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CONTRACT 4843 CLOSEDAgreement No. 4843 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND Magellan Advisors This AGREEMENT is entered into this 23rd day of April, 2015, by and between the CITY OF EL SEGUNDO, a municipal corporation and general law city ( "CITY ") and Magellan Advisors a Florida Limited Liability Company ( "CONSULTANT "). 1. CONSIDERATION, A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement; C, As additional consideration, CITY agrees to pay CONSULTANT a sum not to exceed thirty five thousand dollars ($35,000.00) for CONSULTANT's services. CITY may modify this amount as set forth below. Unless otherwise specified by written amendment to this Agreement, CITY will pay this sum as specified in the attached Exhibit "A," which is incorporated by reference. 2. SCOPE OF SERVICES. A, CONSULTANT will perform services listed in the attached Exhibit "A," which is incorporated by reference. B, CONSULTANT will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONSULTANT by this Agreement. 3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing similar services. CITY will continuously monitor CONSULTANT's services. CITY will notify CONSULTANT of any deficiencies and CONSULTANT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by CONSULTANT. -1- Agreement No. 4843 4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit a detailed invoice to CITY which lists the hours worked and hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit "A ") the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, the total cost of that work during the preceding billing month and a cumulative cash flow curve showing projected and actual expenditures versus time to date. 5. NON - APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year. ADDITIONAL WORK, A. CITY's city manager ( "Manager ") may determine, at the Manager's sole discretion, that CONSULTANT must perform additional work ( "Additional Work ") to complete the Scope of Work. If Additional Work is needed, the Manager will give written authorization to CONSULTANT to perform such Additional Work. B. If CONSULTANT believes Additional Work is needed to complete the Scope of Work, CONSULTANT will provide the Manager with written notification that contains a specific description of the proposed Additional Work, reasons for such Additional Work, and a detailed proposal regarding cost. C. Payments over $5,000.00 for Additional Work must be approved by CITY's city council. All Additional Work will be subject to all other terms and provisions of this Agreement. 7. FAMILIARITY WITH WORK, A. By executing this Agreement, CONSULTANT agrees that it has: i. Carefully investigated and considered the scope of services to be performed; ii. Carefully considered how the services should be performed; and iii, Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONSULTANT agrees that CONSULTANT has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. -2- Agreement No. 4843 Should CONSULTANT discover any latent or unknown conditions that may materially affect the performance of the services, CONSULTANT will immediately inform CITY of such fact and will not proceed except at CONSULTANT's own risk until written instructions are received from CITY. 8. TERM. The term of this Agreement will be from April 23r6 2015, to September 30, 2015. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances: A. Completion of the work specified in Exhibit "A "; B. Termination as stated in Section 16, 9, TIME FOR PERFORMANCE. A. CONSULTANT will not perform any work under this Agreement until: i. CONSULTANT furnishes proof of insurance as required under Section 23 of this Agreement; and ii. CITY gives CONSULTANT a written notice to proceed. B. Should CONSULTANT begin work on any phase in advance of receiving written authorization to proceed, any such professional services are at CONSULTANT's own risk. 10. TIME EXTENSIONS. Should CONSULTANT be delayed by causes beyond CONSULTANT's control, CITY may grant a time extension for the completion of the contracted services. If delay occurs, CONSULTANT must notify the Manager within forty -eight hours (48 hours), in writing, of the cause and the extent of the delay and how such delay interferes with the Agreement's schedule. The Manager will extend the completion time, when appropriate, for the completion of the contracted services. 11. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement takes precedence over the attached Exhibits; this Agreement supersedes any conflicting provisions. Any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below: A. Exhibit A: Proposal for Services, Scope of Work, and Budget; 12. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing, executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties. -3- Agreement No. 4843 13. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number. 14. PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement. 15. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONSULTANT's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. 16. TERMINATION. A, Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. B. CONSULTANT may terminate this Agreement at any time with CITY's mutual consent. Notice will be in writing at least thirty (30) days before the effective termination date. C. Upon receiving a termination notice, CONSULTANT will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONSULTANT after receiving a termination notice will be performed at CONSULTANT" own cost; CITY will not be obligated to compensate CONSULTANT for such work. D. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONSULTANT will, at CITY's option, become CITY's property, and CONSULTANT will receive just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination, not to exceed the total costs under Section 1(C). E. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. F, By executing this document, CONSULTANT waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 17. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by CONSULTANT under this Agreement are CITY's 0 Agreement No. 4843 property. CONSULTANT may retain copies of said documents and materials as desired, but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of CONSULTANT's completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY's own risk. 18. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by CONSULTANT to any other person or public CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties. 19. INDEMNIFICATION. A. CONSULTANT agrees to the following: . Indemnification for Professional Services. CONSULTANT will save harmless and indemnify and at CITY's request reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by CONSULTANT or any of CONSULTANT's officers, agents, employees, or representatives, in the performance of this Agreement, except for such loss or damage arising from CITY's sole negligence or willful misconduct. ii. Indemnification for other Damages. CONSULTANT indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY's sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONSULTANT will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. -5- Agreement No. 4843 D, The requirements as to the types and limits of insurance coverage to be maintained by CONSULTANT as required by Section 23, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONSULTANT pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 20. ASSIGNABILITY. This Agreement is for CONSULTANT's professional services. CONSULTANT's attempts to assign the benefits or burdens of this Agreement without CITY's written approval are prohibited and will be null and void. 21. INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which is it performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY. CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work or to exercise a measure of control over the work means that CONSULTANT will follow the direction of the CITY as to end results of the work only. 22. AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with respect to all services and matters covered under this Agreement. CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities. CONSULTANT will retain such financial and program service records for at least three (3) years after termination or final payment under this Agreement. 23. INSURANCE, A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Type of Insurance Commercial general liability: Professional Liability Business automobile liability Workers compensation Limits $1,000,000 $1,000,000 $1,000,000 Statutory requirement -6- Agreement No. 4843 B. Commercial general liability insurance will meet or exceed the requirements of the most recent ISO -CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such endorsement must be reflected on ISO Form No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY. C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," CONSULTANT will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of CONSULTANT, or its officers, employees or agents during the time this Agreement was in effect. D, Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 0106 92, including symbol 1 (Any Auto). E. CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." F„ Should CONSULTANT, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONSULTANT's expense and deduct the cost of such insurance from payments due to CONSULTANT under this Agreement or terminate pursuant to Section 16. 24. USE OF SUBCONTRACTORS. CONSULTANT must obtain CITY's prior written approval to use any consultants while performing any portion of this Agreement. Such approval must approve of the proposed consultant and the terms of compensation. 25. INCIDENTAL TASKS. CONSULTANT will meet with CITY monthly to provide the status on the project, which will include a schedule update and a short narrative description of progress during the past month for each major task, a description of the work remaining and a description of the work to be done before the next schedule update. -7- Agreement No. 4843 26. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows: If to CONSULTANT:. Magellan Advisors John Honker 999 18th Street Suite 3000 Denver, CO 80202 Attention: John Honker Tf to CTTV City of El Segundo 350 Main Street El Segundo Ca. 90245 Attention: City Clerk's Office Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 27. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict of interest laws and regulations including, without limitation, CITY's conflict of interest regulations. 28. SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT's bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to pay any company or person, other than CONSULTANT's bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability. 29. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of any other party. There will be no incidental or other beneficiaries of any of CONSULTANT's or CITY's obligations under this Agreement. 30. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County. 31. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal, state, and local laws applicable to this Agreement. 32. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. There is one (1) Attachment to this Agreement. This Agreement No. 4843 Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns. 33. RULES OF CONSTRUCTION. Each Parry had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party. 34. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 35. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY's executive manager, or designee, may execute any such amendment on behalf of CITY. 36. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by facsimile transmission. Such facsimile signature will be treated in all respects as having the same effect as an original signature. 37. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 38. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement. 39. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control, then the Agreement will immediately terminate without obligation of either party to the other. 40. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY. [Signatures on next page] W Agreement No. 4843 IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF l "` lw,(x :)o Greg ar stet °, City „er ty. I,erk John Honker, President Taxpayer ID No. 65- 1218484 APPROVED AS TO FORM: MARK D, IJENSLE ', City Attorney Y_ ..................... Karl H. Berger, Assistant City Attorney -10- Agreement No. 4843 El Segundo Broadband Feasibility Study Proposed Scope of Work Prepared: March 30, 2015 Prepared : John Honker, Magellan Advis,ors Agreement No. 4843 MESECCO Mom" This project will conduct a comprehensive Broadband Feasibility Study that will allow City of El Segundo to assess the feasibility of bringing municipal broadband to its community to serve the needs of business, economic development and community anchors. The Plan will enable City of El Segundo to "futureproof" its community by creating a community based broadband strategy that will support El Segundo's technological and economic goals both now and in the future . The project will provide comprehensive information, analysis, strategies and recommendations that will equip El Segundo's community leaders with the necessary information to make informed decisions on how to develop a municpial broadband network to serve the communty's needs. The Plan will include market, business, operational, regulatory, financial