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MS TEAMS OPERATOR CONNECTCity of Cleatwa NJ MS Teams Operator Connect Quote Number: Q-245037 Opportunity Number: OP -194547 Date: 08/24/2026 Scope of Work nwn Microsoft Partner FA Microsoft 2022 Partner of the Year Winner Meetings, Calling & Devices for Microsoft Teams Award N. ‘iE nwn Table of Contents 1. INTRODUCTION 2 1.1. STATEMENT OF CONFIDENTIALITY 2 1.2. PRIMARY CONTACTS 2 2. EXECUTIVE OVERVIEW 3 2.1. NWN S MANTRA 3 2.2. SOLUTION OVERVIEW 3 3. NWN'S OFFERINGS 4 3.1. UNIFIED COMMUNICATIONS AND COLLABORATION SOLUTIONS 4 4. PROJECT GOVERNANCE 5 4.1. OVERVIEW 5 5. SCOPE OF WORK 6 5.1. CARRIER SERVICES PACKAGES 6 5.2. MULTI -TENANT CLOUD PROFESSIONAL SERVICES PACKAGES 8 5.3. OUT OF SCOPE 15 5.4. CUSTOMER RESPONSIBILITIES 16 6. INCORPORATED BY REFERENCE 17 6.1. OVERVIEW 17 7. ASSUMPTIONS AND RESPONSIBILITIES 18 7.1. PROJECT ASSUMPTIONS 18 7.2. GENERAL CUSTOMER RESPONSIBILITIES 18 7.3. INSTALLATION CUSTOMER RESPONSIBILITIES 20 8. FINANCIALS 22 9. EXECUTION 23 9.1. TERMS 23 9.2. ACCEPTED AND AGREED BY: 24 www.nwn.aI Q-245037 Page: 1 1. Introduction 1.1. Statement of Confidentiality This Scope of Work, presented to you by NWN Corporation and Carousel Industries of North America, LLC collectively referred to as ("NWN") contains confidential and proprietary information. City of Clearwater hereto referred to as "the customer" or "customer," may not disclose the confidential information contained herein to any third party without the written consent of NWN. The customer may disclose the contents of this document to representatives, consultants, or employees who need to know its contents for the purpose of the customer's evaluation of the document. The customer agrees to inform any person reviewing this document on their behalf that they are also bound by this requirement. nwn This Scope of Work is valid for thirty (30) days from this date AUGUST 24, 2026. NWN reserves the right to vary the terms of this document in response to changes in requirements or additional information made available by the customer. Submission of this document by NWN in no way conveys any right, title, interest, or license in any intellectual property rights (including but not limited to patents, copyrights, trade secrets or trademarks) contained herein. All rights are reserved. This Scope of Work is based on NWN current understanding of the customer's requirements. The NWN offer specified herein is not binding except as specified in the Acceptance section of this document. This documentation might include technical or process inaccuracies or typographical errors and is subject to correction and other revision without notice. NWN GIVES YOU, THE CLIENT, THIS DOCUMENTATION "AS IS." EXPRESS OR IMPLIED WARRANTIES OF ANY KIND ARE NOT PROVIDED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Some states or jurisdictions do not allow disclaimer of express or implied warranties in certain transactions; therefore, this statement may not apply to you. 1.2. Primary Contacts The following are the primary contacts for both NWN and the Customer. Organization Name Role Primary E -Mail Primary Phone NWN Tony McQueen VP - UC & tmcqueen@nwncarousel.com 949-797-7999 Collaboration NWN Lisa Enos Design Architect Ienos@nwn.ai 401-583-4363 NWN Laura Pringle Account Executive Ipringle@nwn.ai 813-864-8802 Customer Jard Barden IT Manager Jared.barden@ mvclearwater. 727-444-8071 corn www.nwn.ai Q-245037 Page: 2 2. Executive Overview nwn 2.1. NWN s Mantra NWN Carousel uses a consultative approach to understanding our Client's ("subscriber", "you", "your") current environment and any challenges you may experience. We then work to help you define what your future state goals are, to design a solution that delivers the capabilities required to achieve to deliver positive business outcomes. 2.2. Solution Overview City of Clearwater or ("customer," "client", herein) seeks to modernize its existing Microsoft Teams telephony via Direct Routing. NWN Carousel will replace the client's existing Direct Routing service with Operator Connect. NWN Carousel has taken great care in formulating your proposal and understands that this migration will provide a foundational framework for delivering strategic collaboration solutions to City of Clearwater end users. Today, NWN Carousel offers its customers critical Voice and Video solutions that tightly integrate into this framework. We are uniquely positioned to help City of Clearwater achieve the migration objectives in this bid. www.nwn.ai Q-245037 Page: 3 3. NWN's Offerings nwn NWN's offerings are divided into easy to understand and easy to consume bundles. These bundles include the required capabilities you need to get the most out of your technology investment. Each bundle builds upon the other, allowing you to do as much, or as little, or the work yourself, while leaving the rest to us. Experience Management Platform (EMP) Security, Reporting & Advanced Analytics Interactive Knowledge Base OFFERINGS Unified Communications Contact Center Devices Visual Collaboration & Workspaces Secure by Design Advanced Technology Solutions (ATS) (Wired, Wireless, Telecom. Data) The following offerings are covered in this statement of work: 3.1. Unified Communications and Collaboration Solutions NWN s Unified Communication & Collaboration Service Bundles offer a suite of enterprise collaboration services and applications aimed to help customers enhance employee productivity and communication while improving the overall employee and customer experience. As part of the Unified Communications & Collaboration Solutions, NWN I also provides Lifecycle, Adoption, and Monitor & Operate Services with the unparallel visibility and control delivered by our Experience Management Platform (EMP), making this a true solution -as -a -Service offering. www.nwn.ai Q-245037 Page: 4 4. Project Governance nwn 4.1. Overview To deliver the highest quality project implementation, NWN brings a tightly controlled, comprehensive project management process that emphasizes detailed up -front discovery and design to help avoid costly, time-consuming missteps later in the deployment cycle. This approach has a proven track record of success. • Discovery • Define Scope • Form Project Team • Project Kickoff • Create Project Package • Collect Data • Document Environment • Review Findings • Data Validation • Conduct design sessions • Build Integration Plan • Build Test Plans • Gate review and Sign -off • Staging • Pre -Production • integration • Pilot unit build • Gate review and Sign -off • Train users • Production Integration • Phased cutover/migration • Gate review and Sign -off • Day -2 Support • Knowledge Transfer • Hand-off to NWN- Carousel NOC or Customer support • Final Sign -off www.nwn.ai Q-245037 Page: 5 5. Scope of Work nwn The following scope of services cover the one-time and ongoing services that are included in this proposal. Services are organized by technology area and by sub -grouping if included. We encourage you to review this scope of work with your NWN team to ensure we have captured your requirements correctly so that we may deliver the outcomes you expect. Items that are not mentioned in this scope are not included. For more details on the services offered, please refer to the section below titled "Incorporated by Reference." City of Clearwater is engaging NWN Carousel to provide infrastructure consulting services to assist with the migration of Direct Routing to Operator Connect. City of Clearwater will need to ensure all users are enabled for TeamsOnly mode to support Operator Connect. City of Clearwater must select NWN Carousel from the Operator Connect storefront from the Teams Admin Center to initiate the service integration. Once Operator Connect is active, NWN Carousel and City of Clearwater will identify a pilot group to test the service before the production roll-out begins. Please note that the customer must ensure one Emergency Address Location is created within their Teams Admin Center before requesting NWN Carousel as its operator partner. The deployment will consist of porting 2100 DIDs and enabling 1800 users into the Operator Connect service. NWN will convert the DIDs from DR to OC via the Microsoft Operator Connect portal. NWN assumes the clients E911 configuration within the Teams Admin Center is set up correctly. As part of this engagement, NWN will review the existing configuration to ensure the client is properly set up. If it's identified that E911 is set up incorrectly, NWN will provide high level guidance the client can choose to correct on their own or engage in a change order for NWN to remediate any issues. The client has 12 Poly ATA 400's each supporting a single fax line. NWN will allow these ATA's to register back to its core Operator Connect service. NWN will provide the information needed to the client to manually configure the Poly ATA 400's to communicate with NWN's service. The client currently utilizes a Genesys cloud based Contact Center. No integration of the existing Teams Calling Solution powered by NWN's Operator Connect will integrate to this solution. In a future project, the client will migrate its Genesys PSTN SIP services to NWN. 5.1. Carrier Services Packages NWN Carousel provides Carrier Services as a fully integrated solution with our Unified Communications & Collaboration services. Carrier Services available from NWN Carousel for the various supported platforms include: • SIP Trunking • PSTN Access • Local/Long Distance & International • Toll -Free www.nwn.ai Q-245037 Page: 6 • Emergency (E911) and data transport services. NWN Carousel SIP services can be purchased in four different models: • User Bundle • Uncommitted Minutes • Committed Minutes Bundles • Standalone SIP Trunk nwn Uncommitted Minutes: Invoiced monthly in arrears, based on actual usage over the billing period. NWN SIP Services per use fees are subject to change due to regulatory requirements over which NWN Carousel has no control. Subscribers will be charged at the applicable rate in effect when the Service is used. Committed Minutes Bundles: Invoiced monthly in advance for the duration of the Subscription Term, based on a monthly committed dollar amount. NWN Carousel SIP Service usage over committed amounts (Overage) will be invoiced monthly in arrears at the contractually committed billing rate. Committed minutes that Subscriber does not use during the month for which the minutes were committed may not be carried forward into the next month. Rates associated with an audio commitment supersede the per -use fees for the corresponding telephony service. Committed Minute Bundle for City of Clearwater NWN Carousel provides Carrier Services as part of its Teams Operator Connect offering. The following committed minutes have been allocated for your service monthly: • Unlimited inbound to all DIDs • Outbound minute allocation to lower 48 & Canada = 130,000 • 130 Simultaneous Sessions - Back Office Teams Users • Inbound CNAM not included (Per Inbound Call $:0035) • For international rates, please refer to https://nwnit.app.box.com/s/ee9hk8c67p6v3v3j200v5520pkuicobd www.nwn.ai Q-245037 Page: 7 5.2. Multi -Tenant Cloud Professional Services Packages 5.2.1. Project Initiation and Base Tenant Provisioning nwn Part Number Description UC-PRO-GOV-INITIATE & UC-PRO-GOV-KICKOFF