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HomeMy WebLinkAboutIII(H) Approval And Authorization For The Mayor And City Clerk To Execute The Service Maintenance Agreement Between Motorola Incorporated And The City Of Ocoee In An Amount Not To Exceed $21,335.16 For The Period Beginning October 1, 2002 And Ending Agenda 10-01-2002 O Item III H Mayor cotir Commissioners S. Scott Vandergrift R . :` Danny Howell, District 1 0 Scott Anderson, District 2 City Manager . . - Rusty Johnson, District 3 et„ NancyJ. Parker, District 4 Jim Gleason TO: The Honorable Mayor and Board of City Commissioners FROM: Steve Goclon, Acting Chief of Police AO DATE: September 11, 2002 SUBJECT: EXECUTION OF SERVICES AGREEMENT FOR MOTOROLA STAFF REPORT In November 1995, The Honorable Mayor and Board of City Commissioners authorized the purchase of the Motorola 800 MHz Radio system currently being utilized by the City in conjunction with Orange County's radio system from Motorola, Inc. Also purchased with the radio system was a service maintenance agreement. The current agreement expires September 30, 2002. Attached is the proposed Agreement which takes effect October 1, 2002 and continues until September 30, 2003. Included in the agreement is all the radio equipment currently owned by the City of Ocoee with the exception of the radio equipment purchased by the City for the Fire Department upon its return to the Ocoee Communications Dispatch section. The cost of the service agreement for the next 12 months is $1,777.93 per month for a total of $21,335.16. Comments and recommended changes, which were reviewed by Foley and Lardner,have been incorporated into this document. This is the exact service agreement that was executed by the City in July, 2002, allowing the agreement to run through September 30, 2002. The Service Agreement has been executed by Motorola, Inc. and is in the City Clerk's Office. RECOMMENDATION It is respectfully recommended that the Honorable Mayor and Board of City Commissioners authorize the Mayor and City Clerk to execute the Service Maintenance Agreement between Motorola Incorporated and the City of Ocoee, Florida in the amount not to exceed $21,33 . 6. Qn/ k)1 City of Ocoee • 150 N Lakeshore Drive•Ocoee,:Florida 34761 phone:(407)905-3100 • fax: (407)656-8504•www.ci.ocoee.il.us 0 MOTOROLA Ver.4.5 SERVICE AGREEMENT 1307 East Algonquin Road Agreement Order#: Schaumburg,IL 60196 (800)247-2346 Supersedes Agreement#(s): 315002872 Date: 8/30/2002 Required P.O.: / Company Name: City of Ocoee Police Department Customer#: 1000290619 Attn: Finance Department Bill to Tag#: 0002 Billing Address: 150 N.Lakeshore Drive Contract Start Date: 10/01/02 City, State, Zip: Ocoee,FL,34761 Contract Expiration Date: 09/30/03 Customer Contact: Tony Wilson Auto Renew. No Phone: 407-905-3123 Payment Cycle: Monthly Ext . Fax / Tax Exempt: Yes PO#: Qty Model/Option Description Monthly Ext Extended SVC01 SVC1423 Local Radio Support Service $ 745.69 $ 8,948.28 49 SVC366AA ENH:MCS2000 173 SVC368AA ENH:MTS2000 7 SVC512AB ENH:SPECTRA CONSOLE/t t 7 SVC369AA ENH:MTS2000 CONVERTACOM(N1671A) 8 SVC376AA ENH:MULTI UNIT CHARGER(current radio models) 51 SVC157AB ENH:Portable Remote Speaker Microphone SVC01 SVC1420 Local Infrastructure Repair Service $ 551.34 $ 6,616.08 1 Fixed Equipment 1 Smartzone Manager Terminal 3 CRT Consoles SVC964A Radio Support Center Services $ 480.90 $ 5,770.80 173 MTS2000 Portables 49 MCS2000 Mobiles 7 Spectra Consolletes Adclizonel teens,deriifasand=onsoftis SERVICE AGREEMENT are attached. SUBTOTAL-RECURRING SERVICES $ 1,777.93 $ 21,335.16 SUBTOTAL-ONE-TIME EVENT SERVICES $ SPECIAL INSTRUCTIONS-ATTACH STATEMENT OF WORK FOR PERFORMANCE TOTAL $ 1,777.93 $ 21,335.16 DEscalPrlor6 TAXES $0.00 $0.00 GRAND TOTAL $. 1,777.93 $ 21,335.16 I IS SERVICE ALCM-IS SUBJECT TO STATE&LOCAL TAXING JUR1SOIC ICMS,TO BE VERIFIED BY MOTOROLA SPC 4.5 SUBCONTRACTOR(S) CITY Release dit 30/02 AUTHORIZED CUSTOMER SIGNATURE TITLE DATE CUSTO INT N ME) 4 �61�Z Customer Support Manager M LA R ESENTATIV (SIGNATURE) TITLE DAT Luis R. Itr 407-323-6938 407-323-6938 MOTOROLA REPRESENTATIVE(PRINT NAME) PHONE FAX SPC 4.5 Release Date: 4/30/02 CITY OF OCOEE SIGNATURE PAGE APPROVED: ATTEST: CITY OF OCOEE, FLORIDA Jean Grafton, City Clerk S. Scott Vandergrift, Mayor DATE: (SEAL) FOR USE AND RELIANCE ONLY BY APPROVED BY THE OCOEE CITY THE CITY OF OCOEE, FLORIDA COMMISSION AT A MEETING HELD APPROVED AS TO FORM AND LEGALITY ON , 2002 this day of , 2002. UNDER AGENDA ITEM NO. FOLEY & LARDNER By: City Attorney iSolutions Service Agreement This iSolutions Service