Cellular/Wireless Services ...

Amendment No. 2 to Contract for PADD11O2 and State of Idaho Parties: State of Idaho By and Through the Division of Purchasing and AT&T MOBILITY II LLC “Contractor” A. The Parties entered into a Contract for Purchase of Wireless Services and Equipment (“Contract”), effective July 17, 2012 B. Wireless Equipment & Airtime (NASPO ValuePoint Contracts) Based on the above recitals, and good and valuable consideration, the receipt of which is hereby acknowledged, the Contract is amended as follows: 1. Extend Contract for one (1) year or until a new PADD is in place. Add funds. 2. $14,400,000.00 3. Except as expressly modified in this Amendment, all other terms and conditions of the Contract remain in full force and effect. 4. This Amendment is effective on 1/1/2020 12:00 AM or upon the date of the last signature. In no event will this Amendment be effective until executed by DOP. State of Idaho Chelsea Robillard, CPPB Lead Purchasing Officer Date: December31, 2019 BRAD LITTLE

Governor BRYAN MOONEY Director STEVE BAILEY Administrator State of Idaho Department of Administration Division of Purchasing 304 N 8m Street, Rm 403(83702) P. 0. Box 83720 Boise, ID 83720-0075 Telephone (208) 327-7465 Fax: 208-327-7320 December20, 2019 AT&T Mobility Afln: Tate Archibald, Liz Gregg VIA E-MAIL TRANSMISSION ma257p@att.com; Iiz.WegQ@att.com RE: Renewal of Contract PADD1 102, a Contract for Cellular/Wireless Services for the various State of Idaho Agencies, Institutions, and Departments Expiring 12/31/2019 The State of Idaho would like to renew the above referenced contract for a period of One (1) Year or until a new PADD is in place, whichever is sooner. The contract renewal period is January 1, 2020 to December 31, 2020. The same terms and conditions prevail for the contract renewal period, except as expressly modified herein. If the terms of this renewal letter are acceptable to your company, please sign below and mail, fax (208.327.7320) or e-mail tørçhasir@ adm.idaho y) to the Division of Purchasing. if you need to update the contact information for this contract, please do so below. Please update your IPRO profile as well, it necessary, in order to continue to receive e-mail notifications through the IPRO System. Thank you for your consideration in this matter. Idaho Division of Purchasing Contractor agrees to the terms detailed above: COMPANY: AT&T Mobility National Accounts LLC BY: 9a(W,u (Signature) Jack Wildermuth UPDATEO CONTACT INFORMATION for PADD11O2: DATE: (Printed Name) 12/20/19 Contact Name Title Address Phone Fax — E-mail Sincerely, SBPO Renewal Letter Revised 05/24/19 IDAHO Idaho Division of Purchasing Participating Addendum Purchase Order Name: Wireless Communication Services and Equipment (Ce Contract Number: PADD11O2 Contract Value: 0.00 USD Purchase Order Date: 7/10/2019 Submitted By: Jason Skelton Supplier Shipping Details AT&T MOBILITY II LLC Ship FOB: Destination, Prepaid 500 Kahelu Avenue Mililani Shipping Instructions: Per agency order HI, 98021 Phone: +1 808-627-8634 Fax: +1 866-488-3894 Email: liz.gregg@att.com Bill To Address Ship To Address DOP - Various State Agencies Ship to Ordering State of Idaho Agency Various Locations See Below for Details on Specific Locations Various, Idaho 83702 Phone: 208-327-7465 Phone: 208-327-7465 Fax: 208-327-7320 Fax: 208-327-7320 Email: purchasing@adm.idaho.gov Email: purchasing@adm.idaho.gov Mail Stop: DOP - Various Locations Mail Stop: DOP - Various Locations Payment Details Payment Terms: Net 30 Participating Addendum NOTICE OF STATEWTDE CONTRACT (PADD) AWARD 1 P a g e IDAHO This Contract is for Cellular/Wireless Services, awarded pursuant to State of Nevada Master Agreement 1907, issued as a cooperative contract in conjunction with NASPO ValuePoint. This Contract is issued on behalf of State of Idaho Agencies, institutions, departments, and eligible public agencies as defined by Idaho Code Section 67-2327 and shall be for the period noted above. It may be amended, renewed, or extended upon mutual, written agreement of the parties, as detailed in the RFP. Contract Type: Open Public Agency Clause: Yes Contractor Contact: Liz Gregg Phone: +1 808-627-8634 E-mail: liz.gregg @ att.com This Contract is to be drawn