets • Ensuring that ineligible charges are not submitted to USAC • Invoicing to USAC that is consistent with the contract and the District’s 470 and 471 • Ensuring that services or products are not provided to the District without District’s express written permission or official purchase authorization • Ensuring that District-approved substitute services or products are prominently noted on invoices submitted to USAC and the District • Where applicable, non-recurring services provided prior to September 30th and recurring services provided prior to June 30th • Supporting documentation sufficient to evidence that what was approved per the FCDL and provided to the District, was actually provided to the District and when • If E-rate eligible services and/or installation or equipment costs are included as part of a larger contract or service/equipment billing, support for the allocation of E-rate eligible amounts and reconciliation of that total to the total amount billed • If E-rate eligible services or equipment are allocated to multiple sites, support for the allocation consistent with the amount and locations identified in the Form 471 • Documenting that E-rate funded services were provided within the allowable contract period and program year • Charging proper FRN(s) • Ensuring that invoices and USAC forms are submitted to the District in a timely manner • Ensuring that USAC forms are filled out completely, accurately and on time • Ensuring that Forms 472 are signed/dated by vendor’s representative in a timely manner • Maintaining fixed asset list of E-rate-supported equipment provided to the District with

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detailed information for each item (model number, serial number, product description, location) and made available to the District in an electronic format. • Contract Term Modification The District will reserve the right to extend or abbreviate the contract period if such extension or abbreviation is necessary to make the Contract term coincide with an E-rate “program year” or an extended service end date for an E-rate program year pursuant to a “service delivery deadline extension,” as those terms are defined by the Federal Communications Commission (“FCC”) and/or the Universal Service Administrative Company (“USAC”).

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APPENDIX K: LIST OF CITY SCHOOL SITES

ZIP Site # School Name Street Address Code 4 Steuart Hill Academic Academy 30 S Gilmor Street 21223 7 Cecil Elementary 2000 Cecil Avenue 21218 8 City Springs Elementary/Middle 100 S Caroline Street 21231 10 James McHenry Elementary/Middle 31 S Schroeder Street 21223 11 Eutaw-Marshburn Elementary 1624 Eutaw Place 21217 12 Lakeland Elementary/Middle 2921 Stranden Road 21230 13 Tench Tilghman Elementary/Middle 600 N Patterson Park Avenue 21205 15 Stadium School 1300 Gorsuch Avenue 21218 16 Johnston Square Elementary 1101 Valley Street 21202 21 Hilton Elementary 3301 Carlisle Avenue 21216 22 George Washington Elementary 800 Scott Street 21230 23 Wolfe Street Academy 245 S Wolfe Street 21231 27 Commodore John Rodgers Elementary/Middle 100 N Chester Street 21231 28 William Pinderhughes Elementary/Middle 701 Gold Street 21217 29 Matthew A. Henson Elementary 1600 N Payson Street 21217 31 Coldstream Park Elementary/Middle 1400 Exeter Hall Avenue 21218 34 Charles Carroll Barrister Elementary 1327 Washington Boulevard 21230 35 Harlem Park Elementary/Middle 1401 W Lafayette Avenue 21217 37 Harford Heights Elementary 1919 N Broadway 21213 39 Dallas F. Nicholas, Sr. Elementary 201 E 21st Street 21218 44 Montebello Elementary/Middle 2040 E 32nd Street 21218 45 Federal Hill Preparatory Academy 1040 William Street 21230 47 Hampstead Hill Academy 500 S Linwood Avenue 21224 50 Abbottston Elementary 1300 Gorsuch Avenue 21218 51 Waverly Elementary/Middle 3400 Ellerslie Avenue 21218 53 Margaret Brent Elementary/Middle 100 E 26th Street 21218 54 Barclay Elementary/Middle 2900 Barclay Street 21218 55 Hampden Elementary/Middle 3608 Chestnut Avenue 21211 58 Dr. Nathan A. Pitts-Ashburton Elementary/Middle 3935 Hilton Road 21215 60 Gwynns Falls Elementary 2700 Gwynns Falls Parkway 21216 61 John Eager Howard Elementary 2235 N Fulton Avenue 21217 62 Edgecombe Circle Elementary 2835 Virginia Avenue 21215 63 Rosemont Elementary/Middle 2777 Presstman Street 21216 64 Liberty Elementary 3901 Maine Avenue 21207 66 Mount Royal Elementary/Middle 121 McMechen Street 21217 67 Edgewood Elementary 1900 Edgewood Street 21216 73 Sarah M. Roach Elementary 3434 Old Frederick Road 21229

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75 Calverton Elementary/Middle 1100 Whitmore Avenue 21216 76 Francis Scott Key Elementary/Middle 1425 E Fort Avenue 21230 81 North Bend Elementary/Middle 181 North Bend Road 21229 83 William Paca Elementary 200 N Lakewood Avenue 21224 84 Thomas Johnson Elementary/Middle 100 E Heath Street 21230 85 Fort Worthington Elementary/Middle 2801 E Oliver St 21213 86 Lakewood Elementary 2625 Federal Street 21213 87 Windsor Hills Elementary/Middle 4001 Alto Road 21216

