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HomeMy WebLinkAboutC09-001 Motorola, Inc. Service Terms and ConditionsService Terms and Conditions ~+~Ka~ 4 These Service Terms and Conditions are made effective , 2009, by and between Motorola, Inc. ("Motorola") and the Board of County Commissioners, Eagle County, State of Colorado ("Customer"). Recitals A. Customer owns and operates an 800 MHz SmartZone communications system (hereinafter referred to as "Communications System") for use by various emergency service providers and other agencies throughout Eagle County, Colorado. B. Customer desires to have professional repair and maintenance performed on the Communications System with an emphasis on preventative maintenance. C. Motorola has indicated that it has the resources and skills necessary to meet the maintenance and repair demands of the County. D. Customer and Motorola intend by this Agreement to set forth the scope of the responsibilities of Motorola in connection with this repair and maintenance as well as other related terms and conditions to govern the relationship between Customer and Motorola. Agreement Therefore, for good and valuable consideration, including the promises set forth herein, the parties agree to the following: 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 Contract Documents set forth in Section 18 of these Service Terms and Conditions; and any other attachments, all of which are incorporated herein by this reference. In interpreting ambiguities between the Service Terms and Conditions, the Contract Documents, and any other attachments, Section 18.2 of the Service Terms and Conditions shall control. 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. 2.4. "Force Majeure Events" shall include acts of God, war, riot, acts of public enemy, or sabotage. 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. Service Terms and Conditions 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, or 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 Equipment; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line. 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, anon-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 Service Terms and Conditions 2 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 TERMINATION 10.1. Notwithstanding Section 10.2, hereunder, the performance of this Agreement may be terminated within 30 days notice, in whole or in part, by Customer for its convenience. In the event of a partial termination, Customer will state specifically which Statement of Work shall be terminated. In such event, Motorola shall be compensated for all work completed up to the date of termination. 10.2. 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 ten (10) 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. In the case of Motorola defaulting, and Motorola fails to correct such deficiencies after timely notification by Customer, Customer may in addition to or as an alternative to termination correct such deficiencies and deduct the cost of correction from payments due Motorola. Customer may recover the reasonable costs of correcting deficiencies to a capability not exceeding that specified in the Agreement. 10.3. 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. Service Terms and Conditions Z 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, financial 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. Service Terms and Conditions 4 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 Reserved Section 16 MATERIALS, TOOLS AND E(~U{PMENT 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 return 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 governed and 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 assign its rights and obligations, and may subcontract any portion of its performance, under this Agreement. 17.6. 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. 17.7. 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. 17.8 Notwithstanding anything to the contrary contained in this Agreement, Customer shall have no obligations under this Agreement after, nor shall any payments be made to Motorola in respect of any period after December 31, 2009 without an appropriation therefore by Customer in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, Title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. §§ 29-1-101 et seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). Service Terms and Conditions Section 18 CONTRACT DOCUMENTS 18.1 .The following Contract Documents together comprise the Agreement defined in Section 2.1, herein, and consist of the following: 18.1.1. Service Terms and Conditions, 18.1.2. The following Statements of Work: 18.1.2.1. OnSite Infrastructure Response and Dispatch Service, 18.1.2.2. Infrastructure Repair with Advanced Replacement, 18.1.2.3. Technical Support Service, 18.1.2.4. SP -Microwave Local Infrastructure Repair, 18.1.2.5. SP -Local Repair with OnSite Responses, 18.1.2.6. Network Preventative Maintenance, 18.1.2.7. Local Radio Combo Package, 18.1.3. Eagle County System Support Services Budgetary Proposal ("Cover Page"}, 18.1.4. Services Agreement. 18.2. In interpreting this Agreement and resolving any ambiguities, the Service Terms and Conditions take precedence over all the Contract Documents. The Cover Page shall take precedence over any attachments and Statements of Work, unless the Cover Page, Statement of Work or attachment specifically states otherwise. 18.3. Each Statement of Work as described in Sections 18.1.2.1 - 18.1.2.5 may be terminated and severed from the Agreement in accordance with Section 22, below. Section 19 PERSONNEL 19.1. Motorola shall identify key personnel who will work on the Project. Motorola's use of subcontractors and the work they are to perform shall be reasonably approved by the Customer. Motorola shall be responsible for all work performed and materials provided by subcontractors. 19.2. Motorola expressly agrees that all Motorola personnel and subcontractor personnel assigned to the Project may be fingerprinted by the Customer and are subject to a criminal history record check and background check to verify identification and state of residency. To the extent permitted by law, Customer shall conduct the fingerprinting, criminal history checks, and background checks prior to such Motorola personnel reporting for work at the Customer's sites. All expenses under this section shall be assumed by Customer. Any personnel may be denied access based upon the results of the checks and investigation. Customer's use of the information collected will be for the specific purpose of facilitating fingerprinting, criminal history record check and background check. All information collected will be treated as strictly confidential. Customer will limit access to the information received to the Customer's project manager and will properly store the information in a secure manner. Customer will promptly dispose all collected information in an appropriate manner when the purpose for which it was originally collected is no longer valid. Service Terms and Conditions 19.3. The Customer's facilities are adrug-free workplace and as a condition of continued service on the Agreement, the Customer may require any Motorola personnel and subcontractor personnel assigned to the Project to submit to an alcohol/drug test at any time, to the extent permitted by law. 19.4. The Customer may require Motorola to replace any assigned Motorola personnel or subcontractor personnel who are found for reasonable cause to be unacceptable to the Customer. 19.5. The Customer considers a suitable working relationship to be a product of several factors, not the least of which is the presumption of permanency of Motorola personnel and subcontractor personnel for the duration of the work effort. It is anticipated that Motorola will provide a stable work force and limit disruptive personnel changes (those not otherwise requested by the Customer). Such restriction does not include staff changes due to circumstances beyond Motorola's control, such as a person's "long term" illness or accident, resignation, or military mobilization. Replacement personnel must be identified using the same guidelines established for the initial Motorola Project personnel as described above and must be approved by the Customer. Motorola agrees to provide satisfactory turnover and knowledge transfer from one person to the other in the event of the removal of personnel and to make no charge to the Customer for the time associated with such turnover and knowledge transfer. Motorola shall keep the Customer advised on a current basis as to the availability of personnel to perform work. Section 20 Prohibition Against Employing Illegal Aliens. A. Motorola shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services; or enter into a contract with a subcontractor that fails to certify to Motorola that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. B. Motorola shall confirm or attempt to confirm through participation in the Basic Pivot Verification Program, as administered by the United States Department of Homeland Security, that Motorola does not employ any illegal aliens. If Motorola is not accepted into the Basic Pilot Verification Program prior to entering into a public contract for services, Motorola shall apply to participate in the Program every three months until Motorola is accepted or the public contract for services has been completed, whichever is earlier. Information on applying for the Basic Pilot Verification Program can be found at: https:l/www.vis-dhs.com\em~loyerregistration C. Motorola shall not use the Basic Pilot