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HomeMy WebLinkAbout17 AG METRICOM, INC. 09-15-97'NO. 17 9-15-97 lnter-Com DATE: TO: FROM: SUBJECT: September 15, 1997 William A. Huston, City Manager Community Development Department · Consideration of a Franchise Agreement with Metricom, Inc. for Installation and Operation of a RicochetTM Wireless Digital Com m unications Network within the Public Right-of-Way iI S~Y:. Execution of the franchise agreement would permit the installation and operation of a wireless communications:network within the .City of Tustin's public'right-of-waY. The]l propOsed term of the agreement:woUld be for five (5) Years with a pOssibility °f a dditi°nM renewals [[ subject to City CouncE approva~ APPlicane Metricorn In~ ' ' ' - ' RECOM3~NDA TION That the City Council authorize the City Manager to execute the Franchise Agreement between the City of Tustin and Metricom Inc. for the installation and operation of its RicochetTM Wireless Dig/tal Communications Radio Network in the public right-of-way. FISCAL 1MPA C T If the proposed Franchise Agreement is authorized by the City Council, the City would receive fiVe (5) percent of Metricom's gross revenues. In addition, Metricom Inc. will pay an annual lease fee of $60.00 per pole for every City-owned facility that is used or provide the City with Ricochet! ~ervices. The City's administrative costs to prepare, review and enforce the provisions of the franchise shall be Paid by Metricom Inc. ' BA CKGR 0 UND AND DIS CUSSION Network Description: Metricom Inc. has developed the RicochetTM Wireless Digital Communications System, a low power radio network which pro,~4des for the wireless transfer of data, and is desirous of installing and operating the RicochetTM Network System within the City of Tustin. The installed network would allow computer users to access on-line systems and use electronic mail and other messaging services without phone line attachment (Attachment B). Users must purchase a wireless modem from Metricom Inc. that would be connected to a desktop or portable computer. The end user would pay a monthly fee to Metricom Inc. for unlimited use of the wireless data service. Metricom Franchise A~eement: September 15, 1997: Page 2 The network requires that radios be installed at the rate of five or six per square mile. A final network map with radio locations must be approved via the design review and encroachment permit process. The radios used within the'network measure 8" x 12" x 3" (approximately the size of a shoe box) and can be located on the mast arm of street lights or other similar facilities (Attachment B). Metricom Inc. has agreed to use City-owned facilities wherever poss~le. Using City-owned facilities will enable the City of Tustin to receive revenue and/or Metricom's services. The Metricom network is operational in the San Francisco Bay Area, Seattle, and Washington D.C. Metricom has entered into' agreements with several Orange and Los Angeles County cities as is necessary to operate the netwOrk. Franchise Agreement Terms and Conditions: The'specific terms and conditions established in the Franchise Agreement are identified in Attachment A. The information below describes the major provisions of the agreement: The franchise would be nonexclusive and would expire at the end of five (5) years but could be renewed with City Council approval; Metricom would be required annually to pay five (5) percent of the gross annual revenues fi'om the preceeding year and an annual fee of $60.00 for the use of each City-owned facility or use of RicochetTM services; Metricom's use of the facilities may not interfere with the existence and operations of any public or private right-of-way without notice and CitY and/or property o~xmer approval; Metricom would be required to obtain all related development and encroachment permits, business licenses, and state and federal licenses; and, At franchise agreement termination, Metricom would be required to remove its. equipment to the City's satisfaction. The City Attorney has reviewed and approved the content and form of the proposed franchise agreement. Community Development Director Attachments: EAB~,bmV~tdcom.doc A- Franchise Agreement B - Network Description, Photographs and RicochetTM Questions and Answers ATTACHMENT A Franchise Agreement FRANCHISE AGREEMENT between METRICOM, INC. and the CITY OF TUSTIN TillS FRANCHISE AGREEMENT (the "Agreement") is entered into as of 1997, by and between the CITY OF TUSTIN, a California municipal corporation (the "City"), and METRICOM, INC., a Delaware corporation ("Metricom"). A. Under California and federal law the City has the right and power to regulate the time, location, and manner of attachment, installation, operation, and maintenance of wireless 'digital Communications radios in the Public Right of Way 'within the limits of the City. B. Metricom wishes to attach, install, operate, and maintain a wireless digital cOmmunications radio network on certain light poles, signal standards and buildings owned by the City of Tustin for purposes of operating its RicochetTM wireless digital communications radio network (the "Network")(Exhibit A). C. The City Council finds it desirable for the welfare of the City of Tustin that a nonexclusive franchise be issued to Metricom by this Agreement. AGREEMENT NOW, TItEREFORE, based on the facts stated in the Recitals and in consideration of , _ the mutual promises and covenants contained herein, the parties agree as follow: 1. DEFINITIONS.' The following words and phraies shall have the meanings set forth as follows: 1.1. Annual Gross Revenues. "Annual Gross Revenues" means the gross dollar amount accrued on Metricom's books as received or receivables each calendar year for Services provided to its customers with billing addresses in the City, excluding (i) the Franchise Fee, if any, payable pursuant to § 5 et seq. below; (ii) local, state, or federal taxes collected by Metricom that have been billed to the subscribers and.separately stated on subscribers' bllls; and (iii)revenue Metricom has determined is uncollectible (i.e., bad debts) from subscribers with billing addresses in the City. that was previously included in Annual Gross Revenues. i.2. Agency. "Agency" . means any governmental or quasi-governmental agency other than the City, including the FCC and the PUC. - . 1.3. City. "City" means the City of Tustin. 1.4] CPUC. "CPUC" means the California Public Utilities Commission. 1.5. Effective Date. "Effective Date" means the date on which this Agreement is' approved by the City Council.. 1.6. Fee. "Fee" means any assessment, license, charge, fee, imposition, tax (but excluding any utility users 'tax or franchise fees), or levy of general application to Persons doing business in the City lawfully imposed by any governmental body. 1.7. Franchise. "Franchise" means this nonexclusive Franchise Agreement. 1.8. Laws. "Laws" means any and all statutes, constitutions, ordinances, resolutions, regulations, judicial decisions, rules, tariffs,' administratiVe orders, certificates, orders, or other requirements of the City or other governmental agency having joint or several jurisdiction over the parties to this Franchise, in effect either at the time of execution of this Franchise or'at any time during the presence of Radios in the Public Right of Way. 1.9. Metricom. "Metricom" means Metricom, Inc., a corporation duly organized and existing under the laws of the State of Delaware, and its lawful successors, assigns, and transferees. .