and technical analysis of technology and communications for key corridors in the City and and provide a blueprint for implementing these opportunities. The Plan will focus heavily on the communications and network capabilities of the proposed El Segundo network as these core areas provide both a foundation for broadband technologies and a potential revenue source for City of El Segundo, with the implementation of the right business models. The project will include the following critical areas required for a comprehensive broadband feasibility study: Magellan Advisors will conduct business surveys and assessments to answer critical questions regarding the nature of broadband services and the present and future demand for broadband in City of El Segundo. The survey will provide guidance to the City on what type of network should be built and who and how it will operate. It will identify businesses and community anchors in key corridors that suffer from broadband issues and measure interest in a proposed municipal broadband network provided by the City. The survey will also measure the public's interest in the new advanced broadband features that will be available on the potential network. The needs assessment will identify common technology and communications needs for many types of users that will be present in City of El Segundo, including business, enterprise, municipal and community anchor. We will provide a long -term forecast for the type, capacity, and location of technology and communications services required of these different types of users. Magellan will provide guidance, examples, and case studies of various communities that have implemented municipal broadband networks, particularly in California. We will help City of El Segundo determine which programs will lead future innovation to keep El Segundo "ahead of the curve." Based on City of El Segundo's vision for the community, we will help identify programs that fit within and promote this vision and the network needed to meet the community's needs. Agreement No. 4843 Visioning of Community Uses The visioning phase of the project builds on the technology and communications needs assessment by identifying the services and features that will be planned for City of El Segundo. Throughout this phase, Magellan and El Segundo will work together to determine what technology and communications services fit well within the project, based on the long -term goals of the City for the project. In this phase, we will examine the possibilities and technologies that this new network will enable. These include but are not limited to: Smart Grid Technology a Economic Development W Automatic Meter Reading R Technology Scalability M Ubiquitous Wireless X E- Commerce D Video Surveillance X E- Government � Intelligent Transportation Systems Data Center Facilities and Co- Teleworkers Location Smart Homes New Economy Focus Triple and Quadruple Play Current Market and Competitive Analysis The market assessment will provide quantitative research on the current availability of broadband, technology, and communications services in City of El Segundo and the focus areas for the project. This is a critical input to the City plan to identify what services currently exist in relation to the services that will be required. The analysis will provide El Segundo the current state of broadband within its community including products, bundles, and pricing from service providers currently serving City of El Segundo. It will be important that City of El Segundo's telecommunications services are far and above the standard "utility' services that exist in surrounding communities. Business Case [development and Ownership Options Determination of the right business case or model for the City of El Segundo municipal broadband network will be essential to ensure the City identifies viable opportunities and develops sound business strategies to capture them. Magellan will assist City of El Segundo in evaluating the various business models that are available, identifying the pros and cons of each. We have worked with hundreds of utility providers, private and public operators who have implemented a range of business models. We will focus on business models that utilize the City's strengths in building and maintaining infrastructure. We will assist City of El Segundo in determining how these models will fit into City of El Segundo's environment. We also understand how the California legal and regulatory environment influences different business models and will advise City of El Segundo on these important facets of utility planning, to ensure that the organization meets all legal and regulatory guidelines in its initiative. Agreement No. 4843 Magellan Advisors will assist in developing a business strategy that takes into account the short and long -term business opportunities that will present themselves as the proposed network infrastructure becomes available. Our consultants will assist the City in identifying the right positioning that will be used to market, sell, and operate a world -class broadband system. The business strategy will provide a technical definition regarding the attributes of the infrastructure. The definitions and terms used, such as "carrier- class" or "99.999 % ", will define the level of acceptance and ultimate success of this network within the community. Based on the needs assessment and technical design for services, Magellan will assist City of El Segundo with definition of its service offerings and the messaging that will be provided to the market regarding these services, as detailed in the Marketing Program and Development section. We will assist City of El Segundo in forging the correct messaging about the community that creates a true customer value proposition. Marketing Program Based on the needs assessment that Magellan will complete with City of El Segundo, we will help define the services that are required of businesses and community organizations, as well as service providers that may utilize the broadband system. We will assist the City in developing an effective marketing and communications plan that allows El Segundo to deliver the right messaging to its target market and utilize broadband features throughout its advertising campaigns. We will assist City of El Segundo to: Promote City of El Segundo as a broadband network provider /operator Identify and implement effective messaging about the broadband network Provide detailed diagrams and schematics of the broadband network Identify broadband target markets for business and industry Broadband Technical Plan Broadband design requires that all technology and communications initiatives be planned as a single, integrated system. Building on