Verification Program procedures to undertake pre- employment screening of job applicants while the public contract for services is being performed. D. If Motorola obtains actual knowledge that a Subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, Motorola shall be required to: i. Notify the Subcontractor and the Customer within three days that the Contractor has actual knowledge that the Subcontractor is employing or contracting with an illegal alien; and ii. Terminate the Subcontract with the Subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the Subcontractor does not stop employing or contracting with the illegal alien; except that Motorola shall not terminate the contract with the Subcontractor if during such three days the Subcontractor Service Terms and Conditions ~ provides information to establish that the Subcontractor has not knowingly employed or contracted with an illegal alien. E. Motorola shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority. F. If Motorola violates these prohibitions, the Customer may terminate the contract for a breach of the contract. Section 21 NOTICES All notices given between parties shall be in writing and shall be considered properly sent by Electronic Mail (E-mail), postage prepaid United States Mail or Country of Origin Mail to the persons identified below: Motorola: Lorraine Hoover Customer Support Manager Motorola, Inc. 9800 Mt. Pyramid Ct. Ste. 200 Englewood, CO 80112 Tel: (303) 689 - 2960 Mobile: {720} 937 - 9245 Fax: (303) 689 - 2900 Customer: Barry Smith Emergency Management Director PO Box 850 500 Broadway Eagle, CO 81631 Tel: (970) 328 - 3545 Fax: (970) 328-8694 Section 22 Indemnification 22.1. Motorola shall indemnify Customer for, and hold and defend Customer and its officials, boards, officers, principals and employees, harmless from, all costs, claims and expenses, including reasonable attorney's fees, arising from claims of any nature whatsoever made by any person in connection with the performance of this Agreement to the extent such cost, claim and expense is caused in whole or in part by the negligent or willful acts or omissions of Motorola. //SIGNATURE PAGE TO FOLLOW // Service Terms and Conditions I N WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written: to the and of County oOLORe~~~ Commissioners ~ -- ~y~ ~~ f 1 iJtiylT` Customer: COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMidll$SK3NERS Peter F. Runyon, Chairman ~oTORO~ fNC.: .~ # Lorraine Hoover, ustomer Support Manager '~. Service Terms and Conditions ~ MC'lTt1~Rt'7~~.A 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. 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 System Support Center (SSC) and open a case request local service shop dispatch. 3.2. 3.3. as necessary, to request service continuously. 3.4. Provide Motorola with pre-defined Customer information and preferences prior to Start Date necessary to complete Customer Support Plan. OnSite Infrastructure Response and Dispatch Service Approved by Motorola Contracts and Compliance I2-22-OS page 1 of 3 M+K'~"M-"fCiRt'?~i,A 3.4.1. Case notification preferences and procedure. 3.4.2. Repair Verification preference and procedure. 3.4.3. Database and escalation procedure forms. 3.4.4. Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. 3.5. Provide the following information when initiating a service request: 3.5.1. Assigned System ID number. 3.5.2. Problem description and site location. 3.5.3. Other pertinent information requested by Motorola to open a Case. 3.6. Allow Servicers access to Equipment. 3.7. Supply Infrastructure or FRU, as applicable, in order for Motorola to Restore the System as set forth in paragraph 2.5.2. 3.8. Maintain and store in an easily accessible location any and all Software needed to Restore the System. 3.9. Maintain and store in an easily accessible location proper System backups. 3.10. 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. ' 3.11. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide these services. OnSite Infrastructure Response and Dispatch Service Approved by Motorola Contracts and Compliance 12-22-OS page 2 of 3 MO'~"gORtiLA Severity Definitions Table Severity Level Problem Types Severity 1 Response is provided Continuously ^ Major System failure ^ 33% of System down ^ 33% of Site channels down ^ Site Environment alarms (smoke, access, temp, AC power. ^ 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 Response during Standard Business Day ^ Significant System Impairment not to exceed 33% of system down ^ System problems presently being monitored ^ 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 Response during Standard Business Day ^ Intermittent system issues ^ Information questions ^ Upgrades/Preventative maintenance ^ 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 reventative maintenance or roduct/s stem u rades. Response Times Table (Customer's Response Time Classification is designated in the Service Agreement) Severity Regular Level Response Time Severity 1 Within 3 hours from receipt of Notification Continuousl Severity 2 Within 3 hours from receipt of Notification Standard Business Da Severity 3 Within 24 hours from receipt of Notification Standard Business Da OnSite Infrastructure Response and Dispatch Service Approved by Motorola Contracts and Compliance 12-22-OS page 3 of 3 IYlCi"11"'~'~R4i.A Statement of Work Infrastructure Repair with Advanced Replacement 1.0 Description of Services Infrastructure Repair is a repair service for Motorola and select third party Infrastructure as set forth in the applicable attached Exhibit(s), all of which are hereby incorporated into this Statement of Work (SOW) by this reference. Customer's System type determines which exhibit is applicable (i.e. SmartZone system exhibit, SmartNet system exhibit). Infrastructure may be repaired down to the Component level, as applicable, at the Motorola Infrastructure Depot Operations (IDO). At Motorola's discretion, select third party Infrastructure may be sent to the original equipment manufacturer or third party vendor for repair. If Infrastructure is no longer supported by the original equipment manufacturer or third party vendor, Motorola may replace Infrastructure with similar Infrastructure, when possible. When available, Motorola will provide Customer with an Advanced Replacement unit(s) or FRU(s) in exchange for Customer's malfunctioning FRU(s). Non-standard configurations, Customer-modified Infrastructure and certain third party Infrastructure are excluded from Advanced Replacement service. Malfunctioning FRU (s) will be evaluated and repaired by IDO and returned to IDO FRU inventory upon completion of repair. In cases where Advanced Replacement is not available or when a Customer requires the exact serial number to be returned, a FRU may be available on a Loaner basis. 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. Use commercially reasonable efforts to maintain an inventory of FRU. 2.2. Provide new or reconditioned units as FRU to Customer or Servicer, upon request and subject to availability. The FRU will be of similar kit and version, and will contain like boards and chips, as the Customer's malfunctioning Infrastructure. 2.3. Program FRU to original operating parameters based on templates provided by Customer as required in Section 3.5. If Customer template is not provided or is not reasonably usable, a standard default template will be used. 2.4. Properly package and ship Advanced Replacement FRU from IDO's FRU inventory to Customer specified address. 2.4.1. During normal operating hours of Monday through Friday 7:OOam to 7:OOpm CST, excluding holidays, FRU will be sent next day air via Federal Express Priority Overnight or UPS Red, unless otherwise requested. Motorola will pay for such shipping, unless Customer requests shipments outside of the above mentioned standard business hours and/or carrier programs, such as NFO (next flight out). In such cases, Customer will be subject to shipping and handling charges. 2.4.2. When sending the Advanced Replacement FRU to Customer, provide a return air bill in order for Customer to return the Customer's malfunctioning FRU. The Customer's malfunctioning FRU will become property of IDO and the Customer will own the Advanced Replacement FRU. 2.4.3. When sending a Loaner FRU to Customer, IDO will not provide a return air bill for the malfunctioning Infrastructure. The Customer is responsible to arrange and pay for shipping the malfunctioning Infrastructure to IDO. IDO will repair and return the Customer's Infrastructure and will provide a return air bill for the customer to return IDO's Loaner FRU. 2.5. Provide repair return authorization number upon Customer request for Infrastructure that is not classified as an Advanced Replacement or Loaner FRU. 2.b. Receive malfunctioning Infrastructure from Customer and document its arrival, repair and return. 2.7. Perform the following service on Motorola Infrastructure: 2.7.1. Perform an operational check on the Infrastructure to determine the nature of the problem. 2.7.2. Replace malfunctioning FRU or Components. 2.7.3. Verify that Motorola Infrastructure is returned to Motorola manufactured specifications, as applicable Infi•astruchrre Repair with Advanced Replacement Approved by Motorola Contract and Complrance 11-1-06 Last Reviewed l1-IS-07 Page 1 of 7 ME'i'~'"fORt'~~~.A 2.7.4. Perform a Box Unit Test on all serviced Infrastructure. 2.7.5. Perform a System Test on select Infrastructure. 2.8. Provide the following service on select third party Infrastructure: 2.8.1. Perform pre-diagnostic and repair services to confirm Infrastructure malfunction and eliminate sending Infrastructure with no trouble found (NTF) to third party vendor for repair, when applicable. 