- 1.10. Public Right of Way. "Public Right of Way" means any real property Where-the City has a fee or easement for street purposes. "~ 1.11. '. Provision. "Provision" means any agreement, clause, condition, covenant, qualification, restriction, reservation, term, or other stipulation in this Franchise that defines or otherwise controls, establishes, or limits the performance required or permitted by any party to this Franchise. All Provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions. 1.12. Radio Month. "Radio Month" means a calendar month during which a Radio occupies space on a utility pole in the Public Right of Way, even if such occupancy is less than the entire month. 1.13. Radio. "Radio" means'the radio eqUipment, whether referred to singly or collectively, to be installed and operated by Metricom hereunder and more Pai-tiCularly described in Exhibit A attached hereto. 1.14. RicochetTM. "Ricochetm'' or "RicocheffM MCDN" means RicochetTM MicroCellular Digital Network, a wireless, microcellular digital radio communications network owned and operated by Metricom. 1.15. Services. "Services" means the wireless digital communications services proVided through Ricochet by Metricom to subscribers with billing addresses within the City. 2. GRANT OF FRANCltlSE. City hereby grants to Metricom a nonexclusive franchise to attach, install, operate, and maintain a wireless digital communications radio network on utility poles or City-owned signal-light standards in, on, over, upon, along, and across the Public Right of Way in the City of Tustin, California, as the same now or may hereat~er exist. To implement this Agreement, Metricom shall apply to the City's Community Development and Public Works Directors for an encroachment permit and design reView approval designating the proposed locations of each of its Radios. The encroachment permit and design review approval shall be subject to the terms and conditions of this Agreement. 3. TERM. The term of this Franchise shall commence on the Effective Date and shah exPire on the date which completes five (5) years after the Effective Date, unless it is earlier terminated by either party in accordance with the provisions herein. Metricom may apply to renew the term of this Franchise by application to the City Council. 4. SCOPE OF FRANCHISE AND LIMITATIONS. 'Any and all rights expressly granted 'to Metricom under this Franchise, which shall be exercised at Metricom's sole cost and expense, shall be subject to the prior and continUing fight of the City under applicable Laws to use any and all parts of the. Public Right of Way exclusively or concurrently with any other Person or Persons, shall be further .subject to all deeds, easements, dedications, conditions, covenants, restrictions, encumbrances, and claims of title which may affect the Public Right of Way. Nothing in this- Franchise shall be deemed to grant, convey, create, or vest in Metricom a perpetual real property interest in land, including any fee, leasehold interest, or easement. In the event of any conflict between this Agreement and any subsequently adopted City Telecommunications ordinance, the provisions of this Agreement shall prevail, for theinitial term. Any subsequent agreements and . network improvements shall comply with the laws in effect on the effective renewal date(s). 4.1. Attachment to City-Owned Street Light Poles, Signal Standards, or Other City-owned Facilities. The City hereby authorizes Metricom, subject to site-specific location approvals by the CommunitY Development and Public Works Directors through an encroachment permit and design review approval, to attach, install; operate, maintain, remove, reattach, reinstall, relocate, and replace Radios in or on certain City-owned street light poles, signal standards or other City-owned facilities within the Public Right of Way for the purposes of providing Services to Persons located within or without the limits of the City. , 4.2. Preference for City-Owned Property. In any situation where Metricom has a, choice of attaching it.s Radios to either City-owned property or third-party-owned property in the Public Right of Way, Metricom agrees to attach to City-owned poles or other City-owned property, provided that such City-owned poles or other City-owned Property are functionally suitable for the operation of Metricom's RicochetTM system. -. 4.3. Attachment to Third-Party Pol~s. Subject to obtaining the permission of the- owner(s) of the affected poles, the City hereby authorizes and permits Metricom to attach, install,' operate, maintain, remove, reattach, reinstall, 'relocate, and replace such number of Radios in or on utility poles owned by public utility companies, including SCE and SDG&E or other property owners with the fight to locate structures within the Public ~ght of Way as may be permitted by the public utility company or property owner, as the case may be, and subject to site-specific location approvals by the Directors of Public Works and Community Development through an encrOachment permit and design review approval. Prior to installation of the Radios, Metricom shall furnish to the City documentation of such permission from the individual utility or property owner responsible.. .. .... 4.4. 'No Interference. Except as permitted by applicable Laws or this Franchise Metricom in the performance and exercise of its fights and obligations Under this Franchise shall not interfere in any manner with the existence and operation of any and all public and private fights-of-way, sanitary sewers, water mains, storm drains, gas mains, poles, aerial and underground electrical and telephone wires, electroliers, cable television, and other' telecommunications, utility, or municipal property, without the express written approval of the owner or owners of the affected property or properties. 4.5. Compliance with Laws, Metricom shall.comply with all applicable Laws in the exercise and performance of is rights and obligations under this Franchise. 4.5.1. Encroachment Permits. Any and all construction work performed " pursuant to the rights granted under this Franchise, including the installation, operation, ' maintenance, location, and attachment of the Radios in the Public Right of Way, shall be subject to the prior review and approval of City by means of submission of an encroachment permit application, payment of any applicable fees, and the City's ordinary administrative review. '-- Metricom agrees to apply for and obtain all appropriate permits required by applicable Law prior to the commencement of any work of construction in the Public Right of Way. ARer the initial deployment of the Radios, new attac .hrnents, removals, and relocations of Radios shall also be subject to the City's encroachment and design review permitting process. · 4.5.2. Property Owner Notification. Metricom shall notify property owners and business establishments within one hundred feet 'of a work site in writing at least seventy-two-~ (72) hours prior to the commencement of any work Under this agreement, that can be reasonably anticipated to adversely affect the quiet enjoyment of their properties. Under no circumstances will Metricom block the access to or exit from any business, emergency care facility, or property' during the work allowed under this agreement. Said notification shall be submitted for review.and approval by the Public Works and/or Community Development Directors. 4.5.3. City Facilities. Metricom acknowledges that the City has made no warranties or representations regarding the fitness or suitability of any of City-owned street light pole, signal standards, or other facility for the installation of the radio rePeaters or for this project and that any performance of work or costs incurred by Metficom or provision of services' contemplated under this agreement by Metficom is at Metficom's sole risk and expense. 