Project Initiation & Kickoff NWN Carousel engineering will organize the project team to support the deployment and provisioning of the UCaaS Solution. During the initiation phase NWN Carousel team will conduct meeting(s) with the customer to discuss the following: • Review the signed Statement of Work document • Review finalized Bill of Materials • Review high-level features and functionality of the platform • Review of NWN Carousel Data collection file/files • High -Level design requirements • Low -Level design requirements • Project dependencies, Customer requirements, and verify assumptions NWN Carousel Deliverables: • Project Plan - The NWN Carousel project manager will produce a high-level project plan based on the items discussed during kickoff and discovery meetings • Customer -specific User Design Document / Data Collection File(s) - NWN Carousel will provide the customer with a file or set of files to provide user and other project -specific data in a format required by NWN Carousel. We will review the file in advance during discovery sessions and format the file to meet the project's requirements. • Base Tenant - NWN Carousel will ensure that the base tenant is set up at this time and that the NWN Carousel engineering resources have sufficient access to perform the project tasks. • Number port / Cutover - One cutover event, including one number port event, is included in the entitlement. The cutover event needs to be completed in a single maintenance window not exceeding 24 hours The scope of the statement of works is limited to Voice over IP platforms that deliver service over the top of the customer's existing Internet and IP network. While NWN Carousel will provide a primary tool to test the feasibility of a customer's site to deploy IP telephony, it will be up to the customer to ensure that the environment can support a VOIP-based phone system. Listed below are a few elements that customers will need to consider. NWN Carousel can provide consulting services for any items listed below, but they are not included within this project's scope unless explicitly listed. Any additional consulting required to evaluate, remediate, or support will either need a new scope of work or a Change Order. www.nwn.ai Q-245037 Page: 8 Switches and Power over Ethernet IP phones connect to the network and draw the necessary power for their operation from the ethernet switch. For that reason, IP phones must connect directly to the jack that provides connectivity back to the switch. Therefore, the customer will ensure that the network switches can provide adequate power to support the desired amount of IP Phones and any other POE device connected to it. nwn Most I P phones have an additional jack at the back to connect the other device; the jack is enabled by default, and customer can configure their network switches to allow the end-user device to daisy chain through the phone switch. Quality of Service The phones and applications will securely connect to the service over the Internet. NWN Carousel will suggest general best practices for the customer's LAN/WAN network to prioritize voice traffic to the edge of the network under its management. Customers will be responsible for configuring the network following the industry best practices for quality of service (QoS). If any issues with voice quality, NWN Carousel will restrict its troubleshooting to a phone/device. If the problem is related to packet loss, jitter or delay, customers will work directly with their network team and service provider to isolate the problem. Firewalls Over the top, UCaaS will require customers to make provisions on their premise firewalls to allow uninterrupted communication. NWN Carousel will provide a list of firewall ports and settings needed for the service to operate at the start of the project. Customers will be responsible for making appropriate changes to their network, firewalls, and any other network device in the communication path based on the document provided before the rollout. 5.2.2. UC Engineering Part Number Description UC -PRO -SE -S UC Engineering NWN Carousel engineering will migrate 1800 Teams Phone DR users to Operator Connect • Initiate Operator Connect instance • Setup Microsoft Teams Operator Connect • Setup the base service to enable Dynamic E911 service for the UCaaS platform. • Convert numbers from DR to OC in Microsoft Operator Connect Portal • Port Numbers to NWN Operator Connect • Review existing E911 set up within Teams Admin Center. Customer Responsibilities: • Deploy softphone and any other application required for this project on the customer device. • Deploy physical phone at the end-user location if the customer is responsible for the installation www.nwn.ai Q-245037 Page: 9 of physical devices. Provide relevant information, like mac address, e911 location, etc., to the NWN Carousel engineering team. • Select NWN Carousel within the Operator Connect storefront as its operator • Provide Office 365 Tenant with appropriate licensing to support Microsoft Phone System • E.164 compliant Active Directory structure • All Location Information Services related to network segments, chassis ID, BSSID must be validated by customer IT Admins. NWN Carousel will provide two bulk uploads of this data as part of our base services costs. If additional changes or bulk uploads are required, NWN Carousel will issue a change order to account for additional service hours. • Validate all building address location against USPS database o https://tools.usps.com/zip-code-lookup.htm?bvaddress • Provide data to map physical locations to elements enabling dynamic tracking of phones. • Install any software