2.8.2. Ship malfunctioning Infrastructure to the original equipment manufacturer or third party vendor for repair service, when applicable. 2.8.3. Track Infrastructure sent to the original equipment manufacturer or third party vendor for service. 2.8.4. Perform apost-test after repair by Motorola, original equipment manufacturer, or third party vendor to confirm malfunctioning Infrastructure has been repaired and functions properly in a Motorola System configuration, when applicable. 2.9. Re-program repaired Infrastructure to original operating parameters based on templates provided by Customer as required by Section 3.5. If Customer template is not provided or is not reasonably usable, a standard default template will be used. If IDO determines that the malfunctioning Infrastructure is due to a Software defect, IDO reserves the right to reload Infrastructure with a similar Software version. Enhancement Release(s), if needed, are subject to additional charges to be paid by Customer unless the Customer has a Motorola Software Subscription agreement. 2.10. Properly package repaired Infrastructure unless Customer's malfunctioning FRU was exchanged with an IDO FRU. Motorola will return Customer's FRU(s) to IDO's FRU inventory, upon completion of repair. 2.11. Ship repaired Infrastructure to the Customer specified address during normal operating hours set forth in 2.4.1. FRU will be sent two-day air unless otherwise requested. Motorola will pay for such shipping, unless Customer requests shipments outside of the above mentioned standard business hours and/or tamer programs, such as NFO (next flight out). In such cases, Customer will be subject to shipping and handling charges. 2.12. Contact or instruct Servicer to contact the Motorola System Support Center (SSC) and request an Advanced Replacement, or Loaner FRU and a return authorization number (necessary for all non- Advanced Replacement repairs) prior to shipping malfunctioning Infrastructure or third party Infrastructure named in the applicable attached Exhibit. 2.12.1. Provide model description, model number, serial number, type of System and Firmware version, symptom of problem and address of site location for FRU or Infrastructure. 2.12.2. Indicate if Infrastructure or third party Infrastructure being sent in for service was subjected to physical damage or lightning damage. 2.12.3. Follow Motorola instructions regarding inclusion or removal of Firmware and Software applications from Infrastructure being sent in for service. 2.12.4. Provide Customer purchase order number to secure payment for any costs described herein. 2.13. Within five (5) days of receipt of the Advanced Replacement FRU from IDO's FRU inventory, properly package Customer's malfunctioning Infrastructure and ship the malfunctioning Infrastructure to IDO for evaluation and repair as set forth in 2.7. Motorola shop must send the return air bill, referenced in 2.4.2 above back to IDO in order to ensure proper tracking of the returned Infrastructure. Customer will be subject to a replacement fee for malfunctioning Infrastructure not properly returned. For Infrastructure and/or third party Infrastructure repairs that are not exchanged in advance, properly package Infrastructure and ship the malfunctioning FRU, at Customer's expense and risk of loss to Motorola. Customer is responsible for properly packaging the Customer malfunctioning Infrastructure FRU to ensure that the shipped Infrastructure arrives un-damaged and in repairable condition. Clearly print the return authorization number on the outside of the packaging. 2.14. If received, Customer must properly package and ship Loaner FRU back to IDO within five (5) days of receipt of Customer's repaired FRU. 2.15. Maintain templates of Software/applications and Firmware for reloading of Infrastructure as set forth in paragraph 2.3 and 2,9. 3.0 Customer has the following responsibilities: 3.2 Pay for shipping of Advanced Replacement or Loaner FRU from IDO if Customer requested shipping outside of standard business hours or carrier programs set forth in section 2.4.1. Infrastructure Repair x~ah Advanced Replacement Approved by Motorola Contract and Compliance 11-I-06 Last Revie~~ed 11-lS-07 Page 2 of 7 3.3 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Infrastructure Repair with Advanced Replacement services to Customer. 3.4 All Motorola Infrastructure equipment at customer saes will be covered for one year from the signature date of the Terms and Conditions after review of Network Preventative maintenances. 4.0 In addition to any exclusions named in Section 5 of the Service Terms and Conditions or in any other underlying Agreement to which this SOW is attached, the following items are excluded from Infrastructure Repair with Advanced Replacement: 1. Physically damaged Infrastructure. 2. Third party Equipment not shipped by Motorola. 3. Consumable items including, but not limited to, batteries, connectors, cables, tone/ink cartridges. 4. Test equipment. 5. Racks, furniture and cabinets. 6. Firmware and/or Software upgrades. bifrastrncture Repan• with Advanced Replacement Approved by Motorola Conb•act and Compliance 11-1-06 Gast Revie++~ed I1-I 5-07 Page 3 of 7 Mt7-?'~ORi'aLA Astro25 Infrastructure Exhibit Inclusions Exclusions, Exce bons and Notes for Infrastructure Re air Antennas Including Microwave Antenna Excludes all Equipment such as bi-directional amplifiers, multicouplers, Systems combiners, tower top pre-amplifiers, antennas, cables, towers, tower lighting, and transmission lines Base Station(s) and Repeater(s) Includes Quantar, STR3000, GTR8000, GTR8000 HPD, IntelliRepeater, Network Management (Please refer to the SOW for details) is not available on all stations. Quantar high power booster power amplifier, power supply and control board Excludes Fan Modules, Dual Circulator Tra ,Site RMC Tra Channel Banks Includes Premis s ,Telco, IMACS models 600, 800 . Excludes Siemens Controller - trunking Includes SmartNet II prime and remote controllers, MTC3600, GCP8000, Site Controller PSC9600, CSC7000, MTC9600, MZC3600, MZC5000. Excludes SSMT and SCMS controllers. CD ROM Drive, Fan Tra Management Terminals Includes computers (Pentium I, II, III, I~ directly interface with or control the communications System, including SiteLens and Systemwatch Il. Excludes la to com uters and a11286, 386, 486 com uters. Microwave E ui ment. Will be re aired excludin the Antenna S stems. Moscad Only NFM (Network Fault Management), as part of communication System only, RTU, SDM Site Manager RTU. Standalone MOSCAD and System Control and Data Acquisition (SCADA) must be quoted separately. Excludes Fire alarmin s stems. Astro25 Infrastructure Re air con't Inclusions, Exclusions, Exce bons and Notes for Infrastructure Re air Receiver(s) Includes Quantar, MTR2000 and ASTRO-TAC, GTR8000, GTR8000 HPD Receivers. Excludes Fan Modules, Dual Circulator Tra ,Site RMC Tra Routers Includes ST5500, ST5598, S2500-S6000 Switch Avaya Difinity PBX, S8300, S8500. Nortel Passport 7480, Cisco Catalyst 6509, HP 5308 LAN switch, HP ProCurve Switch 2524, 2650, 2626, 3Com PS40, SS1100 UPS Systems. Excluded from service agreements but maybe repaired on an above contract, time and material basis. All UPS Systems must be shipped to IDO for repair. Excludes an on-site services. Excludes all batteries. Infrastructure Repair with Advanced Replacement Approved by Motorola Contract and Compliance 11-1-06 Last Reviex~ed 11-10-08 Page 4 of 7 MC~T~ORC~~.A SmartZone System Inclusions, Exclusions, Exceptions and Notes for Infrastructure Repair Infrastructure Exhibit Antenna Systems Excludes all Equipment such as bi-directional amplifiers, multicouplers, combiners, tower top pre- am lifters, antennas, cables, towers, tower ]i htin ,and transmission lines. Base Stations and Re eater(s) Includes: Quantar, uantro, Di ital MSF5000 and MTR2000 ONLY. Central Electronics Bank(s) Includes Logging Recorder, Interface and Network Hub Excludes Nice Lo in Recorders Channel Banks Includes Premis sand Telco .Excludes Siemens Computer(s) Includes computers (Pentium I, II, III, IV) directly interface with or control the communications System, including SiteLens and Systemwatch II. Includes keyboards, mice and trackballs. Excludes laptop computers and a11286, 386, 486 computers. Excludes defective or phosphor- burned cathode ra tubes CRTs and burned-in flat anel dis la ima a retention. Console(s) Includes consoles (Centracom Gold Series, Centracom Gold Series Elite, Centracom Gold Elite, CommandSTAR lite, MIP5000, MC1000, MC200Q MC2500, MC3000, MCC5500) Includes headset jacks, dual footswitches, gooseneck microphones and Console Interface Electronics (CIE). Excludes Centracom I. Controller(s) -Trunkin Includes SmartNet II rime and remote controllers. Excludes SSMT and SCMS controllers. Dictaphones, Logging Recorders and Excludes all types and models. Recordin E ui ment Di ital Interface Unit s) Included Di ital Si alin Modems Included u on modem model availabili Di ital Voice Modems Included u on modem model availabili Embass Switch Includes AEB, AIMI, ZAMBI, AMB Management Terminals Includes computers (Pentium I, II, III, IV) directly interface with or control the communications System, including SiteLens and Systemwatch II. Excludes laptop computers and a11286, 386, 486 com uters. Microwave Equipment. Will be re aired excludin the Antenna S stems. Monitor(s) Includes all Motorola certified monitors connected to computers that directly interface with or control the communications System. Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat panel displays image retention. Monitors not shipped by Motorola and/or cannot be confirmed by a Motorola facto order number. Moscad Only NFM (Network Fault Management), as part of communication System only. Standalone MOSCAD and System Control and Data Acquisition (SCADA) must be quoted separately. Excludes Fire alarmin s stems. Network Fault Mana ement Includes Full Vision. Excludes NMC Printer(s) Includes rinters that directl interface with the communications S stem. Receiver(s) Includes Quantar and MTR2000, ASTRO-TAC Receivers. Simulcast Distribution Amplifier(s) Included Universal Simulcast Controller Included Interface(s) UPS Systems. Excluded from service agreements but maybe repaired on an above contract, time and material basis. All UPS Systems must be shipped to IDO for repair. Excludes any on-site services. Excludes all batteries. Zone Manager Excludes HP715/33, HP 715/50 servers. Excludes x-terminals NDS 14C and NDS 17C Zone Controller(s) Includes console terminals. Excludes ALL Sun/IMP hard drives except TLN3495A 0820 1 GB drive. Excludes the following SUN/IMP CPUSET's: TLN3278B 0406, TLN3343A 0424 and TLN3278A 0181/0389. hrfrash•ucture Repair with Advanced Replacement Approved b}~ Motorola Contract and Complrance 11-1-06 Last Reviewed 11-10-08 Page 5 of 7 ~-txra~tasa Conventional System Infrastructure Exhibit Inclusions, Exclusions, Exceptions and Notes for Infrastructure Re air Antenna Systems Excludes all Equipment such as bi-directional amplifiers, multicouplers, combiners, tower top pre-amplifiers, antennas, cables, towers, tower li htin ,and transmission lines Base Station(s) and Repeater(s) Quantar, Quantro, Digital MSF5000 and MTR2000 ONLY. Excludes MICOR and Analo MSF5000 (can not et arts). Central Electronics Bank(s) Includes logging recorder interface and network hub. Excluded Nice to in recorders Channel Banks Includes Premis sand Telco. Excludes Siemens Com orators Includes S ectratac, Di itac, and Astrotac. Computer(s) Includes computers (Pentium I, II, III, IV) directly interface with or control the communications System, including SiteLens and Systemwatch II. Includes keyboards, mice and trackballs. Excludes laptop computers and a11286, 386, 486 computers. Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat anel dis la ima a retention. Console(s) Includes consoles (Centracom II, Centracom Gold Classic, Centracom Gold Elite) as part of complete communication System - ONLY. Includes headset jacks, dual footswitches, and ooseneck micro hones. Excludes Centracom I. Dictaphones, Logging Recorders and Recording Excludes all types and models. E ui ment Di ital Interface Units DIU Included Di ital Si alin Modems Included u on modem model availabili Emboss Switch Includes AEB, AIMI, ZAMBI, AMB Monitor(s) Includes all Motorola certified monitors connected to computers that directly interface with or control the communications System. Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat panel displays image retention. Monitors not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number. Infrastructure Repair with Advanced Replacement Approved by Motorola Contract and Compliance 11-1-06 Last Reviewed 11-10-08 Page 6 of 7 ~~~~~ Console Only Infrastructure Exhibit Inclusions, Exclusions, Exceptions and Notes for Infrastructure Re air Card Ca es Included Central Electronics Bank(s) (CEB) Includes Logging Recorder Interface and Network Hub. Includes Base Interface Module (BIM), Console Operator Interface Module COIM , O erator Interface Module OMI . Central Electronic Shelf CES Included Computer(s) Includes computers that directly interface with CEB. Includes keyboards, mice and trackballs. Excludes laptop computers and a11286, 386, 486 computers. Defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat anel dis la ima a retention. Console(s) Includes consoles (Centracom Gold Series, Centracom Gold Series Elite, Centracom Gold Elite, CommandSTAR lite, MIP5000, MC1000, MC2000, MC2500, MC3000, MCC5500) Includes headset jacks, dual footswitches, gooseneck microphones and Console Interface Electronics (CIE). Excludes Centracom I. Console Audio Box CAB Included Dictaphones, Logging Recorders and Recording Excludes all types and models. E ui ment Junction Box Included Microwave E ui ment. Will be re aired excludin the Antenna S stems. Monitor(s) Includes all Motorola certified monitors connected to computers that directly interface with or control the communications System. Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat panel displays image retention. Monitors not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number. UPS Systems. Excluded from service agreements but may be repaired on an above contract, time and material basis. All UPS Systems must be shipped to IDO for repair. Excludes any on-site services. Excludes all batteries. /nfrastruckme Repan• with Advanced Replacement Approved by Motorola Conhact and Compliance 11-1-06 Last Reviewed 11-10-08 Page 7 of 7 A+~"+Ci?~140LA 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. Technical Support is applicable to the following system types: Astro 25 6.x, 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. 2.2. 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. Technical Support Service Approved by Motorola Contracts and Compliance 11-11-08 page 1 of 2 M+Q"~ROi/1~ 3.6. 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. 3.7. 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 Level Problem Types Severity 1 Response is provided continuously ^ Major System failure ^ 33% of System down ^ 33% of Site channels down ^ Site Environment alarms (smoke, access, temp, AC power. ^ 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 Response during Standard Business Day ^ Significant System Impairment not to exceed 33% of system down ^ System problems presently being monitored ^ 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 Response during Standard Business Day ^ Intermittent system issues ^ Information questions ^ Upgrades/preventative maintenance ^ 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 reventative maintenance or roduct/s stem u rades. Remote Technical Support Response Times Table SEVERITY RESPONSE Seven 1 Within 1 Hour from recei t of Notification, Continuousl Seven 2 Within 4 Hours from recei t of Notification, Standard Business Da Seven 3 Within next Business Da ,Standard Business Da Technical Support Service Approved by Motorola Contracts and Compliance 11-11-08 page 2 oft IMC~'~4RCit~.A Servicer Statement of Work SP-Microwave 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 Service's discretion and responsibility, Infrastructure may be sent to Motorola, original equipment manufacturer, third party vendor, or other facility for repair. The responsibilities of Motorola and Servicer shall be as set forth in this Statement of Work. Subcontracts for this Service will be electronically posted by Motorola on Motorola's website for Servicers. Motorola reserves the right to alter, amend or change the scope of work with 30 days written notice to Servicer. All terms or Attachment C-Service Subcontract will remain in full force and effect during the term and any subsequent terms of this SOW. 2.0 Motorola has the following responsibilities: 2.1. Provide the following information to Servicer 2.1.1. Customer name and address 2.1.2. Equipment list including Infrastructure type and model 3.0 Servicer has the following responsibilities: 3.1. Repair or replace Infrastructure at the Servicer facility or Customer location as determined by the 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. 3.2. Perform the following on Motorola Infrastructure: 3.2.1. Perform an operational check on the Infrastructure to determine the nature of the problem. 3.2.2. Repair or replace malfunctioning FRU, as determined by Servicer. 3.2.3. Verify that Motorola Infrastructure is returned to Motorola manufactured specifications. 3.3. Provide the following service on select third party Infrastructure 3.3.1. Perform pre-diagnostic and repair service to confirm Infrastructure malfunction and eliminate sending Infrastructure with no trouble found (NTF) to third party vendor for repair, when applicable. 3.3.2. Ship malfunctioning Infrastructure to the original equipment manufacturer or third party vendor for service. 3.3.3. Coordinate and track Infrastructure sent to the original equipment manufacturer or third party vendor for service. 3.4. Re-program Infrastructure to original operating parameters based on templates provided by Customer. 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. 3.5. Notify the Customer upon completion of repair or replacement. 3.6. 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. Local Infrastructure Repair Page 1 of 1 Approved by Motorola Contracts & Compliance: 11/11/08 MO?~C?Rt?t.A Statement of Work SP -Local Repair with OnSite Responses 1.0 Description of Service OnSite Infrastructure Response provides for on-site technician Response by a Servicer. A 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. 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 Continuously receive service requests. 2.2 Assign and dispatch technical resources and provide estimated time of arrival (ETA) to Customer. 2.3 Servicer will perform the following on-site: 2.3.1 Run diagnostics on the Infrastructure or FRU. 2.3.2 Replace defective Infrastructure or FRU, as applicable. Customer, Servicer or Motorola may provide Infrastructure or FRU. 2.3.3 Provide materials, tools, documentation, physical planning manuals, diagnostic/test equipment and any other requirements necessary to perform the Maintenance service. 