4.5.4. As-Built Drawings. Upon the completion of construction work, Metricom promptly shall furnish to .the City, in hard copy and in Metricom's electronic format, suitable documentation showing the exact location of the Radios in the Public Right of Way. 4.5.5. Modification of S~rvice Voltage. The City reserves the fight t° modify the service voltage delivered to or-at any City-owned signal standard on which a Radio may be located. Metficom shall replace or modify any Radi° that will be affected by such volt&ge modifications within thirty (30) days of receiving notice of voltage modifications. IfMetficom fails to replace or modify any Radio within the thirty-day notice .period before the voltage modification, the City.may disconnect any such Radio Until Metficom performs and completes the necessary work and advises City accordingly. 5. FEES AND TAXES: Metricom shall be solely responsible for the payment of all lawful Fees and utility charges in connnection with the exercise of Metricom's rights under this Franchise, including those set forth below. 5.1. Franchise Fee. Metricom shall pay to the City, on an annual basis, an amount (the "Franchise Fee") equal to five percent (5%) ofMetricom's Annual Gross Revenues collected during each preceding calendar year, which amount shall be cOllected from subscribers of the Services and remitted to City as provided herein. The Franchise Fee shall be due on or before the. forty-fii~h (45th) day after the end of each calendar year or fraction thereof. Within forty-fi,ce (45) days after the termination of this Franchise, the Franchise Fee shall be paid for the period which has elapsed since the end of the last calendar year for which the Franchise Fee has been paid. Metricom 'shall furnish to the City with each payment of the Franchise Fee a statement, _ executed by an authorized officer of Metricom oi' his or her designee, showing the amount of Annual Gross Revenues for the period covered by the payment., IfMetricom discovers that it has failed to pay the entire or correct amount of the Franchise Fee, Metricom shall pay the difference to the City or make such other adjustment within fifteen (15) days of discovery of the error or determination of the correct amount. Any overpayment to-the City throUgh error or otherwise shall be offset against the next payment due from Metricom. Acceptance by the City of any payment due under this section shall not be deemed to be'a waiver by the City of any breach of this Franchise occurring prior thereto, nor shall the acceptance by the City of any such payments - preclude the City from later establishing that a larger amount was actually due or collecting any balance due to the City. 5.1.1. Accounting and Audit. Metricom shall keep. accurate books of account for the purpose of determining the amounts due to the City under § 5.1. UpOn written notice, Metricom shall make accurate copies of ail books of account available to the City at Tustin City Hall. The City shall provide five (5) days' prior written notice and may audit the books from time to time, but in each case only to the extent necessary to confirm the accuracy of payments due 'under § 5.1. The City shail bear the cost of any such audit, unless such audit reveais an . underpayment to the City of more than five perC6nt (5%) of the Franchise Fee which was dueto the City for a calendar year. Once each caiendar year the City may require an annual report from Metricom relating to its operations and revenues within the City. To the'extent permitted by law,' City agrees to hold in confidence any nonpublic information it learns from Metricom. 5.2. Annual Fee. Metricom shail pay to the City an'annuai fee (the "Annual Fee'") in the amount of Sixty Dollars ($60.00) for the use of each City-owned street light poles, signal standard or City-owned other facilities in the Public Right of Way upon which a Radio has been installed pursuant to this Franchise. The initial Annual Fee shall be due and payable not later than. the date of installation of the first Radio on City-owned signal standards under this Franchise (the "Installation Date") and shall be computed based upon the number of Radios Metricom estimates as of the Installation Date that it will install on City-owned street light poles, signal standards or other City-owned facilities in the Public Right of Way during the succeeding twelve (12) months. The Annual Fee for subsequent years shall be due and payable not later than thirty (30) days following each anniversary of the Instailation Date and shall equal the total number of Radios then installed on City-owned street light poles signal standards or other City-owned facilities in the Public Right of Way pursuant to this Franchise multiplied by the Annual Fee, adjusted for the Prior Year Adjustment, as described immediately below. The Prior Year Adjustment shall either increase or decrease a subsequent year's aggregate Annual Fee to account for the installation or removal of Radios during the prior year, and shall'equal the difference between (i.) the total number of Radios used to calculate the prior year's aggregate Annual Fee multiplied by twelve (12) and (ii) the actual number of Radio Months which occurred during such year, multiplied by one-twelfth of the Annual Fee. -: 5.2.1. CPI Adjustment.- At the commencement of each renewal term, the Annual Fee with respect to such term shall be increased effective January 1st of the first year of such renewal term equal to the greater of (a) ten percent (10%) or (b) the cumulative increase which occurred during the previous three-year period in the U.S. Department of Labor, Bureau of Labor Statistics, Consumer Price Index of ail items, Base 1982-1984 for the Los Angeles-Anaheim- Riverside Consolidated Metropolitan Statistical Area. 5.3. RicochetTM Tradeout Option. Notwithstanding anything to the contrary in this . Franchise, the City shall have the right to elect to receive one of the following tradeouts in lieu of the amount of the Annual Fee and solely with respect to the first fifty (50) Radios installed, the City shall be entitled to receive specified in connection with each such tradeout option: a) up to fif~ (50) subscriptions to use Metricom's RicochetTM Services in the City for so long as Metricom maintains Radios in use in the ratio specified below of City-owned signai standards in the Public Right of Way pursuant to this Franchise. Such option may be exercised by City in increments of one (1) subscription in lieu of the Annual Fee for one (1) Radio. Metricom shall provide such subscriptions at such time asMetricom is providing commercial service in the City, provided that prior to such service'date City shall not be entitled to receive the Annual Fee or other compensation in lieu thereof. Metricom will not be required to pay the Annual Fee for the number of Radios installed on City-owned signal standards in the Public Right of Way equal to the number of subscriptions the City elects to 'receive as provided above. The number of Radios installed on City-owned signal standards in the Public Right °fWay in excess of the number of subscriptions the City elects to receive shall be subject to the Annual Fee. City's use of the subscriptions Shall be subject to Metricom's standard RicocheffM Service terms and conditions. The City shall purchase, at its sole expense, any equipment and software requ. ired to use the RicochetTM Service; or b) uP to twenty (20) sUbscriptions to use Metricom's RicocheffM Services and the use of up'to twenty (20) Metricom modems, software and.appurtenances, for go long 'as Metric0m 'maintains Radios in-use on the appropriate number of City-owned signal standards in the Public Right of Way pursuant to this Franchise. Such option may be exercised b~y City in increments of two (2) subscriptions and two (2) modems in lieu of Annual Fees for five (5) Radios. Metricom shall provide such subscriptions and equipment at such time as Metricom is providing commercial service in the City, provided that prior to such service date City shall nOt be entitled to receive the Annual Fee or other compensation in lieu thereof. The number of Radios installed on citY-o .wned signal Standards in the Public Right of Way in excess of the number of subscriptions/modems the City elects to receive shall be subject to the AnnUal Fee. City's use 0fthe modems and subscriptions shall be subject to the -- standard terms and conditions set forth in the terms and conditions packaged with the modems. City shall be required to return to Metricom any equipment provided to Ciy upon termination of any free subscriptions in good condition, ordinary wear and tear eXcepted. 