the larger technical plan, this area will focus on developing a network architecture to manage the tight integration between the various technologies that are proposed for the broadband system. We approach integration and architecture from the "ground up" by first developing a foundation of technologies that will be used within City of El Segundo. Building on this foundation, we overlay the applications that will be deployed within City of El Segundo, ensuring each application fits within the technology foundation. From this foundation, we will propose a technical platform (fiber, wireless, optical, etc.) and provide cost estimates for each proposed platform. Key to this analysis is an understanding of the regional networks that will provide "backhaul" services to interconnect with City of El Segundo. Where highways interconnect local roads to the regional infrastructure, backhaul services connect local communications services to the electronic world. This phase of the project will document current and planned infrastructure, identify data centers within the City of El Segundo area and plan facilities that will enable interconnection with carriers, content providers, and other telecoms. Agreement No. 4843 This phase of the project will also create a technical design for City of El Segundo, based on the results from the Survey and Assessment phase of the project and the overall objectives of the project. The Plan will include the following: PA Outside and Inside Plant Utility easements and ROW planning Tower site locations and planning Fiber - Optic, Copper /Coax and Wireless Options Central Office /Data Center Design 01 Core, Distribution and Edge Network Elements Customer Premise Equipment Options Protocols, Routing and Service Delivery QOS, Security and Accounting High Availability and Redundancy M, Operational Support Systems Business Support Systems Inventory Management Systems Command and Control Systems The design will be provided with a complete set of conceptual engineering diagrams illustrating the different layers of the system, including: * Physical fiber /copper /wireless design Network element design and location * IP layer design for routing /switching Bandwidth and capacity M Central office /Data center layout and engineering K Interconnection points 8 Tower locations 01 Facilities for wireline /wireless services We will provide all diagrams in Visio format and incorporate geographic information into Google Earth and CAD for use by City of El Segundo and incorporation into the Client's GIs system. Broadband Operations Plan The operations plan for City of El Segundo must provide efficient and cost effective O &M for the technology and communications utility. It will detail management -level strategies on structuring the operations and managing personnel and system resources. Areas of the operations plan include: fil Business Support Systems (BSS) Service level management n Operational Support Systems (OSS) Contact and escalation Provisioning Project management Capacity management Resource utilization Order fulfillment Broadband Financial Plan and Financing Options The financial plan will provide extensive financial modeling of the various business models to allow City of El Segundo to understand the performance of different options for building and operating a technology and communications utility. It will allow City of El Segundo to make Agreement No. 4843 informed decisions about if and how to invest in such a utility under owner /operator, leasehold, and hybrid models. We will explore the financial impacts of using closed- access versus open - access networks and how each of these will impact the community and financial outcomes of the project. In our financial models, we provide all financial components related to the proposed broadband network using long -range planning tools (10 -20 -30 year), including a full set of pro -forma statements and financial analysis. Financials include: Pro -forma financial statements, including balance sheets, income statements, cash -flow statements and owner equity statements Capital and operational budgets Revenue and cost models Customer forecasts 0 Service forecasts 4 Debt financing and amortization worksheets IN Financial ratio analysis of Financing alternatives, debt, equity and grants Legal and Regulatory Analysis This section will provide detailed analysis of both State and Federal regulatory statutes concerning broadband networks. Magellan staff has an extensive background in the telecom regulatory arena and can provide guidance to City of El Segundo on these matters, helping ensure compliance with State and Federal laws, including compliance with the FCC, USAC, Department of Revenue, and Public Service Commission. In this section, we will also provide a set of core service documents that will be required for operating the broadband utility, including a core set of agreements and contracts for services. These include: * Broadband Services Agreements * Master Service Agreements ra Service Level Agreements Acceptable Use Policies Easement /Right of Entry Agreements Other Documents as Needed Agreement No. 4843 Project Deliverables All documents for the project will be delivered in paper and electronic copy. The deliverables for this project are expected to include: 1. Community needs assessment, including meetings, interviews and focus groups with businesses in the focus areas. 1. Unbiased survey of businesses to establish a level of interest within the community for broadband services. 2. Broadband technical plan with conceptual engineering designs for the proposed network and phased buildout plan. 3. Broadband financial plan wish profit and loss statements, balance sheets and income statements. This should be accompanied with a statement of "margin of error" expectation and other financial analysis. 4. Evaluation of relevant community uses of the network above and beyond the current uses. 5. Provide an overview of the current providers, their services, marketing bundles, pricing strategies and coverage. This overview shall be used to evaluate any possible savings to the City for similar services that can be provided through utilization of its own network. 6. Assessment of legal requirements, risks, regulations, and assumptions relevant to the building or operation of the proposed use(s). 7. Options for financing to include, but not limited to general obligation bonds and revenue bonds, and public /private partnerships. The viability of pay -as- you -go funding alternative is also to be evaluated. 8. Recommendation on business model, optimal technical and operational plan, build schedule, financial plan, implementation plan and next steps. 9. Probable project implementation schedule and phasing.