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10 approve the selection of Suddenlink to provide fiber network servicesCITY COUNCIL AGENDA ITEM BRIEFING SHEET Submittal Date: Originating Department: Presented By: Agenda Item No.: 12-02-2008 Council Date: MIS Kent Klinkerman 10. 12-0g-200g RECOMMENDED MOTION: Move to approve the selection of Suddenlink to provide fiber network services, and authorize the City Manager to negotiate and execute all necessary documents. POLICY ISSUE(S): BACKGROUND: MIS has developed a multi-step plan to improve connectivity via fiber to remote City of Paris sites. Currently all remote sites are connected via point to point wireless radios except for the downtown complex. The Police Department, Water Treatment Plant, Public Works, Garage, Warehouse, Waste Water Treatment, Animal Shelter, EMS stations and Fire Stations are a few examples of sites relying on wireless connectivity for email, file storage, internet access, etc. Fiber is more reliable, has cleaner transmission quality and superior bandwidth. The plan to improve connectivity to remote PC clusters and broadcast points (PD, Public Works/Fire Station l, WEWT, EEWT) has been identified as a multi-year effort. Phase 1 delivered fiber to the WEWT. This year the Police Department was next on the list with $88,000 budgeted to deliver fiber. Estimates given to MIS by a company utilized in the past were used for this budget year. They are currently unable to submit a bid and are not known to be in business. All other bids have been almost triple the budgeted amount. Alternative solutions were needed. Suddenlink has presented a plan that would allow use of their fiber to connect not only the PD but also Public Works/FS 1, EEWT and City Hall Annex. This would satisfy not only Phase 2 objectives but also Phase 3 and 4. This would require an upfront expense of $37,518 plus monthly fee increase of $950. BOARD/COMMISSION RECOMMENDATION: EXHIBITS: Proposal, Agreement ACTION: BUDGET INFO: ❑ Financial Report Z Minute Order Expense $ 49,518 ❑ Department Report ❑ Resolution Budgeted Amt. $ 88,000 ❑ Presentation ❑ Ordinance y'I'D Actual $ 0 ❑ Public Hearing ❑ Other Acct. Name MIS Acct. Number 01-1008-89-01 FISCAL NOTES: City of Paris Revised 2/04/08 ~ 000019 REVIEWED AND APPROVED BY: Z Administration Z Ciry Clerk ❑ Community Development Z EMS/IT ❑ Municipal Coutt ❑ Legal ❑ Library ❑ Police ❑ Eng./Public Works ❑ Finance ❑ Fire ❑ Utilities City of Paris o 0 0 0 2 11 Revised 2/04/08 ~ Execudve Overview Suddenlink Communications services more than 1.6 million customers. When doing business with Suddenlink Business, City of Paris becomes a partner with a well respected and trusted organization. We offer affordable nefinrorking solutions, custom-tailored for each customer, with local relationships that are quite unique to the telecommunications industry. We break the mold by providing reliable, high-bandwidth Ethernet connectivity over a secure network and back it with outstanding customer service and 24/7 network support. There is no cost for onqoinq maintenance and support. The proposed solution is offered as a service. All components installed by Suddenlink will be owned and maintained by Suddenlink for the life of the contract, including the fiber-optic lines and electronic components necessary for transmission. Suddenlink Business Histo In early 1996, as the former TCA and thereafter Cox Business Services, we began 'branching out into the business community providing business-class service and support of telecommunications services to over 100,000 commercial customers. We are able to leverage our existing fiber network, which reaches deep into the communities that we serve,'delivering reliable, high capacity telecommunications services. Proposal Summarv Suddenlink Business proposes to City of Paris Internet bandwidth provisioned over fiber; prices include Point to Point Connectivity between the Police Dept., City Hall, East Water Tower, and Fire Dept. We will take fiber to all four locations, place