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CM-12-10-219Item Caption: C -(2-r°-.211 RECEIVED 11142121 City Manager Approval Form Consider executing a Services Agreement with Motorola Solutions for Police Department radios and dispatch equipment Approval Date: October 26, 2012 Department Name: Police Department Project Manager: Leigh Carrico Assigned Attorney: None (Contract review completed by Ric Bowden) Item Summary: The proposed agreement is a routine, annual service agreement with Motorola to provide on-site service and scheduled maintenance of the Police Department's communications dispatch infrastructure. No. of Originals Submitted: 2 Project Name: Motorola Services Agreement Cost: $24,848.29 Source of Funds: General Fund Source of Funds (if applicable): Select Source Fund Account Number: Finance Director Approval: 5246-100-21005 Department Director Approval: CIP N/A 1jee. Sec C- D -el nOk Date: Date: **Electronic signature by the Director is acceptable. Please only submit ONE approval form per item. ** OK Budget ❑❑ N/A OK Purchasing N/A OK Accounting N/A OK ITEMS WILL NOT BE PLACED ON THE COUNCIL OR CM AGENDA W/OUT PRIOR FINANCE AND/OR LEGAL APPROVAL REV. 6/20/11 Summary of Comments on City%20Manager%20Approval% 20Form_N EW%20AUG%202011.pdf Page: 1 Number. l Author. cdelaney Subject: Sticky Note Date: 10/24/2012 8:58:39 AM Approved Cheryl Delaney 10/24/12 Item Caption: City Manager Approval Form Consider executing a Services Agreement with Motorola Solutions for Police Department radios and dispatch equipment Approval Date: October 26, 2012 Department Name: Police Department Project Manager: Leigh Carrico Assigned Attorney: None (Contract review completed by Ric Bowden) Item Summary: The proposed agreement is a routine, annual service agreement with Motorola to provide on-site service and scheduled maintenance of the Police Department's communications dispatch infrastructure. No. of Originals Submitted: 2 Project Name: Motorola Services Agreement Cost: $24,848.29 Source of Funds: General Fund Source of Funds (if applicable): Select Source Fund Account Number: 5246-100-21005 Finance Director Approval: Department Director Approval: Date: Date: /0//q/022/c) **Electronic signature by the Director is acceptable. Please only submit ONE approval form per item. ** CIP n Budget N/A OK El N/A OK Purchasing El El N/A OK Accounting El El N/A OK ITEMS WILL NOT BE PLACED ON THE COUNCIL OR CM AGENDA W/OUT PRIOR FINANCE AND/OR LEGAL APPROVAL REV. 6/20/11 > MOTOROLA SOL. U TIONS Attn: National Service Support/4th ft 1301 East Algonquin Road (800) 247-2346 Date: 04/25/2012 Company Name: Attn: Billing Address: City, State, Zip: Customer Contact: Phone: Round Rock Police Dept 221 E Main St Round Rock,TX,78664 SERVICES AGREEMENT Contract Number: S00001014183 Contract Modifier: RN20-APR-12 16:11:39 Required P.O.: Customer # : Bill to Tag #: Contract Start Date: Contract End Date: Anniversary Day: Payment Cycle: PO#: Yes 1012664935 0004 10/01/2012 09/30/2013 Sep 30th MONTHLY TBD QTY MODELJOPTION SERVICES DESCRIPTION MONTHLY EXT EXTENDED AMT 1 1 1 6 1 6 6 1 1 SVCO1SVC1102C SVC084AD SVCO1SVC1104C SVC040AD SVC01SVC1405C SVC126AD SVC128AD SVCO1SVC1413C SVC115AD SVC117AD SVCO1SVC1420C SVC01SVC2008C ""* Recurring Services ***** DISPATCH SERVICE ASTRO25 DISPATCH SITE TECHNICAL SUPPORT SERVICE ASTRO25 DISPATCH SITE NETWORK PREVENTATIVE MAINTENANCE A ASTRO25 DISPATCH SITE ASTRO25 OPERATOR POSITIONS ONSITE INFRASTRUCTURE RESPONSE SERVICE - PREMIER OPTION ASTRO25 DISPATCH SITE ASTRO25 OPERATOR POSITIONS SP - LOCAL INFRASTRUCTURE REPAIR MCC7500 SITE(S) SP - NETWORK PREVENTATIVE MAINTENANCE SITE(S) $74.02 $95.95 $146.53 $649.19 $696.50 $408.50 $888.24 $1,151.40 $1,758.36 $7,790.28 $8,358.00 $4,902.00 SPECIAL INSTRUCTIONS - ATTACH STATEMENT OF WORK FOR PERFORMANCE DESCRIPTIONS Subtotal - Recurring Services $2,070.69 $24,848.28 Subtotal - One -Time Event Services $ .00 $ .00 Total $2,070.69 $24,848.28 Taxes - - Grand Total $2,070.69 $24,848.28 THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING JURISDICTIONS WHERE APPLICABLE, TO BE VERIFIED BY MOTOROLA. Subcontractor(s) City State MOTOROLA -CITY OF AUSTIN D0314 SAN DIEGO CA MOTOROLA SYSTEM SUPPORT CTR -CALL CENTER D0066 SCHAUMBU RG IL MOTOROLA SYSTEM SUPPORT -TECHNICAL SUPPORT D0068 SCHAUMBU RG IL MOTOROLA - T6 SYSTEM MANAGER (D0409) FARMERS BRANCH TX RZ & ASSOCIATES RZ COMMUNICATIONS AUSTIN TX RZ & ASSOCIATES RZ COMMUNICATIONS AUSTIN TX 1 received Statements of Work that describe the services provided on this Agreement. Motorola's Service Terms and Condit ons, a copy o which is attached to this Service Agreement, is incorporated herein by this reference. G' MM»- - /O/Z6 /2 - AUTHORIZED CU TOMER SIGNATURE Svc- NDS oCC1 CUSTOMER (PRINT N ME) OTOROLA REPRES N AT (SIGNATURE) TI E DAT Deborah Hays MOTOROLA REPRESENTATIVE(PRINT NAME) Company Name: Round Rock Police Dept Contract Number: S00001014183 Contract Modifier: RN20-APR-12 16:11:39 Contract Start Date: 10/01/2012 Contract End Date: 09/30/2013 CMLT .r TITLE 512-652-8116 PHONE DATE Service Terms and Conditions Motorola Solutions Inc.("Motorola") and the customer named in this Agreement ("Customer) hereby agree as follows: Section 1. APPLICABILITY These Service Terms and Conditions apply to service contracts whereby Motorola will provide to Customer either (1) maintenance, support, or other services under a Motorola Service Agreement, or (2) installation services under a Motorola Installation Agreement. Section 2. DEFINITIONS AND INTERPRETATION 2.1. "Agreement" means these Service Terms and Conditions; the cover page for the Service Agreement or the Installation Agreement, as applicable; and any other attachments, all of which are incorporated herein by this reference. In interpreting this Agreement and resolving any ambiguities, these Service Terms and Conditions take precedence over any cover page, and the cover page takes precedence over any attachments, unless the cover page or attachment states otherwise. 