upon as requested by the Ordering Agency for the period noted above. THIS NOTICE OF AWARD IS NOT AN ORDER TO SHIP. Purchase orders against this PADD will be furnished by the Ordering Agency on whose behalf this Contract is made. Contractor must ship and bill directly to the Ordering Agency. DO NOT INVOICE DOP unless DOP is the Ordering Agency. Notating the Contract Award Number on any invoices/statement will facilitate the efficient processing of payment. QUANTITIES: DOP can only give approximations of quantities; no maximum or minimum quantities can be guaranteed. This PADD, including any attached files, constitutes the State of Idaho’s acceptance of your signed Proposal (including any electronic submission), which is incorporated herein by reference. In the event of any inconsistency, precedence shall be given in the following order: 1. This PADD 2. State of Nevada’s original sourcing event, RFP No. 1907 3. The Contractor’s signed Proposal Special Instructions: Internal Comments: Total USD Signature :Jason Skelton 21 P a g 1EHO Signed By:_________________ 3 P a g e BRAD LITTLE Governor BRYAN MOONEY Director STEVE BAILEY Administrator State of Idaho Department of Administration Division of Purchasing 304 N gth Street, Rm 403 (83702) P. 0. Box 83720 Boise, ID 83720-0075 Telephone (208) 327-7465 Fax: 208-327-7320 http://purchasing.idaho.gov June 21, 2019 AT&T Mobility Attn: Liz Gregg, Damir Nadarevic VIA E-MAIL TRANSMISSION liz.cireq @ att.com; damir@ att.com RE: Extension of Contract PADD1 102, a Contract for Cellular/Wireless Services for the various State of Idaho Agencies, Institutions, and Departments Expiring 6/30/2019 The State of Idaho would like to extend the above referenced contract for a period of Six (6) Months. The contract extension period is July 1, 2019 to December 31, 2019. The same terms and conditions prevail for the contract extension period, except as expressly modified herein. If the terms of this extension letter are acceptable to your company, please sign below and mail, fax (208.327.7320) or e-mail (purchasinQ@adm.idaho.cov) to the Division of Purchasing. If you need to update the contact information for this contract, please do so below. Please update your IPRO profile as well, if necessary, in order to continue to receive e-mail notifications through the IPRO System. Thank you for your consideration in this matter Sincerely Jason Skelton Idaho Division of Purchasing COMPANY: BY: Contractor acirees to the terms detailed above: (Signature) UPDATED CONTACT INFORMATION for PADD1 102: E-mail DATE: (Printed Name) Contact Name Title Address Phone Fax SBPO Renewal Letter Revised 05/24/19 Client Solutions Executive 4393 Riverboat Rd Floor 1 Taylorsville, UT 84123 801-349-5641 ma257p@att.com Tate Archibald AT&T Mobility National Accounts LLC Jack Wildermuth, Senior Contract Manager 6/25/19 Page | 1 FirstNet PADD1102 Amendment 1 AMENDMENT TO PARTICIPATING ADDENDUM UNDER THE NASPO VALUEPOINT WIRELESS COMMUNICATION SERVICES AND EQUIPMENT BID NUMBER RFP: #1907 PARTICIPANT: STATE OF IDAHO State of Idaho Contract # PADD1102 This Amendment No. 1 (“Amendment 1”) is entered into as of , 2018 (the “Amendment 1 Effective Date”) by and between the STATE OF IDAHO (“Participant”), and AT&T Mobility National Accounts LLC (“Contractor”) (Participant and Contractor are, at times, referred to individually as a “Party” or together as the “Parties”). Section 1. Recitals. 1.1 Contractor and the State of Nevada, acting through its Department of Administration, Purchasing Division, and the participating members of the NASPO Cooperative Purchasing Program, d/b/a “NASPO ValuePoint” (formerly known as “WSCA” or “WSCA-NASPO”) (hereinafter defined as “NASPO” or “WSCA”), are parties to that certain wireless communication services and equipment contract, #1907, dated March 15, 2012, as amended (the “Contract” or “Master Service Agreement”). 1.2 In connection with the Contract, Participant and Contractor entered into a Participating Addendum dated July 17, 2012, as amended (the “PA”). 