a Cisco switch in each location, deliver the internet bandwidth from our head end to the City Hall, and there will be a Point to Point connection between all locations. Installation Fee: $37,518 - one time fee Monthly Fees: 10 megs: $1500 per month - 3 year Will provide a free cable modem until the build process is completed. The service will be delivered over a fiber optic backbone. The interface will be an Ethernet connection from the (Suddenlink) Cisco switch located at the City of Paris facility. The Internet bandwidth will be delivered to Cat-5 port on the Cisco switch, interfaced to the customer as an Ethernet port, with a 10 Meg limitation on the Internet bandwidth. Both of which can easilv be upqraded if the customer's needs chanqe. ...::...ii ~ 0Q00'2i December 2, 2008 Page 2 Network Hiqhliqhts High Capacity - Ethernet over fiber is scalable to a Gigabit and beyond providing a future-proof platform. Ethernet Handoff - Suddenlink provides a Cat-5 connection, which saves the expense of purchasing and maintaining additional hardware. Scalable - With a simple phone call, the bandwidth can easily be upgraded within a few hours. No additional equipment OR installation is required. At Suddenlink, we employ local, Certified Fiber Engineers who are ON CALL 24 - 7, providing a fast response time. There is NO COST for fiber-line maintenance. Cisco-Certified Engineers - no cost for WAN-electronics maintenance Fiber is superior in Reliability to Copper- Fiber is a non-metallic material, which transmits light waves and is immune to data loss caused by noise interference, cross talk, and changes in temperature, moisture, or electrical surges. Service and Support In the event of an outage or disruption in service, planned or unplanned, the City of Paris personnel may contact the Network Operations Center (NOC) by calling 1- 866-232-5455, which is a non-published number for the NOC and should not be used except in the event of an outage or technical difficulty with the proposed services. Or, City of Paris may be contacted by the Network Operations Center (NOC) according to a prescribed notification process provided by City of Paris including contact information and hours of availability. If it is necessary for a Suddenlink technician to be dispatched onsite the response time will be within 4 business hours. Installation A Project Management team will oversee the project from start to finish, including the purchase and delivery of all equipment, timelines, and communication of schedules, (etc.). The IP Engineering department will work with City of Paris to pre-configure the switch prior to installation and will also perform and oversee the installation of a Cisco 3560 switch at the customer location. The Suddenlink Regional Fiber Planning Engineer will plan and oversee the installation of all fiber and termination equipment. Once the equipment is in place, performance testing will be conducted. " 0l/ 002M December 2, 2008 Page 3 Conclusion The proposed connection and equipment will be maintained and supported by Suddenlink Business at no additional charge. Our certified technicians and engineers are available 24 / 7 and are ready to assist in whatever needs arise. When considering the reliability of fiber and Suddenlink's maintenance and support, the proposed service is a very cost-effective solution for City of Paris. Our goal is to provide you with a product that is reliable, scalable and affordable. We believe the proposed service will meet this goal. Thank you for your interest and for the opportunity to present this proposal. Amanda Gadison Suddenlink Business 903-520-5005 (cell) Amanda.qadison(cD_suddenlink.com Proposed site in Paris, TX 0 (lP f) 2 Ink Commercial Service Order & AarppmPnt vla ti2nannn7l Account Re Amanda Gadison 5 stem Address Phone Number 903-520-5005 Fax Number 866-748-7706 Custcmer Information Authorized Cuskamer Re rpsen tative L al Com an Name Ci of Paris Full Name Kent Klinkerman Street Address 150 SE 1s` Street Tele hone 903-715-0248 Ci SWte Si