of plugin on the end-user device for enabling dynamic E911. • Training and compliance for the E911 plugin/settings on personal devices. • Compliance and Governance on E911 in accordance with State and Federal laws. • Ongoing maintenance of E911 database after initial setup nwn Assumptions & Exclusions: • NWN Carousel will not perform any physical discovery or configuration to associate Physical phones to switch ports or locations manually. • Microsoft Teams Remote Worker: Due to the implementation of Microsoft Dynamic E911 for remote workers, low confidence 911 calls that route to the National Emergency Call Relay Center will be charged $100 per call. Refer to: https://docs.microsoft.com/en- us/microsoftteams/emergencv-calling-dispatchable-location • Unprovisioned 911 calls will be charged $200 per call 5.2.3. ATA Configuration - 10 Device Package Part Number Description UC-PRO-MTCLD- 10ATA ATA Configuration -10 Devices Package NWN Carousel engineering will provide the following services to enable up to ten (10) ATAs: • Install ATAs onsite at the customer site, or stage ATAs in an NWN Carousel facility and ship a pre -provisioned ATA to the customer location. • Provide remote engineering support to enable ATA at the customer location. • Provision ATA in the Cloud PBX tenant and all associated settings for the Analog device. • Test Analog device with the customer or the onsite technician www.nwn.ai Q-245037 Page: 10 Customer Responsibilities: • Assign network port, configure backend switch, and other network settings to enable ATA in the correct VLAN • Ensure configuration is in place for ATA to communicate with the UCaaS provider • Deploy physical ATA at the end-user location if the customer is responsible for the installation of physical devices • Please be available for network and firewall troubleshooting when NWN Carousel resources are scheduled for ATA activities nwn • Ensure all the cabling required to connect ATA to the network and the Analog device is in place 5.2.4. UC Cutover Support Part Number Description UC-PRO-GOV- CUTOVER -STD -S UC Cutover Event Engineering services to support one additional cutover for moving users over to the new Multi -tenant Cloud solution. The additional cutover will include pre -cutover testing, cutover support and testing, and next business day support to troubleshoot any issues or rectify any provision errors. • Provide remote Project Management, Engineering, and Carrier specialist support. 5.2.5. Dedicated SIP Sessions Part Number Description UC -AAS -SIP -NW- TRUNK Dedicated SIP Sessions Customers will require replacement of PRIs or dedicated SIP when converting to NWN Carousel Direct Routing as a Service. SIP Trunking services are available to directly connect customers Microsoft Teams service the PSTN. Trunking services are available as monthly as a service charge for the length of the contract. Features Included: • Unlimited Inbound • 750 minutes Outbound to USA lower 48 & Canada per session pooled together • Alaska, Hawaii, and overages charged per minute • International rates https://nwnit.app.box.com/s/ee9hk8c67p6v3v3j200v5520okuicpbd 5.2.6. Increase Outbound Minute Allotment www.nwn.ai Q-245037 Page: 11 nwn Part Number Description UC -AAS -SIP -NW- TRUNKADD Increase Outbound Minute Allotment Customers will require replacement of PRIs or dedicated SIP when converting to NWN Carousel Direct Routing as a Service. SIP Trunking services are available to directly connect customers Microsoft Teams service the PSTN. Trunking services are available as monthly as a service charge for the length of the contract. Features lncluded: • Unlimited Inbound • Add an additional 1250 minutes Outbound to USA lower 48 & Canada per session pooled together. Total 2000 minutes when combined with UC -AAS -SIP -NW -TRUNK • Alaska, Hawaii, and overages charged per minute Deliverables: • Increase Minute Allotment Assumptions & Exclusions: • International Rate Table: https://nwnit.app.box.com/s/ee9hk8c6706y3v3j200v5520pkuicpbd 5.2.7. DID Part Number Description UC -AAS -SIP -NW -DID DID (Direct Inward Dial) number NWN Carousel provides Direct Inward Dial Telephone Numbers (DID/TN) services for customers that would like a standalone DID to reserve for future growth purposes such as new: end users, devices, or services. Features Included: • 1 DID New NWN Deliverable: • Activation of 1 DID Customer Responsibilities: www.nwn.ai Q-245037 Page: 12 • Request DID from NWN Carousel Assumptions: The Following services are NOT included: • Local or Long Distance • Toll Free Service • International Service • Emergency Service (Not Active when Unassigned) 5.2.8. Static or Dynamic E911 nwn Part Number Description UC -AAS -SIP -NW -911 Static or Dynamic E911 NWN Carousel provides E911 services directly from its Direct Routing as a Service solution to support customers compliance with state and federal E911 laws. Features Included: • 1 E911 New NWN Deliverable: • Activation of 1 E911 License Customer Responsibilities: • Request E911 from NWN Carousel Assumptions: The Following services are NOT included: • Configuration of customers Dynamic or Static E911 Database 5.2.9. Analog Basic Subscription Part Number Description UC -AAS -SIP -NW- ANLGBAS Monthly Subscription for Analog Connectivity to Teams DRaaS / Operator Connect NWN Carousel provides Analog connectivity to support customers' requirements with its Direct www.nwn.ai Q-245037 Page: 13 Routing as a Service offer or Operator Connect. Basic analog subscription is best suited for Fax, Modem, Elevator Phones, Blue Light Safety Phones. Features Included: • DID per Analog Line • 750 outbound minutes per line • Overages charged per