1.3 Participant and Contractor intend to make certain changes to the PA pursuant to the terms and conditions of this Amendment 1. Section 2. Agreement. In consideration of the recitals set forth in §1 above, which are hereby re-stated and agreed to by the Parties, and for valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Parties, Participant and Contractor hereby agree to the terms and conditions of this Amendment 1. Unless otherwise defined, capitalized terms in this Amendment 1 have the meanings ascribed to them in the Contract and the PA. At times, the Contract, the PA, and this Amendment 1 are referred to collectively herein as the “Agreement.” Section 3. Custom FirstNet Mobile Plans. Provided Participant remains in full compliance with the terms and conditions of the Agreement, and subject to all corresponding conditions set forth in this §3 (including all sub-sections and Tables), AT&T will provide Participant and its eligible CRUs the custom FirstNet Mobile Plans described herein (the “Custom FirstNet Mobile Plans”). The Custom FirstNet Mobile Plans are available for the term of the Agreement. The corresponding CRU must be eligible to activate Service on the underlying, non-customized version of the corresponding FirstNet Mobile Plan. The Custom FirstNet Mobile Plans are not available to IRUs. In accordance with the Agreement, the Custom FirstNet Mobile Plans are subject to the applicable, standard FirstNet Mobile-Pooled and Mobile-Unlimited Plans’ corresponding Sales Information, which is incorporated herein by reference. To the extent of any material conflict between the terms and conditions of this §3 and the applicable Sales Information, this §3 will control. Notwithstanding the foregoing, the Custom FirstNet Mobile Plans will be provided only if Participant’s account is active and in good standing with respect to the applicable CRU. The Custom FirstNet Mobile Plans are NOT eligible for the Service Discount, any other discount provided under the Agreement, nor any other discounts or promotions otherwise available to AT&T’s customers. TABLE 3.1 CUSTOM FIRSTNET MOBILE-UNLIMITED PLANS FIRSTNET-Voice Only Standard (2-Year List Pricing) Approved Pricing FIRSTNET Feature Phone Unlimited Voice $31.00 per month per device $24.99 per month per device FIRSTNET Smartphone Bundles (Voice/Data/Text) February 2, Page | 2 FirstNet PADD1102 Amendment 1 Unlimited Standard for Smartphones $50.00 per month per device $41.99 per month per device Unlimited Enhanced for Smartphones $60.00 per month per device $51.99 per month per device Unlimited Data-(Data only Devices) $40.00 per month per device $36.80 per month per device *The corresponding Plan’s Monthly Service Charge will appear on the invoice at the standard price set forth in the Sales Information, but the customized net monthly price set forth in Table 3.1 will be achieved via application of a modifier also reflected on the invoice. Section 4. Custom ePTT (Enhanced Push to Talk) Mobile Plans. Provided Participant remains in full compliance with the terms and conditions of the Agreement, and subject to all corresponding conditions set forth in this §4 (including all sub-sections and Tables), AT&T will provide Participant and its eligible CRUs the Custom ePTT Mobile Plans described herein (the “Custom ePTT Mobile Plans”). The Custom ePTT Mobile Plans are available for the term of the Agreement. The corresponding CRU must be eligible to activate Service on the underlying, non-customized version of the corresponding ePTT Mobile Plan. The Custom ePTT Mobile Plans are not available to IRUs. In accordance with the Agreement, the Custom ePTT Mobile Plans are subject to the applicable, standard Custom ePTT Mobile Plans corresponding Sales Information, which is incorporated herein by reference. To the extent of any material conflict between the terms and conditions of this §4 and the applicable Sales Information, this §4 will control. Notwithstanding the foregoing, the Custom ePTT Mobile Plans will be provided only if Participant’s account is active and in good standing with respect to the applicable CRU. The Custom ePTT Mobile Plans are not eligible for the Service Discount, any other discount provided under the Agreement, nor any other discounts or promotions otherwise available to AT&T’s customers. TABLE 4.1 CUSTOM ePTT (ENHANCED PUSH TO TALK) MOBILE PLANS Enhanced Push to Talk Standard (2-Year List Pricing) Approved Pricing ePTT only Feature Phone $22.00 