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HomeMy WebLinkAboutCC Resolution 10296 (Wide Area Network Citywide)and
RESOLUTION NO. 10296
A RESOLUTION OF THE SAN RAFAEL CITY COUNCIL
AUTHORIZING A FIVE YEAR AGREEMENT WITH
BROADLINK COMMUNICATIONS TO CONNECT A WIDE
AREA NETWORK CITYWIDE, AND RELATED LICENSE
AGREEMENT ('TERM: 5 YEARS, COMMENCING JULY 1, 1998
AND ENDING ON JUNE 30, 2003)
WHEREAS, the City approved a strategic technology plan in November of 1997,
WHEREAS the plan called for seeking solutions which would connect all City
facilities under a common platform; and
WHEREAS, after examination, deliberation and due consideration, the San Rafael
City Council has determined that a wireless communication product can provide
technology solutions for the foreseeable future; and
WHEREAS, the City of San Rafael finds that it is in its best interest and the
public's best interest to install a WAN wireless solution.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City or San
Rafael hereby authorizes the City Manager to execute and deliver an agreement with
Broadlink Communications for a period of five years to deliver, install and maintain a Wide
Area Network equipment solution, and related license agreement.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the
foregoing resolution was duly and regularly introduced and adopted at a regular meeting
of the Council of said City on Mondav , the 17th day of Auaust , 1998 by the
following vote, to wit:
AYES: COUNCILMEMBERS: Heller, Miller, Phillips and Mayor Boro
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: Cohen
V
JEANNE M. LEONCINI, City Clerk
AGREEMENT BETWEEN CITY OF SAN RAFAEL AND BROADLINK
COMMUNICATIONS FOR WIRELESS WAN INSTALLATION AND
MAINTENANCE SERVICES
This Agreement is made and entered into this 17th day of August, 1998, by and between
the CITY OF SAN RAFAEL (hereinafter "CITY"), and BROADLINK COMMUNICATIONS
(hereinafter "CONTRACTOR").
RECITALS
WHEREAS, CONTRACTOR has special professional skills in communications and is
trained and experienced in the installation and maintenance of computer "Wide Area Network"
(WAN); and
WHEREAS, CONTRACTOR is the sole source of the equipment to be provided in
connection with the provision of professional services under this Agreement; and
WHEREAS, CITY desires to install a WAN to facilitate coordinated data transmission
among its employees and facilities; and
WHEREAS, CONTRACTOR is able and willing to employ its expertise to provide WAN
installation and maintenance services to CITY.
AGREEMENT
NOW, THEREFORE, the parties hereby agree as follows:
1. PROJECT COORDINATION.
A. CITY. The City Manager shall be the representative of the CITY for all purposes
under this Agreement. The Information Services Director is hereby designated the PROJECT
MANAGER for the CITY, and said PROJECT MANAGER shall supervise all aspects of the
progress and execution of this Agreement.
B. CONTRACTOR. CONTRACTOR shall assign a single PROJECT DIRECTOR
to have overall responsibility for the progress and execution of this Agreement for
CONTRACTOR. Mark Rodnick is hereby designated as the PROJECT DIRECTOR for
CONTRACTOR.
2. DUTIES OF CONTRACTOR.
CONTRACTOR shall perform the duties and/or provide services as follows:
A. At its own cost, install for CITY the WAN system as described and detailed in
CONTRACTOR's proposal attached and incorporated herein as Exhibit "A"; any equipment
installed shall become the property of CITY at end of the initial term of Agreement.
C U-
B. At its own cost, provide continual support maintenance of CITY's WAN system
throughout term of Agreement, as detailed in CONTRACTOR's proposal attached and
incorporated herein as Exhibit "A", and in the description of maintenance duties and obligations
attached hereto and incorporated herein as Exhibit `B."
C. Pay to CITY a monthly license fee OF $464.00 per tower site ($928.00 for both
sites) for use of San Rafael Hill and San Pedro Hill tower sites.
3. DUTIES OF CITY.
CITY shall perform the duties as follows:
A. Pursuant to Section 4., grant a license to CONTRACTOR to access San Pedro Hill
tower site and San Rafael Hill tower site to build -out CONTRACTOR's Internet WAN; term of
the license shall be the same as term of this Agreement.
B. Pursuant to Section 4., pay CONTRACTOR for the cost of materials, not to exceed
$50,541.00.
C. Assist CONTRACTOR in maintenance duties to extent described in Exhibit `B."
4. COMPENSATION.
For the full performance of the services described herein by CONTRACTOR, CITY shall
pay CONTRACTOR or give as consideration, as follows:
A. For the material and its professional installation and maintenance during the term of
this Agreement, CITY shall pay CONTRACTOR an amount not to exceed $50,541.00.
B. CITY shall grant CONTRACTOR a license for the build -out of the antenna array
for Broadlink's Internet WAN on the San Rafael Hill and San Pedro Hill tower sites, at the fee of
$464.00 per month for each tower site, for the term of this Agreement, commencing six (6) months
from the date of the execution of this Agreement.
5. TERM OF AGREEMENT.
The term of this Agreement shall be for five (5) years commencing on July 1, 1998 and
ending on June 30, 2003. Subject to the approval of the City Council, the term of this Agreement
will be extended. Terms and conditions of any extension must be negotiated prior to expiration of
the first (5) five-year term. Agreement for extension will not be unreasonably withheld, provided
acceptable terms are negotiated and the Council approves the extension.
6. TERMINATION.
A. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days
written notice mailed or personally delivered to the other party, and the notified party's failure to
cure or correct the cause of the termination, to the reasonable satisfaction of the party giving such
notice, within such fifteen (15) day time period.
B. Effect of Termination. Upon receipt of notice of termination, neither party shall
incur additional obligations under any provision of this Agreement without the prior written
consent of the other.
2
7. INSPECTION AND AUDIT.
Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for
inspection and audit, all documents and materials maintained by CONTRACTOR in connection
with its performance of its duties under this Agreement. CONTRACTOR shall fully cooperate
with CITY or its agent in any such audit or inspection.
8. ASSIGNABILITY.
The parties agree that they shall not assign or transfer any interest in this Agreement nor the
performance of any of their respective obligations hereunder, without the prior written consent of
the other party, and any attempt to so assign this Agreement or any rights, duties or obligations
arising hereunder shall be void and of no effect.
9. INSURANCE.
A. During the term of this Agreement, CONTRACTOR shall maintain, at no expense
to CITY, the following insurance policies:
1. A comprehensive general liability insurance policy in the minimum amount
of one million ($1,000,000) dollars per occurrence for death, bodily injury, personal injury, or
property damage;
2. An automobile liability (owned, non -owned, and hired vehicles) insurance
policy in the minimum amount of one million ($1,000,000) dollars per occurrence;
3. If any licensed professional performs any of the services required to be
performed under this Agreement, a professional liability insurance policy in the minimum amount
of one million ($1,000,000) dollars to cover any claims arising out of the CONTRACTOR's
performance of services under this Agreement.
B. The insurance coverage required of the CONTRACTOR by section 9. A., shall
also meet the following requirements:
1. The insurance shall be primary with respect to any insurance or coverage
maintained by CITY and shall not call upon CITY's insurance or coverage for any contribution;
2. Except for professional liability insurance, the insurance policies shall be
endorsed for contractual liability and personal injury;
3. Except for professional liability insurance, the insurance policies shall be
specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as
additionally named insureds under the policies;
4. CONTRACTOR shall provide to PROJECT MANAGER, (a) Certificates
of Insurance evidencing the insurance coverage required herein, and (b) specific endorsements
naming CITY, its officers, agents, employees, and volunteers, as additional named insureds under
the policies;
5. The insurance policies shall provide that the insurance carrier shall not
cancel, terminate or otherwise modify the terns and conditions of said insurance policies except
upon thirty (30) days written notice to CITY's PROJECT MANAGER;
3
6. The insurance shall be approved as to form and sufficiency by PROJECT
MANAGER and the City Attorney.
C. If it employs any person, CONTRACTOR shall maintain worker's compensation
and employer's liability insurance, as required by the State Labor Code and other applicable laws
and regulations, and as necessary to protect both CONTRACTOR and CITY against all liability
for injuries to CONTRACTOR's officers and employees.
10. INDEMNIFICATION.
CONTRACTOR shall indemnify, release, defend and hold harmless CITY, its officers,
agents, employees, and volunteers, against any claim, demand, suit, judgment, loss, liability or
expense of any kind, including attorney's fees and administrative costs, arising out of or resulting in
any way, in whole or in part, from any acts or omissions, intentional or negligent, of
CONTRACTOR or CONTRACTOR'S officers, agents and employees in the performance of
their duties and obligations under this Agreement.