Agreement is entered into by and between Motorola, Inc. ("Motorola") and the customer named in this Agreement ("Customer"). Section 1 DEFINITIONS "Agreement" means this iSolutions Service Agreement and its Attachments, if any, which are attached hereto and incorporated herein by this reference. "Equipment" means the communication equipment that is specified in the Attachments or that is subsequently added to this Agreement. "Services(s)" means those installation, maintenance, repair, support, training, and other services referred to both herein and in the Attachments. Section 2 ACCEPTANCE Customer agrees to accept the terms of this Agreement and to pay the prices set forth herein. The terms and conditions set forth in this Agreement and in the Attachments will become binding only when accepted in writing by Motorola. The term of this Agreement will commence on the date specified in this Agreement, including any Attachments ("Start Date"). Section 3 SCOPE OF SERVICES 3.1. Motorola will provide the Services generally described in this Agreement. Certain Services may require more particular description or definition, or may require detailed Statement(s) of Work. If particular descriptions or detailed Statement(s) of Work are required, and are therefore attached to this Agreement, Motorola and Customer hereby agree to be bound by any additional terms included in those Attachments, which are fully incorporated in this Agreement as set forth in Section 1. 3.2. Motorola may also provide additional services ("Additional Services") at Customer's request. Such Additional Services will be billed at Motorola's then-applicable rates for such services. 3.3. If Motorola is providing Services for Equipment: (i) Motorola parts or parts of equal quality will be used; (ii) the Equipment will be Serviced at levels set forth in Motorola's product manuals; and, (iii) routine service procedures that are prescribed from time to time by Motorola for its products will be followed. 3.4. Any. equipment purchased by Customer from Motorola that is or becomes part of the same communications system as the Equipment covered under this Agreement ("Additional Equipment") will be automatically added to this Agreement and will be billed at the applicable rates after the warranty period has expired. 3.5. All Equipment must be in good working order on the Start Date or at the time the Equipment is added to the Agreement. Customer must provide a complete serial and model number list either prior to the Start Date or prior to the time that the Equipment is added to the Agreement. 3.6. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments. 3.7. 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 such Equipment will terminate at the end of the month in which Motorola receives suchwritten notice. 3.8. If Equipment cannot, in Motorola's opinion, be properly or economically serviced for any reason including excessive wear, unavailability of parts, the state of technology, or the practical feasibility of the scope of Services as specified in this Agreement, Motorola may, with customer concurrence: (i) modify the scope of Services related to such Equipment; (ii) remove such Equipment from the Agreement; or (iii) increase the price to Service such Equipment. ISolutions Service Agreement Rev.1/1/02(CSA formatted) 3.9. Customer must promptly notify Motorola directly 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 4 EXCLUDED SERVICES 4.1. Service does not include the repair or replacement of Equipment that has become defective or damaged due to physical or chemical misuse or abuse from causes such as lightning, power surges, or liquids. 4.2. Unless specifically included in this Agreement, Service does not include repair or maintenance of any transmission line, antenna, tower or tower lighting, duplexer, combiner, or multicoupler. Motorola has no obligation or responsibility for any transmission medium, such as telephone lines, computer networks,the intemet or the worldwide web, or for Equipment malfunction caused by such transmission medium. 4.3. Unless specifically included in this Agreement, Service does not include items that are consumed in the course of normal operation of the Equipment, such as, but not limited to, batteries, magnetic tapes, etc. • 4.4. Unless specifically set forth in this Agreement, Service does not include upgrading or reprogramming of Equipment; accessories, belt clips, battery chargers, custom or Special Products, modified units, or software. Motorola will provide reprogramming if the reprogramming is made necessary by Motorola's repair or replacement of Equipment. 