5.3'1. Timing of City's Election. City shall be required to make an election under this § 5.3'within thirty (30)' days of the approval of the encroachment permit, or each anniversary of the approval of the encroachment permit, as the case may be.. Such election shall be applicable for the longer of either the following one year period or until a subsequent election is made in accordance with the previous sentence. 5.3.2. License Restrictions. City shall use all subscriptions and equipment . Provided pursuant to this § 5.3 solely for its own use and shall not be entitled to resell, distribute, or otherwise permit the use of the same by any other Party. 5.4. Reimbursement of City's Expenses. Metricom shall reimburse the City at City's standard rates for all reasonable expenses relating to the preparation, issuance and implementation of this Franchise, promptly upon receiPt of bills, paid invoices, and such other documentation as Metricom shall reasonably require. The reimbursement provided for in this § 5.4 shall not replace · or excuse Metricom fi.om the payment of any applicable City encroachment permit fee for work undertaken in connection with this Franchise or the Franchise Fee. 5.5. Most-Favored City Clause. Should Metricom after the parties' execution and delivery of this Franchise enter into an attachment permit agreement with another municipality or Agency of the same size or smaller, than the City in the Los Angeles Metropolitan Statistical'Area which agreement contains financial benefits for such.municipality which, taken as a whole and balanced with the other terms of Such agreement, are superior to those in this Franchise (collectively "Superior Agreements"), City shall have the right to require that Metricom modify this Franchise to incorporate the same or substantially similar superior benefits and such other terms. The benefits of such agreement Shall be made available to the City retr6active to the date Metricom entered into such superior agreement with another jurisdiction. Metricom agrees in each case to give the City written notice within forty-five (45) days after Metricom executes any such Superior Agreement. .. 5.6. Annual Business License. Metricom agrees to obtain an annUal City business license prior to the Effective Date and maintain the same throughout the term of this Agreement; and in addition to any other fees required by be paid by Metricom under this Agreement, Metricom agrees to pay any and all license fees which may be imposed by the City in connection With obtaining such business license. 5.7. Possessory Interest. Metricom acknowledges that notice is hereby given to Metricom pursuant to California Revenue and Taxation Code § 107.6 that use or occupancy of any public property pursuant to the authorization herein set forth may create a possessory interest 'which may be subject to the payment of property taxes levied on such interest. Metricom shall be solely liable for, and shall pay and discharge prior to delinquency, any and all possessory interest taxes Or other taxes levied against Metricom's right to possession, occupancy, or use of any public property pursuant to any fight of possession, occupancy, or use created by this Agreement. 6. REMOVAL AND RELOCATION OF RADIOS. Metricom understands and acknowledges that City may require Metricom to relocate one Or more of its Radios, and Metricom shall at City's direction relocate such Radios at Metricom's sole cost and expense within thirty (30) days of notice by City, whenever City reasonably determines that the relocation is needed for any of the following purposes: (a) to facilitate or accommodate the construction, completion, repair, relocation, or maintenance of a City project; (b) because the Radio is interfering with or adversely affecting proper operations of City traffic signals or other City facilities; or (c) to protect or preserve the public heath, safety, or welfare. IfMetricom shall fails to relocate any Radios as requested by the City in accordance with the foregoing provision, City shall be entitled to relOcate the Radios at Metricom's sole cost and expense, without further notice to Metricom.' 6.1. Metricom Desires Relocation. IfMetricom desires to relocate any Radio from one City-owned street light pole, signal standard or other facilities in'the Public Right of Way owned by third parties to another City-owned signal standard or other structure in the Public.'- Right of Way owned by third parties, Metricom shall so advise City.' City will use its best efforts to accommodate Metric0m if another functionally equivalent City-owned facility is available for use in accordance with and subject 'to the terms and conditions of this Franchise. The relocation of Radios from and to utility poles owned by third parties in the Public Right of Way shall be initiated by Metricom through the encroachment permit and design review process. 6.2. · Discontinuation of Service. If any Radio subject to this Franchise is abandoned and no longer placed in service for'a period of six (6) months or more, Metricom promptly shall notify the City, and the City, at its option, may require Metricom promptly to remove the abandoned Radio(s) at Metricom's sole cost and expense or dedicate the same to the City. The City shall not issue notice to Metricom that the City intends to exercise the option to require removal or dedication of Radios, unless and until the City first gives seventy-tWo (72) hours prior written notice to Metricom to remove the Radios. IfMetricom fails to rem6ve the Radios as required by the City, the City shall be entitled to remove the RadioSat Metricom's sole cost and expense. Metricom Shall execute such documents of title as will convey all fight, title, and interest in the abandoned Radios, but in no other Metricom property, intellectual or otherwise, to.the City. . 6.3. Damage to Public Right of Way. Whenever the removal or relocation of Radios is required under this Franchise, and such removal or relocation shall cause the Public Right of Way to be damaged, Metricom, at its sole cost and expense, shall Promptly repair and return the Public Right of Way in which the Radios are located to a safe and satisfactory condition to the satisfaction of the City's Director of Public Works. IfMetricom does not repair the site as described above, then the City shall have the option, upon fiReen (15) days' prior written notice to Metricom, to perform or cause to be performed such reasonable and necessary work on behalf. of Metricom and to charge Metricom for the proposed costs to be incurred or the actual costs- incurred by the City at City's standard rates. Upon the receipt of a demand for payment by the City, Metricom shall reimburse the City for such costs, within ten (10) business days. 7. INDEMNIFICATION, WAIVER, AND BOND. Metricom agrees to defend (with legal counsel reasonably acceptable to the City), indemnify, protect, and hold harmless the City~ its council, members, officers, employees, and agents from and against any and all claims, demands, · losses, damages, liabilities, fines, charges, penalties, administrative and judicial proceedings and orders, judgements, remedial actions of any kind, all costs and cleanup actions of any kind, and all costs and expenses incurred in connection therewith, including reasonable attorney's fees and costs of defense (collectively, the "Losses") arising, directlY or indirectly, in whole or in part, Out . of the activities or facilities described in this Franchise, except to the extent arising from or caused by the sole negligence or willful misconduct of the City, its council members, officers, employees, agents,, or contractors. 