11. NONDISCRIMINATION.
CONTRACTOR shall not discriminate, in any way, against any person on the basis of age,
sex, race, color, religion, ancestry, national origin or disability in connection with or related to the
performance of its duties and obligations under this Agreement.
12. COMPLIANCE WITH ALL LAWS.
CONTRACTOR shall observe and comply with all applicable federal, state and local laws,
ordinances, codes and regulations, in the performance of its duties and obligations under this
Agreement. CONTRACTOR shall perform all services under this Agreement in accordance with
these laws, ordinances, codes and regulations. CONTRACTOR shall release, defend, indemnify
and hold harmless CITY, its officers, agents and employees from any and all damages, liabilities,
penalties, fines and all other consequences from any noncompliance or violation of any laws,
ordinances, codes or regulations.
13. NO THIRD PARTY BENEFICIARIES.
CITY and CONTRACTOR do not intend, by any provision of this Agreement, to create in
any third party, any benefit or right owed by one party, under the terms and conditions of this
Agreement, to the other party.
14. NOTICES.
All notices and other communications required or permitted to be given under this
Agreement, including any notice of change of address, shall be in writing and given by personal
delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the
parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or
if mailed, upon the date of deposit with the U.S. Postal Service. Notice shall be given as follows:
TO CITY: Eusebio Joves
Assistant Director of Information Services
City of San Rafael
1400 Fifth Ave. (P.O. Box 151560)
San Rafael, CA 944915-1560
TO CONTRACTOR: Mark Rodnick
Director of Network Operations
Broadlink Communications
409 Mendocino Avenue., Suite 3
Santa Rosa, CA 95401
PHONE: (707) 578-7229
15. INDEPENDENT CONTRACTOR.
For the purposes, and for the duration, of this Agreement, CONTRACTOR, its officers,
agents and employees shall act in the capacity of an Independent Contractor, and not as employees
of the CITY. CONTRACTOR and CITY expressly intend and agree that the status of
CONTRACTOR, its officers, agents and employees be that of an Independent Contractor and not
that of an employee of CITY.
16. ENTIRE AGREEMENT -- AMENDMENTS.
A. The terms and conditions of this Agreement, all exhibits attached, and all
documents expressly incorporated by reference, represent the entire Agreement of the parties with
respect to the subject matter of this Agreement.
B. This written Agreement shall supersede any and all prior agreements, oral or
written, regarding the subject matter between the CONTRACTOR and the CITY.
C. No other agreement, promise or statement, written or oral, relating to the subject
matter of this Agreement, shall be valid or binding, except by way of a written amendment to this
Agreement.
D. The terms and conditions of this Agreement shall not be altered or modified except
by a written amendment to this Agreement signed by the CONTRACTOR and the CITY.
E. If any conflicts arise between the terms and conditions of this Agreement, and the
terms and conditions of the attached exhibits or the documents expressly incorporated by reference,
the terms and conditions of this Agreement shall control.
17. SET-OFF AGAINST DEBTS.
CONTRACTOR agrees that CITY may deduct from any payment due to
CONTRACTOR under this Agreement, any monies which CONTRACTOR owes CITY under
any ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments,
unpaid checks or other amounts.
18. WAIVERS.
The waiver by either party of any breach or violation of any tern, covenant or condition of
this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any
other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or
violation of the same or other term, covenant, condition, ordinance, law or regulation. The
subsequent acceptance by either party of any fee, performance, or other consideration which may
become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding
breach or violation by the other party of any term, condition, covenant of this Agreement or any
applicable law, ordinance or regulation.
5
19. COSTS AND ATTORNEY'S FEES.
The prevailing party in any action brought to enforce the terms and conditions of this
Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs
(including claims administration) and attorney's fees expended in connection with such action.
20. CITY BUSINESS LICENSE / OTHER TAXES.
CONTRACTOR shall obtain and maintain during the duration of this Agreement, a CITY
business license as required by the San Rafael Municipal Code. CONTRACTOR shall pay any
and all state and federal taxes and any other applicable taxes. CONTRACTOR's taxpayer
identification number is 9J-329404 , and CONTRACTOR certifies under penalty of
perjury that said taxpayer identification number is correct.
21. APPLICABLE LAW/ VENUE.
The laws of the State of California shall govern this Agreement and legal venue for this
Agreement shall be Marin County, California.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month
and year first above written.
CITY OF SAN RAFAEL CONTRACTOR
By:
ROD GOULD, City Manager Name:
Title:
ATTEST:
JEANNE M. LEONCINI, City Clerk
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IV)
V)
VI)
Outline Of Proposal
Subiect
Page #
Sites to be included in WAN
3
A) Maps of all sites
3
B) San Rafael Fire Stations
4
1) Maps and line of site issues
C) San Rafael Recreation Sites
7
1) Maps and line of site issues
D) San Rafael Misc. Sites
9
1) Maps and line of site issues
E) Tower sites
12
1) Pictures and Proposed Antennas
F) Antennas
14
1) Tower sites
14
2) WAN Locations
15
BroadLink's Use of Tower Site
16
A) Photos of proposed use
16
B) Proposed use of NEMA boxes
17
1) Proposed use of Bunker Shelf Space
18
City of San Rafael Installation
19
A) WAN Design
1) Proposed Radios
19
2) Network Configuration
25
3) Safety Issues
27
B) Time Frame
27
C) Installation Fees
28
D) Service Contract
28
BroadLink Tower Installation
29
A) Time Frame
29
Contract Term
29
Conclusion
29
Page #2
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Fire Station Line of Site Issues
1039 C Street. San Rafael
V.a.LAXIT ....-. RA 135.srmrl
Clear line of site from San Rafael Hill tower site to Fire Station #1. No line of site issues. A regular
low profile Antenna can be used.
210 3rd Street. San Rafael
Clear line of site from San Rafael Hill tower site to Fire Station #3. No line of site issues. A regular
low profile Antenna can be used.
46 Castro. San Rafael
Clear line of site from San Rafael Hill tower site to Fire Station #4. No line of site issues. A regular
low profile Antenna can be used.
955 Point San Pedro Road, San Rafael
4.e.Wxi r—ti snBxWsawas
The line of site from San Pedro Hill to Fire Station #5 is obstructed by a hill the Fire Station backs
up to. For clear line of site a 35' mast needs to be installed on the roof. There is already in place a
35+/- foot antenna on this roof top. There is no line of site from San Rafael Hill.
Page #5
Fire Station Line of Site Issues
650 Del Galindo Road. San Rafael
s.e.Wxir..u,a sme.6.11FvSw= M
Fire Station #6 does not appear to have a line of site issue, however I was not able to see the tower
site on San Pedro Hill. I could however see both the ATT tower site and the Cronin tower site, both
of which are located very close to the City of San Rafael Tower Site. The San Rafael Hill Tower
Site has no line of site to this location. We will not know if a connection can be made until it is
attempted at this location.
3530 Civic Center Drive. San Rafael
�O RZ KMrmwb:aBxW5'Mjreair
There is clear line of site from Fire Station #7 to san Rafael Hill. A low profile antenna and mast
may be used at this
Page #6
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San Rafael Recreation Site Issues
35 Main Street. San Rafael
There do not appear be any line of site issues from San Rafael Hill tower site to the Main Street
Recreation site. A low profile antenna and mast may be used.
618 B Street. San Rafael
90 PafilTo�si �9ab1P�t:o H 2
There do not appear be any line of site issues from San Rafael Hill tower site to the B Street Recre-
ation site. A low profile antenna and mast may be used.
50 Canal Street. San Rafael
There is a minor hill between the San Rafael Hill tower site and the Canal Street Recreation site. We
will attempt this connection with a low profile antenna and mast but a 15'-20' mast may be required.
670 Del Galindo Road. San Rafael
The Del Galindo Recreation site does not appear to have a line of site issue, however I was not able
to see the tower site on San Pedro Hill. I could however see both the ATT tower site and the Cronin
tower site, both of which are located very close to the City of San Rafael Tower Site. The San
Rafael Hill Tower Site has no line of site to this location'. We will not know if a connection can be
made until it is attempted at this location.
Page #8
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San Rafael Miscellanous Site Issues
1400 Fifth Avenue. San Rafael
There do not appear to be any line of site issues between the San Rafael Hill tower site and San
Rafael City Hall. A low profile antenna and mast can be used at this location.
1408 Mission Avenue. San Rafael
There do not appear to be any line of site issues between the San Rafael Hill tower site and Fallkirk
Cultural Center. A low profile antenna and mast can be used at this location.
1100 E Street. San Rafael
There do not appear to be any line of site issues between the San Rafael Hill tower site and San
Rafael Main Library. A low profile antenna and mast can be used at this location.