Paris TX 75460 Fax Billin Address Additional Contact Number Russell Thrasher 903-640-3834 Ci State Zi Email Address kklinkerman@paristexas.gov Federal Tax ID Account Number If Bar or ResWurant accoun notate occu an 1-50• 51-100• 101-150• 151-200• 201-300• 301-500• 501+ Taxes and Fees Not Included ' Monthly Recurring (video rates subject to Term no more than 10% One Time Activation Service Destri tiOn uanti Unit PriCe Months annual increases & Setu Fees 30 mb of internet bandwidth via fiber & 1 1500.00 36 1500.00 37 518.00 Point to Point Connedivi Totals 'E ui ment Cha 'es Descrition uanti Unit Price Total Fee 0 S' " I Conditions for int'to int services•" include the addresses of'both circuit termination lacations ` Point A: City Hall 150 SE 151 Street Paris, TX (Internet bandwidth will be delivered to Point A) Point B: Police Dept. 2910 Clarksville St. Paris, TX Point C: Fire Station 1444 N Main St. Paris, TX Point D: East Water Tower 635 NE 25'" Street Paris, TX Promotlon'Details : NOTICE REGARDING 911 SERVICES While your Suddenlink Phone Service may be supported by a battery backup, it is electrically powered. In the event of a power outage or Suddenlink network failure, 931 service will not be available. You are prohibited from moving the phone modem from the address where it was installed. If you move the phone modem, the 911 service may not function properly and emergency operators will not be able to identify the caller's location. By signing below; (i) you represent that you are the Customer or Customer's authorized agent; (ii) you agree that you have received a copy of and have been given an opportunity to review this Commercial Service Order and the Commercial Service Agreement, of which this Service Order is a part; (iii) you agree to the terms and conditions of the Commercial Service Agreement; (iv) you acknowledge that you have read and understood the Notice Regarding 911 Services above; (v) you agree that all work by Suddenlink or Suddenlink's agent has been performed to your satisfaction as set forth herein; and (vi) you acknowledge that THIS BUSINE55 SERVICE AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION WHICH MAY BE ENFORCED BY THE PARTIES. Customer Authorized Signature Date Print Name Title Cequel Communications, LLC dba Suddenlink Communications, Date on behalf of its affiliates providing services hereunder ("Suddenlink") Print Name Title 1 , Commercial Service Aareement TERMS OF SERVICE APPLICABLE TO ANY AND ALL SERVICE(S): Customer, idenUfied in the Service Order (defined in paragraph 1 below), understands and agrees that this Commercial Service Agreement, together with the Annex,(collectively, the "AgreemenY~ applies to each and every communication service provided to Customer by Suddenlink Communications ("Suddenlink'l ("Service(s)'% which may include, without limitation, cable television service ("Video Service'% high speed data service ("High Speed Internet Service'), voice service ("Phone Service'l and Suddenlink equipment ("EquipmenY'). This Commercial Service Agreement, along with the Annex, each as may be updated from time to time, can be found on our website at www.Suddenlink.com 1. Aareement. This Agreement shall be effective upon execution by the parties, and Services shall be provided for the term set forth Commercial Service Order. Customer agrees to be bound to this Agreement by: (i) executing a copy of the Commercial Service Order presented to Customer at the time of installation ("Service Order'l, (ii) ordering a Service, or (iii) using one or more Services at Customer's location. Suddenlink may, in its sole discretion, change, modify, add or remove portions of this Agreement at any time by giving Customer notice in accordance with Sedion of this Agreement. Customer's continued use of the Services following such notice shail be deemed as Customer's acceptance to any revision in this Agreement. If Customer dces not agree to the revised Agreement, Customer must immediately notify Suddenlink of Customer's intent to terminate Service and return all Equipment. Service and Installation. 