7.1.' Waiver of Breach. The waiver by the City of any breach or violation of any Provision of this Franchise by Metricom shall not be deemed to be a waiver or a continuing waiver by the City of any subsequent breach or violation of the same or any oiher Provision of this Franchise by Metricom. 7.2. Waiver of Claims. Metricom waives any and all claims, demands, causes of action, and fights it may assert against the City On account of any loss, damage, or injury to any Radio or any loss or degradation of the Services as a result of a sudden or gradual loss or change of electrical power caused by, among others events, an Act of God, an event or occurrence which is beyond the reasonable control of the City, a power outage, a lightning stril/e, or occasioned by the installation, maintenance, replacement or relocation of any City-owned facility to which such Radio is attached. 7.3. 'Bond or Other Security. Prior to the commencement of any work under this Franchise, Metricom shall furnish or cause to be furnished to City a good and sufficient bond, substantially in the form attached hereto as Exhibit B entitled Surety Bond, in the amount of Five Thousand Dollars ($5,000), or such other comparable security instrument as may be approved by the City's attorney or risk manager, securing the faithful performance by Metricom of all of the work, construction, installation, and removals reqUired to be performed by Metricom under this Franchise within the time periods set forth hereunder. '8. INSURANCE. Metricom shall obtain and maintain at all times during the term of this Franchise (including the period between the expiration hereof and Metricom's removal of its Radios or other equipment from the Public Right of Way) comprehensive general liability insurance and comprehensive automobile liability insurance prOtecting Metricom in an amount not less than One Million Dollars ($1,000,000) per occurrence (combined single limit), including bodily injury and property damage, and in an amount not less than one Million Dollars ($1,000,000) per occurrence (combined single limit), including bodily injury and property damage, and in an amount not les's than One Million Dollars ($1,000,000) aggregate for each personal: injury liability, products completed operations, and each accident. Such insurance policies shall name the City, its council members, officers, employees, and agents as additional insureds as respects any liability arising ot of Metricom's performance of work under this Franchise. 8.1. Filing of Endorsements. Prior to the commencement of any work pursuant to this FranChise, Metricom shall file with the City the required original endorsements, on the City's form, subject to the City's prior approval. The endorsements and required notices shall be mailed to the City as the address specified in § 9 below: , . 8.2. Worker's Compensation Insurance. Metricom shall obtain and maintain at all times during the term of this Franchise statutory workers' compensation and employer's liability insurance in an amount not less than One Million Dollars ($1,000,000) or such other amounts as required by California law, and shall furnish the City with an endorsement on the City's form showing proof of such coverage. " 10 8.3. Insurer Criteria. Any insurance provider 0fMetricom shall be admitted and authorized to do business in California and shall be rated at least A:VII in A.'M. Best & Company's Insurance Guide. Insurance policies and certificates issued by non-admitted insurance. companies are not acceptable. 8.4.' Deductibles and Retentions. Prior to the execUtion of this Franchise, any deductibles or self-insured retentions must be declared to and approved by City. 8.5. Course of Construction Insurance. Metricom shall provide or require that all Metricom contractors Obtain insurance meeting the criteria set forth herein and'shall furnish to the City copies of all endorsements evidencing such policies of insurance. Such endorsemenis on City's form and shall be approved by City prior, to any work commencing in the Public Right of Way. 8.6. Insurance and Indemnification Obligation. Metricom's compliance with the insurance requirements herein shall not excuse,.rep!ace, or .otherwise affect'Metricom's duty to ..... indemnify and defend the C{ty purSuant to § 7 of this Franchise. 9. NOTICES. All notices which shall or may be given pursuant to this Franchise shall be in writing and delivered personally or transmitted (a) through the United States mail, by registered or certified mail, postage prepaid; (b) by means of prepaid overnight delivery service; or (c) by facsimile transmission, if a hard copy of the same is followed by delivery through the U.S. mail or by overnight delivery service as just described, addressed as follows: if to the City: CITY OF TUSTIN Attn: City Clerk 300 Centennial Way · Tustin, CA 92780 · · . if to Metricom:' METRICOM, INC. Attn: Property Manager 980 University Avenue Los Gatos, CA 95030 Notices shall be deemed given upon receipt in the case of personal delivery, three (3) days atter deposit in the mail, or the next day in the case of overnight delivery. Either party may from time to time designate any other address for this purpose by written notice to the other party delivered in the manner set forth above. 11 10. TERMINATION. This Franchise may be terminated by either party upon forty five (45) days' prior written notice to the other party upon a default of any material covenant or term hereof by such other party, which default is not cured within forty-five (45) days of receipt of written notice of default (or, if such default is not curable within forty-five (45) days, if the defaulting party fails to commence such cure within forty-five (45) days or fails thereafter ~ diligently to prosecute such cure to completion), provided that the grace period for any monetary default shall be ten (10) days from receipt of notice. As used in this § 10, the term default shall include, with respect to Metricom's obligations hereunder, Metricom's failure (i) to comply with the restrictions established in § 4, (ii) timely to pay any sums owing to the City under § 5, and (iii) to maintain, deploy, relocate, or remove its Radios as provided in § 6 hereof. 