Page #10
San Rafael Miscellanous Site Issues
1313 Fifth Avenue. San Rafael
There do not appear to be any line of site issues between the San Rafael Hill tower site and San
Rafael Redevelopment Center. A low profile antenna and mast can be used at this location.
790 Lincoln Avenue. San Rafael
There do not appear to be any line of site issues between the San Rafael Hill tower site and San
Rafael Corporation Yard. A low profile antenna and mast can be used at this location.
San Rafael Hill to San Pedro Hill
There is clear line of site fron the San Rafael Hill tower site to the San Redro Hill tower site. There
should be no difficulty connecting these two sites together.
Page #11
E)
Tower Sites
The photo to the right shows
the San Rafael Hill Tower
Site with Proposed Antenna
Array for San Rafael City
WAN.
The photo to the left
shows the San Rafael
Hill Tower Site as it
presently looks.
Page #12
Tower Sites
The photo to the
Pedro Hill Tower
Site with Antenna
Array for City of San
Rafael WAN
Page #13
The photo to the left
shows the San Pedro
Hill Tower Site as it
1
F)
1) Proposed Antenna for use with Tower Sites
The photo on the right is another view of
our Antenna Array at Big Rock in
Novato.
The photo above gives a good view of the
Antenna that will be used for the tower
sites. Demmensions are 26" long by 5"
high by 1 %i" wide. The diagram to the
right shows the signal propagation of the
proposed antenna. The chart below
provides more detailed information on the
proposed antenna for the tower sites at
both San Rafael Hill and San Pedro Hill.
The photo on the left shows our Antenna
Array as it is deployed on the Big Rock
Tower site in Novato.
:r
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model Fmq. Gain N& F to B 3dB Beamwidth
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Area Us= W111r
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MHz. dOd Elan dB E-PhW H -Plane
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fP mah pcnhl . Ice
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PC2415N 24.25 GHz 13.9 15 16 30 34
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0.4 (.04) 125 (200) 100 (161)
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Power handling - 501Mft Radiating element - copper: Enclo m material - tN stable polycarbonate; Maximum mast diameter - 2-1181(5A an)
Page #14
1
2) Proposed Antenna for use with Building Site Locations
The photo on the
right shows our non-
penetrating roof
mount mast and site
antenna deployed at
Marin Humane
Society. Note Omni
antenna to the right
of ours. This Omni
is for their two radio
communication
system.
The Photo on the left shows our
site location Antenna (upper) as
well as our non -penetrating roof
mount. Note the NEMA box that
can be used on the tower site at
San Rafael Hill instead of going
into the bunker.
The photo on the right gives a
more detailed view of our site
location Antenna. Shown in
Horizontal Polarity. We will be
using Vertical Polarity (photo
left)
Che drawing to the left is of
)ur non -penetrating roof
nount. Eight concrete wall
:aps stabilize the mount on
he roof Antenna Specifications
REFLECTOR
Wand GRIM MATERIAL SZE WEIGHT
++
I26T 24001 23 dB1 I Magnes um Alloy ( Casl 23.5" x 39.25" x 15" 1 5.4 lbs
J
Page #15
II)
cations Proposed use of Tower Site
The photo to the left shows the City of San
Rafael Tower Site at San Rafael Hill as it
looks currently.
The photo below shows the City of San
Rafael Tower Site at San Rafael Hill as it
will look after the WAN has been
implemented.
The photo to the left shows the City of
SanRrafael Tower Site at San Rafael Hill as
it will look after BroadLink has
implemented the WAN for Internet
Conectivity for San Rafael Businesses.
Page #16
B) Proposed use of NEMA Box for Tower Site
The photo to the left shows our NEMA
box which houses our Radios as it is
deployed at one of our San Francisco
locations. If gaining access to the Bunker
on San Rafael Hill (shown in photo
below) for BroadLink's Internet WAN
creates a problem for the City of San
Rafael, a similar solution can be attached
to the exterior of the Bunker located on
San Rafael Hill.
The photo to the left shows the San Pedro Hill
Tower Site. In order for BroadLink to place a
NEMA box on the exterior of the Bunker at
this location a security fence similar to the one
located on San Rafael Hill's tower site would
have to be built at the City of San Rafael's
expense. A better solution is to allow
BroadLink shelf space and access to these
Bunkers, so BroadLink can maintain both the
City of San Rafael's WAN and BroadLink's
WAN.
Page #17
i
1) Proposed use of shelf space in Bunker located at Tower
Site
Page #18
The photos on this page show how shelf
space is used at our Santa Rosa Tower
Site. The photo below shows a small
tower PC cabinet with a UPS backup and
five of our radios. The total amount of
shelf space taken up by our tower site
equipment is quite small. The space
taken up in this example is 2' deep by 2'
wide by 4' tall.
This would be the preferred method of
installing our equipment at the tower sites
in San Rafael. However if this is not
possible we will use NEMA boxes as
outlined on the previous page.
Proposed Radio for WAN Sites
Wireless Bridge
WB -10 PRO
High Performance at Low Cost
High data rate of 3 Mbps. Automatic fallback to 2 or 1 Mbps.
Supports up to 256 remote stations
Wide coverage area:
Up to 3000 feet (1000m) with basic antennas.
Up to 7 miles (10km) with optional high -gain receive antenna (US
model).
Antenna diversity and DSP modem ensure robust communication.
Plug and Play Connectivity
Standards
Transparent to network protocol and applications.
Simple site survey LEDs.
SNMP management.
Ultra compact enclosure.
License free use (2.4GHz ISM band).
Guaranteed upgrade to IEEE 802.11.
Plug & Play Wireless Ethernet
The PRO product line is a high performance system that allows the interconnection of LAN stations
without cabling.
The PRO operates at high data rates of up to 3 Mbps. Fast and seamless roaming between cells
extends coverage area to whole building or campus.
The PRO Access Point AP -10 PRO provides access for wireless station users equipped with a
compatible adapter into 802.3 wired LANs.
The PRO Wireless Bridge WB -10 PRO provides wireless connectivity of remote Ethernet networks
to the AP -10 PRO. The WB -10 PRO is fully transparent to network protocol and applications,
enabling plug -and -play installation. With the basic antenna pair, the radius of a single cell covered
by a standard AP-10PRO may reach up to 3000 feet (1000m) in free space. When using the optional
Page #19
high gain antenna, a central Ethernet network may be connected with one or more remote networks
located at higher distances.
The WB -10 PRO, together with AP -10 PRO is the ideal solution for wireless connection of remote
networks to the central backbone. WB -10 PRO is useful for temporary installations, remote branch
office connection, connectivity to Internet providers, fast deployment, campus applications or other
LAN applications where wireless deployment and time saving are important considerations.
WB -10 PRO Specifications
Network Interface
LAN Interface lOBase-T
Standards IEEE 802.3, IEEE 802.1d
Transparent to network protocols
Wireless LAN Interface
Standard IEEE 802.11 (D3 draft)
Media Access Protocol CSMA / CA
LED Indicators
Power & Self -Test
Wired LAN (Ethernet) Activity
Wireless LAN Synchronization
Wireless Link Signal Quality (3 LEDs)
Management
SNMP agent: MIB -I & II, bridge MIB, Private MIB
Wired Ethernet, serial SLIP and wireless management access
Software download by TFTP
Full software upgrading, including modem module
Radio / Modem
Frequency range 2.4 - 2.4835 GHz
Radio type Frequency Hopping Spread Spectrum
Transmission Power (EIRP)
Standard (basic antennas) Controllable, 10 or 100 mW
With high gain antenna according to relevant regulations : Up to 4W
(US), 100mW (Europe)
Page #20
Electrical
Mechanical
Modulation GFSK
Data rate variable, 3, 2 or 1 Mbps
Cell size (radius) free space: up to 3000 feet (1000m)
Cell size (radius) indoors: up to 600 feet (200m)
Antenna diversity two antennas
Basic antennas 2 dBi, Omni
Optional 6 dBi Omni
Optional 8.5, 12, 18, 24 dBi directional
Achievable distances
With basic antennas: free space - 3000 feet (1000m), indoors: 600 feet
(200m)
With high gain antennas complying with relevant regulations: US
model - 7 miles (1 Okm), European model - 2.5 km
Power supply External, 110 / 220 V, 7.5 W
Input Voltage 5 VDC, 1200 mA
Dimensions 5.1 x 3.4 x 1.2 in (13 X 8.6 X 3 cm)
Weight 1 lb. (0.45 kg)
Environmental
Standards
Operating temperature 32F to 105F (OC to 40C)
Operating Humidity 5% to 95%, non -condensing
US FCC Part 15, UL 1950
Europe ETS 300-328, EN 60950, CE
Page #21
Performance
Proposed Radio for Tower Sites
Access Point
r_
AP -10 PRO
High data rate of 3 Mbps Automatic fallback to 2 and 1 Mbps.