2. Services and Use. Suddenlink shall use reasonable efforts to make the Services available by any requested service date. Suddenlink shall not be liable for any damages whatsoever resulting from delays in meeting any service dates due to delays resulting from construdion or for reasons beyond its control. The parties acknowledge and agree that, except for Web hosting, if applicable, and as otherwise set forth ion the Commercial Services Order, Customer may only use the Services for its own commercial purposes and not that of any third party. Customer shall not resell the Services. Customer shall be responsible for any software and content displayed and distributed by Customer or Customer's web hosting customers, if any. Unless otherwise expressly set forth in the Commercial Service Order, Customer acknowledges that pay per view events and premium video and audio services may not be available, and, ff provided, may be subject to additional charges beyond the base rate. Suddenlink shall provide Customer with the Services and Equipment identifled on Customer's Commercial Service Order; provided, however, if Suddenlink determines that Customer's location is not serviceable under Suddenlink's normal installation guidelines, Suddenlink may terminate this Agreement. Unless provided otherwise herein, Suddenlink shall use reasonable efforts to maintain the Services in accordance with applicable performance standards, however, Suddenlink shall have no responsibiliry for the maintenance or repair of networks, facilities and equipment not furnished by Suddenlink. 3. Pavment. Customer shall pay all monthly service charges, plus non- recurring, one-time set-up, installation and/or construdion charges as set forth on the Commercial Service Order. Unless stated otherwise on the Commercial Service Order, Monthly Recurring Charges/Access Charges ("MRCs'l for services provided hereunder ("Services') shall begin upon, and Non Recurring Charge/One-time Activation and Set-up Fees ("NRCs'l if any shall be due upon, the commencement of Services. Any amount not received by the due date will be subject to additional fees as set forth below. If applicable to the Service, Customer shall pay sales, use, gross receipts, excise, access, universal service fund assessments, 911 fees, franchise fees, bypass or other local, state and Federal taxes or charges imposed on the use of the Services. Taxes will be separetely stated on the Customer's invoice. Unpaid balances shall be subject to interest or late charges at the maximum rate allowed by law. Failure to pay the total balance when due may be grounds for Suddenlink to impose an administrative fee ("Administrative Fee') in accordance with applicable law. Any Administrative Fee imposed on Customer is intended to be a reasonable advance estimate of costs of managing past due accounts. Suddenlink does not extend credit to Suddenlink's Customers and the Administrative Fee is not interest, a credit service charge or a finance charge. Failure to receive a bill does not release Customer from Customer's obligation to pay. Failure to pay the total balance when due shall constitute a breach of this Agreement and may be grounds for termination of Service, removal of Equipment from Customer's premises and/or imposition of an administretive fee ("Administretive Fee'~ in accordance with applicable law. 4. Additional Fees. In addition to MRCs, NRCs, late charges, interest, and any Administretive Fee, additional fees may be imposed, including fees for returned checks, charge card chargeback, eariy termination, reconnection and service calls. Additional charges, including attorney fees, may also be imposed if collection activities are required to recover past due balances. 