4.5. Service does not include certification programs, software support, reprogramming of Software or modifications to Equipment related to assuring the correct processing, providing, or receiving of date data from, into, or between the year 1999 and the year 2000. Section 5 RIGHT TO SUBCONTRACT/ASSIGNMENT Motorola may assign its rights and obligations under this Agreement and may subcontract any portion of Motorola's performance called for by this Agreement, with customer concurrence. 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 agrees to provide Motorola, at no charge, a non-hazardous work environment with shelter, heat, light, and power and with full and free access to the Equipment. Waivers of liability from Motorola and/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 that enable Motorola to perform its obligations under this Agreement. Unless otherwise specified in this Agreement, the hours of Service will be hours of 8:30 a.m.to 4:30 p.m., excluding weekends and holidays. Section 7 CONTACT Customer will provide Motorola with designated points of contact (list of names and phone numbers) that will be manned 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 specifically set forth 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 undisputed invoice in U.S. dollars within twenty (20) days of the invoice date. Customer agrees to reimburse Motorola for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments levied as a result of Services rendered under this Agreement (except income, profit, and franchise taxes of Motorola) by any governmental entity. (Solutions Service Agreement Rev.1/1/02(CSA formatted) 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 following completion of those Services. 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, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Section 10 CERTIFICATION DISCLAIMER Motorola specifically disclaims all certifications regarding the manner in which Motorola conducts its business or performs its obligations under this Agreement, unless such certifications have been expressly accepted and signed by a Motorola authorized signatory. Section 11 DEFAULT/TERMINATION 11.1. In the event that any undisputed sum of money owed by Customer is not paid when due and remains unpaid for a period of thirty (30) days after receipt by Customer of written notice of such delinquency, Motorola may terminate this Agreement effective upon seven (7) days written notice. If either party defaults in the performance of any of its obligations set forth in this Agreement and the default remains uncured for a period of thirty (30) days after receipt by such party of written notice from the other party detailing the specific contractual obligation and the nature of the default thereunder, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon the giving of notice in writing to the defaulting party. 11.2. Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including but not limited to payments which may be due and owing at the time of termination. Upon the effective date of termination, Motorola will have no further obligation to provide Services. 11.3. All undisputed sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Section 12 LIMITATION OF LIABILITY Notwithstanding any other provision, except for personal injury or death, Motorola's total liability for losses, whether for breach of contract, negligence, warranty, or strict liability in tort, is limited to the price of the previous twelve months of Services provided under this Agreement. IN NO EVENT WILL MOTOROLA BE LIABLE FOR LOSS OF USE, LOSS OF TIME, INCONVENIENCE, LIQUIDATED DAMAGES, COMMERCIAL LOSS, LOST PROFITS OR SAVINGS, OR OTHER INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. Section 13 EXCLUSIVE TERMS AND CONDITIONS • 13.1. Customer acknowledges that this Agreement supersedes all prior and concurrent agreements and understandings, whether written or oral, related to the Services performed. Neither the Agreement nor the Attachments may be altered, amended, or modified except by a written agreement signed by authorized representatives of both parties. 13.2. In the event of a conflict between the main body of this Agreement and any Attachments, the main body of this Agreement will take precedence, unless the Attachment specifically states otherwise. 