Wide coverage area of up to 3000 feet (1000m).
Switched Ethernet Configuration with multiple APs in the coverage area
(WIX(tm)), 15 Mbps aggregate throughput.
Fast and seamless roaming.
Antenna diversity and DSP modem
Plug and Play Connectivity
Standards
Transparent to network protocol and applications.
Full SNMP management (optional).
Upgrade by software download.
Simple site survey LEDs.
Miniature enclosure.
License free use (2.4GHz ISM band).
Guaranteed upgrade to IEEE 802.11.
Plug & Play Wireless Ethernet
The Pro Product line is a high performance wireless LAN system operates at a high data rate of up
to 3 Mbps. 15 Mbps aggregate throughput can be achieved by using WIX(tm) - multi -cell based
Wireless Switched Ethernet configuration.
The coverage area of a single cell may reach up to 3000 feet (1000m) in free space. Fast and seam-
less roaming between adjacent cells extends the coverage area to whole buildings or campus.
Antenna diversity and multi -rate DSP modem with adaptive equalization provide optimal and robust
performance under multipath fading and interference.
The Pro product line is designed to meets standards and regulations for license -free installation.
The Pro Access Point (AP -10 PRO) unit provides 802.11 protocol access for wireless workstation
users into 802.3 wired Ethemet LANs. The AP -10 PRO also extends the range for station to station
communication within its coverage area. Multiple APs in the same coverage area increase effective
throughput above wired LAN speed.
The AP -10 PRO is a compact unit that can installed easily on shelf, ceiling or wall. The coverage
Page #22
area (cell) is large and handles heavy network traffic. Several radio cells can be overlapped permit-
ting full coverage of complex floor layouts, penetration of obstacles and high-speed roaming.
Frequency Hopping Spread Spectrum provides robust and reliable wireless communications, with
interference avoidance, as well as the ability to coexist with other wireless networks.
AP -10 PROSpecifications
Network Interface
LAN Interface IOBase-T
Standards IEEE 802.3, IEEE 802.1d
Transparent to network protocols (1P, IPX, AppleTalk, OSI, NetBEUI, DECnet, etc.)
Wireless LAN Interface
Standard IEEE 802.11 (D2 draft)
Media Access Protocol CSMA / CA
Number of stations per cell 256 max.
LED Indicators
Management
Power & Self -Test
Wired LAN Activity
Radio Interference
Wireless LAN Load (3 LEDs)
SNMP agent: MIB -I & II, bridge MIB, Private MIB.
Wired Ethernet: serial SLIP wireless management access.
Software download by TFTP.
Full software upgrading, including modem module.
Radio / Modem
Frequency range 2.4 - 2.4835 GHz
Radio type Frequency Hopping Spread Spectrum
Transmission Power controllable, 10 or 100 mW
Modulation GFSK
Data rate variable, 3, 2 or 1 Mbps
Cell size (radius) free space: up to 3000 feet (1000m)
Cell size (radius) indoors: up to 600 feet (200m)
Antenna diversity two 2 dBi Omni antennas
Page #23
Electrical
Mechanical
Power supply External, 110 / 220 V, 7.5 W
Input Voltage 5 VDC, 1200 mA
Dimensions 5.1 x 3.4 x 1.2 in (13 X 8.6 X 3 cm)
Weight 1 lb. (0.45 kg)
Environmental
Operating temperature 32F to 105F (OC to 40C)
Operating Humidity 5% to 95%, non -condensing
Page #24
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Network Configuration
The proposed designed WAN is a flat network. This means that each department (i.e.: Fire
Department, Recreation Department, etc.) will be visible to each other. This can be resolved by
Network management so that each department cannot see each other. The amount of Network
management available will depend on the type of network used. This type of WAN network
configuration is similar to a LAN.
This flat network design was chosen for cost management. For each department to have an
independent network, each department would require separate AP 10 -PRO radios in the towers for
each broadcast area as shown on the previous maps. The reason for this is that BroadLink's
Wireless WAN is in fact aWireless Bridge. To the network the wireless bridge looks no different
than ethernet cable.
Under the design chosen, additional WAN locations can easily be added in the future with minimal
effort.
3)
Safetv Issues
This section addresses the safety of staff operating around BroadLink's Wireless WAN.
BroadLink's signal range (2.4 Ghz) is not in the Microwave Band.
There has been much concern about Microwave Signals and the adverse affect they may have on
Humans. These concerns are directed at Microwave Signals which are broadcast at 10+ watts of
power. BroadLink's radios transmit at a .10 of a watt. Todays moble cellular system operates at
3 times the power of Broadlink's radios.
BroadLink's signal will be sent from rooftop to tower site, well away from direct Human interaction.
BroadLink's Wireless LAN does not increase the risk of Microwave Signal exposure to the San
Rafael City work force or the general public.
B) Time Frame
The time frame for BroadLink's build -out of the proposed WAN will be 90 days. BroadLink will
add 5 WAN locations to the network each 30 days. The build -out of the San Rafael Hill Tower Site
will be included in the first 30 day buildout. WAN locations to be built out first will be at the
discretion of the City of San Rafael except for the following:
Fire Station #5, Fire Station #6 and the Recreation Site located at 670 Del Galindo will be
built out in the final phase of the WAN buildout.
Starting date for the WAN buildout will begin within 10 days of acceptance of this proposal.
Page #27
C) Installation Fees
As we mutually agreed upon with the City of San Rafael's counter proposal by phone and
via fax on June 3, 1998, BraodLink Communication will install San Rafael's Wide Area
Network (WAN) at San Rafael Hill Tower and San Pedro Hill Tower free ofcharge. In
return, BroadLink Communication will lease for the use of the San Rafael Hill Tower
Site and the San Pedro Hill Tower Site to develop its Internet WAN for local San,Rafael
business clients.
The City of San Rafael will retain ownership of all equipment purchased from BroadLink
to facilitate this WAN. BroadLink Communications will maintain the Wireless WAN on
behalf of the City of San Rafael free of charge for a period of five years beginning on
the date when the installation of WAN is completed and operational.
Upon Completion of the Wireless WAN the value of equipment placed in service for use
by the City of San Rafael purchased from BroadLink Communications will be
$50,541. A detailed breakdown of this equipment is supplied in the Service Contract
referenced above.
D) Service Contract
The maintenance services to be provided by Broadlink to City under the Agreement, are outlined in
Exhibit `B" to the Agreement. The key points are as follows:
1) The term of the Agreement is for five (5) years with provisions for renewal.
2) The annual fee will be free of charge.
3) The guaranteed response time by Broadlink to a service call from City regarding WAN
failures, will be four (4) hours.
4) Broadlink will upgrade the Wireless Bridges at all WAN locations with Broadlink's
new Wireless Bridges that operate at a potential of 32 Mbps in the same format as the
original installation at no cost to the City of San Rafael.
IV) BroadLink Tower Installation
Upon acceptance of this proposal and the signing of the contracts the City of San Rafael
will grant BroadLink Communications access to the owV Silts ated at San Rafael
Hill and San Pedro Hill. BroadLink Communication ��� to access the San Pedro Hill
Tower site to build -out the antenna array for BroadLink `s Internet WAN, and will be
allowed to access the San Rafael Hill Tower site when the technical issue is resolved.
BroadLink will install the City of San Rafael WAN sites and operational prior to
building -out the antenna array for BroadLink's Internet WAN for operation.
The estimated time frame for the build out of BroadLink's Internet WAN tower site is 5 days. This
fits in with estimated time for start of installation for the City of San Rafael WAN.
This is an important issue to BroadLink as there are several business clients in San Rafael awaiting
the Tower Site build -out. These clients have their Internet WAN installation completed at their end
and are awaiting the Tower Site build -out.
Conclusion
This proposal is the complete proposal to the of San ael to create a wireless
WAN for the City of San Rafael in exchange 11' � use and access of the City of
San Rafael Tower Sites as referenced in this proposal. This supercedes prior agreements
or proposals between the City of San Rafael and BroadLink Communications other than
this one.
Both parties agree that time is of the essence in regards to approval, acceptance or
modifications to this proposal. It is understood that the City of San Rafael will hold a
special meeting with parties of the appropriate departments within 3 working days of
receipt of this proposal and respond to BroadLink Communications within 5 working
days of receipt of this proposal.