minute NWN Carousel Deliverable: • Activation of 1 Analog Basic Subscription Customer Responsibilities: • Request Analog from NWN Carousel Assumptions: The Following are NOT included: • ATA Hardware or Support • Configuration of Analog ATA • Cabling to/from Analog ATA 5.2.10. DID Porting nwn Part Number Description UC -AAS -SIP -NW- D I DACT DID Number Porting Part Number Description UC -AAS -SIP -NW- DIDACTPP DID Number Porting -101+ Numbers ported in one event www.nwn.ai Q-245037 Page: 14 NWN Carousel a carrier support overlay to assist with porting numbers from losing carrier to Operator Connect. Porting fees are considered one-time charges based on criteria outlined below. nwn Available Porting Time Frames: • Monday - Thursday 7AM PST - 4PM PST • Friday 7AM PST - 11AM PST Per DID Per Porting Event Features Included: • Porting numbers from losing carrier to Operator Connect NWN Deliverable: • Porting Customer Responsibilities: • Provide Bill Copies • CSR • LOA 5.3. Out of Scope Any area that is not explicitly listed as "within scope" is out of scope for this engagement. Areas that are out of scope for this engagement include, but are not limited to, the following: 1. Existing telephony solution programming. 2. Configuration of QoS on client's network infrastructure 3. Network discovery, engineering, bandwidth testing, or performance validation 4. Guarantee of Voice Quality (NWN Carousel can make no guarantees about call quality - It is client's responsibility to assure that proper networking and QoS are in place to support real-time voice traffic.) 5. Outlook Web Access (OWA) Integration to Microsoft Teams. 6. Microsoft Teams software deployments, or other software, except as listed above. 7. Deployment of Microsoft Teams devices to include handsets and headsets 8. Configuration of Endpoint Manager or Conditional Access policies to support Teams endpoints www.nwn.ai Q-245037 Page: 15 9. Guidance on, or creation of, Microsoft Teams client deployment installation n W n packages for installation of Microsoft Teams clients. 10. Integration with 3rd party application solutions such as call recording, fax servers, etc. 11. Onsite cut over and first-day of business support. 12. Detailed training documentation. 13. Migration of current voicemail messages out of the current platform into Cloud Voicemail. 14. Integration of Cloud Voicemail with the current voicemail system (to enable transfer or forwarding of messages). 15. Decommissioning of old systems. 16. Delivery of user communications developed as part of this Statement of Work 17. Other deliverables, installation of hardware or software, or configuration of applications that are not specifically listed as an NWN Carousel responsibility. 18. All software acquisition and licensing fee 5.4. Customer Responsibilities 1. Follow Microsoft's best practice for network connectivity https://learn.microsoft.com/en- us/microsoft-365/enterprise/microsoft-365-network-connectivity-principles?view=o365- worldwide 2. Bypass proxies for Teams media https://learn.microsoft.com/en-us/microsoftteams/proxy-servers- for-skype-for-business-online 3. Client to provide all necessary Office 365 licensing to support Teams Phone System needs, example matrix below. m n 6 �L Call Flov�°Per`sona� . . �....a.° .� . � Auto Attendant with Assigned Phone Number Wkss\ seN� ° �.®tee ._ °. Microsoft Teams Phone Resource Account Call Queue with Assigned Phone Number Microsoft Teams Phone Resource Account Auto Attendant with no number ass gned . ; °!t No: license needed°" Call Queue with no number assigned No license needed CommonrArea Phone . `° ", . . '. ' ;,, ' Shared Device"License ;" Common Area Phone with Voicemail Shared Device License User. ` : El + Phone System, °E3.+ Phone System, or E5 or r Al + Phone System, A3,4- -Phone��System, or A5 or. 1 G1+=PhoneSystem, G3°+°Phone System, or G5 , Microsoft Teams Room Pro Microsoft Teams Room Conference Room Phone See User, or Microsoft Teams Room depending on,. desired -experience www.nwn.ai Q-245037 Page: 16 6. Incorporated by Reference nwn 6.1. Overview This SOW represents the work being performed by NWN for the customer during the contracted engagement. Some services and products used in the delivery of this SOW are governed by additional documentation and service descriptions. This information is applicable by feature and does not include any feature not covered by the scope above. These can be found in the following locations: 1. NWN Master Service Agreements: a. NWN Corporation clients: - httos://nwncarousel.com/master-agreement b. Carousel Industries of North America, LLC clients - httos://nwncarousel.com/master- agreement 2. Experience Management Services - If EMP Services are included in this scope of work, then the following service description is included by reference: https://nwnit.box.com/s/1csb40192zhkm611cdv2vwg4u7hhao2s 3. Third Party End User License Agreements, Terms of Service, and Warranty Information can be found here: https://nwncarousel.com/third-party-eula-tos-warranty/ 4. The NWN Carousel Acceptable Use Policy and if applicable to the Services described in this SOW the Emergency Services Addendum and Data Processing Agreement located at: https://nwncarousel.com/compliance/ www.nwn.ai Q-245037 Page: 17 7. Assumptions and Responsibilities 7.1. Project Assumptions The following list represents some of the items that, unless otherwise noted above, are excluded from the work being performed by NWN as part of the scope of this project. Anything not specified in the scope above, nor specifically excluded below, is assumed to be excluded. Items that the customer wishes NWN to provide may be contracted on a time