13.3. Customer agrees to reference this Agreement on any purchase order(s) issued in furtherance of this Agreement. Neither party shall be bound by any terms contained in Customer's purchase order(s), acknowledgements or other writings unless: (i) such purchase order(s), acknowledgements or other writings (Solutions Service Agreement Rev.1/1/02(CSA formatted) specifically refer to,this Agreement; (ii) clearly indicate the intention of both parties to override and modify this Agreement; and (iii) such purchase order(s), acknowledgements or other writings are signed by duly authorized representatives of both parties. Section 14 PROPRIETARY INFORMATION; CONFIDENTIALITY 14.1. 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 to the extent permitted by applicable law, and will be promptly returned at Motorola's request. Customer may not disclose, without Motorola's written permission,.or as required by law, any such information or data to any person, or use such information or data itself for any purpose other than performing its obligations under this Agreement. The obligations set forth in this Section will survive the cancellation, termination, or completion of this Agreement. 14.2. 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. Section 15 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 such agencies. Neither Motorola nor any of its employees is an agent or representative of Customer in any governmental matters. Section 16 OWNERSHIP OF INTELLECTUAL PROPERTY This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright, trade secret, or other intellectual property including any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement. Section 17 COVENANT NOT TO EMPLOY During the term of this Agreement, and continuing for a period of two years thereafter, Customer agrees not to hire, nor to engage on contract, nor to solicit the employment of, nor to recommend employment to any third party of any Motorola employee or Motorola subcontractor with whom there is contact during an assignment under this Agreement, without the prior, written authorization of Motorola. If, at any time, this provision is found to be overly broad under the laws of the applicable jurisdiction, this provision shall be modified as necessary to conform to such laws rather than be stricken herefrom. This provision shall not apply to customer's public announcement of job openings and its employment engagements resulting therefrom. Section 18 MATERIALS,TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will safeguard all such property while it is in Customer's custody or control, be liable for any loss or damage to such property, and return it to Motorola upon request. Such 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 19 GENERAL TERMS 19.1. If any court renders any portion of this Agreement unenforceable, the remaining terms will continue in full force and effect upon reasonable advance notice. (Solutions Service Agreement Rev.1/1/02(CSA formatted) 19.2. This Agreement and the rights and duties of the parties will be governed and interpreted in accordance with the laws of the State of Illinois. 19.3. Failure to exercise any right will not operate as a waiver of that right, power, or privilege. 19.4. - Neither party is liable for delays or lack of performance resulting from any causes such as strikes, material shortages, or acts of God that are beyond that party's reasonable control. 19.5. Except for money due upon an open account, no action may be brought for any breach of this Agreement more than two (2) years after the accrual of such cause of action. 19.6 If Motorola provides Services after the termination or expiration of this Agreement, the terms and conditions and any prices in effect at the time of the termination or expiration will apply to those Services [Solutions Service Agreement Rev.1/1/02(CSA formatted) QMOTOROLA Statement of Work Definitions There may be additional terms defined in this list that do not apply to the SOWs attached. Terms in this list that are not specifically used in the attached SOWs should be disregarded. 1.0 Definitions Capitalized terms used in this Statement of Work and not otherwise defined within the Statement of Work, Communications System Agreement or other applicable Agreement have the following meanings: 1.1 Box Unit Test:Unit is tested in a fixture that simulates the functions for which it was designed, engineered,or manufactured to insure that it meets manufacturer specifications. 1.2 Case:Electronic tracking document for requests for service through the System Support Center. 1.3 Components:Motorola new or refurbished parts of equal quality. 