Any questions regarding this proposal should be directed to :
Mark Rodnick
Director of Network Operations
BroadLink Communications
409 Mendocino Ave., Suite 3
Santa Rosa, CA 95401
707.578.7229
1. BROADLINK'S DUTIES AND OBLIGATIONS: During the term hereof, BROADLINK shall, subject to isle terms
and conditions hereof, prov-USTOMER with the following services:
e7
A. TA�ts at` time of installation trnnrr rhe signal quality for all data links will be conducted as installations
are completed and made a pan of this document- If the wireless equipment has a problem, defined as a degradation of the
quality of data transmission rates provided by the wireless equipment of over tty percent (20'0), the following procedures
will be followed:
i. The Customer will call BroadLink and describe the problem. BroadLink personnel will ask the
Customer to perform various network diagnostic tests by phone. BroadLink personnel will determine the cause of
degradation of data transmission service. BroadLink personnel will then make a determination whether or not such '
degradation is caused by the wireless equipment covered under the terms of this Agreement, or if the cause is f
elsewhere in the Customer's network In the event the degradation is caused by, or appears to be caused by the
wireless equipment covered under this Agreement, BroadLink will dispatch a service representative to the
Customer's location.
ii. If dispatched, BroadLink's Service Representative will be on site within four (4) hour" of such
dispatch to begin diagnostics and repair the degradation of data transmission service. This response time is valid
seven days a week, twenty-four hours per day, 365 days per year.
ill. BroadLink will alleviate the degradation in service using any means it deems reasonable,
including, but not limited to, onsite replacement any equipment not functioning property.
a!� h cv5 t
iv. BroadLink is not responsible for any degradation in service caused by the Customer's own
internal network , the Internet, or any and all other networks the Customer maintains a connection.
2 CUSTOMERS'S DUTIES AND RESTRICTIONS:, During the term hereof, the Customer shall, subject to the terms
and conditions hereof, provide BroadLink with the following:
A. If 7 Ri au*... '1-Cr^SIM R'Sr]r „_;ltil_I'•- .tr:P.!'r^t..�., :if Wireies!i z fU:p^ nt ;!a:.C'iUti;e.P,. .]e!InCC � Y
degradation ci the q'rolity if i?r'- i toe wt.-aa equip—e )r _"er
following procedures will be followed.
i. The Customer will cag BroadLink by phone and describe the problem. BroadLink personnel will
ask the Customer to perform various nerxork diagnostic tests by phone. The Customer will perform all analysis
asked by BroadLink. BroadLink perou==4 will then make a determinarion whether or not such degradation is caused
by the wireless equipment covered undarhe terms of this Agreement. or if the cause is elsewhere in the Customer's
network. In the event the degradaticia is caused by, or appears to be caused by the wireless equipment covered
under this Agreement. BroadLink will dispatch a service representative to the Customer's locations
ii. If dispatched, BroadLink's Service Representative will be on site within four (4) hours of such
dispatch to begin diagnostics and repair the degradation of data transmission service. The Customer must have "
personnel at the Customer's location(s) and that person will have full access to each facility as well as the roof of
each facility.
ill. The Customer's personnel will attend the entire visit by BroadLink's Service Representative and
actively assist BroadLink's service personnel in the process of alleviating the degradation.
3. NON-BROADLINK SUPPLIED EOUIPMENT: Physical equipment and/or software products that are NOT
provided by BROADLINK are the responsibility of CUSTOMER BROADLINK will not be responsible for the installation
and/or service of equipment and/or software that zero not provided by BROADLINK. CUSTOMER is responsible for the
use and compatibility of any and all hardwar= and/or software not provided by BROADLINK. In the event that
CUSTOMER uses hardware and/or software not provided by BROADLINK that impairs CUSTOMER's use of
BROADLINK's installed wireless equipment, die CUSTOMER will, if necessary, pay BROADLINK to troubleshoot
problems caused by such equipment and/or software not provided by BROADLINK at the rate of 585.00 per hour.
BROADLINK will not be responsible if any cinnges in hardware, software or services cause equipment not provided by
BROADLINK to become obsolete, require moditlncadon or alteration, or in any other way affect the total performance of
BROADLINK on an end-to-end basis and protect the BROADLINK network and those networks attached to the
BROADLINK network. In the case of CUSTOMER owned hardware and/or software connected to the BROADLINK
network, CUSTOMER is totally responsible for any and all service to that equipment. BROADLINK, at its option, can
supply technical services in the form of consulting 2nd/or services to BROADLINK customers at their request. Such services
are billed at rates set on the BROADLINK pricing sheet and/or at rates that are in effect at the time such services are
requested. BROADLINK has the right to refuse any such technical services at its sole option.
CHANGE OF EOUIPMENT: BROADLINK is in the process of developing a high speed wireless radio/modem
with the potential of transmitting data at up to 32 megabits per second. When these radio /modems are to be deployed,
BROADLINK will replace the equipment currently in use by the City of San Rafael with these new radio/modems. It is
understood that these radio/modems will not be ready for deployment for at least I year from the signing of this contract.
This exchange of equipment will be done at no cost to the City of San Rafael.
5_1 DISCLAIMER OF WARRAI`-1IES: BROADLINK makes no warranties, expressed or implied, including, but not
limited to, any warranties of merchantabiliry or fitness for anv oarticular numncr
LICENSE AGREEMENT
This Agreement is made this 17th day of August, 1998, by and between the City of San
Rafael, a California municipal corporation ("LICENSOR'), and Broadlink Communications, a
California corporation ("LICENSEE").
WHEREAS, LICENSOR is the owner of communications towers on San Rafael Hill and
San Pedro Hill (herein "FACILITIES"), as are more particularly described in Exhibit "A",
attached hereto and incorporated herein; and
WHEREAS, LICENSEE is a communication service and maintenance provider, and is
desirous of using FACILITIES to build -out the antenna array for its Internet WAN; and
WHEREAS, LICENSOR and LICENSEE have entered into an Agreement by which
LICENSEE shall install and maintain for LICENSEE a WAN system for a period of five years;
and
WHEREAS, part of the consideration for such Agreement is LICENSOR's grant of a
license to LICENSEE to use FACILITIES; and
WHEREAS, LICENSEE desires to have, and LICENSOR desires to grant to
LICENSEE, a license for access to FACILITIES for the placement, maintenance, repair and
replacement of the antenna array for its Internet WAN.
NOW THEREFORE, the parties hereby agree as follows:
1. Grant of License. Subject to the terms and conditions of this Agreement,
LICENSOR hereby grants LICENSEE and its authorized representatives a non-exclusive license
to access FACILITIES for the purpose of the placement, maintenance, removal, repair and
replacement of its antenna array for its Internet WAN. LICENSEE shall pay LICENSOR
$464.00 per month for each tower site ($928.00 for both), for the rights granted to LICENSEE by
this license.
2. Mutual Cooneration. LICENSEE agrees to coordinate its placement,
maintenance, repair and replacement of its antenna array for its Internet WAN with LICENSOR
and to prevent interference with the current and future use of FACILITIES by LICENSOR and
others. LICENSOR agrees to cooperate with LICENSEE to make reasonable efforts to prevent
any interference by LICENSOR, or other, with LICENSEE's antenna array. LICENSOR agrees
to provide reasonable prior notice to LICENSEE of any LICENSOR activity which may impact
the operation or maintenance of the antenna array. LICENSEE agrees to provide reasonable
prior notice to LICENSOR or any LICENSEE activity which may impact the operation or
maintenance of FACILITIES. LICENSOR reserves the right to use the property for purposes
which will not unreasonably interfere with LICENSEE's full enjoyment of the rights hereby
granted.
3. Compliance with Law. LICENSEE shall comply with all applicable
governmental statutes, codes, ordinances, orders, permits, directives, guidelines, rules, and
regulations ("Laws") regarding its operation and activities at FACILITIES. LICENSEE shall
conduct its operation and activities at FACILITIES in a safe manner and in accordance with
generally accepted professional communications engineering industry standards.
4. Expiration or Termination of Aereement., This Agreement shall terminate June
30, 2003, concurrent with the Agreement between the parties for installation and maintenance of
City's WAN. Upon termination, LICENSEE shall at its sole cost and expense fully repair and
restore the areas of FACILITIES to their original state unless LICENSOR agrees otherwise in
writing. The parties may, by mutual agreement in writing, extend this agreement.
5. Notice. Any notices or communications hereunder shall be in writing and sent by
first class mail, addressed to the parties at the addresses listed below, or to such other addresses
as the party may from time to time designate in writing. Notices shall be deemed received upon
actual receipt of the notice by the primary party being sent the notice.