11. ASSIGNMENT. This Franchise shall not be assigned by Metricom without the express written consent of the City, which consent shall not be unreasonably withheld, conditioned, or delayed. Any attempted assignment in violation of this § 11 shall be void. Notwithstanding the foregoing, the transfer of the rights and obligations of Metricom hereunder to a parent, subsidiary, or financially viable affiliate of Metricom or to any successor-in-interest or entity acquiring fifty- one percent (51%) or more ofMetricom's outstanding voting stock or assets shall not be deemed an assignment or transfer for the purposes of this Franchise, provided that (i) any such transferee will have a financial strength after the proposed transfer at least equal to that of Metricom prior to the transfer, (ii) any such transferee assumes all the obligations of Metricom hereunder, and (iii) Metricom shall'not be released from the obligations of this Franchise by virtue of such transfer. If such criteria are satisifed in City's reasonable discretion, it shall not be deemed reasonable for the City.to withhold its consent to the proposed transfer, unless the proposed transferee has a record of performance under similar agreements which is unacceptable to the City under a reasonable standard of evaluation. Lack of prior specific experience in administering a system providing the Services described in this Franchise shall not, by itself, be deemed a reasonable basis for refusing or conditioning the Citfs consent. Metricom shall give to the City at least one hundred fifty-': (150) days' prior written notice of any proposed transfer for which notice is required hereunder. In the case of any proposed transfer for which the City's consent is required hereunder, Metricom agrees to reimburse the City for its reasonable expenses incurred in reviewing such transfer proposal. 12. MISCELLANEOUS PROVISIONS. The provisions which follow shall apply generally to the obligations of the parties under this Franchise. 12.1. Nonexclusive Use. Metricom understands that this Franchise does not provide Metricom with exclusive use of any City-owned signal standards 'or third-party-owned poles or structures in the Public Right of Way and that the City shall have the fight to permit other telecommunications carders and provide.rs to install equipment or devices in the Public i~ight of Way; however, City shall endeavor promptly to notify Metricom of the receipt of a proposal for the installation of communications equipment Or devices in the Public Right of Way, regardless of whether a license is required by the FCC for the operation thereof. -' 12 12.2. Amendment of Franchise. This Franchise may not be amended except'pursuant to a written instrument signed by both parties. 12.3. Severability of Provisions; Conflicts. If any one or more of the Provisions of this Franchise shall be held by court of competent jurisdiction in a final judicial action to be vOid, voidable, or unenforceable, such Provision(s) shall be deemed severable from the remaining Provisions of this Franchise and shall in no way affect the validity of the remaining portions of this Franchise. In the event of any conflict between the terms of this Franchise and those of the - Telecommunications Ordinance, ~he terms of the Telecommunications Ordinance shall control.. 12.4. All-Hours Contact. Metricom shall be available to the staff' employees of any City department having jurisdiction over Metricom's activities twenty-four (24) hours a day, seven (7) days a week, regarding problems or complaints rem!ting from the attachment, installation, operation, maintenance, or removal of the Radios. 'The City may contact by telephone the network control center operator at telephone number (800) 556-6123 regarding such problems or complaints.. · 12.5. Governing Law; Jurisdiction. This Franchise shall be governed and construed by and in accordance with the laws of the State of California. In the event that suit is brought by a party to this Franchise, the parties agree that trial of such action shall be vested exclusively in the state courts of California, County of Orange, or in the United States District Court, Central District of California in the County of Orange. 12.6. Attorney's Fees. Should anY dispute arising out of this Franchise lead to litigati°n, the prevailing party shall be entitled to recover its costs of suit, including reasonable attorney's fee~. 12.7. Exhibits. All exhibits referred to in this Franchise and any addenda, attachments, and schedules which may from time to time be referred to in any duly executed amendment to this Franchise are by such reference incorporated in this Franchise and shall be deemed a part of this Franchise. ~." · 12.8. Successors and Assigns. This FranChise is binding upon the successors and assigns of the parties hereto. 12.9. Advice of Displacement. To the extent the City has actual knowledge thereof, the City will attempt to inform Metricom of the displacement of any City-owned signal standard on which any Radio is located. 12.10. Consent .Criteria. In any case where the approval or conSent of one party hereto is required, requested or otherwise to be given under this Franchise, such party Shall not unreasonably delay, condition, or withhold its approval or consent. 13 12.11. Condition of Acceptance. This Franchise shall not beCome effective until written acceptance thereof has been filed by Metricom with City's City Clerk. By accepting this Franchise, Metricom covenants and agrees to perform and be bound by each and all of the terms and cOnditions imposed by the City's municipal code, including the Telecommunications Ordinance, and.this Franchise. " IN WITNESS WHEREOF, the part!es have entered into this Agreement as of the date. first above written. -' City: CITY OF TUSTIN, a California municipal Corporation By: William Huston City Manager Attest: City Clerk Approved as to Form: Lois E. Jeffrey, City Attorney Metricom: METRICOM, INC., a Delaware corporation By: Its: Date: [name typed] ,1997 · ' 14 Exhibit "A" RICOCHET NETWORK DESCRIPTION RicochetTM is an inn6vative network that enables high speed, low cost, wide area access to on-line services, the Internet, LAN applications, and peer devices. Ricochet networks employ frequency- hopping, spread spectrum, packet radios, installed geographically in a mesh topologY. Through a unique combination of Ricochet's wireless cloud and its wired backbone, digital information travels through the network at high speeds within a community, across a city, and from city-to- city. Ricochet wirelessly enables high speed, low cost access to peer-to-peer communications, on-line services, LAN's, and telephone modems. Ricochet packet radio repeaters [poletops] are shoe-box size and require low power levels;.they can be simply deployed on street lights, utility pole-tops or roof-tops. These poletop radios support 100 kilobits per second (kbps) raw speed, typically provide between 10 to 45 (kbps) of continuous user throughput (depending upon sof~vare, hardware, and applications run), and are capable of burst user speeds to 70 kbps. . . Poletop radios are typically deployed in a cluster from one-half mile to two miles apart in a mesh topology. This mesh topology makes Ricochet extremely flexible and expandable. Each poletop radio constantly knows the identity of, location of (longitude and latitude), and its ability to communicate with other poletop radios within its range. In addition, each serves as an entrance or an exit to the network, packets can "hop" around busy or non-functioning radios. Expanding coverage, increasing Capacity, or achieving communications in dead spots is simply a matter of installing one or more additional poletop radios. Cluster of poletop radios are interconnected with'a high-speed digital network running on a frame relay or a similar wired service. Information packets move from polet°p radios to this high'speed wired network through a Wired Access Point (WAP) that is located in the center of each cluster of poletop radios. A WAP consists primarily of radios to handle traffic to and from the cluster; a packet switch conversion computer to convert and route packets to and from wireline services; and a leased-line with high speed access to wireline packet switch services. The network is designed so that an information packet should require no more than two to three hops before- reaching a WAP. Packets can move from a WAP in one city to a WAP in another City through Network Interconnection Facilities [NIFs], which control the movement of packets across Ricochet's wide-area network. Information from an application will hop from a subscriber device to the