and materials basis, or as part of a separate fixed price scope. Exclusions include: • NWN will provide knowledge transfer to Customer staff throughout the engagement. Knowledge transfer is not intended to replace formal technical training and certification. • Travel Costs are billed at actuals unless otherwise noted in your quote • If this proposal does not include an on-going service contract to cover moves, adds, and changes, upgrades to software and hardware, troubleshooting of circuit outages, or other managed and operate services, these activities are the responsibility of the customer. Should customer require such services, NWN can provide a separate proposal to meet these needs. • While under NWN supervision, all documents and scripts will be subject to NWN version control. • Unless otherwise stated, all diagrams will be provided in Visio format and all documentation will be provided in Microsoft Word or Portable Document format. NWN will provide softcopies of all deliverable documentation created as part of this project nwn 7.2. General Customer Responsibilities To support this scope of work, The Customer agrees to the following responsibilities: • Customer agrees to designate a single point of contact to work with NWN for the duration of this project. This contact shall be available during normal business hours (Monday through Friday 8:OOam to 5:30pm local time, excluding NWN observed holidays). • Customer agrees to provide reasonable access to Customer sites and facilities, including, where applicable: access to a loading dock/facility to receive equipment, access to a secure workspace to store, stage, and test the equipment • Customer agrees to provide remote access to the network to facilitate remote configuration and troubleshooting as required • Customer agrees to provide proper provide proper security clearances and/or escorts as required to access the site for equipment installation and maintenance. • Customer agrees to provide access to appropriate systems to facilitate the completion of this SOW. • Building, furniture, and/or fixture modification, including but not limited to; the drilling of holes, cutting of access panels, floor cores, or exterior penetrations are the responsibility of others and are considered out of scope • Customer agrees to provide any special safety equipment if required for sites visited by NWN personnel or sub -contractors • Customer will be responsible to have complete backups of any data prior to commencement of our services. NWN assumes no responsibility for lost data. • Customer will provide for the disposal of any packing materials, inserts, and boxes in which the equipment is shipped once installation is complete. • Customer must have ACTIVE manufacturer support contracts on any existing equipment that NWN will be performing work on during this work effort. www.nwn.ai Q-245037 Page: 18 • Customer agrees to ensure the installation environment is safe and free of contaminants, dust, debris, or other hazardous materials. Inspection, testing, and certification of such materials is the responsibility of the customer. • Customer agrees that any delays caused by the customer are not the responsibility of NWN. Further, any additional time or expense incurred because of said delays will be subject to a change order and additional charges. • If the site is not ready when NWN arrives, customer may be responsible for additional travel and expenses • Unless otherwise noted in this proposal, implementation will occur in a single contiguous effort and, if required, site visits will be limited to one visit per site. If the schedule, or number of visits, must change due to delays in equipment availability, customer readiness, site readiness, or any issue outside of NWN s control, the NWN Project Manager will document the change and submit a Project Change Order to revise the implementation timeline. nwn • In the event Customer is purchasing software licenses or other usage -based consumption products or services under this SOW and Customer's actual software license count or usage exceeds those initially purchased pursuant to this SOW, Customer will be invoiced during the next billing cycle based on the highest license count or usage consumed and not the amounts initially set forth in this SOW. Thereafter, Customer shall be billed based on highest license count or usage consumed under this SOW. For avoidance of doubt, overages will be billed in the month following when the overage occurred. FCC STIR/SHAKEN Framework and Call Authentication As part of NWN Carousel's commitment to protecting our customers and ensuring the integrity of outbound voice communications, we comply with the Federal Communications Commission (FCC) requirements for caller ID authentication under the STIR/SHAKEN framework. The STIR/SHAKEN protocol is an industry -wide initiative designed to mitigate illegal robocalls and caller ID spoofing by validating the authenticity of caller identification information on all SIP -based calls. This ensures that recipients of calls can have greater confidence that the number displayed on their device has not been manipulated by bad actors. Under the STIR/SHAKEN framework, all calls are assigned an attestation level, which indicates the level of trust the originating service provider has in the validity of the caller's identity and telephone number. The highest level of validation, Attestation A, confirms that: • The call originated from a known customer of the provider. • The provider has verified the customer's right to use the calling number. • The call originated on the provider's network. NWN Carousel applies Attestation A to all outbound calls