6. Indemnification. LICENSEE shall indemnify, release, defend and hold harmless
the LICENSOR, its officers, agents, employees and volunteers, against any claim, demand, suit,
judgment, loss, liability or expense of any kind, including attorney's fees and administrative
costs, arising out of or resulting in any way, in whole or in part, from any acts or omissions,
intentional or negligent, of the owner's officers, agents and employees or from any claim,
demand, suit, judgment, loss, liability or expense of any kind, including attorneys fees and
administrative costs arising out of, or resulting in any way, in whole or in part, from Licensee's
use, in any manner, of the FACILITIES provided herein.
7. Insurance. LICENSEE shall provide policies of insurance as detailed in Section 9
of the Agreement between the parties for installation and maintenance of City's WAN.
8. Attornev's Fees and Costs., In the event that any legal action or proceeding is
commenced to enforce or interpret this Agreement, the substantially prevailing party or parties
shall be entitled to recover their reasonable attorneys' fees and legal costs incurred by reason of
such action or proceeding whether or not prosecuted to judgment.
9. This license is personal to LICENSEE, and may not be assigned voluntarily or by
operation of law by LICENSEE to any other person or entity.
10. The LICENSEE shall be responsible for obtaining all permits, licenses, approvals
or other requirements of federal, state and local governmental or regulating agencies, for the
activities and operation LICENSEE intends to conduct on FACILITIES.
2
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month
and year first above written.
(Licensor)
CITY OF SAN RAFAEL
ROD GOULD, City Manager
ATTEST:
JEANNE M. LEONCINI, City Clerk
PPROYE FORM:
ARY T. GGHIANAI, City Attorney
3
(Licensee)
BROADLINK COMMUNICATIONS
By:
Name:
Title:
EXHIBIT '
1
REGULAR MEETING
SAN RAFAEL ZONING ADMINISTRATOR
AUGUST 10, 1998
1. ED98-54 San Pedro Hill; City of San Rafael, owner; Broadlink
Communications, representative; District P/OS;
APN 15-250-53; communication facility. (KT)
The hearing on this item started at 10:05 AM and concluded at 10:25 AM. Jock Miller, Ray
Taylor and Dick Sadler of the Dominican Homeowners Association were in attendance. The
applicant was not present. The Zoning Administrator clarified, when asked, where the antennas
would be located on the hill, pointing out that the antennas would be placed on an existing
telephone pole utilized by the police department and that the antennas would be painted a non -
reflective color. The HOA representatives indicated that they were not concerned with the
proposal as clarified by the Zoning Administrator.
It was pointed out by the HOA representatives that the HOA president, Ray Taylor, had not
received a notice. Their mailing address was provided as P.O. Box 151702, D Street in San
Rafael for future reference.
A concern was raised over whether the existing AT&T antenna facility was in compliance with
its use permit approval. Staff indicated they could look into the matter further. An concern over
the electrical emissions from the area was raised to which staff indicated such concerns would be
forwarded to the attention of the FCC.
The Zoning Administrator found that the antenna additions were in compliance with the
applicable design review criteria. The application was approved with conditions.
The Zoning Administrator pointed out that the permit was valid for two years and informed the
public in attendance that this particular site may not be installed until the latter part of the two
year period.
ACTION TAKEN: CONDITIONAL APPROVAL
Findings:
1. The proposed antenna arrays, as conditioned, are in accord with the General Plan, the
objectives of the Zoning Ordinance, and the purposes of this chapter given that; a) the
antennas will be located on an existing antenna tower and constitute an accessory
structure which is permitted in the Park/Open Space/Conservation General Plan 2000
designation and the Park/Open Space (P/OS) Zoning Ordinance designation, specifically
the criteria listed in Section 14.20.050; b) the purposes of Chapter 25 and the design
review criteria established for review of communication facilities, and; c) the additional
antennas will be painted to blend into the site to the maximum extent feasible in
compliance with all applicable criteria.
SRZA MINUTES 8/10/98
2
2. That the project design is consistent with all applicable site, architecture and landscaping
design criteria and guidelines for the district in which the site is located, as discussed in
finding 1 above.
3. That the project design minimizes adverse environmental impacts given that the project is
categorically exempt from the California Environmentla Quality Act (CEQA) pursuant to
section 15303 of the CEQA Guidelines, in that it consists of the addition of small
accessory equipment, and no special circumstances apply to the site or use given that; a)
the site is not in an environmentally sensitive location, and; b) the facility will be
operated in compliance with the applicable ANSI standards for safe exposures to Radio
Frequency (RF) emissions as regulated by the Federal Communications Commission
(FCC) (Federal regulations preempt the City from reviewing telecommunications
facilities based on RF levels).
4. That the project design will not be detrimental to the public health, safety or welfare, nor
materially injurious to properties or improvements in the vicinity in that the antennas will
be installed per the Uniform Building Code (UBC) and operated in accord with the FCC
regulations.
CONDITIONS OF APPROVAL:
1. The building techniques, plans and materials shown on the plans reviewed by the Zoning
Administrator on August 10, 1998 shall be the same as presented for building permit
approval. Any changes shall require review and approval of the Planning Department.
2. The permit approval shall be valid for two years, until August 10, 2000, during which
time a building permit shall be issued to install the site, or the construction completed, or
the permit shall be null and void.
3. If technology improvements or developments occur which allow the use of materially
smaller or less visually obtrusive equipment, the carrier shall be required to replace or
upgrade this facility.
4. The carrier shall properly maintain this facility during the life of this permit. The carrier
shall remove the facility from the premises within 6 months if it has become inoperative
or abandoned.
5. The antennas shall be painted a a non -reflective grey, or similar color, to match the
existing equipment and blend into the site, as required by the prior ED 90-49 approval for
the police tower facility.
SRZA MINUTES 8/10/98
3
2. ED98-53 San Rafael Hill; City of San Rafael, owner; Broadlink
Communications, representative; District P/OS;
APN 11-051-02; communication facility. (KT)
The hearing on this item started at 10:25 AM and concluded at 10:35 AM. The applicant was not
present. The Zoning Administrator pointed out that the antennas would be placed on an existing
facility utilized by the City Police and Fire departments as well as the County for
communications purposes.
The Zoning Administrator found that the antenna additions were in compliance with the
applicable design review criteria. The application was approved with conditions.
ACTION TAKEN: CONDITIONAL APPROVAL
Findings:
1. The proposed antenna arrays, as conditioned, are in accord with the General Plan, the
objectives of the Zoning Ordinance, and the purposes of this chapter given that; a) the
antennas will be located on an existing antenna tower and constitute an accessory
structure which is permitted in the Park/Open Space/Conservation General Plan 2000
designation and the Park/Open Space (P/OS) Zoning Ordinance designation, specifically
the criteria listed in Section 14.20.050; b) the purposes of Chapter 25 and the design
review criteria established for review of communication facilities, and; c) the additional
antennas will be painted to blend into the site to the maximum extent feasible in
compliance with all applicable criteria.
2. That the project design is consistent with all applicable site, architecture and landscaping
design criteria and guidelines for the district in which the site is located, as discussed in
finding 1 above.
3. That the project design minimizes adverse environmental impacts given that the project is
categorically exempt from the California Environmentla Quality Act (CEQA) pursuant to
section 15303 of the CEQA Guidelines, in that it consists of the addition of small
accessory equipment, and no special circumstances apply to the site or use given that; a)
the site is not in an environmentally sensitive location, and; b) the facility will be
operated in compliance with the applicable ANSI standards for safe exposures to Radio
Frequency (RF) emissions as regulated by the Federal Communications Commission
(FCC) (Federal regulations preempt the City from reviewing telecommunications
facilities based on RF levels).
4. That the project design will not be detrimental to the public health, safety or welfare, nor
materially injurious to properties or improvements in the vicinity in that the antennas will
be installed per the Uniform Building Code (UBC) and operated in accord with the FCC
regulations.
SRZA MIlNlUTES 8/10/98
n
CONDITIONS OF APPROVAL:
1. The building techniques, plans and materials shown on the plans reviewed by the Zoning
Administrator on August 10, 1998 shall be the same as presented for building permit
approval. Any changes shall require review and approval of the Planning Department.
2. The permit approval shall be valid for two years, until August 10, 2000, during which
time a building permit shall be issued to install the site, or the construction completed, or
the permit shall be null and void.
3. If technology improvements or developments occur which allow the use of materially
smaller or less visually obtrusive equipment, the carrier shall be required to replace or
upgrade this facility.
4. The carrier shall properly maintain this facility during the life of this permit. The carrier
shall remove the facility from the premises within 6 months if it has become inoperative
or abandoned.
5. The antennas shall be painted a a non -reflective grey, or similar color, to match the
existing equipment and blend into the site.