per month per device $18.00 per month per device ePTT Add-On Voice Plans $5.00 per month per device $2.00 per month per device *The corresponding Plan’s Monthly Service Charge will appear on the invoice at the standard price set forth in the Sales Information, but the customized net monthly price set forth in Table 4.1 will be achieved via application of a modifier also reflected on the invoice. Section 5. Activation Credit. AT&T will provide Participant a one time $100 activation credit for any new CRU activation that activates Service on any 2- year CRU Service Commitment Term with a corresponding FirstNet Smartphone Plan with a monthly reoccurring charge of $50 per month or greater. This offer will be available for one hundred and eighty (180) days after the effective date of this Amendment 1. Credits will be applied within two (2) billing cycles following the issuance of the credit and the CRU must be active and on service to receive the credit. Section 6. Restatement of Agreement. The terms and conditions of the PA, as modified by this Amendment 1, are hereby restated and ratified by Contractor and Participant. All such terms and conditions are and will continue to remain in full force and effect. Page | 3 FirstNet PADD1102 Amendment 1 IN WITNESS WHEREOF, the Parties have duly executed this Amendment 1 as of the Amendment 1 Effective Date. AT&T MOBILITY NATIONAL ACCOUNTS LLC STATE OF IDAHO By: By: Name: Name: Title: Title: Date: Date: Jack Wildermuth Senior Contract Manager 2/2/2018 Stephanie Wildman, CPPB Purchasing Officer 2/2/2018 State of Idaho CHANGE ORDER - 01 PLEASE DO NOT DUPLICATE THIS ORDER. Change Order Summary Supplier Purchase Order Number: PADD1102 Liz Gregg AT&T MOBILITY II LLC 500 Kahelu Avenue Mililani, HI 96789 Phone: 808-627-8634 Fax: 866-488-3894 Email: liz.gregg@att.com Buyer Contact Stephanie Wildman Tel:208-332-1611 Fax: 208-327-7320 Stephanie.Wildman@adm.idaho.gov Account Number: AC-1 Revision Number: 01 Change Order Date: October 21, 2016 Service Start Date: November 1, 2016 Service End Date: June 30, 2019 Payment Method: Invoice Payment Terms: NET30 Currency USD FOB Instruction: Destination Attachment(s): State of Idaho_PADD1102_signed_Extension to 2019-6-30.pdf : ChangeLog.htm :Purchase Order Change Contract Number: Bill To Address Ship To Address DOP - Various State Agencies State of Idaho Various Locations See Below for Details on Specific Locations Various, Idaho 83702 DOP - Various State Agencies State of Idaho Various Locations See Below for Details on Specific Locations Various, Idaho 83702 Phone: 208-327-7465 Phone: 208-327-7465 Fax: 208-327-7320 Fax: 208-327-7320 Email: purchasing@adm.idaho.gov Email: purchasing@adm.idaho.gov Mail Stop: DOP - Various Locations Mail Stop: DOP - Various Locations Instructions PADD1102, Wireless Communication Services and Equipment, pursuant to NASPO ValuePoint (formerly WSCA) Master Agreement (Nevada Bid Number RFP:1907) for the benefit of State of Idaho Agencies, institutions, and departments and eligible political subdivisions or public agencies as defined by Idaho Code, Section 67-2327 (the Contract), is renewed for an additional period of time, as provided above. All of the terms and conditions contained in the Contract shall remain in full force and effect, except as expressly modified herein. Contractor's signed renewal letter is attached and incorporated herein by reference. Note: The dollar amount listed in the contract renewal pricing is an estimate based on State of Idaho Agency usage and cannot be guaranteed. The actual dollar amount of the Contract may be more or less depending on the orders placed by the State; or may be dependent upon the specific terms of the Contract. NO OTHER CHANGES NOTED Contract History: Original Contract Amount: $1,000,000.00 Renewal 1 (this Change Order): $24,853,500.00 Total Contract Value: $25,853,500.00 Items Supplier Part Number Quantity Back Order Unit Unit Price Total 91575 2.70 0 ANN 9,205,000.00 $24,853,500.00 Item Description #1 Wireless Communication Services and Equipment (Cellular Telephones) pursuant to WSCA Master Price Agreement (Nevada Bid Number RFP: #1907) from AT&T and the attached documentation. The price is an estimate only and can not be guaranteed. Delivery