2.2. "Equipment" means the equipment that is specified in the attachments or is subsequently added to this Agreement. 2.3. "Services" means those installation, maintenance, support, training, and other services described in this Agreement. Section 3. ACCEPTANCE Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement becomes binding only when accepted in writing by Motorola. The term of this Agreement begins on the "Start Date" indicated in this Agreement. Section 4. SCOPE OF SERVICES 4.1. Motorola will provide the Services described in this Agreement or in a more detailed statement of work or other document attached to this Agreement. At Customer's request, Motorola may also provide additional services at Motorola's then -applicable rates for the services. 4.2. If Motorola is providing Services for Equipment, Motorola parts or parts of equal quality will be used; the Equipment will be serviced at levels set forth in the manufacturer's product manuals; and routine service procedures that are prescribed by Motorola will be followed. 4.3. If Customer purchases from Motorola additional equipment that becomes part of the same system as the initial Equipment, the additional equipment may be added to this Agreement and will be billed at the applicable rates after the warranty for that additional equipment expires. 4.4. All Equipment must be in good working order on the Start Date or when additional equipment is added to the Agreement. Upon reasonable request by Motorola, Customer will provide a complete serial and model number list of the Equipment. Customer must promptly notify Motorola in writing when any Equipment is lost, damaged, stolen or taken out of service. Customer's obligation to pay Service fees for this Equipment will terminate at the end of the month in which Motorola receives the written notice. 4.5. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments. 4.6. If Equipment cannot, in Motorola's reasonable opinion, be properly or economically serviced for any reason, Motorola may modify the scope of Services related to that Equipment; remove that Equipment from the Agreement; or increase the price to Service that Equipment. 4.7. Customer must promptly notify Motorola of any Equipment failure. Motorola will respond to Customer's notification in a manner consistent with the level of Service purchased as indicated in this Agreement. Section 5. EXCLUDED SERVICES 5.1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other than the normal, customary, intended, and authorized manner; use not in compliance with applicable industry standards; excessive wear and tear; or accident, liquids, power surges, neglect, acts of God or other force majeure events. 5.2. Unless specifically included in this Agreement, Service excludes items that are consumed in the normal operation of the Equipment, such as batteries or magnetic tapes.; upgrading or reprogramming Equipment; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner, or multicoupler. Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web, or for Equipment malfunction caused by the transmission medium. Section 6. TIME AND PLACE OF SERVICE Service will be provided at the location specified in this Agreement. When Motorola performs service at Customer's location, Customer will provide Motorola, at no charge,a non -hazardous work environment with adequate shelter, heat, light, and power and with full and free access to the Equipment. Waivers of liability from Motorola or its subcontractors will not be imposed as a site access requirement. Customer will provide all information pertaining to the hardware and software elements of any system with which the Equipment is interfacing so that Motorola may perform its Services. Unless otherwise stated in this Agreement, the hours of Service will be 8:30 a.m. to 4:30 p.m., local time, excluding weekends and holidays. Unless otherwise stated in this Agreement,the price for the Services exclude any charges or expenses associated with helicopter or other unusual access requirements; if these charges or expenses are reasonably incurred by Motorola in rendering the Services,Customer agrees to reimburse Motorola for those charges and expenses. Section 7. CUSTOMER CONTACT Customer will provide Motorola with designated points of contact (list of names and phone numbers) that will be available twenty-four (24) hours per day, seven (7) days per week, and an escalation procedure to enable Customer's personnel to maintain contact, as needed, with Motorola. Section 8. PAYMENT Unless alternative payment terms are stated in this Agreement, Motorola will invoice Customer in advance for each payment period. All other charges will be billed monthly, and Customer must pay each invoice in U.S. dollars within twenty (20) days of the invoice date. Customer will reimburse Motorola for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments that are levied as a result of Services rendered under this Agreement (except income, profit, and franchise taxes of Motorola) by any governmental entity. Section 9. WARRANTY Motorola warrants that its Services under this Agreement will be free of defects in materials and workmanship for a period of ninety (90) days from the date the performance of the Services are completed. In the event of a breach of this warranty, Customer's sole remedy is to require Motorola to re -perform the non -conforming Service or to refund, on a pro -rata basis, the fees paid for the non -conforming Service. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Section 10. DEFAULT/TERMINATION 10.1. If either party defaults in the performance of this Agreement, the other party will give to the non-performing party a written and detailed notice of the default. The non-performing party will have thirty (30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan approval. If the non-performing party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party. 