SRZA NENUTES 8/10/98
ACTION BY UNANIMOUS WRITTEN CONSENT OF
BOARD OF DIRECTORS
IN LIEU OF ORGANIZATIONAL MEETING
The undersigned, being the Board of Directors of BroadLink Communications, Inc., a
California Corporation (the "Corporation', by his signature below, hereby adopts the following
resolutions on behalf of the Corporation, pursuant to the California Corporations Code, for the
purpose of perfecting the organization of the Corporation:
Actions Of Incomoration
RESOLVED, that the actions of Paul J. Tauber, as the sole incorporator of
the Corporation to perfect the organization of the Corporation, including the
election of Jeffrey Aldrich, Douglas Linney, Warren Linney and Timothy
McAllister as directors of the Corporation are hereby ratified and approved.
Certification And Filine Of Actions Of Incorporation
RESOLVED FURTHER, that the Secretary of the Corporation is
authorized and instructed to insert in the Minute Book of the Corporation a copy
of the Articles of Incorporation as filed in the Office of the California Secretary of
State and certified by the Secretary of State.
Adoption Of Bvlaws
RESOLVED FURTHER, that the Bylaws, which were adopted and
approved by the incorporated of the Corporation and attached as an exhibit to the
Action of Incorporator are hereby ratified, approved, and adopted as the Bylaws
of the Corporation;
RESOLVED FURTHER, that the Secretary of the Corporation is
authorized and directed to execute a Certificate of Adoption of the Bylaws and to
insert them as certified in the Corporation's Minute Book, and to see that a
certified copy is kept at the Corporation's principal office for the transaction of its
business and that a certified copy is supplied to counsel to the Corporation.
Principal Executive Office
RESOLVED FURTHER, that the principal executive officer of the
Corporation shall be located at 409 Mendocino Avenue, Suite C, Santa Rosa,
California 95401.
SA 1048\4016\AD W 041 O.DOC
01/15/98 1:05 PM
Bank Account
RESOLVED FURTHER, that for the purpose of establishing one or more
depositories for the funds of the Corporation, the President and Secretary are
hereby authorized to execute any standard form bank resolution cards as may be
necessary to open corporate banking accounts, and that funds from such accounts
may be withdrawn by means of checks or drafts of the Corporation signed by any
officer or officers the President and Secretary may from time to time select.
RESOLVED FURTHER, that all form resolutions required by such banks
are hereby adopted in the form utilized by the banks, and the Secretary is hereby
authorized to certify such resolutions as having been adopted by this unanimous
written consent and is directed to insert the form of such resolutions in the Minute
Book.
Corporate Seal
RESOLVED FURTHER, that a corporate seal in a form to be determined
by the Secretary of the Corporation, is hereby adopted as the seal of the
corporation.
Expenses Of Incomoration
RESOLVED FURTHER, that the Chief Financial Officer is authorized
and directed to pay the expenses of the incorporation and organization of the
Corporation, and to reimburse the person advancing funds to the Corporation for
this purpose.
Amortization Of Oreanizational Expenses
RESOLVED FURTHER, that beginning with the month in which the
Corporation begins business, the Corporation hereby adopts a system of
amortizing organizational expenditures ratably over a period of sixty (60) months
in accordance with Section 248 of the Internal Revenue Code.
Election Of Officers
RESOLVED FURTHER, that the following persons are elected to the
office or offices indicated next to their names to serve until their successors shall
be duly elected or appointed, unless he or she resigns, is removed from office or is
otherwise disqualified from serving as an officer of the Corporation, to take their
respective office or offices immediately upon such election:
SAI 048\4016\ADW04IO DOC 7
01/15/9R 1•n5 PM
Name Office
Jeffrey Aldrich President
Warren Linney Chairman of the Board, Chief Executive Officer
Timothy McAllister Chief Financial Officer, Chief Operating Officer
and Secretary
Authority To Enter Into Contracts
RESOLVED FURTHER, that except as otherwise provided in the Bylaws,
the Articles of Incorporation or by law, the President shall have a general
authority, on behalf of the Corporation, to enter into any and all contracts of any
type, nature and description that he or she determines in his or her discretion to be
in the best interests of the Corporation, without first securing the approval of the
Board of Directors.
Stock Issuance
RESOLVED FURTHER, that shares of stock of the Corporation shall be
issued only when the signature of the Chairman of the Board, President or Vice
President and Chief Financial Officer, Secretary or Assistant Secretary are affixed
to the certificate representing such shares.
Securities Laws Compliance
RESOLVED FURTHER, that it is contemplated that the offer and sale of
the Corporation's common stock shall be exempt from qualification under the
California Corporations Code and any other applicable state securities laws, and
each officer of the Corporation is authorized and directed to take all steps
necessary or desirable to comply with the applicable legal requirements, including
causing any required notice to be prepared, executed, and timely filed with the
appropriate regulatory agency.
RESOLVED FURTHER, that it is contemplated that the offer and sale of
the Corporation's common stock shall be exempt from the registration
requirements of the federal Securities Act of 1933, as amended, pursuant to
Section 4(2), Section 3(a)(11), or Regulation D of that Act, as may be applicable,
and that each officer of the Corporation acting alone is hereby authorized and
directed to take all steps necessary or desirable to qualify under an applicable
exemption.
Statement By Domestic Stock Comoration
RESOLVED FURTHER, that the form entitled "Statement by Domestic
Stock Corporation," as required to be filed with the California Secretary of State
by California Corporations Code Section 1502, is hereby approved, and the
President or Secretary of the Corporation is hereby authorized and directed to
execute the form and forward it with the appropriate fee to the California
Secretary of State in accordance with the time requirements of Section 1502, and
those officers are directed to file a new statement annually in accordance with the
provisions of that Section.
Emolover Identification And Withholding
RESOLVED FURTHER, that the officers of the Corporation are, and each
acting alone is, hereby authorized and directed to take all actions deemed
necessary of advisable to secure federal and state employer identification numbers
and to comply with all laws regulating payroll reporting, withholding and taxes.
Licenses And Permits
RESOLVED FURTHER, that the officer of the Corporation be and hereby
are authorized and directed to take any licenses and permits necessary to the
business of the Corporation and to pay necessary fees and taxes therefor.
S:\1048\4016\ADW04IO DOC 4
n l n U04 i •nc n►.
Accounting Year
RESOLVED FURTHER, that the accounting year of the Corporation shall
end on December 31.
S Corporation Election
WHEREAS, it is in the best interest of the Corporation and its
shareholders to elect to be treated as an S Corporation, pursuant to the Internal
Revenue Code of 1986 and the California Revenue and Taxation Code;
NOW, THEREFORE, BE IT RESOLVED, that the officers of the
Corporation are, and each acting alone is, authorized and directed to execute all
documents and to take such action as they may deem necessary or advisable in
order to elect for S Corporation treatment, including but not limited to the
submission of necessary corporation election documents to the Internal Revenue
Service and the California Franchise Tax Board.
Pre -Incorporation Agreements
RESOLVED FURTHER, that any actions taken by the officers of the
Corporation, as promoters of the Corporation, including the negotiation and
execution of any agreement on behalf of the Corporation prior to its incorporation,
are hereby ratified, confirmed and approved as the acts and deeds of the
Corporation.
Omnibus Resolutions
RESOLVED FURTHER, that the officers of the Corporation are, and each
acting alone, is, hereby authorized to do and perform any and all such acts,
including execution of any and all documents and certificates, as said officers
shall deem necessary or advisable, to carry out the purposes of the foregoing
resolutions.
RESOLVED FURTHER, that any actions taken by such officers prior to
the date of the foregoing resolutions adopted hereby that are within the authority
conferred thereby are hereby ratified, confirmed and approved as the acts and
deeds of the Corporation.
S:\ 1048\4016\ADW041 O.DOC
01/15/98 1:05 PM
This Unanimous Written Consent shall be filed in the Minute Book of the
Corporation and become a part of the records of the Corporation.
Dated"4&AN4kL)�,N� , 1998
� J,s S
S:\1048\4016\ADW0410.DOC 6
01/15/98 1:05 PM
;efO y A)rich
Douglas Linney
W n Linn y
Timothy McAllis r
ACORD CERTIFICATE OF LIABILITY INSURANCkP11 D CR DATE(MMIDD/YY)
REL -1 08/24/98
PRODUCER THIS CERTIFICATE SSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Tanner Insurance Brokers HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
4670 Willow Road, Suite 250 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Pleasanton CA 94588 COMPANIES AFFORDING COVERAGE
DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLESISPECUIL ITEMS
Certificate holder is Additional Insured per attached CG2010 as respects
General Liabilit and Auto Liabilityper attached 11-101. This insurance is
primary. (See attached for agreemenwording) RE: Resolution #10296
CERTIFICATE HOLDER
City of San Rafael
Attn: Sharon E. Andrus
Risk Manager
P O Box 151560
San Rafael CA 94915-1560
ACORD 25S (1/95)
CANCELLATION
SANRAFA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICEQLL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMPA�����111111I111/ITS A\�iENTS OR REPRESENTATIVES.