1.4 Configuration Change Support: A change in a user-defined parameter.which may include,but is not limited to,a change in the placement of a dispatch console talkgroup window.Fleetmapping is not considered included in Configuration Change Support. 1.5 Continuously: Seven(7)days per week,twenty four(24)hours a day,three hundred sixty five (365)days a year including holidays. 1.6 Core Release:A new version of Software that adds Standard Features and major enhancements. These new versions are signified by changes to the first digit of the version identifier number(e.g. SmartZone 2.0.3 to SmartZone 3.0). 1.7 Customer:The end-user Customer as identified in the Communications System Agreement, Service Agreement or other applicable Agreement. 1.8 Customer Support Plan:A document mutually developed by Motorola and the Customer that provides information about the Customer and the System and describes the specific processes by which Motorola will deliver and the Customer will receive the services promised under this Statement of Work. 1.9 Enhancement Release:A superseding issue of Software,which adds to,improves,or enhances the performance of Standard Features contained in the then currently shipping Software version. These releases are signified by changes to the second digit of the version identifier number(e.g. SmartZone 3.1 to SmartZone 3.2). 1.10 Equipment:The equipment specified in the Equipment List as set forth in the Communications System Agreement, Service Agreement or other applicable Agreement,including any additions to the Equipment List during the Warranty Period. 1.11 Enhanced System Support(ESS)Period:The 12 month period commencing at the start of the Warranty Period for Equipment and Software as defined by the Communications System Agreement. 1.12 Event:An alarm or informational notification received by Motorola through the Network Management tools. 1.13 Federal Technical Center:A Motorola facility located in Lanham,Maryland,the purpose of which is to serve as Motorola's centralized location for radio repair for Federal Customers. 1.14 Firmware: Software in object code form that is implanted or embedded in hardware. 1.15 Infrastructure:The fixed Equipment excluding mobiles,portables,and accessories. 1.16 Maintenance:The process for determining the cause of Equipment failure,removing,repairing,or replacing parts or elements necessary in order to conform the Equipment with the manufacturer's specifications along with system specific specifications,delivering and reinstalling the parts,and placing the Equipment back into operation. 1.17 Motorola Software: Software whose copyright is owned by Motorola. 1.18 Radio Support Center:A Motorola facility located in Rockford,Illinois,the purpose of which is to serve as Motorola's centralized location for radio repair. Definitions Page 1 of 2 Approved by Motorola Contracts&Compliance Q MOTOROLA 1.19 Response: Response times are defined as when a technician, a remote systems technologist or a remote network specialist is actively working the technical issue,remotely or on-site,as determined by Motorola. 1.20 Restore/Restoration:The effort required to bring Equipment to the level for which it was designed, engineered and adjusted for performance in accordance with the manufacturer's published specifications,although such Equipment may not necessarily be malfunctioning. 1.21 Servicer: a Motorola Authorized Service Station or Motorola Field Service personnel. 1.22 Software: Includes Motorola and any non-Motorola Software that may be furnished with the Communications System. 1.23 Standard Business Day: Monday through Friday, 8:30 a.m. to 4:30 p.m.,local time,excluding Motorola holidays. 1.24 Standard Feature:A software functionality for components of Customer's System that is available to Customer in the standard software release. 1.25 Start Date:Effective start date as listed on the Service Agreement or other applicable Agreement. 1.26 System: System is the communications system as defined in the Communications System Agreement or other applicable Agreement. 1.27 System Acceptance:Unless otherwise defined in the Communications System Agreement, the date upon which Motorola has successfully completed all of the System tests as described in the acceptance test plan. 1.28 System Support Center: a Motorola facility located in Schaumburg,Illinois,the purpose of which is to serve as Motorola's centralized system support facility to compliment the field support resources. The System Support Center is hereinafter referred to as the"SSC." 1.29 System Test: Unit is tested in a Motorola manufactured system of similar type from which the unit was designed to test all functionality of the unit to insure that it meets manufacturer specifications. 