10.2. Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including payments which may be due and owing at the time of termination. All sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of termination, Motorola will have no further obligation to provide Services. Section 11. LIMITATION OF LIABILITY Except for personal injury or death, Motorola's total liability, whether for breach of contract, warranty, negligence, strict liability in tort, or otherwise, will be limited to the direct damages recoverable under law, but not to exceed the price of twelve (12) months of Service provided under this Agreement. ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME, DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. No action for contract breach or otherwise relating to the transactions contemplated by this Agreement may be brought more than one (1) year after the accrual of the cause of action, except for money due upon an open account.This limitation of liability will survive the expiration or termination of this Agreement and applies notwithstanding any contrary provision. Section 12. EXCLUSIVE TERMS AND CONDITIONS 12.1. This Agreement supersedes all prior and concurrent agreements and understandings between the parties, whether written or oral, related to the Services, and there are no agreements or representations concerning the subject matter of this Agreement except for those expressed herein. The Agreement may not be amended or modified except by a written agreement signed by authorized representatives of both parties. 12.2. Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement, however, an omission of the reference to this Agreement will not affect its applicability. In no event will either party be bound by any terms contained in a Customer purchase order, acknowledgement, or other writings unless: the purchase order, acknowledgement, or other writing specifically refers to this Agreement; clearly indicate the intention of both parties to override and modify this Agreement; and the purchase order,acknowledgement, or other writing is signed by authorized representatives of both parties. Section 13. PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS 13.1, Any information or data in the form of specifications, drawings, reprints, technical information or otherwise furnished to Customer under this Agreement will remain Motorola's property, will be deemed proprietary, will be kept confidential, and will be promptly returned at Motorola's request. Customer may not disclose, without Motorola's written permission or as required by law, any confidential information or data to any person, or use confidential information or data for any purpose other than performing its obligations under this Agreement. The obligations set forth in this Section survive the expiration or termination of this Agreement. 13.2. Unless otherwise agreed in writing, no commercial or technical information disclosed in any manner or at any time by Customer to Motorola will be deemed secret or confidential. Motorola will have no obligation to provide Customer with access to its confidential and proprietary information, including cost and pricing data. 13.3. This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright, trade secret, or other intellectual property including any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement. Section 14. FCC LICENSES AND OTHER AUTHORIZATIONS Customer is solely responsible for obtaining licenses or other authorizations required by the Federal Communications Commission or any other federal, state, or local government agency and for complying with all rules and regulations required by governmental agencies. Neither Motorola nor any of its employees is an agent or representative of Customer in any governmental matters Section 15. COVENANT NOT TO EMPLOY During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola or its subcontractors without the prior written authorization of Motorola. This provision applies only to those employees of Motorola or its subcontractors who are responsible for rendering services under this Agreement. If this provision is found to be overly broad under applicable law, it will be modified as necessary to conform to applicable law Section 16. MATERIALS, TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will safeguard all such property while it is in Customer's custody or control, be liable for any loss or damage to this property, and retum it to Motorola upon request. This property will be held by Customer for Motorola's use without charge and may be removed from Customer's premises by Motorola at any time without restriction. Section 17. GENERAL TERMS 17.1. If any court renders any portion of this Agreement unenforceable, the remaining terms will continue in full force and effect. 17.2. This Agreement and the rights and duties of the parties will be interpreted in accordance with the laws of the State in which the Services are performed 17.3. Failure to exercise any right will not operate as a waiver of that right, power, or privilege. 17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party's reasonable control, such as strikes, material shortages, or acts of God. 17.5. Motorola may subcontract any of the work,but subcontracting will not relieve Motorola of its duties under this Agreement. 17.6. Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party, which consent will not be unreasonably withheld. Any attempted assignment, delegation, or transfer without the necessary consent will be void. Notwithstanding the foregoing, Motorola may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Customer. In addition, in the event Motorola separates one or more of its businesses (each a "Separated Business"),whether by way of a sale, establishment of a joint venture, spin-off or otherwise (each a "Separation Event"), Motorola may, without the prior written consent of the other Party and at no additional cost to Motorola, assign this Agreement such that it will continue to benefit the Separated Business and its affiliates (and Motorola and its affiliates, to the extent applicable) following the Separation Event 17.7. THIS AGREEMENT WILL RENEW, FOR AN ADDITIONAL ONE (1) YEAR TERM, ON EVERY ANNIVERSARY OF THE START DATE UNLESS EITHER THE COVER PAGE SPECIFICALLY STATES A TERMINATION DATE OR ONE PARTY NOTIFIES THE OTHER IN WRITING OF ITS INTENTION TO DISCONTINUE THE AGREEMENT NOT LESS THAN THIRTY (30) DAYS OF THAT ANNIVERSARY DATE. At the anniversary date, Motorola may adjust the price of the Services to reflect its current rates. 17.8. If Motorola provides Services after the termination or expiration of this Agreement, the terms and conditions in effect at the time of the termination or expiration will apply to those Services and Customer agrees to pay for those services on a time and materials basis at Motorola's then effective hourly rates. Revised Jan 1, 2010 MOTOROLA SOLUTIONS Statement of Work Prepared For : ROUND ROCK POLICE DEPT 221 E MAIN ST ROUND ROCK, TX 78664 0 MOTOROLA SOLUTIONS Statement of Work Definitions 1.0 Definitions These defined terms might not apply to every Statement of Work. Capitalized terms below and not otherwise defined within the Statement of Work, or in the Communications System Agreement or other applicable agreement (collectively, "Agreement") have the following meanings: 1.1. Box Unit Test: Unit is tested in a fixture that simulates the functions for which it was designed, engineered, or manufactured to insure that it meets manufacturer specifications. 1.2. Case: Electronic tracking document for requests for service through the System Support Center. 1.3. Case Status: Identifier of the status of a Case from beginning to end. 1.4. Component(s): Motorola new or refurbished parts of equal quality. 1.5. Configuration Change Support: A change in a user -defined parameter, which may include a change in the placement of a dispatch console talkgroup window. Fleet mapping is not included in Configuration Change Support. 1.6. Connectivity: Establishment of remote access to the System via dial up or fixed dedicated links. 1.7. Continuously/Continuous: Seven (7) days per week, twenty-four (24) hours a day, including holidays. 1.8. Customer: The end-user Customer as identified in the Agreement. 1.9. Customer Support Plan: A document mutually developed by Motorola and the Customer that provides information about the Customer and the System and describes the specific processes by which Motorola will deliver and the Customer will receive the services described in this Statement of Work. 1.10. Elements: Those device types present on the Customer's System whose status may be communicated to the SSC. 1.11. Equipment: The equipment specified in the Equipment List as set forth in the Agreement, including any additions to the Equipment List during the Warranty Period. 1.12. Enhanced System Support (ESS) Period: The 12 month period commencing at the start of the Warranty Period for Equipment and Software as defined by the Agreement. 1.13. Event: An alarm or informational notification received by Motorola through the Network Management tools. 1.14. Feature: A Software functionality 1.15. Federal Technical Center: A Motorola facility located in Lanham, Maryland, the purpose of which is to serve as Motorola's centralized location for radio repair for United States Federal Government Customers. 1.16. Firmware: Software in object code form that is implanted or embedded in hardware. 1.17. FRU: Field Replaceable Unit, typically a board or module, contained within the Infrastructure. 1.18. Infrastructure: The fixed Equipment excluding mobiles, portables, and accessories. 1.19. Infrastructure Depot Operations (IDO): A Motorola facility, which serves as Motorola's centralized location for infrastructure repair. 1.20. Loaner: Infrastructure that is owned by Motorola and serves as a temporary replacement while the Customer's Infrastructure is being repaired. 1.21. Maintenance: The process for determining the cause of Equipment failure, removing, repairing, or replacing Components necessary to conform the Equipment with the manufacturer's specifications along with system -specific specifications, delivering and reinstalling the Components„ and placing the Equipment back into operation. 1.22. MCNS: Mission Critical Network Services 1.23. Motorola Software: Software whose copyright is owned by Motorola or its affiliated company 1.24. Non -Motorola Software: Software whose copyright is owned by a party other than Motorola or its affiliated company. 1.25. Notification: The point in time when the Customer contacts Motorola and requests service. 1.26. Optional Feature: An additional Feature issued with a System Release that is available to Customer at additional cost. 1.27. Radio Support Center (RSC): A Motorola facility which serves as Motorola's centralized location for radio repair. 1.28. Response: The event when a technician, a remote systems technologist or a remote network specialist begins actively to work on the technical issue, remotely or on-site, as determined by Motorola. 1.29. Restore/Restoration/Restoral: The effort required to bring Equipment to the level for which it was designed, engineered and adjusted for performance in accordance with the manufacturer's published specifications, although such Equipment may not necessarily be malfunctioning. 1.30. Servicer: A Motorola Authorized Service Station or Motorola Field Service personnel. 1.31. Severity Level: The degree of adverse impact of an issue or Event. 1.32. Software: The software furnished with the System, including any Motorola Software and Non -Motorola Software. 1.33. Software License Agreement: The agreement or portion of an agreement pursuant to which Motorola licenses Software to Customer, including System Releases. 