5. Term, Earlv Termination. The term of the Service Order shall commence on the date that any Service commences and shall terminate upon then current Renewal Tertn. Effective at any time after the end of the iniGal Service Term and from time to dme therein, Suddenlink may, modify the charges for Phone, High Speed Internet and/or Video Services to reflect thentuRent prevailing pricing subject to thirty (30) days prior notlce. Customer will have thirty (30) days from receipt of such notlce to cancel the applicable Service without further Ilability. Should Customer fail to cancel within fhis timeframe, Customer will be deemed to have accepted the modified Service pricing for the remainder of the Renewal Tertn. If Customer cancels, terminates or downgrades the Service before the completion of the term shown on the Commercial Service Order (the "Term'D, or prior to the term of any promodonal ofFer, Customer agrees to pay Suddenlink all sums, which shall become due and owing as of the effective date of the cancellation or tertnination, Including: (i) all non-recurring charges reasonably expended by Suddenlink to establish service to Customer and not remunerated, (ii) any disconnection, early cancellatlon or tertninatlon charges reasonably incurred and paid by Suddenlink to third parties on behalf of Customer, and (iii) all recurring charges for the remaining balance of the Term or term of the promotional offer. 6. Disouted Chames. Customer must notify Suddenlink in writing of billing errors disputes or requests for credit within thirty (30) days after Customer receives the bill for which correction of an error or credit is sought. The date of the dispute shall be the date Suddenlink receives sufficient documentation to enable Suddenlink to investigate the dispute. The date of the resolution is the date Suddenlink completes Its investigation and notifles the Customer of the disposition of the dispute. 7. Default. If Customer fails to comply with any material provision of this Agreement, including, but not limited to failure to make payment as specified, then Suddenlink, at its sole option, may elect to pursue one or more of the following courses of action upon proper notice to Customer as required by applicable law: (i) terminate service whereupon all sums then due and payable shall become immediately due and payable, (ii) suspend all or any part of Services, and/or (iii) pursue any other remedies, including reasonable attorneys' fees, as may be provided at law or in equity, including the applicable termination Iiabilities. 8. LIMITATION OF LIABILITY. EXCEPT FOR ANY REFUNDS OR CREDifS AS IXPRESSLY PROVIDED IN THIS AGREEMENT, SUDDENLINK, ITS OFFICERS, SHAREHOLDERS, DIRECfORS, EMPLOYEES, AFFILIATES, VENDORS, CARRIER PARTNERS, CONTENT PROVIDERS AND OTHER PERSONS OR ENTITIES INVOLVED IN PROVIDING THE SERVICES OR EQUIPMENT (COLLECTIVELY, THE "SUDDENLINK PARTIES'l SHALL NOT BE LIABLE FOR FOR ANY LOSS, DAMAGE, COST OR IXPENSE INCLUDING DIRECT, SPECIAL, INDIRECT, INCIDENTAL, TREBLE, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL LOSSES OR DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFIfS, EARNINGS, BUSINESS OPPORTUNITIES, LOSS OF DATA, PERSONAL IWURY (INCLUDING DEATH), PROPERTY DAMAGE OR LEGAL FEES AND DCPENSES, SOUGHT BY CUSfOMER OR ANYONE ELSE USING CUSTOMER'S SERVICE ACCOUNT, AND/OR USE OF THE EQUIPMENT OR OTNERWISE ARISING IN CONNECTION WITH THE INSTALLATION, MAINTENANCE, FAILURE, REMOVAL OR USE OF SERVICES AND/OR EQUIPMENT OR CUSTOMER'S RELIANCE ON THE SERVICES AND/OR EQUIPMENT, INCLUDING WIfHOUT LIMITATION ANY LIABILITY THAT ARISES DIRECTLY OR INDIRECTLY OUT OF THE USE OR INABILITY TO USE THE SERVICES (INCLUDING THE INABILITY TO ACCESS EMERGENCY 911 OR E911 SERVICES), MISZ'AKES, OMISSIONS, INTERRUPTIONS, FAILURE OR MALFUNCfION, DELETION OR CORRUPTION OF FILES, WORK STOPPAGE, ERRORS, DEFECTS, DELAYS IN OPERATION, DELAYS IN INSTALLATION, FAILURE TO MAINTAIN PROPER STANDARDS OF OPERATION, FAILURE TO DCERQSE REASONABIF SUPERVISION, DELAYS IN TRANSMISSION, BREACH OF WARRANTY OR FAILURE OF PERFORMANCE OF THE SERVICES AND/OR EQUIPMENT; OR RESULTING DIRECTLY OR INDIRECTLY OUT OF, OR OTHERWISE ARISING IN CONNECTION WITH, ANY ALLEGATION, CLAIM, SUIT OR OTHER PROCEEDING RELATING TO SERVICES 9. AND/OR EQUIPMENT, OR