Date: October 22, 2016 Shipping Method: Delivery Shipping Instructions: Ship FOB: Attachment(s) Special Instructions: WebProcure: Request And Workflow https://webprocure.perfect.com/WebDriver?ACT=RptPOSuppAct&EID... 1 of 2 10/25/2016 10:56 AM Sub-Total (USD) $24,853,500.00 Estimated Tax (USD) $0.00 TOTAL: (USD) $24,853,500.00 Note: If there is a next to an item's unit price, that indicates that the price has been discounted. Signature : Signed By : WebProcure: Request And Workflow https://webprocure.perfect.com/WebDriver?ACT=RptPOSuppAct&EID... 2 of 2 10/25/2016 10:56 AM AT&T Kymberly M. Wright AT&T October 20, 2016 Bill To: State of Idaho **** Send invoices to the address listed below or as indicated in the comments or instructions field Boise, ID 83720-0075 State of Idaho Participating Addendum THIS NUMBER MUST APPEAR ON ALL DOCUMENTS Participating Addendum PADD1102 DELIVER TO: State of Idaho Various Agencies Various State Agencies located throughout Idaho *** Various, ID 83701 sarah.hilderbrand@adm.idaho.gov Date: Wed Jul 18, 2012 F.O.B.: Destination Terms: VENDOR: AT&T MOBILITY II LLC AT&T MOBILITY 500 Kahelu Avenue Mililani, HI 96789 Attn: Government Account Executive Vendor Nbr: Emailed To: liz.gregg@att.com Phone: 808 627-8634 Fax: 866 488-3894 eCommerce ID: P00000077618 Start of Service Date End of Service Date: Thu May 31, 2012 Mon Oct 31, 2016 Solicitation#: DOC#: RFQ09366 PREQ20369 1 Header Attachments Buyer: MARK LITTLE 208-332-1611 Item No Description Quantity UOM Unit Price Extension 000 BLANKET PURCHASE AGREEMENT ( line item particulars follow ) 1 lot 1000000.00 Total: 1000000.00 Blanket Comments: Item No Description QuantityUOM Unit Price Extension 001 Wireless Communication Services and Equipment (Cellular Telephones) pursuant to WSCA Master Price Agreement (Nevada Bid Number RFP: #1907) from AT&T and the attached documentation. The price is an estimate only and can not be guaranteed. ( 915-75 ) ( nt ) 1 SYS $1,000,000.00 $1,000,000.00 General Comments: ………………………NOTICE OF STATEWIDE CONTRACT (SBPO) AWARD This Contract for is for Wireless Communication Services and Equipment and WSCA Master Price Agreement (Nevada Bid Number RFP: 1907). The contract is for the benefit of State of Idaho Agencies, institutions, and departments and eligible political subdivisions or public agencies as defined by Idaho Code, Section 67-2327. The Division of Purchasing or the requisitioning agency will issue individual releases (delivery or purchase orders) against this Master Contract on an as needed basis. Contract Title:……………. Wireless Communication Services and Equipment Contract Usage Type:……..Optional Use Public Agency Clause: ……Yes Contract Administration:….Sandy Frazier ---Phone Number:…………208-332-1631 ---Fax Number:……………208-327-7320 ---E-Mail:………………….Sandy.Frazier@adm.idaho.gov Contractor’s Primary Contacts ---Attn:……………………. Twila Lively ---Address:………………... 2600 Camino Road ---City, State, Zip:………… San Ramon CA 94583 Phone Number:…………… 925-487-9945 Fax Number:……………… 510-261-2155 E-Mail:……………………. twilalively@att.com Instructions: Freight / Handling Included in Price 1: CONTRACTOR: Ship to the FOB DESTINATION point and BILL DIRECTLY to the ORDERING AGENCY. DO NOT MAIL INVOICES TO THE DIVISION OF PURCHASING. Notating the Contract Award Number on any invoices/statement will facilitate the efficient processing of payment. QUANTITIES: The State of Idaho, Division of Purchasing can only give approximations of quantities and will not be held responsible for figures given in this document. For ordering and payment information see the above contact information THIS CONTRACT, (including any files attached), CONSTITUTES THE STATE OF IDAHO’S ACCEPTANCE OF YOUR SIGNED BID, QUOTATION, OR OFFER (including any electronic bid submission), WHICH SUBMISSION IS INCORPORATED HEREIN BY REFERENCE AS THOUGH SET FORTH IN FULL. In the event of any inconsistency, unless otherwise provided herein, such inconsistency shall be resolved by giving precedence in the following order: 1. This Statewide Blanket Purchase Order document. 2. The state of Utah’s original solicitation document. 3. The Contractor’s signed bid, quotation, or offer. INVOICES MUST BE SENT TO THE IDAHO ORDERING AGENCY. Signed By: MARK LITTLE