1.34. Special Product Feature: A Feature that is specially developed for Customer and which contains a functionality that is unique to Customer. 1.35. Standard Business Day: Monday through Friday, 8:30 a.m. to 4:30 p.m., local time, excluding Motorola holidays. 1.36. Standard Feature: A software functionality for components of Customer's System that is available to Customer in the standard software release 1.37. Start Date: Effective start date as listed on the Agreement. 1.38. System: The communications system as defined in the Communications System Agreement or other applicable Agreement. 1.39. System Acceptance: Unless otherwise defined in the Communications System Agreement, the date upon which Motorola has successfully completed all of the System Tests as described in the acceptance test plan. 1.40. System Support Center (SSC): A Motorola facility which serves as Motorola's centralized system support facility to compliment the field support resources 1.41. System Release: One software version release on a particular platform. ASTRO 25 6.3 example is where 6 is the platform indicator and .3 is software version release indicator. 1.42. System Test: Unit is tested in a Motorola manufactured system of similar type from which the unit was designed to test all functionality of the unit to insure that it meets manufacturer specifications. 1.43. Systemic: A recurring Software or hardware defect that significantly affects the operation of the System. 1.44. Technical Support Operations (TSO): A centralized telephone support help desk that provides technical support for Motorola customers who have purchased products from Motorola (Networks & Enterprise) or who have a contract for technical support services. 1.45. Vendor: Any manufacturer (other than Motorola) or third party that services or repairs Infrastructure or subscriber equipment 1.46. Verification:Contacting the appropriate designated person to verify the System is operational (original problem resolved) and closing the Case. 1.47. Work -around: A change in the followed procedures or data supplied by Vendor to avoid error without substantially impairing use of the Equipment. 1.48. Work Flow: A step-by-step process including instruction or direction for routing, handling, and processing information at a given agency. Definitions Approved by Motorola Contracts & Compliance 10-31-2006 0 MOTOROLA SOLUTIONS Statement of Work OnSite Infrastructure Response and Dispatch Service 1.0 Description of Services The Motorola System Support Center (SSC) will receive Customer request for service and dispatch a Servicer. For Mesh system a Servicer will be dispatched only to the central site where the Mobile Integrated System Controller (MISC) is located. The Servicer will respond to the Customer location based on pre -defined Severity Levels set forth in the Severity Definitions Table and Response times set forth in the Response Time Table in order to Restore the System. Motorola will provide Case management as set forth herein. The SSC will maintain contact with the on-site Servicer until System Restoral and Case is closed. The SSC will Continuously track and manage Cases from creation to close through an automated Case tracking process. This Case management allows for Motorola to provide Case activity reports. The terms and conditions of this Statement of Work (SOW) are an integral part of Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 2.0 Motorola has the following responsibilities: 2.1 Continuously receive service requests. 2.2 Create a Case as necessary when service requests are received. Gather information to perform the following: 2.2.1. Characterize the issue. 2.2.2. Determine a plan of action. 2.2.3. Assign and track the Case to resolution. 2.3 Dispatch a Servicer as required by Motorola standard procedures and provide necessary Case information collected in 2.2. 2.4 Ensure the required personnel have access to Customer information as needed. 2.5 Servicer will perform the following on-site: 2.5.1. Run diagnostics on the Infrastructure or FRU. 2.5.2. Replace defective Infrastructure or FRU, as applicable. Customer, Servicer or Motorola may provide Infrastructure or FRU. 2.5.3. Provide materials, tools, documentation, physical planning manuals, diagnostic/test equipment and any other requirements necessary to perform the Maintenance service. 2.5.4. If a third party Vendor is needed to restore the System, the Servicer may accompany that Vendor onto the Customer's premises. 2.6 Verify with Customer that Restoration is complete or System is functional, if required by Customer's repair Verification in the Customer Support Plan required by section 3.2. If Verification by Customer cannot be completed within 20 minutes of Restoration, the Case will be closed and the Servicer will be released. 2.7 Escalate the Case to the appropriate party upon expiration of a Response time. 2.8 Close the Case upon receiving notification from Customer or Servicer, indicating the Case is resolved. 2.9 Notify Customer of Case Status as defined required by the Customer Support Plan: 2.9.1. Open and closed; or 2.9.2. Open, assigned to the Servicer, arrival of the Servicer on-site, deferred or delayed, closed. 2.10 Provide Case activity reports to Customer. 3.0 Customer has the following responsibilities: 3.1 Contact Motorola, as necessary, to request service continuously. 3.2 Provide Motorola with pre -defined Customer information and preferences prior to Start Date necessary to complete Customer Support Plan. 3.2.1. Case notification preferences and procedure. 3.2.2. Repair Verification preference and procedure. 3.2.3. Database and escalation procedure forms. 3.2.4. Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. 3.3 Provide the following information when initiating a service request: 3.3.1. Assigned System ID number. 3.3.2. Problem description and site location. 