2.3.4 If a third party Vendor is needed to Restore the System, the Servicer may accompany that Vendor onto the Customer's premises. 2.4 Verify with Customer that Restoration is complete or System is functional. If Customer cannot be contacted within twenty (20) minutes of Restoration, the Servicer will leave the Customer site. 2.5 Provide the service ticket document to Customer, when requested. Service ticket document should include the following: 2.5.1 Resolution action. 2.5.2 Provide defective FRU or part number (model #) used. 3.0 Customer has the following responsibilities: 3.1 Contact Servicer, as necessary, to request service Continuously. 3.2 Allow Servicers access to Equipment. 3.3 Supply Infrastructure or FRU as needed in order for Motorola to Restore the System as set forth in paragraph 2.3.2. 3.4 Maintain and store in an easily accessible location any and all Software needed to Restore the System. 3.5 Maintain and store in an easily accessible location proper System backups. 3.6 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. 3.7 Contact the Servicer upon expiration of Response time goal. 3.8 Upon being contacted by the Servicer requesting Verification of a Restoration as described above in Section 2.4, respond to that request within twenty (20) minutes. 3.9 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide this service to Customer. OnSite Infrastructure Response With Local Dispatch Approved by Motorola Contracts & Compliance 11-11-OS Page 1 of 2 A~'[??'ti'~RCiR.A Severity Definitions Table Severity Level Problem Types Severity 1 Response is provided Continuously ^ Major System failure ^ 33% of System down ^ 33% of Site channels down ^ Site Environment alarms (smoke, access, temp, AC power. ^ 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 Response during Standard Business Day ^ Significant System Impairment not to exceed 33% of system down ^ System problems presently being monitored ^ 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 Response during Standard Business Day ^ Intermittent system issues ^ Information questions ^ Upgrades/preventative maintenance ^ 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 reventative maintenance or roduct/s stem a rades. Response Time Table (Customer's Response Time Classification is designated in the Service Agreement) Severity Regular Level Response Time Severity 1 Within 4 hours from receipt of Notification Continuousl Severity 2 Within 4 hours from receipt of Notification Standard Business Da Severity 3 Within 24 hours from receipt of Notification Standard Business Da OnSite Infrastructure Response With Local Dispatch Approved by Motorola Contracts & Compliance 11-I1-OS Page 2 oft M'+L~iT'ORO~.A 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, andlor 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. Network Preventative Maintenance Page 1 of 1 Approved by Motorola Contracts & Compliance: 04/30/04 IMQ?'~ORt?,~.A Astro 25 6.3 & higher System Exhibit Infrastructure O erational Check where a licable Repeater(s), Control Station(s) Transmitter modulation RF ower ou ut/reflected RF Fre uenc Measured/ad'usted Receiver Sensitivity Measured/Adjusted Power Su 1 volta es Audio In ut & Ou ut Level Check Low S eed Data Combiners & Circulator Loss Receiver Desense/ De radation Full Du lex Onl Tx /Rx Bit Error rates Consoles Positions/Remotes Audio In ut & Out ut Level Ethernet O eration CEB Power Su 1 Volta e, and AC Ri le Switches, Li hts, CRT CEB Si al Levels Wirin and Groundin for each Position Check and Clean ke boards, CPU. CRT's Ambassador electronics bank dia nostics Central Controllers, DIGITAL Comparators Central Controller and Power Su lies Simulcast Controller ACTAC 9600 Comparator All sites on line? V.241ink health- link dela s Receiver Multi-Lou lers and Tower Mounted Am lifter Check for receiver to Com arator audio ath. Router/switch erformance at all sites Channel Bank/ trans ort health Zone Controller GPS GPS RX/Controller Fre uenc Standard Calibration Site Equipment Audio Network Anal zer Baseline Database Server S stem Mana er Terminal Site Test/S stem Calibration E ui ment UPS Batteries Switch-Over O erations AC/DC Volta es Other Equipment Check all s stem rinters Check all modems for ro er levels & s chronization MBX/Other telco interface common a ui ment Master Site Servers health Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 Mti'l~OR!?tA Smartzone System Exhibit 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 Du lex Onl 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 Check and Clean ke boards, 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. Is EQULIZATION Required? Check for proper audio to Status Tone ratio Confirm that all Receiver RX Notch Filters are either IN or OUT GPS GPS RX/Controller Frequency Standard Calibration Site Equipment Audio Network Analyzer Baseline Database Server System Manager Terminal Site Test/S stem Calibration E ui ment UPS (il' covered under Motorola Service Batteries Agreement) Switch-Over Operations AC/DC Volta es Other Equipment Check all system printers Check all modems for proper levels & synchronization MBX/Other telco interface common a ui ment Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 M~!'~''1"~C'l15Pt~~..A Astro SE Exhibit Infrastructure Q erational Check where a licable Repeater(s), Control Station(s) Transmitter modulation RF ower out ut/reflected RF Fre uenc Measured/ad'usted Receiver Sensitivity Measured/Adjusted Power Su 1 volts es Audio In ut & Ou ut Level Check Low S eed Data Combiners & Circulator Loss Receiver Desense/ De radation Full Du lex Onl Tx /Rx Bit Error rates Consoles Positions/Remotes Audio In ut & Ou ut Level Ethernet O eration CEB Power Su 1 Volta e, and AC Ri le Switches, Li hts, CRT CEB Si nal Levels Wirin and Groundin for each Position Check and Clean ke boards, CPU. CRT's Ambassador electronics bank dia nostics Central Controllers, DIGITAL Comparators Central Controller and Power Su lies Simulcast Controller ACTAC 9600 Comparator All sites on line? V.241ink health- link dela s Receiver Multi-Lou lers and Tower Mounted Am lifier Check for receiver to Com arator audio ath. Router/switch erformance at all sites Channel Bank/ trans ort health Zone Controller GPS GPS RX/Controller Fre uenc Standard Calibration Site Equipment Audio Network Anal zer Baseline Database Server S stem Mana er Terminal Site Test/S stem Calibration E ui ment UPS Batteries Switch-Over O erations AC/DC Volta es Other Equipment Check all s stem rinters Check all modems for ro er levels & s nchronization MBX/Other telco interface common a ui ment Master Site Servers health Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 MCi?`~ORt~,R,A Astro LE Exhibit Infrastructure O erational Check where a licable Repeater(s), Control Station(s) Transmitter modulation RF ower ou utfreflected RF Fre uenc Measured/ad'usted Check Power su 1 Audio In ut & Ou ut Level Combiners & Circulator Loss Receiver Desense Full Du lex Onl HP LAN Switches Check the li ht of the orts with connections GPS GPS RX/Controller Fre uenc Standard Calibration Prime Site Equipment Site Command Server Site Command Client AstroTACs Site Controller 1 and 2 SSA Router s UPS Check Batteries Switch-Over O erations AC/DC Volta es Other Equipment Check all s stem servers Check all modems for ro er levels & s chronization Other telco interface common a ui ment Trunking Test Talk rou Call Multi rou Call Private Call Secure Call System Management Test Remote Access Test Station/Com arator Dia nostics System Reliability Test Redundant Site Controller Switchin Multi le Control Channel Switchin Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 IM~M'O"~"~CaRQ;LA SmartNet System Exhibit Repeater(s), Control Station(s) Transmitter modulation, RF ower out ut/reflected RF Fre uenc Measured/ad'usted Receiver Sensitivity Measured/Adjusted Power Su lies Audio In ut & Ou ut Levels Combiner & Circulator Loss Receiver Desense Full Du lex Onl Consoles Positions/Remotes Audio In ut & Ou ut Levels Ethernet O eration CEB Power Su 1 Volta e, and AC Ri le Switches, Li hts, CRT CEB Si nal Levels ' Wirin and Groundin for each Position Check and Clean ke boards, CPU. CRT's Central Controllers, Digitac, Comparators Central Controller and Power Su lies T Bar Switched Simulcast Controller Simulcast Remote Controller Distribution Am Di itac Com arator Receiver Multi-Cou lers Check for receiver to Comparator audio path. Is E UALIZATION Re uired? Check for ro er audio to Status Tone ratio Confirm that all Receiver RX Notch Filters are either IN or OUT GPS GPS RX/Controller Fre uenc Standard Calibration Site Equipment Audio Network Anal zer Baseline Database Server S stem Mana er Terminal Site Test/S stem Calibration E ui ment UPS (if covered under Motorola Service Batteries Agreement) Switch-Over O erations AC/DC Volta es Other Equipment Check all s stem rinters Check all modems for ro er levels & s chronization MBX/Other telco interface common a ui ment Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 MC-T~O~1'tit.A Conventional System Exhibit Base Station(s), Repeater(s), Control Station(s) Transmitter modulation, RF ower ou ut/reflected RF Fre uenc Measured/ad'usted Receiver Sensitivi Measured/Ad'usted Audio In ut & Ou ut Levels Combiner & Circulator Loss Receiver Desense Full Du lex Onl Consoles Positions/Remotes Audio In ut & Ou ut Levels Ethernet O eration Controller Power Su 1 Volta e, and AC Ri le Switches, Li hts, CRT CEB Si al Levels Wirin and Groundin for each Position Check and Clean ke boards, CPU. CRT's Comparators (Voting) and /or Satellite Receivers Audio In ut & Ou ut Levels Receiver Sensitivi