88 Lyndhurst Elementary 621 Wildwood Pkwy 21229 89 Rognel Heights Elementary/Middle 4300 Sidehill Road 21229 95 Franklin Square Elementary/Middle 1400 W Lexington Street 21223 97 Collington Square Elementary/Middle 1409 N Collington Avenue 21213 98 Samuel F. B. Morse Elementary 424 S Pulaski Street 21223 105 Moravia Park Elementary 6201 Frankford Avenue 21206 107 Gilmor Elementary 1311 N Gilmor Street 21217 122 The Historic Samuel Coleridge-Taylor Elementary 507 W Preston Street 21201 124 Bay-Brook Elementary/Middle 4301 10th Street 21225 125 Furman Templeton Preparatory Academy 1200 Pennsylvania Avenue 21217 130 Booker T. Washington Middle 1301 McCulloh Street 21217 134 Walter P. Carter Elementary/Middle 820 E 43rd Street 21212 142 Robert W. Coleman Elementary 2400 Windsor Avenue 21216 144 James Mosher Elementary 2400 W Mosher Street 21216 145 Alexander Hamilton Elementary 800 Poplar Grove Street 21216 150 Mary Ann Winterling Elementary at Bentalou 220 N Bentalou Street 21223 159 Cherry Hill Elementary/Middle 834 Roundview Road 21225 160 Dr. Carter Godwin Woodson Elementary/Middle 2501 Seabury Road 21225 164 Arundel Elementary/Middle 2400 Round Road 21225 177 George W. F. McMechen High 4411 Garrison Boulevard 21215 178 Excel Academy at Francis M. Wood High 1001 W Saratoga Street 21223 201 Dickey Hill Elementary/Middle 5025 Dickey Hill Road 21207 203 Maree G. Farring Elementary/Middle 300 Pontiac Avenue 21225 204 Mary E. Rodman Elementary 3510 W Mulberry Street 21229 205 Woodhome Elementary/Middle 7300 Moyer Avenue 21234 206 Furley Elementary 4633 Furley Avenue 21206 207 Curtis Bay Elementary/Middle 4301 West Bay Avenue 21225 210 Hazelwood Elementary/Middle 4517 Hazelwood Avenue 21206 211 Gardenville Elementary 5300 Belair Road 21206 212 Garrett Heights Elementary/Middle 2800 Ailsa Avenue 21214 213 Govans Elementary 5801 York Road 21212 214 Guilford Elementary/Middle 4520 York Road 21212

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215 Highlandtown Elementary/Middle #215 3223 E Pratt Street 21224 217 Belmont Elementary 1406 N Ellamont Street 21216 219 Yorkwood Elementary 5931 Yorkwood Road 21239 220 Morrell Park Elementary/Middle 2601 Tolley Street 21230 221 The Mount Washington School 1801 Sulgrave Avenue 21209 223 Pimlico Elementary/Middle 4849 Pimlico Road 21215 224 Grove Park Elementary/Middle 5545 Kennison Avenue 21215 225 Westport Academy 2401 Nevada Street 21230 226 Violetville Elementary/Middle 1207 Pine Heights Avenue 21229 228 John Ruhrah Elementary/Middle 701 Rappolla Street 21224 229 Holabird Elementary/Middle 1500 Imla Street 21224 231 Brehms Lane Public Charter School 3536 Brehms Lane 21213 232 Thomas Jefferson Elementary/Middle 605 Dryden Drive 21229 233 Roland Park Elementary/Middle 5207 Roland Avenue 21210 234 Arlington Elementary/Middle 3705 W Rogers Avenue 21215 235 Glenmount Elementary/Middle 6211 Walther Avenue 21206 236 Hamilton Elementary/Middle 6101 Old Harford Road 21214

237 Highlandtown Elementary/Middle #237 231 S Eaton Street 21224 239 Benjamin Franklin High at Masonville Cove 1201 Cambria Street 21225 240 Graceland Park/O'Donnell Heights Elementary/Middle 6300 O'Donnell Street 21224 241 Fallstaff Elementary/Middle 3801 Fallstaff Road 21215 242 Northwood Elementary 5201 Loch Raven Boulevard 21239 243 Armistead Gardens Elementary/Middle 5001 E Eager Street 21205 245 Leith Walk Elementary/Middle 1235 Sherwood Avenue 21239 246 Beechfield Elementary/Middle 301 S Beechfield Avenue 21229 247 Cross Country Elementary/Middle 6100 Cross Country Boulevard 21215 248 Sinclair Lane Elementary 3880 Sinclair Lane 21213 249 Medfield Heights Elementary 4300 Buchanan Avenue 21211 250 Dr. Bernard Harris, Sr. Elementary 1400 N Caroline Street 21213 251 Callaway Elementary 3701 Fernhill Avenue 21215 254 Dr. Martin Luther King, Jr. Elementary/Middle 3750 Greenspring Avenue 21211 256 Calvin M. Rodwell Elementary 3501 Hillsdale Road 21207 260 Frederick Elementary 2501 Frederick Ave 21229 261 Lockerman Bundy Elementary 301 N Pulaski Street 21223 262 Empowerment Academy 851 Braddish Avenue 21216 301 William S. Baer School 2001 N Warwick Avenue 21216 303 Home and Hospital Program 2000 Edgewood Street 21216 307 Claremont School 5301 Erdman Avenue 21205 313 Lois T. Murray Elementary/Middle 1600 Arlington Avenue 21239