3.3.3. Other pertinent information requested by Motorola to open a Case. 3.4 Allow Servicers access to Equipment. 3.5 Supply Infrastructure or FRU, as applicable, in order for Motorola to Restore the System as set forth in paragraph 2.5.2. 3.6 Maintain and store in an easily accessible location any and all Software needed to Restore the System. 3.7 Maintain and store in an easily accessible location proper System backups. 3.8 For E911 systems, test the secondary/backup PSAP connection to be prepared in the event of a catastrophic failure of a system. Train appropriate personnel on the procedures to perform the function of switching to the backup PSAP. 3.9 Verify with the SSC that Restoration is complete or System is functional, if required by Repair Verification preference provided by Customer in accordance with section 3.2. 3.10 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide these services. Severity Definitions Table Severity 1 1. Response is provided Continuously 2. Major System failure 3. 33% of System down 4. 33% of Site channels down 5. Site Environment alarms (smoke, access, temp, AC power) as determined by the SSC. 6. This level is meant to represent a major issue that results in an unusable system, sub -system, Product, or critical features from the Customer's perspective. No Work -around or immediate solution is available. Severity 2 1. Response during Standard Business Day Severity 2 2. Significant System Impairment not to exceed 33% of system down 8 hours 3. System problems presently being monitored Severity 3 4. This level is meant to represent a moderate issue that limits a Customer's normal use of the system, sub -system, product, or major non-critical features from a 48 hours Customer's perspective Severity 3 1. Response during Standard Business Day 2. Intermittent system issues 3. Information questions 4. Upgrades/preventative maintenance 5. This level is meant to represent a minor issue that does not preclude use of the system, sub -system, product, or critical features from a Customer's perspective. It may also represent a cosmetic issue, including documentation errors, general usage questions, recommendations for product enhancements or modifications, and scheduled events such as preventative maintenance or product/system upgrades. Response Times Table (Customer's Response Time Classification is designated in the Service Agreement) Severity 1 Within 2 hours from receipt of Notification Continuously 8 hours Time provided by Servicer * Severity 2 Within 4 hours from receipt of Notification Standard Business Day 8 hours Time provided by Servicer * Severity 3 Within 24 hours from receipt of Notification Standard Business Day 48 hours Time provided by Servicer * • Please note these are Standard Commitment times. The commitment times should be based on the Customers Support Plan. Provide update before the specific contractual commitments come due. * Note: Provide update to System Support Center before Deferral time comes due. OnSite Infrastructure Response and Dispatch Service Approved by Motorola Contracts and Compliance 1/30/08 MOTOROLA SOLUTIONS Statement of Work Technical Support Service 1.0 Description of Services The Technical Support service provides centralized remote telephone support for technical issues that require a high level of communications systems expertise or troubleshooting on Equipment. The Motorola System Support Center's (SSC) Technical Support Operation is staffed with technologists who specialize in the diagnosis and resolution of system performance issues. Technical Support Service (i) does not include software upgrades that may be required for issue resolution; and (ii) does not include Customer training (iii) is only available for those system types supported and approved by Technical Support Operations, (iv) limited to Infrastructure currently supported by Motorola. Technical Support is applicable to the following system types: ASTRO®, ASTRO® 25 , ARC 4000, SmartZone® v2.0.3 and higher, SmartZone®/OmniLink®, E911, Private Data v2.0.3 and higher, SmartNet®, Conventional Two -Way, and Wireless Broadband. The terms and conditions of this Statement of Work (SOW) are an integral part of Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 2.0 Motorola has the following responsibilities: 2.1. Respond to requests for Technical Support for the Restoration of failed Systems and diagnosis of operation problems in accordance with the response times set forth in the Remote Technical Support Response Times Table and the Severity Level defined in the Severity Definitions Table. 2.1.1 If Infrastructure is no longer supported by Motorola, Technical Support will diagnosis the System but may not be able to resolve the issue without the Customer replacing the Infrastructure. 2.2. Advise caller of procedure for determining any additional requirements for issue characterization, Restoration, including providing a known fix for issue resolution when available. 2.3. Attempt remote access to System for remote diagnostics, when possible. 2.4. Maintain communication with the Servicer or Customer in the field until close of the Case, as needed. 2.5. Coordinate technical resolutions with agreed upon third party vendor(s), as needed. 2.6. Escalate and manage support issues, including Systemic issues, to Motorola engineering and product groups, as applicable. 2.7. Escalate the Case to the appropriate party upon expiration of a Response time. 2.8. Provide Configuration Change Support and Work Flow changes to Systems that have dial in or remote access capability. 2.9. Determine, in its sole discretion, when a Case requires more than the Technical Support services described in this SOW and notify Customer of an alternative course of action. 3.0 Customer has the following Responsibilities: 3.1. Provide Motorola with pre -defined information prior to Start Date necessary to complete Customer Support Plan. 3.1.1. Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. 3.2. Contact the SSC in order to access the Technical Support Operation, provide name of caller, name of Customer, System ID number, Service Agreement number, site(s) in questions, and brief description of the problem. 3.3. Supply on-site presence when requested by System Support Center. 3.4. Validate issue resolution prior to close of the Case. 3.5. Allow Motorola remote access to the System by equipping the System with the necessary Connectivity. 3.6. Remove video from Digital In -Car Video equipment prior to contacting Motorola. If Technical Support assists the Customer in removing video, the Customer acknowledges, understands and agrees that Motorola does not guarantee or warrant that it will be able to extract any captured video or that any captured video will not be damaged, lost or corrupted. 3.7 Acknowledge that Cases will be handled in accordance with the times and priorities as defined in Remote Technical Support Response Times Table and the Severity Level defined in the Severity Definitions Table. 3.8 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Technical Support service to Customer. Severity Definitions Table Severity 1 1. Response is provided Continuously 2. Major System failure 3. 33% of System down 4. 33% of Site channels down 5. Site Environment alarms (smoke, access, temp, AC power) as determined by the SSC. 6. This level is meant to represent a major issue that results in an unusable system, sub -system, Product, or critical features from the Customer's perspective. No Work -around or immediate solution is available. Severity 2 1. Response during Standard Business Day 2. Significant System Impairment not to exceed 33% of system down 3. System problems presently being monitored 4. This level is meant to represent a moderate issue that limits a Customer's normal use of the system, sub -system, product, or major non-critical features from a Customer's perspective Severity 3 1. Response during Standard Business Day 2. Intermittent system issues 3. Information questions 4. Upgrades/preventative maintenance 5. This level is meant to represent a minor issue that does not preclude use of the system, sub -system, product, or critical features from a Customer's perspective. It may also represent a cosmetic issue, including documentation errors, general usage questions, recommendations for product enhancements or modifications, and scheduled events such as preventative maintenance or product/system upgrades. Remote Technical Support Response Times Table Severity 1 Severity 2 Severity 3 Within 1 Hour from receipt of Notification, Continuously Within 4 Hours from receipt of Notification, Standard Business Day Within next Business Day, Standard Business Day Approved by Legal 11-20-09 0 MOTOROLA SOLUTIONS Statement of Work Network Preventative Maintenance 1.0 Description of Service Network Preventative Maintenance will provide an operational test and alignment, on the Customer's Infrastructure Equipment (infrastructure or fixed network equipment only) to ensure the Infrastructure meets original manufacturer's specifications, as set forth in the applicable attached Exhibit(s), all of which are hereby incorporated by this reference. Customer's System type determines which Exhibit is applicable (i.e. SmartZone system exhibit, SmartNet system exhibit). Network Preventative Maintenance will be performed during Standard Business Days. If the System or Customer requirements dictate this service must occur outside of Standard Business Days, Motorola will provide an additional quotation. Customer is responsible for any charges associated with helicopter or other unusual access requirements or expenses. The terms and conditions of this SOW are an integral part of Motorola's Service Terms and Conditions or other applicable agreement to which it is attached and made a part thereof by this reference. 2.0 Motorola has the following responsibilities: 2.1 Notify the Customer of any possible System downtime needed to perform this service. 2.2 Physically inspect the Infrastructure Equipment in the system (equipment cabinets, general circuitry, fault indicators, cables, and connections). 2.3 Remove any dust, and/or foreign substances from the Infrastructure. 2.4 Clean filters, if applicable. 2.5 Measure, record, align, adjust the Infrastructure Equipment parameters in accordance with the manufacturer's service manuals and the Rules and Regulations of the Federal Communications Commission (FCC), where applicable. 3.0 Customer has the following responsibilities: 3.1 Provide preferred schedule for Network Preventative Maintenance to Motorola. 3.2 Authorize and acknowledge any scheduled System downtime. 3.3 Maintain periodic backup of databases, Software applications and Firmware. 3.4 Establish and maintain a suitable environment (heat, light, and power) for the Equipment location and provide the Servicer full, free, and safe access to the Equipment so that the Servicer may provide services. All sites shall be accessible by standard service vehicles. 