THE INFRINGEMENT OF THE COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET, CONFIDENTIALITY, PRNACY, OR OTHER INTELLECTUAL PROPERTY RIGHTS OR CONTRACTUAL RIGHTS OF ANY THIRD PARTY. SUDDENLINK'S MAXIMUM LIABILITY TO CUSTOMER ARISING UNDER THIS AGREEMENT SHALL BE THE LESSER OF $5,000.00 OR THE AMOUNT ACTUALLY PAID BY CUSTOMER FOR SERVICES HEREUNDER FOR THE RESPECTIVE REGUTAR BILLING PERIOD. the expiratlon or earlier termination of the Agreement Term set forth on the Service Order. If a Service Order does not specify a term of service, the 10. WARRANTIES. CUSTOMER AGREES THAT THE SERVICES AND Agreement Term shall be one (1) year from the date that any Service EQUIPMENT ARE PROVIDED BY SUDDENLINK ON AN "AS IS" AND "AS commences. Upon the expiration of the Term, each Service Order(s) shall AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXCEPT AS automatically renew for successive periods of one (1) year each ("Renewal VIDED HEREIN, THERE ARE NO AGREEMENTS, WARRANTIES OR Term(s)'), unless prior notice of non-renewal is delivered by either party to t~ ~~j ESENTATIONS, IXPRESS OR IMPLIED, EITHER IN FACT OR BY other at least thirty (30) days before the expiration of the Service Term orThe F RATION OF LAW, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF TITLE, NON-INFRINGEMENT MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, RELATING TO THE SERVICES. SERVICES PROVIDED ARE A BEST EFFORTS SERVICE AND SUDDENLINK DOES NOT WARRANT THAT 7HE SERVICES, EQUIPMENT OR SOFfWARE SHALL BE ERROR-FREE OR WITHOUT INTERRUP'fION. SUDDENLINK MAKES NO WARRANTY AS TO TRANSMISSION OR UPSTREAM OR DOWNSfREAM SPEEDS OF THE NETWORK. ALL USE OF THE SERVICES ARE PROVIDED AT CUSTOMER'S SOLE RISK AND CUSTOMER ASSUMES TOTAL RESPONSIBILITY FOR CUSTOMER'S OR ANY USER'S USE OF THE SERVICES. THE SUDDENLINK PARTIES MAKE NO WARRANTIES THAT THE SERVICE, EQUIPMENT OR SOFfWARE ARE COMPATIBLE WITH ANY CUSTOMER EQUIPMENT AND ARE NOT RESPONSIBLE OR LIABLE FOR ANY LOSS OR IMPAIRMENT OF SERVICE DUE IN WHOLE OR IN PART TO CUSTOMER EQUIPMENT. THE SUDDENLINK PARTIES MAKE NO WARRANTY AS TO THE SECURITY OF CUSTOMER'S COMMUNICATIONS VIA SUDDENLINK'S FACILITIES OR SERVICES, OR THAT THIRD PARTIES WILL NOT GAIN UNAUTHORIZED ACCESS TO OR MONITOR CUSTOMER'S COMMUNICATIONS. CUSTOMER AGREES THAT CUSTOMER HAS THE SOLE RESPONSIBILITY TO SECURE CUSTOMER'S COMMUNICATIONS AND THAT THE SUDDENLINK PARTIES WILL NOT BE LIABLE FOR ANY LOSS ASSOCIATED WITH SUCH UNAUTHORIZED ACCESS. 11. Indemniri. Customer shall indemnify and hold Suddenlink and its respective affiliates, subcontractors, employees or agents harmless (including payment of reasonable attorneys fees) from and against any claim, actions or demands relating to or arising out of or related in any way to Customer's use of the Service, any other person's use of the Customer's account, the placement or presence or removal of Suddenlink's Equipment, facilities and associated wiring on Customers premises including without Iimitation (i) any content or software displayed, distributed or otherwise disseminated by the Customer, its employees, or users of the Senrices, (ii) any claim that Customer's use of the Service including the registration and maintenance of Customer's selected domain name(s), infringes on the patent, copyright, trademark or other intellectual property right of any third party; (iii) any malicious act or act in violation of any laws committed by Customer, its employees or users using the Services; and/or (iv) violation by Customer, its employees or authorized users of the Suddenlink AUP. 12. Miscellaneous. This Agreement, any document referenced herein, and the AUP constitute the entire agreement between Suddenlink and Customer for the Services and equipment provided herein. The invalidity or unenforceability of any term or condition of this Agreement shall not affect the validity or enforceability of any other provision. This Agreement may be modified, waived or amended only by a written instrument signed by the parties; provided Suddenlink may