placed on behalf of our customers. By doing so, we provide the highest level of caller ID authentication, improving call completion rates and ensuring compliance with FCC regulations. This also significantly reduces the likelihood that calls will be incorrectly flagged as spam or fraudulent by downstream carriers. Carrier Analytics and Spam Labeling www.nwn.ai Q-245037 Page: 19 While NWN Carousel ensures that all outbound calls receive Attestation A under nwn STIR/SHAKEN, it is important to note that spam'labeling is ultimately outside of NWN Carousel's control. Major carriers such as T -Mobile, AT&T, and Verizon each utilize their own third -party analytics providers to determine whether a call is marked as Spam Likely, Fraud Risk, or similar labels. These analytics platforms — First Orion , Hiya, and TNS— operate independently and do not share information between carriers. As a result, there may be instances where legitimate business numbers are flagged by one carrier's analytics provider, even though they are properly attested and in compliance with FCC requirements. To address this, customers may need to take proactive steps to whitelist their Direct Inward Dial (DID) numbers. Both First Orion and Hiya offer free, web -based portals that allow businesses to register and manage their telephone numbers directly with these analytics providers. 1 NWN Carousel recommends that customers sign up for the following analytics platform management portals to ensure their DID's are not flagged. Hiya - Hiva Connect Number Registration Link First Orion - Business Number Registration Link TNS - Free Caller Registry Link Customer Benefit By leveraging NWN Carousel's telephony services: • Customers benefit from industry-leading compliance with the FCC STIR/SHAKEN framework. • Outbound calls are authenticated with the highest level of trust (Attestation A). • NWN Carousel helps ensure the greatest possible call delivery success, while educating clients on steps to reduce carrier -level spam mislabeling. DID Reputation Management Services j In addition to the above, NWN Carousel offers a;DID Reputation Management service that proactively monitors and automatically resolves issues when customer DIDs are flagged as SPAM by carrier analytics providers. Customers who wish to further reduce the operational burden of managing DID reputations can engage NWN Carousel for more information on this solution. 7.3. Installation Customer Responsibilities To support this scope of work, The Customer agrees to the following responsibilities: • Customer will provide network and system documentation and any network topology diagram for the existing network infrastructure if available. www.nwn.ai Q-245037 Page: 20 • Customer agrees to furnish NWN with building layouts, floor plans, cable and n w n power drops and other applicable information to facilitate the physical installation of equipment and software covered by this scope of work. • Customer agrees to ensure that proper environmental conditions are met, including, but not limited to proper power equipment grounded to code, backup power source if required, cooling, rack/floor space, and any external monitoring equipment required. • Customer agrees to connect PCs, printers, mobile devices, servers, or any other ancillary deices not covered by this scope of work. • Customer shall be responsible for any changes, reconfiguration, or upgrades to existing servers, systems, printers, and workstations to support this scope of work. • Customer agrees to install, test, and verify the'operation of any equipment or software not covered by this scope of work. • Customer agrees to ensure that all cabling and facilities are installed, and clearly marked. If items are not clearly marked the customer will aid in identifying all cable drops and the equipment it is used for. • Customer agrees to provide all supporting technologies including DHCP, DNS, or other systems required for normal functioning of the solution. • Customer agrees to provide personnel to participate in any testing of the solution required once Customer agrees to provide all the cabling required to complete the installation that is not included with this equipment. AH cabling longer than 20 feet will be installed by CUSTOMER and will be labeled with an indication of what the cabling supports. • Customer shall be responsible to specify, order,and ensure the provisioning of an adequate amount of circuit bandwidth and/or SIP trunks to support the operation of the system under normal and peak usage periods. • All conduit, raceway, cable tray, supporting equipment and structure, regardless of purpose, is to be supplied and installed by others. www.nwn.ai Q-245037 Page: 21 8. Financials nwn Reference Q-245037 **The Monthly/Unit Price referenced has been rounded to two decimal places for display purposes. As many as eight decimal places may be present in the actual price. The totals for this order were calculated using the actual price, rather than the Monthly/Unit Price displayed above, and are the true and binding totals for this order. Additional federal and state telecom taxes will be applied. In the event Customer is purchasing a subscription service with self service capabilities and Customer decreases the initially purchased usage as outlined in this SOW, then customer shall be billed for the subscription usage outlined in this SOW, and not.actual usage. Should Customer for any billing period increase its subscription usage above the amount purchased in this SOW, then Customer shall be billed in accordance with actual usage. If Customer wishes to permanently increase it's subscription usage, then Customer shall initiate