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314 Sharp-Leadenhall Elementary 150 W West Street 21230 321 Midtown Academy 1398 Mount Royal Avenue 21217 322 New Song Academy 1530 Presstman Street 21217 323 The Crossroads School 802 S Caroline St 21231 325 ConneXions: A Community Based Arts School 2801 N. Dukeland Street 21216 326 City Neighbors Charter 4301 Raspe Avenue 21206 327 Patterson Park Public Charter 27 N Lakewood Avenue 21224 328 Southwest Baltimore Charter 1300 Herkimer Street 21223 330 Northwood Appold Community Academy 4417 Loch Raven Boulevard 21218 332 The Green School of Baltimore 2851 Kentucky Avenue 21213 333 Independence School Local I 1250 W 36th St 21211 335 Baltimore International Academy 4410 Frankford Avenue 21206 336 Baltimore Montessori Public Charter 1600 Guilford Avenue 21202 337 Afya Public Charter 2800 Brendan Avenue 21213 339 Friendship Academy of Engineering and Technology 2500 E Northern Parkway 21214 341 The Reach! Partnership School 2555 Harford Rd 21218 342 KASA (Knowledge and Success Academy) 2000 Edgewood Street 21216 345 New Hope Academy 900 Druid Hill Avenue 21201 346 City Neighbors Hamilton 5609 Sefton Avenue 21214 347 KIPP Harmony Academy 4701 Greenspring Avenue 21209 348 Baltimore Leadership School for Young Women 128 W Franklin Street 21201 349 NACA Freedom and Democracy Academy II 2500 E Northern Parkway 21214 357 Banneker Blake Academy of Arts and Sciences 1101 Winston Avenue 21212 362 Bard Early College High School Baltimore 2801 N Dukeland Street 21216 364 Bluford Drew Jemison STEM Academy West 2000 Edgewood Street 21216 368 Elmer A. Henderson: A Johns Hopkins Partnership School 2100 Ashland Avenue 21205 371 Lillie May Carroll Jackson School 900 Woodburne Avenue 21212 373 Tunbridge Public Charter School 5504 York Road 21212

374 Vanguard Collegiate Middle 5000 Truesdale Avenue 21206

375 Baltimore Collegiate School for Boys 1101 Winston Avenue 21212

376 City Neighbors High 5609 Sefton Avenue 21214

377 Green Street Academy 125 N Hilton Street 21229

378 Baltimore I.T. Academy 900 Woodbourne Avenue 21212

379 Roots and Branches School 1807 Harlem Avenue 21217

381 Monarch Academy Public Charter School 2525 Kirk Avenue 21218

382 Baltimore Design School 1500 Barclay Street 21202

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384 Creative City Public Charter School 2810 Shirley Avenue 21215

400 Edmondson-Westside High 501 N Athol Avenue 21229

401 Northwestern High 6900 Park Heights Avenue 21215

403 Baltimore Polytechnic Institute 1400 W Cold Spring Lane 21209

405 Patterson High 100 Kane Street 21224

406 Forest Park High 3701 Eldorado Avenue 21207

407 Western High 4600 Falls Road 21209

410 Mergenthaler Vocational-Technical High 3500 Hillen Road 21218

413 Achievement Academy at Harbor City High 2201 Pinewood Avenue 21214

414 Paul Laurence Dunbar High 1400 Orleans Street 21231

415 Baltimore School for the Arts 712 Cathedral Street 21201

416 Digital Harbor High 1100 Covington Street 21230

419 Reginald F. Lewis High 6401 Pioneer Drive 21214

421 National Academy Foundation 540 N. Caroline Street 21205

422 New Era Academy 2700 Seamon Ave. 21225

427 Academy for College and Career Exploration 1300 W 36th Street 21211

429 Vivien T. Thomas Medical Arts Academy 100 N Calhoun Street 21223

430 Augusta Fells Savage Institute of Visual Arts 1500 Harlem Avenue 21217

432 Coppin Academy 2500 W North Avenue 21216

433 Renaissance Academy 1301 McCulloh Street 21217

450 Frederick Douglass High 2301 Gwynns Falls Parkway 21217

454 Carver Vocational-Technical High 2201 Presstman Street 21216

480 Baltimore City College 3220 The Alameda 21218

850 Heritage Early Learning Center 2801 Saint Lo Drive 21213

884 Eager Street Academy 401 E Eager Street 21202

734 Elementary/Middle Alternative Program 1500 Harlem Avenue 21217

854 Career Academy 101 W. 24th Street 21218

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855 Success Academy 2201 Pinewood Avenue 21214

858 Youth Opportunity 1510 W. Lafayette Avenue 21217

Please note that Site Drawings of all school sites accompanies this document in separate pdf files available on the eMarylandmarketplace website.

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APPENDIX L – PREVAILING WAGE PROVISION

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