Measured/Ad'usted Com arator ower su 1 volta e Check for ro er si al votin UPS (if covered under Motorola Service Batteries Agreement) Switch-Over O erations AC/DC Volta es Other Equipment Check all s stem rinters Check all modems for ro er levels & s chronization MBX/Other telco interface common a ui ment Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 Data System Exhibit ~~ Data Base Station (QUANTAR) RSSI Calibration Check -90 Transmit Fre uenc Ad'ustments Transmitter Deviation Ad'ustments Transmitter modulation Com ensation Transmitter Power out and Ad'ustments Reflect Power Measurement Receiver Sensitivi Test Receive Antenna De-sense Test MSF 5000 Base Stations RSSI Calibration Check VCO Calibration Check .38Micro Volt In'ection Filter Ad'ustments Pre-selector/Ima a Filter Ad'ustments Transmit Fre uenc Ad'ustments RF Power out Measurements RF Forward and Reflect Tri ad'ust Transmit Deviation Ad'ustments Receiver Sensitivi Test Transmitter modulation Com ensation GEMINI Base Station RSSI Calibration Check Transmit Fre uenc Ad'ustments RF Power out Measurements RF Forward and Reflect Tri ad'ust Transmit Deviation Ad'ustments Receiver Sensitivi Test Transmitter modulation Com ensation Power Su 1 Volta e Check Power Su 1 Ri le Volta e Check Radio Network Controllers Power Su 1 In-take Fan Host connection check Messa a bufferin RF Interface Base Interface Wireless Network Gateway Visuall checks stem status and fault LEDs. Check SMIT for an module errors. Check each ma'or modules Power Su 1 Volta e Check Visuall check all cablin Ca tore all to and error re orts UDS/Paradyne Modems Check for received line level Perform remote modem di ital loo back test Check telco/microwave circuit UPS (if covered under Motorola Service Batteries Agreement) Switch-Over O erations AC/DC Volta es Network Preventative Maintenance Approved by Motorola Contracts & Compliance: 04/30/04 MC'~TC'~RC~-LA E911 System Exhibit ANI Controller Power su 1 check -DC Volta e Processor card batte test Review of adviso to Inspect phone, handsets, cords, touch tone pads, lights, and tele hone instruments at main PSAP and remote location. Test operation or each 911 trunk and administrative phone line Check ANI cable routing and verify all connections (tighten cable/connector strain relief devices, review punch block wirin Veri dial-u access Veri an s are circuit boards are o erational Ins ect ANI cabinets ventilation/coolin ,secure covers ALI Controller Veri no alarm status on call screen. Check alarm event to Check size of call detail records, ur a if necessa Size of hard space remaining and advise customer. Purge if necessa Test operation of all servers, terminals/clients printers, at main PSAP and remote locations Make test 911 calls to verify ALI information is properly displayed on all terminals/clients at main PSAP and remote locations Veri an s are ALI a ui ment or devices are o erational If system uses local ALI or TSL, verify system properly receives Telco subscriber u dates as re uired Check ALI cable routing and verify all connections (tighten cable/connector strain relief devices where necessa Inspect all computer and terminal equipment (fans, vents, ke boards, CRTs, etc . Verify ALI components are receiving proper ventilation/coolin Other Generate test alarm and verify that Motorola NMO receives outbound alarms for Site Sent Device SEB Verify inbound remote maintenance access of both ANI and ALI functions through all remote access devices (SEB or maintenance modems Check and verify proper installation of all grounding cables and connectors. Veri o erational status of sur a su ression a ui ment Verify operational status of standby power systems (UPS e ui ment, AC enerators Network Preventative Maintenance Approved by Motorola Contracts c~ Compliance: 04/30/04 A~"t~"'~A't~,t.rA Statement of Work Local Radio Combo Package 1.0 Description Local Radio Combo Package provides operational check and board level repair services for mobile, portable, two-way and mobile data. An operational check is an analysis of the Equipment to identify external or internal defects. Local Radio Combo Package also includes service on standard palm microphones and single mobile controls heads, provided that they are required for normal operation of the two-way mobile and are included at the point of manufacture. Service is only included on Equipment specifically named in the applicable Agreement to which this Statement of Work is attached. Local Radio Combo Package excludes repairs to: optional accessories; iDEN accessories; iDEN mobile microphones; non-standard mobile microphones, mobile external speakers; optional or additional control heads, single and multiple unit portable chargers; batteries, mobile antennas; mobile power & antenna cables and power supplies. The following are excluded from Local Radio Combo service unless they are purchased as an option for an additional fee. The options are OnSite, Radio Survey and Analysis, Portable Remote Speaker Microphones, Portable Antenna Replacements Mobile Remote Control Heads. 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 Service to be performed at the Servicer facility during Standard Business Days. 2.2 Perform an operational check on the Equipment to determine the nature of the problem. 2.3 Remove/reinstall mobile or data Equipment frotn/to Customer's vehicle as needed for additional servicing. 2.4 Test and Restore the Equipment to Motorola factory specifications. 2.5 Remove any dust, and/or foreign substances from the Equipment. 2.6 Reprogram Equipment necessary to return Equipment to original operating parameters based on the template in the Equipment, if the template information can be retrieved from the Equipment, or from a backup diskette provided by Customer containing the template information. If the Customer template is not provided or not reasonably usable, a generic template utilizing the latest Radio Service Software (RSS) version for that Equipment will be used. The Equipment will require additional programming by the Customer to Restore the original template. 2.7 Notify Customer upon completion of repair for pickup of Equipment. 3.0 Customer has the following Responsibilities: 3.1 Deliver and pick up Equipment to/from the Servicer facility. 3.2 Inform Servicer of description of problem for Equipment brought in for service. 3.3 If the Equipment will not power up, or if desired, supply Servicer with a backup diskette with the Software template or programming in order to assist in returning the Equipment to original operating parameters. If applicable, record the current flashcode for each radio. 3.4 If Motorola must use a generic template to restore Equipment to operating condition, Customer is responsible for any programming required to Restore Equipment to desired parameters. 3.5 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Local Radio Combo Package service to Customer. Local Radio Combo Package Page 1 of 1 Approved by Motorola Contracts & Compliance 04/30/04 Reviewed August 2007 MI'~'f`tiREltA Statement of Work Local Radio Combo Package OnSite Option -Pick up & Delivery 1.0 Description of Service Equipment will be picked up from and delivered to the Customer's location, within a designated radius of the Servicer facility. Schedule pickups will be mutually agreed upon and outlined in the Customer Support Plan. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached. 2.0 Motorola has the following responsibilities: 2.1 Use reasonable efforts to pickup and deliver Equipment per the mutually agreed upon Customer location, days of week, and preferred time. If a pick up/delivery cannot occur according to the preferred schedule, Customer will be contacted prior to the scheduled pick up/delivery, to arrange a mutually agreeable alternative date and/or time for pick up/delivery. 2.2 Generate service receipt and leave with Customer. 3.0 Customer has the following responsibilities: 3.1 Designate mutually agreeable location for service pickup and delivery, days of week, and preferred time. 3.2 Provide problem description along with unit. Local Radio Combo Package OnSite Option Page 1 of 1 Approved by Motorola Contracts & Compliance 04/30/04 Reviewed August 2007 Adrta7l~L'fAtt7rt.~t Statement of Work Local Radio Combo Package Radio Survey and Analysis Option 1.0 Description of Service: Radio Survey and Analysis provides for one annual operation test to ensure the Customer's Equipment meets manufacturer's specifications. This service will be provided during Standard Business Days at the Servicer facility. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached. There is an additional fee for the Radio Survey and Analysis Option to be performed at the Customer location. 2.0 Motorola has the following responsibilities: 2.1 Physically inspect the Equipment. 2.2 Remove any dust, and/or foreign substances from the Equipment. 2.3 Measure (original measurements and the adjusted measurements), record, align and adjust the following applicable Equipment parameters, to the frequency and modulation outlined in the Rules and Regulations of the Federal Communications Commission (FCC): 2.3.1. Receive frequency 2.3.2. Transmit frequency 2.3.3. Deviation 2.3.4. Transmitter power 2.3.5. Reflected power in antenna line (mobile antennas only) 2.3.6. Receive sensitivity 2.3.7. Audit output levels 3.0 Customer has the following responsibilities: 3.1 Provide preferred schedule for Radio Survey and Analysis to Motorola. 3.2 Contact the Servicer prior to Equipment being brought in for service. 