3.5 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Network Preventative Maintenance services to Customer. SmartZone -Network Preventative Maintenance Checklist Repeater(s), Control Station(s) Transmitter modulation RF power output/reflected RF Frequency Measured/adjusted Receiver Sensitivity Measured/Adjusted Power Supply voltages Audio Input & Output Level Check Low Speed Data Combiners & Circulator Loss Receiver Desense (Full Duplex Only) Consoles Positions/Remotes Audio Input & Output Level Ethernet Operation CEB Power Supply Voltage, and AC Ripple Switches, Lights, CRT CEB Signal Levels Wiring and Grounding for each Position CEB Diagnostics Check and Clean keyboards, CPU. CRT's Central Controllers, DIGITAC Comparators Central Controller and Power Supplies T Bar Switched Simulcast Controller Simulcast Remote Controller Distribution Amp DIGITAC Comparator Receiver Multi-Couplers and Tower Mounted Amplifier Check for receiver to Comparator audio path. Check for proper audio to Status Tone ratio Confirm that all Receiver RX Notch Filters are either IN or OUT GPS Roll to Redundant Receive Reference Module Check Frequency Standards Check Power Supply Voltages Site Equipment Audio Network Analyzer Baseline Database Server System Manager Terminal Site Test/System Calibration Equipment Power UPS Generator AC to DC Power Unit (RF equipment) All Equipment Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch -Over Operations Switch to Generator Power Switch to Battery Power Check Diagnostics/Alarms Other Equipment Check all system printers Check all modems for proper levels & synchronization MBX/Other telco interface common equipment ASTRO® LE -Network Preven CO-LOCATED/REMOTE SITE Repeater(s), Control Station(s) Site Controllers Router/Switches All Equipment TX Frequency in Hz TX Power Output of Station (Forward/Reflected) TX Power Output out of Combiner (Forward/Reflected) TX Low Speed Deviation TX Test Pattern Deviation TX BER RX Tower/Rack Mounted Amplifier RX RF Level at 5% BER at Receiver and Through Multi -Coupler Receiver Desense/ Degradation do to Site Noise and TX Desense Wireline Audio Input & Output Levels Check Lights/Fan Operation Check/Align Frequency Standard Roll to Redundant Controller Test Site Trunking/Failsoft Modes (if possible) Multiple Control Channel Switching Check Lights/Fan Operation Check Diagnostics/Alarms Power Supply Voltages MASTER/PRIME SITE (RF Equipment) Master/Prime Site Controllers Router/Switches ASTRO-TAC Comparators Channel Bank Check Lights/Fan Operation Roll to Redundant Controller re -a roved (P PP by customer) Check Lights/Fan Operation Check for receiver to Comparator audio path ACTAC 9600 Comparator All sites on line? V.24 link health- link delays Channel Bank/ transport health for all sites (diagnostics/alarms) Roll to Redundant Power Supply (pre -approved by customer) MASTER/PRIME SITE (Servers) Site Control Manager/Site Command Server (Clients) Backup Databases Terminal Server Remote Access Test GPS Roll to Redundant Receive Reference Module (pre -approved by customer) Frequency Standards (check 1 PPS, 5 MPPS, composite) Check Power Supply Voltages POWER UPS Generator AC to DC Power Unit (RF equipment) All Equipment Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch -Over Operations Switch to Generator Power Switch to Battery Power Check Diagnostics/Alarms TRUNKING TEST (Completed at all sites) Talkgroup Test Multigroup Call Private Call Secure Call Approved by Motorola Contracts & Compliance: 1/28/08 MOTOROLA SOLUTIONS Statement of Work Local Infrastructure Repair 1.0 Description of Services Local Infrastructure Repair is a repair service provided by the Servicer for Infrastructure named on the Customer Equipment list. At the Servicer's discretion and responsibility, Infrastructure may be sent to Motorola, original equipment manufacturer, third party vendor, or other facility for repair. The terms and conditions of this Statement of Work (SOW) are an integral part of Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 2.0 Motorola Servicer has the following responsibilities: 2.1. Repair or replace Infrastructure at the Servicer facility or Customer location as determined by Servicer. Any replaced FRU will be of a similar kit and version, and will contain like boards and chips, as the Customer's malfunctioning FRU(s). Servicer is responsible for travel costs to a Customer location to repair Infrastructure. 2.2. Perform the following on Motorola Infrastructure: 2.2.1. Perform an operational check on the Infrastructure to determine the nature of the problem. 2.2.2. Repair or replace malfunctioning FRU, as determined by Servicer. 2.2.3. Verify that Motorola Infrastructure is returned to Motorola manufactured specifications. 2.3. Provide the following service on select third party Infrastructure 2.3.1. Perform pre -diagnostic and repair service to confirm Infrastructure malfunction and eliminate sending Infrastructure with no trouble found (NTF) to third party endor for repair, when applicable. 2.3.2. Ship malfunctioning Infrastructure to the original equipment manufacturer or third party vendor for repair service. Servicer is responsible for all shipping and handling charges. 2.3.3. Coordinate and track Infrastructure sent to the original equipment manufacturer or third party vendor for service. 2.4. Re -program Infrastructure to original operating parameters based on templates provided by Customer required by Section 3.2. If the Customer template is not provided or is not reasonably usable, a standard default template will be used. The Servicer will provide the standard template. 2.5. Notify the Customer upon completion of repair or replacement. 2.6. Properly package, return ship or hand deliver Infrastructure to the Customer specified address. Servicer will pay return shipping charges, if being sent via overnight carrier. 3.0 Customer has the following responsibilities: 3.1. Contact Servicer and provide the following information: 3.1.1. Provide customer name, address of site location, and symptom of problem. 3.1.2. Provide model description, model number, serial number, and type of System and Firmware version, if known. 3.2. Maintain and/or store backups of all applicable Software applications and Firmware for reloading, if necessary by Servicer, after repair service is completed. 3.3. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide Local Infrastructure Repair services to Customer. Local Infrastructure Repair Approved by Motorola Contracts & Compliance 01-15-2004 ), 4 5 t' i i r 3 3 1 3 4 3� {4 pii t f ¢(� 1 y� {{�{ ¢i U �. Special Product SP - NETWORK PREVENTATIVE MAINTENANCE SP - Network Preventative Maintenance 1.0 Description of Services 2.0 Motorola has the following responsibilities 3.0 Customer has the following responsibilities