AUTHORIZED SENTATIVE
©ACORD CORPORATION 1988
COMPANY
Phone No. 925-463-9672 Fax No.925-463-0192
A Federal Insurance Co.
INSURED
COMPA
Broad Link Communications, Inc
COMP t n --
C `I I(
J
nl
26102 Eden Landing Road Ste #3
1
Hayward CA 94545
COMPANY
1k '
,,I 1
COVERAGES
�
1--�-�-
THE POLICY PERIOD
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN I TO THl1J RED NAMED ABOYRPECT
INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION
OF ANY CONTRACT OR'O +WJZ: ZOCUMENT�J�I
1 TO
WHICH THIS
CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HERO
ALL THE
TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
CO TYPE OF INSURANCE POLICY NUMBER
LTR
POLICY EFFECTIVE POLICY EXPIRATION
DATE (MMIDDIYY) DATE (MMIDDIYY)
LIMITS
GENERAL LIABILITY
GENERAL AGGREGATE
5 2 0 0 0 0 0 0
A X COMMERCIAL GENERAL LIABILITY 35350791
02/02/98 02/02/99
PRODUCTS - COMP/OPAGG
$2000000
CLAIMS MADE FXI OCCUR
I PERSONALS ADV INJURY
$2000000
— OWNER'S S CONTRACTOR'S PROT
I EACH OCCURRENCE
5 2 0 0 0 0 0 0
X Garage Liab
I FIRE DAMAGE (Any one fire)
$100000
X Contractual
MED EXP (Any one person)
$ 5000
AUTOMOBILE LIABILITY
A X ANY AUTO 35350791
02/02/98 02/02/99
COMBINED SINGLE LIMIT
$1000000
ALL OWNED AUTOS
—
BODILY INJURY
S
SCHEDULED AUTOS
(Per person)
X HIRED AUTOS
BODILY INJURY
$
X NON -OWNED AUTOS
(Per accident)
—
I PROPERTY DAMAGE
S
GARAGE LIABILITY
I AUTO ONLY - EA ACCIDENT
$
ANY AUTO
I OTHER THAN AUTO ONLY.,
EACH ACCIDENT
$
AGGREGATE
S
EXCESS LIABILITY
I EACH OCCURRENCE
$
UMBRELLA FORM
I AGGREGATE
S
OTHER THAN UMBRELLA FORM
$
WORKERS COMPENSATION AND
j
I TORY L MITTS I iOEERR
EMPLOYERS' LIABILITY
EL EACH ACCIDENT
$
THE PROPRIETOR/INCL
EL DISEASE - POLICY UMR
S
PARTNERS/EXECUTIVE
jI
OFFICERS ARE:
II--
EXCL
EL DISEASE - EA EMPLOYEE
S
OTHER
A Business Personal 35350791
02/02/98 02/02/99
Spec Form
$80,000
Property
RC
DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLESISPECUIL ITEMS
Certificate holder is Additional Insured per attached CG2010 as respects
General Liabilit and Auto Liabilityper attached 11-101. This insurance is
primary. (See attached for agreemenwording) RE: Resolution #10296
CERTIFICATE HOLDER
City of San Rafael
Attn: Sharon E. Andrus
Risk Manager
P O Box 151560
San Rafael CA 94915-1560
ACORD 25S (1/95)
CANCELLATION
SANRAFA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICEQLL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMPA�����111111I111/ITS A\�iENTS OR REPRESENTATIVES.
AUTHORIZED SENTATIVE
©ACORD CORPORATION 1988
POLICY NUMBER: 35350791 COMMERCIAL GENERAL LIABILITY
CG 20 10 10 93
INSURED: Broadlink Communications
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS (FORM B)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART.
SCHEDULE
Name of Person or Organization:
It is hereby understood and agreed that the City of San Rafael, its officers, agents and
employees, are additional nsured hereunder but only a respects liability arising out of the land
and/or property and/or work designated in the License Agreement and the Wireless Wan
Installation and Maintenance Services Agreement between the City of San Rafael and
Broadlink Communications.
PRIMARY INSURANCE
Such insurance as is afforded by this endorsement for the additional insureds shall apply as
primary insurance. Any other insurance maintained by the additional insureds or its officers
and employees shall be excess only and not contributing with the insurance afforded by this
endorsement, except in the event of sole or contributory negligence on the part of the
additional insureds.
AS REQUIRED BY WRITTEN CONTRACT
(If no entry appears above, information required to complete this endorsement will be shown in
the Declarations as applicable to this endorsement.)
WHO IS AN INSURED (Section II) is amended to include as an insured the person or
organization shown in the Schedule, but only with respect to liability arising out of your ongoing
operations performed for that insured.
CG 20 10 10 93 Copyright, Insurance Services Office, Inc., 1992
POLICY NUMBER: 732: 76
INSURED: Broadlink Communications
CMMERCIAL AUTO
ADDITIONAL INSURED ENDORSEMENT
The person or organization shown in the schedule is an additional insured under the provisions
of CA 107 (12/90)
NAME OF PERSON OR ORGANIZATION
It is hereby understood and agreed that the City of San Rafael, its officers, agents and
employees, are additional insured hereunder but only as respects liability arising out of
the land and/or property and/or work designated in. the License Agreement and the
Wireless Wan Installation and Maintenance Services Agreement between the City of
San Rafael and Broadlink Communications.
PRIMARY INSURANCE
Such insurance as is afforded by this endorsement for the additional insureds shall apply as
primary insurance. Any other insurance maintained by the additional insureds or its officers
and employees shall be excess only and not contributing with the insurance afforded by this
endorsement, except in the event of sole or contributory negligence on the part of the
additional insureds.
Any person or organization for whom you are required under an "insured contract' to
provide insurance is consider an 'insured' for Liability coverage, but only to the extent
that person or organization qualifies as an 'insured' under the Who Is An Insured
provision contained in Section II of the Coverage form.
11-101 (6/94)
MPORTANT • THIS IS NOT A BILL. SENO NO MONEY UNLESS ST' 'HENT IS ENCLOSED.
IFEMIM HOME OFFICE SAN FRANCISCO 1 P,_ ICY DECLARATIONS
1 N S URA N C IR CALIFORNIA WORKERS' COMPENSATION AND EMPLOYER'S LIABILITY POLICY
IFU N D THESE DECLARATIONS ARE A PART OF THE WORKERS' COMPENSATION Poucy INDICATED HEiEOM
THIS INSURANCE IS EFFECTIVE FROM
12:01. A.M., PACIFIC STANDARD TIME
12-02-97 TO 12-01-98 AND SHALL
AUTOMATICALLY RENEW EACH 12-01
UNTIL CANCELLED
BROADLINK.COM, INC
CONTINUOUS POLICY 1512022-97
DEPOSIT PREMIUM $521.00
409 MENDOCINO #C
SANTA ROSA, CALIF 95401 MINIMUM PREMIUM $521.00
PREMIUM ADJUSTMENT PERIOD MONTHLY
N NC
NAME OF EMPLOYER- BROADLINK.COM, INC
(A CORPORATION)
1. WORKERS' COMPENSATION INSURANCE - PART ONE OF THIS POLICY APPLIES TO THE
WORKERS' COMPENSATION LAWS OF THE STATE OF CALIFORNIA.
2. EMPLOYER'S LIABILITY INSURANCE - PART TWO OF THIS POLICY APPLIES TO
LIABILITY UNDER THE LAWS OF THE STATE OF CALIFORNIA. THE LIMIT OF OUR
LIABILITY INCLUDING DEFENSE COSTS UNDER PART TWO IS,
$1,000,000
CODE NO. PRINCIPAL WORK AND RATES EFFECTIVE TO 12-01-98
INTERIM
BASE BILLING
RATE RATE*
8742 SALESPERSONS --OUTSIDE. 1.22 .98
5191 COMPUTER OR COMPUTER SYSTEM INSTALLA- 4.98 4.00
TION, INSPECTION, ADJUSTMENT OR REPAIR
--SHOP AND OUTSIDE.
********BUREAU NOTE INFORMATION"******
WARREN LINNET CEO,PRES 88.00%
TIM MC ALLISTER SEC,TRES 12.00%
TOTAL ESTIMATED ANNUAL PREMIUM
.nitumFvcTr_vrn 71vn .r-,.••.... -- ---- --- --
$5,212