modify the AUP and if Customer continues to use the Service, Customer shall be bound by such AUP as modified. The rights and obligations of the parties under this Agreement shall be governed by the laws of the State of New York. The failure by either party to exercise one or more rights provided in this Agreement shall not be deemed a waiver of the right to exercise such right in the future. Notices required by this Agreement shall be in writing and shall be delivered either by personal delivery or by mail. If delivered by mail, notices shall be sent by any overnight mail service with proof of receipt; or by certified or registered mail, return receipt requested; with all postage and charges prepaid. AIl notices and other written communications under this Agreement shall be addressed to the parties at the addresses on the first page of this Agreement, or as specified by subsequent written notice delivered by the party whose address has changed. The failure of Suddenlink to enforce this Agreement and any of its components, for whatever reason, shall not constitute a waiver of any right of Suddenlink or the ability [o assert or enforce such right at any time in the future. All representations, warranties, indemnifications, dispute resolution provisions and limitations of liability contained in this Agreement shall survive the termination of this Agreement, as well as any other obligations of the parties hereunder which, by their terms, would be expected to survive such termination or which relate to the period prfor to termination (including legal conditions, payment, and Suddenlink rights and the rights of others). 13. Reaulatorv Authoriri-Force Maieure. This Agreement and the obligations of the paKies shall be subject to modification to comply with all applicable laws, regulations, court rulings, and administrative orders, as amended. In no event shall either party have any claim against the other for failure of performance if such failure is caused by acts of God, natural disasters including fire, Flood, or winds, civil or military action, including riots, civil insurredions or acts of terrorists or the taking of property by condemnation. Suddenlink may, in its sole discretion, immediately terminate this Agreement, in whole or in part, in the event there is a material change in any law, rule, regulation, Force Majeure event, or judgment of any court or government a9ency, and that change affects Suddenlink's ability to provide the Services herein. 14. ARBITRATION. CUSTOMER AND SUDDENLINK AGREE THAT ANY CLAIM, DISPUTE OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT INCLUDING ANY OF ITS COMPONENTS, THE SERVICES OR EQUIPMENT PROVIDED BY SUDDENLINK OR ANY ORAL OR WRITTEN STATEMENTS, ADVERTISEMENTS OR PROMOTIONS RELATING TO THIS AGREEMENT OR TO THE SERVICES OR EQUIPMENT (COLLECTIVELY, "CLAIM'D SHALL BE RESOLVED THROUGH ARBIfRATION. ALL ARBI'TRA7ION SHALL BE INITIAlED AND CONDUCTED IN ACCORDANCE WffH THE COMMERCIAL ARBITRATION RULES AND MEDIATION PROCEDURES OF THE AMERICAN ARBITRATION ASSOCL4TION ("AAA'I. THE AAA SHALL APPOINT THE ARBITRATOR. ARBITRATION MUST BE INITIATED BY CUSTOMER WIfHIN ONE (1) YEAR OF TNE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO THE DISPUTE (IXCEPT FOR BILLING DISPUTES WHICH MUST BE INITIATED WITHIN THIRTY (30) DAYS). CUSTOMER WAIVES ANY CLAIM NOT FILED IN ACCORDANCE WITH THE PREVIOUS SENTENCE. THE PARTY INITIATING ARBITRATION SHALL GIVE NOTICE TO THE OTHER PARTY BY MAILING A COPY OF THE REQUEST FOR ARBITRA7ION TO THE OTHER PARTY AT THE ADDRESSES ON THE SERVICE ORDER. ALL PARTIES TO THE ARBITRATION MUST BE INDIVIDUALLY NAMED AND THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY CLAIMS TO BE ARBITRATED ON A CLASS ACTION OR CONSOLIDATED BASIS OR THROUGH A REPRESENTATIVE, UNLESS APPLICABLE STATE LAW MANDATES OTHERWISE. ARBITRATION OF CLAIMS WILL BE CONDUCTED IN SUCH FORUM AND PURSUANT TO SUCH LAWS AND RULES RELATED TO COMMERCIAL ARBITRATION IN THE STATE OF NEW YORK THAT ARE IN EFFECT ON THE DATE OF THE NOTICE TO ARBITRATE. . UoOn2r)