a change order with NWN Carousel. Please note, per Microsoft's Operator Connect policies, when a number is pushed into the Teams Admin Center (TAC), E911 is automatically enabled on the DID, and associated monthly charges will begin. To avoid incurring E911 charges for unassigned numbers, clients should refrain from pushing numbers into TAC until they are ready for assignment. This policy applies only to User and Meeting Room phone numbers and does not impact numbers assigned to Auto Attendants or Call Queues. Ra dMiin`'tes Interstate - Outbound/Inbound Intrastate - Outbound/Inbound Toll Free. Alaska - Outbound/Inbound Hawaii -Outbound/Inbound Canada - Outbound/Inbound 6-6 6-6 6-6 6-6 r E 6-6 The following contracts will be used to finance this engagement: NWN_NATIONAL Choice Partners 25/018MF- 44_IT Technology & Related Service www.nwn.ai Q-245037 Page: 22 0 Y 4 Variable Items A ti SKU `- Description _ .., Cost $0.10 UC-AASV-SIP-NW-AK ' Per Minute Rate to Alaska UC -MSV -SIP NW HIPer UC-AASV-SIP-NW-LLLDOVER Minute Rate to Hawaii —$0.0095 $0.019._.0.1_. __. $200.00 $100.00 Per Minute Overage UC-AASV-SIP-NW-ECC Unprovisioned E9.11 Call UC-AASV-SIP-NW ECCLOW j Low Confidence E911 Call UC-AAS-SIP-NW-TFPM . x. '�'� .. i Irlbound;Toll Free Per Minute .,,;.� �:: , ,` .a `- w.. Inbound Caller ID Name Per CaII �`� . , $0.016 , $0.0035 _ UC-AAS-SIP-NW-CNAMPC UC-AAS-SIP-NW-DIDACT DID Porting Fee -.Per DID for port requests under 100 numbers $5.00 $100.00 ! UC-AAS-SIP-NW-DIDACTPP ' DID Porting Fee - Per Porting event of 100+ numbers Ra dMiin`'tes Interstate - Outbound/Inbound Intrastate - Outbound/Inbound Toll Free. Alaska - Outbound/Inbound Hawaii -Outbound/Inbound Canada - Outbound/Inbound 6-6 6-6 6-6 6-6 r E 6-6 The following contracts will be used to finance this engagement: NWN_NATIONAL Choice Partners 25/018MF- 44_IT Technology & Related Service www.nwn.ai Q-245037 Page: 22 9. Execution nwn 9.1. Terms Customer shall be billed in accordance with the terms outlined above in the Billing Terms table set forth in the Financials Section. The payment frequency set forth in the table above details the timing and amount of the charges due under this SOW. Applicable taxes and freight charges along with all tariffs, duties, or additional government -imposed costs that become applicable after the initial date of the SOW shall be the responsibility of the Customer and will be added to the final invoice. Applicable shipping charges, taxes, and if applicable, telecommunications surcharges and fees including Federal Universal Services Fees, will be billed by NWN and itemized on a separate line item(s) on NWN s invoice.. Where applicable, unless Customer notifies NWN, as applicable, in writing at least ninety (90) days prior to the subscription renewal date, Customer's subscription term will automatically renew on annual terms. This SOW and any applicable Products or Services purchased hereunder are subject to either (i) the applicable mutually executed Master Products and Services Agreement that authorizes the purchase(s) herein between NWN and Customer; or (ii) where NWN and Customer have not executed such an agreement, the terms and conditions set forth at the Master Agreement located at https://nwn.ai/master-agreement/shall apply (the online terms and conditions and the applicable agreement shall each be deemed the "Agreement"). This SOW is additionally subject to the applicable: (i) service descriptions set forth athttps://nwn.ai/service-descriptions/, (ii) the third -party terms set forth at https://nwn.ai/third-party-eula-tos-warranty/, and (iii) the compliance policies and terms set forth at https://nwn.ai/compliance/and such terms are incorporated herein by reference. For the avoidance of doubt, in the event of any conflict between the terms of this SOW, an Accepted Purchase Order (as defined herein) and the Agreement, the terms of the Agreement shall prevail. To the extent the name of the Agreement does not correspond with those referenced above but authorize Customer to purchase Products or Services from NWN, those agreements shall additionally be deemed Agreements for the purposes of this SOW. Any terms not defined in this SOW shall be set forth in the -Agreement. The pricing contained in this SOW is valid for thirty (30) days from date of issue. Applicable shipping charges, taxes, and if applicable, telecommunications surcharges and fees, will be billed by NWN and itemized on a separate line item(s) on NWN s invoice. In the event Customer does not execute this SOW and only places a Purchase Order, such Purchase Order is deemed acceptance of the terms of this SOW and any additional or different terms in such Purchase Order will not bind NWN. NWN may reject a Purchase Order in its sole discretion within two (2) business days from its receipt and after which time such Purchase Order is deemed accepted (an "Accepted Purchase Order"). In the event Customer chooses to place a Purchase Order rather than signing this SOW, the date of the Accepted Purchase Order shall be considered the SOW Effective Date and placement of Purchase Order shall be deemed acceptance of the SOW and all the terms contained herein. www.nwn.ai Q-245037 Page: 23 9.2. Accepted and agreed by: CITY OF CLEARWATER nwn NWNn Ira 1,4,14GGCe {�� !j XSIGN 17Z19QRW4VVKLVLS Signing Time:Aug 25, 2526, 09:49:00:600 a.m. (EDT) Signature Signature David Lindquist Name Name Title acurAd-f- a,aao(0 SVP of Regional Sales Title Aug 25, 2026 Date Date Countersigned: Bruce R Mayor Approved as to form: istant catty orney CITY OF CLEARWATER, FLORIDA By:(kOr Jennifer Poirrie City Manager Attest: Rosemarie Cali City Clerk www.nwn.ai • Q:245037 Page: 24