nearest poletop radio, and then will hop from poletop radio-to-poletop radio, to WAP, to NIF until reaching its destination. Destinations may include another subscriber device, a public packet switched network (e.g., Internet on-ramp), on-line service, or LAN. Ricochet's subscriber device provides the final piece of a seamless wireless communications solution. Ricochet's subscriber device uses the HayesTM AT command set and is compatible with most· popular applications. The current generation of subscriber devices is'a portable radio modem that connects with a cable to the serial port of a computer or PDA. Because the modem is functionally equivalent to a poletop radio, portable modems can talk directly to each other .without access to our mesh network. Future generations of subscriber devices will include a PCMCIA card, combined wireline-wireless modems, and outdoor telemetry units. EXHIBIT B Bond Number: SURETY BOND KNOW ALL MEN BY THESE PRESENTS: That METRICOM, INC. as Principal, and incorporated under the laws of the State of , and authorized to execute bonds and undertakings as sole surety, are held and firmly bound unto · , as Obligee, in the sum of ($ ); for the payment thereof, well truly to be made, said Principal and Surety bind themselves, their administrators, successors and assigns, jointly and severally, firmly ... by these presents. The condition of the foregoing obligation is such that: WHEREAS, the above bounden Principal is about to enter into a certain agreement with the Obligee for the following: ., the award of which said agreement was made to the Principal by the Obligee, on NOW THEREFORE, if the Principal shall well, truly and faithfully perform its duties, all the Undertakings, covenants, terms, conditions, and provisions of said agreement during the. · original term thereof, and any extensions thereof which may be granted by the Obligee, with or · without notice to the Surety, and if he shall satisfy all claims and demands incurred under such agreement, and shall fullyindemnify and save harmless the Obligee from all costs and damages which it may suffer by reason of failure to do so, and shall reimburse and repay the Obligee all outlay and expenses which the Obligee may incur in making good any default, then this obligation shall be void; otherwise to remain in full force and effect. PROVIDED, FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in any Way affect its obligation on this bond, and it does hereby waive notice of any such change, · extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. PROVIDED, HOWEVER, this bond is issued subject to the following express conditions:' Metricom Bond Form Page I of 2 . o This bond shall be deemed continuous in form and shall remain in full force and effect until canceled under Section , after which all liability ceases except as to any liability incurred or accrued prior to the date of such cancellatiOn. · The aggregate liability of the Surety hereunder on all claims whatsoever shall not exceed the penal sum of, this bond in any event. The surety reserves the right to withdraw as surety from this bond, except as to any liability incurred or accrued, and may do so upon giving the Obligee sixty (60) days written notice. SIGNED AND SEALED this day of ., 19 ...... PRINCIPAL SURETY (Type Company Name) By: By: Title: Title: By: Addressi TelePhone: (Affix Corporate Seals) (Attach Acknowledgments of both Principal and Surety signatures) Metricom Bond Form Page 2 of 2 ATTACHMENT B Network Description, Photographs and RicochetTM QUeStions and Answers Metricom' RICOCHET NETWORK DESCRIPTION Ricocheffu is an innovative network that enables high speed, Iow cOst, wide area access to on-line services, the Internet, LAN applications, and peer devices. Ricochet networ'ks employ frequency- hopping, spread spectrum, packet radios, installed geographically in a mesh topology. Through a unique combination of Ricochet's wireless cloud and its wired backbone, data packets travel through the network at high speeds within a community, across a city, and from city-to-city. Ricochet wirelessly enables high speed, low cost access to peer-to-peer communications, on-Iine services, LAN's, and telephone modems. Ricochet packet radio repeaters [poletops] are shoe-box size and require Iow power levels; they can be simply deployed on utility pole-tops or roof-tops. These poletop radios support 100 kilobits per second (kbps) raw speed, typically provide between I0 to 45 (kbps) of continuous user-data, throughput (depending upon software, hardware, _and applications nm), _and are capable of burst user-data speeds to 70 kbps. Poletop radios are deployed in a cluster from one-half mile to two miles apart in a mesh topology. This mesh topology makes Ricochet extremely flexible and expandable. Each poletop radio constantly knows the identity of, location of (longitude and latitude), and its ability to communicate with other poletop radios within its range. In addition, each serves as an entrance or an exit to the network, so data packets can enter and exit the network at any poletop radio location. Once in the network, data packets can "hop" around busy or non,functioning radios. Expanding coverage, increasing capacity, or achieving communications in dead spots is simply a matter of installing one or more additional poletop radios. Clusters of poletop radios are interconnected with a high-speed data network running on a frame relaYl or a similar wired service. Data packets move from poletop radios to this high speed wired network through a Wired Access Point [WA.P] that is located in the center of each cluster of poletop radios. A WAP consists primarily of radios to handle traffic to and from the cluster; a packet switch conversion computer to convert and route packets to and from wireline services; and a leased-lien with high speed~ access to wireline packet switch services. The network is designed so that a data packet should require no more than two to three hops before reaching a WAP. Packets can move from a WAP in one city to a WA/) in another City through Network Interconnection Facilities [NIFs], which control the movement of packets across Ricochet's wide-area-network. Data from an application will hop from a subscriber device to the nearest poletop radio, and then will hop from poletop radio-to-poletop radio, to WA.P, to NIF until reaching its destination. Destinations may include another subscriber device, a public packet switched network (e.g., Internet on-ramp), on-line service, or LAN. Ricochet's subscriber device provides the final piece of a seamless wireless data communications solution. Ricochet's subscriber device uses the Hayesm AT command set and is compatible with most popular applications. The current generation of subscriber devices is a portable radio modem that connects with a cable to the serial port of a computer of PDA. Because the modem is functionally equivalent to poletop radio, portable modems can talk directly to each other without access to our mesh network. Future generations of subscriber devices will include a PCMCIA card, combined wireline- wireless modems,, and outdoor telemetry units. .2Jcochet Questions & Answers Part I: Performance Questions ~ow fast is a Ricochet modem? *.-he Ricochet modem can be used in two modes: .. 1. Over the Ricochet network using the mesh of repeaters. ' 2. Peer-to-peer mode, with the modemn communicating with each other directly. .'he speed you see depends largely on what mode you are in. )ver the Ricochet network: :%u can expect "modem-like" performance, with speed from 9,600 to 28,800 bps depending upon when: you are in' .