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l <br />�. <br />Payment to cover these areas is not to exceed five hundred thousand Dollars ($500,000). <br />Orange County understands that much of the cost of the network build is incurred early in the <br />project lifecycle, and timing of the funding request are in coordination with the expenses. <br />Payments shall be as follows: <br />Upon award of contract: <br />Pilot Program 1 (Areas 1, 2, and 3) <br />• Upon successful completion of the network core and obtaining <br />Performance Measure 9a, including fiber turn -up, equipment <br />installation on towers, and activation of the 11 GHz links <br />• Upon successful completion of Performance Measures 9b and <br />9c demonstrating coverage area and speed conformance <br />Pilot Program 2 (Area 10) <br />• Upon successful completion of the network core and obtaining <br />Performance Measure 9a, including fiber turn -up, equipment <br />installation on tower, and activation of 11 GHz link <br />• Upon successful completion of Performance Measures 9b and <br />9c demonstrating coverage area and speed conformance <br />Upon meeting all contract performance measures in all areas <br />(to be prorated if Owner does not elect to proceed with Pilot Program 2) <br />Total: <br />$210,000 <br />$ 45,000 <br />$ 50,000 <br />$ 45,000 <br />$ 50,000 <br />$100,000 <br />$500,000 <br />Project payments will be based on Orange County's satisfaction that Open Broadband is <br />meeting the Performance Measures and is satisfied with the Monthly Reporting as described <br />below. These project payments will be used for direct and indirect costs during the year as <br />customer deployments progress. Examples of direct costs include the equipment, leases of <br />fiber, leases of towers, expenses associated with tower and equipment installation. salary and <br />benefits of employees, travel, and contracted services directly related to the contract activities. <br />Indirect costs are expenses incurred that are necessary for general company activities, <br />including payroll, financial reporting, human resources, administration, and IT support which <br />are associated with the project. <br />(i) The Request for Payment shall be in form of a standardized invoice or AIA Document <br />G702 -703 appropriately addressed to Owner's Representative. <br />(ii) Final payment shall not be due to the Contractor until at least six (6) months after <br />Notice -to- proceed, all terms have been satisfactorily completed according to the <br />Performance Measures listed in this Agreement, and an appropriate Affidavit, <br />Indemnification, and Release as required in Section 8(d) below has been received by <br />Owner. <br />(iii) Failure to Comply to this Agreement. In the event Owner determines that the <br />Contractor has failed to comply with the terms of this Agreement, Contractor, upon <br />receipt of written notice from Owner of said Default, shall immediately return all <br />unexpended funds as of the date of the Default, to Owner and Owner may, among <br />other legal remedies available, terminate this Agreement. <br />4 <br />