1.30 Systemic: A software/hardware product defect related to or affecting the designed system operation. 1.31 Technical Support Operations:A centralized telephone support help desk that provides technical support for Motorola customers' who have purchased Commercial Government and Industrial Solutions Sector(CGISS)products or have a contract for technical support. 1.32 Work Flow:A step-by-step process including instruction or direction for routing,handling,and processing information at a given agency. Definitions Page 2 of 2 Approved by Motorola Contracts& Compliance 11/14/01 © MOTOROLA Statement of Work, Local Radio Support 1.0 Description of Service Local Radio Support provides an operational check of Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached An operational check is an analysis of the Equipment to identify external or internal defects. If the Equipment has an external defect,or can be Restored without opening the radio case,the Equipment will be Restored and returned to Customer. If the Equipment has an internal defect,or is not serviceable without opening the radio case,then the Equipment will require additional service not described in this Statement of Work. In addition to Equipment specifically named in the applicable Agreement to which this Statement of Work is attached,Local Radio Combo Package 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;MEN accessories;MIEN mobile microphones;portable remote speaker microphones;optional or additional control heads;mobile external speakers;single unit portable chargers;batteries,mobile antennas;portable antennas;and mobile power and antenna cables. The terms and conditions of this Statement of Work(SOW)are an integral part of the Motorola Service Agreement or other applicable Agreement to which it is attached and made a part thereof by this reference. If there are any inconsistencies between the provisions of this SOW and the provisions of the Service or other applicable Agreement,the provisions of the Agreement shall prevail. 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 Equipment to determine the nature of the problem. 2.3. Remove/reinstall mobile or data Equipment from/to vehicle as needed for servicing. 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. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Local Radio Support service to Customer. Local Radio Support Approved by Motorola Contracts&Compliance 8/1/01 Page 1 of 1 422) MOTOROLA Statement of Work Local Infrastructure Repair 1.0 Description of Services Local Infrastructure Repair provides repair service of Equipment named on the Customer Equipment list by the Servicer. At the Servicer's discretion and responsibility,Equipment may be sent to Motorola,original equipment manufacturer,or other facility for repair. The terms and conditions of this Statement of Work(SOW) are an integral part of the Motorola Service Agreement or other applicable Agreement to which it is attached and made a part thereof by this reference. If there are any inconsistencies between the provisions of this SOW and the provisions of the Service or other applicable Agreement,the provisions of the Agreement shall prevail. 2.0 Motorola has the following responsibilities: 2.1. Repair Equipment at the Servicer facility or Customer location to be determined by Motorola. Servicer is responsible for travel costs to a Customer location to repair Equipment. 2.2. Perform the following on Motorola Equipment: 2.2.1. Perform an operational check on the Equipment to determine the nature of the problem. 2.2.2. Replace malfunctioning Components with new or reconditioned assemblies. 2.2.3. Verify that Motorola Equipment is returned to Motorola manufactured specifications. 2.3. Provide the following service on third party Infrastructure 2.3.1. Perform diagnostic on select third party Infrastructure to determine whether there is an Equipment malfunction. If no malfunction is found,Equipment with no trouble found(NTF)will not be sent to third party vendor for repair. 2.3.2.If a malfunction is found,ship select third party Infrastructure to the original equipment manufacturer or third party vendor for repair service. 2.3.3. Coordinate and track third-party Infrastructure Equipment sent to the original equipment manufacturer or third party vendor for service. 2.4. Reprogram Equipment to return Equipment to original operating parameters based on templates provided by Customer. If the Customer template is not provided or is not reasonably usable,a generic template will be used which will be provided by Servicer. 2.5. Notify the Customer upon completion of repair. 2.6. Properly package,return ship or hand deliver Equipment to the Customer specified address. Servicer will pay return shipping charges,if being sent via overnight carrier. 3.0 Customer has the following responsibilities: 3.1. Contact Servicer and provide the following information: 3.1.1.Provide customer name,address of site location,and symptom of problem 3.1.2.Provide model description,model number,serial number,and type of System and Firmware version, if known. 3.2. Maintain and/or store backups of all applicable Software applications and Firmware for reloading,if necessary by Servicer,after repair service is completed. 3.3. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide Local Infrastructure Repair services to Customer. Local Infrastructure Repair Approved by Motorola Contracts&Compliance 4/15/02 Page 1 of 1 © MOTOROLA Statement of Work Radio Support Center Services 1.0 Description Radio Support provides board level service for the Equipment that is specifically named in the applicable Agreement to which this Statement of Work(SOW)is attached or any of the Agreement's subsequent revisions. Services are performed at the designated Motorola facility. In addition to Equipment specifically named in the applicable Agreement to which this Statement of Work is attached,Radio Support includes service on standard palm microphones and single mobile control heads provided that they are required for normal operation of the Equipment and are included at the point of manufacture. Additional mobile control heads are covered only with purchase of the applicable service option. Radio Support excludes repairs to:optional accessories;non-standard mobile microphones;iDEN accessories; iDEN mobile microphones;portable remote speaker microphones;optional or additional control heads;mobile external speakers;single and multiple unit portable chargers;batteries;mobile power and antenna cables; mobile antennas;portable antennas,and power supplies. New Equipment purchases will only be added upon Customer request. The terms and conditions of this Statement of Work are an integral part of the Motorola Service Agreement or other applicable Agreement to which it is attached and made a part thereof by this reference. If there are any inconsistencies between the provisions of the Motorola Service Agreement or other applicable Agreement and this SOW,the provisions of this Statement of Work shall prevail. 2.0 Motorola has the following responsibilities: 2.1 Test and Restore the Equipment to Motorola factory specifications. 2.2 Reprogram Equipment to original operating parameters based on the Customer template,if retrievable, or from a Customer supplied backup diskette. If the Customer template is not 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. 2.3 Clean external housing of the Equipment 2.4 Pay the outbound freight charges for next day shipping. 2.5 Pay the inbound freight charges only if the Customer uses the Motorola designated delivery service. 2.6 Provide Customer with the Motorola repair request form and inventory adjustment form. 2.7 Process inventory adjustment requests received by fax or email from Customer. If the request is received by email,Motorola will email an acknowledgement to the sender. 2.8 If applicable,notify Customer of changes in Motorola designated inventory adjustment email address or fax number. 3.0 Customer has the following Responsibilities: 3.1 Utili7.e the Motorola designated delivery service program for inbound shipping. 3.2 Pay freight insurance charges for declared values in excess of$100 on inbound shipments. 3.3 Complete a Motorola repair request form and submit it with each unit of Equipment sent in for service. Mobile control heads or accessory items sent in must reference the serial number of the main unit 3.4 If desired,supply Motorola with a 3.5"backup diskette with the Software template or programming in order to assist in returning the Equipment to original operating parameters. This step must be completed for Equipment that will not power up. If applicable,record the current flashcode for each radio. 3.5 If Motorola must lltili7e a generic template to Restore Equipment to operating condition,Customer is responsible for any programming required to Restore Equipment to desired parameters. Complete a copy of the Motorola inventory adjustment form OAF)for Equipment additions or deletions and submit it to Motorola. Radio Support Center Services Page 1 of 1