~e network, applications' and your hardware configuration. Best performance occurs when you are close to a Wired ~ccess Point (WAP) or on a corporate or university campus with a WAP. peer-to-peer mode:' 'ou can expect higher throughput under good conditions. The throughput can be as high as 40,000 bps, and v-ill ary strongly depending on how you are performing the various tasks like modem file transfers, Telnet sessions ~C... ~ both cases, the network behaves differently than a wireline modem connection: It is a dynamic .system whose ,cal performance varies depending on many factors. /hat factors does the speed / throughput depend on? .- he primary factors are sig'naI strength and latency. These two factors depend in tuna on: Network issues: Your proximity to, and exact location within~ the Ricochet mesh network. The number of radio "hops" from a Wired Access Point (WAP). Network capacity utilization near your modem. Local topography, foliage density, building density, and construction materials used. Height of your-modem (from ground level).. Your location within the building (what floor, how far fi-om the window, etc...) Ia peer-to-peer mode, thc distance between the two modems and thc quality of the llnk_ Computer/~ ftware issues The type of soft'ware you are using. The quality of the ~ port in you~ compute. Whethe~ or not your software vemdor has optimiz~ hi~ha' product for Ricocl~ Packet size and the ~ to which the packets ar~ used well by your application. nv does Ricoch~ compare to Cellular (Cellular Digital Packet Data, or CDPD)? .- ho for each character do not perform ,,.cy well due to the latencies inherent ,,, fin KF packet network. an I send and receive faxes with my Ricochet modem? is not a fax modem, but there are ways you can send faxes with your modem. You can do so with some .mmercially available e-mail software packages (e.g. cc:mail) which offer support for faxing e-mails via a fax rver. Other alternatives are the various fax services accessible over Internet gateways. .. ]ao are your competitors? · xr primary competitors fall into 4 groups: We compete with telephone modems. " There are several wireless LAN companies, .though we don't compete directly with them. Ardis and RAM, both of which provide very wide area networks but much lower speed than Ricochet. CDPD and analog cellular modem providers provide slower though comparable speed, but at much higher cost. >w do you compare to wireless LAN companies? n: product is a modem, not a remote LA.N node. We don't offer LAN-speed performance, but we do offer rmectivity throughout a metropolitan area where we have a network. LAN companies offer high speed, but short age. art II: Radio Frequency QUestions hat frequency does Ricochet-use? use frequencies in the 902 MHz to 928 MHz band. ~w do you allocate your use of that bandwidth? have divided the 26 ~ band into 160 channels, each of which is 160 kHz wide. The channels do not overlap. es Metricom have a license from the FCc to use those frequencies? we are not licensed by.the FCC. We adhere to the rules governing part 15 devices, and therefore are not required 9uy a license from the FCC to transmit and receive radio signals with our devices. However, each of Our products tpproved by the FCC as complying with part 15 of their regulations. en't you susceptible to interference from other sources? ~ochet uses. spread-sT>ectnma, frequency-hopping, packet-switched technology which is very rohtst and tolerant :ompeting devices. It is a technology originally developed for'mOitary p~ in part to address tt~ ~ he case of interference which causes packet loss, the Ri~ protocol will re-tmn.qmit any lost packets..We are uired by the part 15 roles not to interfere with othex devices with which we strum the 902-928 MHz band. att other devie~ n.ne the ~ame ustrial, Scientific and Medical {ISM) devices; some 900 ~ cordless home phones; automa6c Vehicle es. You can write a letter to your cid ~ncil asking them to expedite appn,, .. of the Metricom network :ployment. We can send you a form le'tZt'er wh/ch you can sign and forward on to your citY government then are you going to start deployment in Seattle? ~s summer. heard last year that you would be done with the Bay Area by the end of 1994: Why is it takinglonger? re delayed the commercial availability of the Ricochet modems by three montl~ in order to take advantage of a · eakthrough in the design which increased our mw RF data rate by 30%. Iso, it has taken longer than expected'to get local approvals to mount our repeaters (poletops) on streetlights. We tve doubled our efforts in this process for the coming year in an effort to dramatically speed up deployment. "here else are you putting up networks? :e plan to install Ricochet at about 20 universities this year in addition to the two metropolitan areas listed above. then will you get to (Insert city name here)? ' 'e expect to deploy additional metropolitan areas by the end of 1996. The list of cities has not been finalized yet,. d depends largely on the municipal approval process. 'by isn't (Insert city name here) being deployed this year? etricom must prioritize our deploYment. While we would love 'to deploy our network everywhere right away, we .ve to plan our deployment according to many factors, including, market potential, suitability for Ricochet, and .rich cities have approved the installation. - -. _ ace Metricom has installed a Ricochet network, will the modem work anywhere in that city? will work most places, bul~ not everywhere. Our goal is to provide coverage to 80% of the rooms in 80% of the ildings in a given area: tere will be places where Metricom does not or cannot provide coverage due to: Not enough potential users in that exact area (e.g. a large park may not be covered). Lack of streetlights. Bank-switched lights (which don~t have local plug-in power). No suitable or available building locations. Unsuitable terrain. No local approval for the network. Tough in-building locations (walls too thick, too much ste61, too many ~ etc...) .. hat cities will you have installed in 19957 e San Fran~ Bay Ama, and the Sea~e. tBe'llevue/Redmond area. art IV: Service & Billim, :ocher from the field without going u._ .gh the Intemet or the public switc}. ,,hone network. -the future, we are in talks with rna~y of the major on-line service to provide direct radio access (via frame relay) heir services. This would allow you to connect to their content without'going through either the Intemet or the )lic switched telephone network. aa a developer. Can I purchase a Ricochet modem and get a developer discount? use call customer service for information on our development program. ~ere can I get more information about Metricom and Ricochet? 'ephone Numbers: stomer Service & Ordering Info~afion ............ (800) 556-6123 .............................................................. (408) 399-8100 in Switchboard ......................................... :.. (40g) 399-$200 :hnical Support ................ ............................ (408) 399-8101 '(Ricochet Service & Sales Only).: ................. (408) 354-5147 '(Main Metricom Fax Number) ......................(408) 354-1.024 :rnet :hnical SUpport .............................. ~ ............. support~metricom.com ~eral Inquiries. ............................................. info~metricom.com L ........................................................ ....... ke2~vord: metricom fldwide Web ............................................... http://www.metricom.com Ricochet Network Only ~chet Central BBS (using comm. software) ...... atdt 1002 xt V: Strategic Issues & Questions ~ Metrieom have any strategic partnerS? we have a worldwide agreamaent wi~ VISA lmtem~onal to pursue opportmaifies amtmd the wrrfl& We have greement with Pemt Systems to develop wireless data systems in the U.K. In addition, we are holding .talks many companies on the follow~g topics: