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DocuSign Envelope ID:A8E51 BF8-6EBC-4632-A21 F-FE02EF5B133D <br /> Payment to cover these areas is not to exceed five hundred thousand Dollars($500,000). Orange <br /> County understands that much of the cost of the network build is incurred early in the project <br /> lifecycle, and timing of the funding request are in coordination with the expenses. <br /> Payments shall be as follows: <br /> Upon award of contract: $210,000 <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 $ 45,000 <br /> • Upon successful completion of Performance Measures 9b and <br /> 9c demonstrating coverage area and speed conformance $ 50,000 <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 $ 45,000 <br /> • Upon successful completion of Performance Measures 9b and <br /> 9c demonstrating coverage area and speed conformance $ 50,000 <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) $100,000 <br /> Total: $500,000 <br /> Project payments will be based on Orange County's satisfaction that Open Broadband is meeting <br /> the Performance Measures and is satisfied with the Monthly Reporting as described below. <br /> These project payments will be used for direct and indirect costs during the year as customer <br /> deployments progress. Examples of direct costs include the equipment, leases of fiber, leases of <br /> towers, expenses associated with tower and equipment installation. salary and benefits of <br /> employees,travel,and contracted services directly related to the contract activities.Indirect costs <br /> are expenses incurred that are necessary for general company activities, including payroll, <br /> financial reporting, human resources, administration, and IT support which are associated with <br /> 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 Notice- <br /> to-proceed, all terms have been satisfactorily completed according to the Performance <br /> Measures listed in this Agreement, and an appropriate Affidavit, Indemnification, and <br /> Release as required in Section 8(d)below has been received by 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 />