3.3 Deliver portable Equipment and/or drive vehicles with mobile Equipment to Servicer. Local Radio Combo Package Radio Survey & Analysis Option Page 1 of 1 Approved by Motorola Contracts 8c Compliance 04/30/04 Statement of Work Local Radio Combo Package Antenna Replacement Option for Portables 1.0 Description of Service The Antenna Replacement Option provides for an operational check and Restoration of the portable antenna. Due to the nature of this Option, Customer's entire inventory of portables must be covered by this Option. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached. 2.0 Motorola has the following responsibilities: 2.1 Check and replace antenna as needed. 3,0 Customer has the following responsibilities: 3.1 No additional responsibilities. Local Radio Combo Package Antenna Replacement Option for Portables Page 1 of 1 Approved by Motorola Contracts 8c Compliance 04/30/04 MaTD/~tO,R.A Statement of Work Local Radio Combo Package Remote Speaker Microphone Option for Portables 1.0 Description of Service Remote Speaker Microphone Option provides for the Restoration and/or replacement of remote speaker microphones that have become defective through normal wear and usage. This Option includes service to the remote speaker microphone cord that attaches to the portable. Due to the nature of this Option, Customer's entire inventory of portables must be covered by this Option. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached. 2.0 Motorola has the following responsibilities: 2.1 Restore and/or replace remote speaker microphone as needed. 3.0 Customer has the following responsibilities: 3.1 No additional responsibilities. Local Radio Combo Package Remote Speaker Microphone Option for Portables Page 1 of 1 Approved by Motorola Contracts & Compliance 04/30/04 llrl"OT~Od'~"iti'r'!"iA Statement of Work Local Radio Combo Package Remote Control Head Option for Mobiles 1.0 Description of Service Remote Control Head Option for Mobiles provides for the Restoration of additional remote control heads, extended control heads, and Direct Entry Keypad (DEK) Plus that have become defective through normal wear and usage. Due to the nature of this Option, Customer's entire inventory of mobiles must be covered by this Option. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached. 2.0 Motorola has the following responsibilities: 2.1 Restore remote control heads, extended control heads, and/or Direct Entry Keypad (DEK) Plus as needed. 3.0 Customer has the following responsibilities: 3.1 No additional responsibilities. Local Radio Combo Package Remote Control Head Option for Mobiles Page 1 of 1 Approved by Motorola Contracts & Compliance 04/30/04 Reviewed Aug2zst 2007 O MOTOROLA Attn: National Service Support 1309 East Algonquin Road Schaumburg, IL 60196 (800)247-2346 Date: 12/30/2008 SERVICES AGREEMENT Contract Number 500001013061 Contract Modifier Supercedes Agreement(s) ompany Name. EAGL UNTY Required P O No Customer # 1000441783 Attn: Billing to tag# Billing Address: P.O Box 849 Contract State Date 1/1/2009 City, State, Zip. Eagle, CO 8163 Contract End Date 12/31/2009 Customer Contact: Barry Smith Anniversary Day Dec 31st Phone: 970-328-3545 Payment Cycle Annual Fax. 970 328-8699 Tax Exempt Exempt From All Taxes PO# QTY MODEUOPTION DESCRIPTION MONTHLY EXT EXTENDED ***** Recurring Services ***** SVC01SVC1101C INFRASTRUCTURE REPAIR WITH ADV REPLACEMENT 13 SVC251AA ENH. SMARTZONE SITE $1,287.00 $15,444.0 52 SVC252AA ENH: SMARTZONE STATION $2,683 20 $32,198.40 6 SVC256AA ENH: SMARTZONE OPER POSITION $855 90 $10,270.80 SVC01SVC1102C DISPATCH SERVICE 1 SVC242AC ENH: DISPATCH CENTER LOCATION $60.00 $720.00 13 SVC234AA ENH: SMARTZONE SITE $310.05 $3,720 60 52 SVC235AA ENH• SMARTZONE STATION $288.60 $3,463.20 6 SVC239AA ENH• SMARTZONE OPERATOR POSITION $56.70 $680.40 SVC01SVC1104C TECHNICAL SUPPORT SERVICE 13 SVC131AA ENH• SMARTZONE SITE $175 50 $2,106.00 52 SVC132AA ENH: SMARTZONE STATION $413.40 $4,960.80 6 SVC134J4A ENH: SMARTZONE OPERATOR POSITION $56.70 $680.40 1 SVC146AA ENH: SMARTZONE SYSTEM $33.00 $396.00 SVC01SVC1405C NETWORK PREVENTATIVE MAINTENANCE 6 SVC213AA ENH. GROUND ACCESSIBLE OPERATO $45.00 $540 00 12 SVC214AA ENH. GROUND ACCESSIBLE RECEIVE $45.00 $540.00 2 SVC215AA ENH. GROUND ACCESSIBLE UPS $15.00 $180.00 12 SVC217AA ENH: GROUND ACCESSIBLE REMOTE $90.00 $1,080.00 13 SVC212AA ENH: GROUND ACCESSIBLE STATION $97.50 $1,170.0 SVC01SVC1410C ONSITE INFRASTRUCTURE RESPONSE SERVICE 13 SVC218AA SITES $1,560.00 $18,720 00 52 SVC219AA STATION(S) $2,808.00 $33,696 00 6 SVC220AA OPERATOR POSITIONS $432.00 $5,184 00 1 SVC986AA DISPATCH CENTER LOCATION $120.00 $1,440.00 SVC01SVC1422C LOCAL RADIO COMBO PACKAGE 1074 SVC26AC ENH: EX2500 $3,544.20 $42,530.40 200 SVC618AA DES/DES-XL/DES-OFB/DVP/DVP-XL/AES/ADP $66.60 $799 20 200 SVC618AA DES/DES-XL/DES-OFB/DVP/DVP-XL/AES/ADP $360.00 $4,320.00 37 SVC645AA MCS2000 $183.15 $2,197 80 200 SVC700AA XTS3000 (COSMO) $990.00 $11,880.00 4 SVC619AB XTL5000 -MOBILE $22.80 $273.60 76 SVC964AD ENH. XTL2500 $319.20 $3,830.40 12 SVC02SV00001C SP-MICROWAVE LOCAL INFRASTRUCTURE REPAIR SERVICES $1,772.10 $21,265.20 12 DVC01SVC1420C SP-LOCAL INFRASTRUCTURE REPAIR SERVICES $1,772.10 $21,265.20 SPECIAL INSTRUCTIONS-ATTCHESTATEMENT OF WORK FOR PERFORMANCE DESCRIPTION Subtotal - Recurnn Services $20,462.70 $245,552.4 Subtotal -One-time Event Services $0.00 Total Taxes Grand Total $245,552 40 THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING SPC v4 9 Build 1000 Release Date. 01/01/05 I recewed Statements of Work that describe the services provided on this Agreement Motorola's Service Terms and Conditions, a copy of which is attached to this Service Agreement, is incorporated herein by this reference AUTHORIZED CUSTOMER SIGNATURE TITLE DATE CUSTOMER (PRINT NAME) MOTOROLA REPRESENTATIVE (SIGNATURE) TITLE DATE Lorraine Hoover 303-689-2960 303-689-2900 MOTOROLA REPRESENTATIVE (PRINT NAME) PHONE FAX SPC v4 9 Bulld 1000 Release Date: 01/01/05 ~ .:. rt. '~~'.'~` ~ r a.sa== "~ ,ice ; _ ~ ~;r*==~ ~, ~ '~-~`~ S ~ bra-?.~ ~ ~ - ~.~~`~ .sf ~~ s ..`'.'_ it ~y~ :4 ~,:~ 3. ~~, ,: ` -~ ' ~ v__ ~; # d Eagle County System Support Services Budgetary Proposal MOTOROLA, INC. Networks & Enterprise Business Government & Commercial Markets Division September 3, 2008 Data Restrictions September 3, 2008 Eagle County Board of County Commissioners Mr. Barry Smith P.O. Box 850 Eagle, CO 81631 Dear Mr. Smith: Thank you for allowing Motorola the opportunity to provide a updated Eagle County Board of County Commissioners with a budgetary estimate for Support Services of the County's 800 MHz Radio System. This document is provided to further your consideration of Motorola for Support Services. The information in this estimate is provided to assist you in your budget planning process. It is anticipated that a comprehensive proposal would be arrived at as a result of a more detailed review of your requirements. Therefore, the information provided in this quote is provided for informational and budgetary purposes only and does not constitute an offer to sell. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested. As the industry's premier supplier of radio systems, integrated solutions and ongoing support services, we at Motorola believe we have many unique capabilities. It is these capabilities that have over the years allowed us to offer our customers effective solutions to their complex operational challenges. Our goal at Motorola is to provide our customers with solutions that help them become more productive while at the same time increase the level of employee safety, customer satisfaction, and organization efficiency. Should you have any questions, please do not hesitate to contact me. I can be reached by phone at 303- 689-2960. Thank you for considering this budgetary offering. Sincerely, Lorraine Hoover Customer Support Manager Networks & Enterprise Group Motorola, Inc. Enclosure © MOTOROLA December 30, 2008 The information provided in this quote is provided for informational (or budgetary) purposes only and does not constitute an offer to sell or license any Motorola product. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested. EAGLE COUNTY BASIC SERVICES QUOTE SYSTEM COMPONENTS Radio System Overview The Eagle County 800 MHz 3.0 Radio System consists of: • 13 Sites • 6 Operator Positions • 52 Quantar Repeater Stations • 1,380 Subscriber Units UNDERSTANDING THE CHALLENGES... From creating the first police car radio in 1930, to being the first to deliver Internet Protocol (IP) technology on a digital trunking radio system in 2001, Motorola is leading the way in high performance wireless communication systems. It is this history and experience that provides Motorola with the knowledge to understand the challenges faced by Eagle County and to propose a solution to meet these challenges. Eagle County faces several challenges; a need for case and service documentation, issue resolution in a timely fashion, system report generation, access to technical support, infrastructure repair, a signal point of contact and a partner to assist in meeting these challenges. Eagle County has identified some of their most pressing needs as well as some value added desires. A brief description of these services is outlined below. As a trusted solution provider for many cities and counties, Motorola has helped our customers provide safe and welcoming communities. Our proven commitment to the public safety industry over the last 70 years, combined with our vision to remain a leading developer of state of the art information and communication technologies, help ensure that the services package Motorola is proposing for Eagle County will meet its current needs and will be able to grow and adapt to meet Eagle County's future communication needs. PROVIDING THE SOLUTION... To meet the needs of Eagle County, Motorola proposes two options (see System Budgetary Quote section). Option I is the Motorola recommended suite of services that will maintain the optimum performance capability for Eagle County's system. Option II includes the Option I suite of services along with a suite of Managed Services to assist in managing a complex radio system. Below is a brief description of these services. © MOTOROLA December 30, 2008 The information provided in this quote is provided for informational (or budgetary) purposes only and does not constitute an offer to sell or license any Motorola product. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested. 2 EAGLE COUNTY BASIC SERVICES QUOTE Dispatch Services The Motorola System Support Center (SSC) will receive customer requests for service and dispatch an authorized local servicer. The SSC provides case management and maintains contact with the on-site servicer until system restoral and the case is closed. The SSC will continuously track and manage each case from creation to close through an automated Case tracking process. This case management allows for Motorola to provide case activity reports. The Call Center Operation is staffed 24 x 7 with Customer Support Representatives who coordinate the appropriate service response Technical Support 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. Infrastructure Repair with Advanced Services Infrastructure Repair is a repair service for your Motorola and select third-party infrastructure equipment. Infrastructure equipment may be repaired down to the component level, as applicable, at the Motorola Infrastructure Depot Operations (IDO). At Motorola's discretion, select third party infrastructure may be sent to the original equipment manufacturer or third party vendor for repair. If infrastructure is no longer supported by the original equipment manufacturer or third party vendor, Motorola may replace Infrastructure with similar equipment if possible. On-Site Infrastructure Response with Local Dispatch OnSite Infrastructure Response provides for on-site technician Response by a servicer. A 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. Radio Repair The Motorola Radio Support Center (RSC) offers support solutions of two-way and data radios for conventional and trunked technology on equipment such as portables, mobiles, desktop equipment and consollettes. The RSC provides quality board-level repairs by leveraging volume repairs, utilizing state- of-the-art test equipment, and focusing on technical specialization. Our technicians perform thousands of repairs each week. This expertise enables them to quickly pinpoint the source of the problem and repair the equipment down to the component level. MOTOROLA December 30, 2008 The information provided in this quote is provided for informational (or budgetary) purposes only and does not constitute an offer to sell or license any Motorola product. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested. 3 EAGLE COUNTY BASIC SERVICES Local Radio Support Local Radio Support provides an operational check of subscriber equipment. An operational check is an analysis of the unit to identify external or internal defects. If the unit has an external defect, or can be restored without opening the radio case, the unit will be Restored and returned to customer. If the unit has an internal defect, or is not serviceable without opening the radio case, then the unit will be shipped to the RSC for repair. Local Radio Support includes service on standard palm microphones and single mobile control heads provided that they are required for normal operation of the two-way mobile and are included at the point of manufacture. Local Radio Support excludes repairs to: optional accessories; iDEN accessories; iDEN mobile microphones; non-standard mobile microphones, mobile external speakers; optional or additional control heads, single and multiple unit portable chargers; batteries, mobile antennas; mobile power & antenna cables and power supplies. Network Preventative Maintenance Motorola's Network Preventative Maintenance will provide operational test and alignment, as applicable, on the customer's equipment (infrastructure or fixed network equipment only) to ensure the equipment meets original manufacturer's specifications. BENEFITING FROM MOTOROLA'S EXPERIENCE... As we enter a new era of information and communication needs, Motorola is addressing critical demands by providing public safety customers with innovative solutions that include software, hardware, and services to improve operational performance. Our customers gain the benefit of our experience in many ways, such as: • Peace of Mind -For over 70 years, Motorola has been a trusted source for mission-critical public safety communications systems and is a leading provider of two-way radio products, systems and services as well as large integrated communication and information technology systems for business and government applications. • Presence -Motorola's sales force, combined with an extensive dealer and service center network, provides Motorola with over 7,000 points-of-presence worldwide, with solutions that cover a variety of commercial, government, and industrial communication needs. • Innovative Solutions -Motorola provides more than just enabling technology. Motorola works with customers from concept to installation while continuously upgrading solutions to bring rapid mobile intelligence to customer operations. Motorola is committed to helping customers navigate the rapidly changing landscape to make their organizations the best that they can be, now and in the future. • Established Resources and Processes -From our Customer Center for Solutions Integration (CCSi) and System Support Center (SSC), to our processes for site readiness, testing, and © MOTOROLA December 30, 2008 The information provided in this quote is provided for informational (or budgetary) purposes only and does not constitute an offer to sell or license any Motorola product. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested. EAGLE COUNTY BASIC SERVICES problem escalation, Motorola has made investments in facilities, people, and services to support project implementation and maintenance. Quality -Dedication to quality is a way of life at Motorola. The company's ongoing process of continuous improvement reaches out for change, refinement, and even revolution in pursuit of quality excellence as recognized through the Malcolm Baldrige Award in manufacturing for CGISS. Motorola was a recipient of the Baldrige Award in the award's inaugural year of 1988 and was again honored in November of 2002 by President George W. Bush and Commerce Secretary Don Evans. The Baldrige Award is the United State's premier award for performance excellence and quality achievement. Earning the Malcolm Baldrige National Quality Award acknowledges Motorola's CGISS' (Commercial, Government, and Industrial Solutions Sector) dedication to rigorous quality related processes and improvements over time. Motorola has been, and continues to be, the leading manufacturer and supplier of communications equipment and systems, both domestically and worldwide. COMMITTING TO YOUR SUCCESS... As a trusted solution provider for numerous cities and counties in a public safety role for many years, Motorola is prepared to assist Eagle County with its current communication infrastructure and dispatch needs. Supported by a Motorola services team dedicated to the success of the existing system and Motorola's responsive local services, Eagle County can be assured of the successful maintenances of its system. Motorola is committed to your success by: • Delivering total, integrated communications solutions that empower your organization. • Drawing on experience, skills, and an extensive portfolio of technologies, services, and capabilities to complete your project. • Meeting our commitments so that you can be confident we will provide the right solution for your organization. Your community is depending on your ability to get the right information to the right people, in the right place, at the right time. Motorola is committed to working with Eagle County to make that happen. Motorola looks forward to continuing our relationship with Eagle County and continuing to be a positive presence in the community for generations to come. © MOTOROLA December 30, 2008 The information provided in this quote is provided for informational (or budgetary) purposes only and does not constitute an offer to sell or license any Motorola product. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested. .5 EAGLE COUNTY BASIC SERVICES SYSTEM BUDGETARY QUOTE Motorola estimates the system solution and services will be within the following budgetary guidelines: Provider urrent Legacy Motorola Proposed ontract Servlces OnSite Infrastructure Response and Dispatch Services Infrastructure Repair with Advanced Replacement Services Technical Support Services SP-Microwave Local Infrastructure Repair Services SP-Local Repair with OnSit Responses Network Preventative Maintenance Local Radio Combo Package Total: $236,691.36 $245,552.40 © MOTOROLA December 30, 2008 The information provided in this quote is provided for informational (or budgetary) purposes only and does not constitute an offer to sell or license any Motorola product. This quote is not binding on Motorola and Motorola is making no representations, warranties, or commitments with respect to pricing, products, or terms and conditions, which would require more information and further detailed analysis of the requirements for which this quote is requested.