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HomeMy WebLinkAboutItem #02 Approval of Motorola Service Agreement AGENDA ITEM COVER SHEET Meeting Date: December 16, 2008 Item # 2. Contact Name: Contact Number: Steve Goclon X 3021 Reviewed By: Department Director: City Manager: Background Summary: The City of Ocoee maintains an annual radio service/maintenance agreement with Motorola, Inc. to service its 800 MHz radio system. The most recent agreement expired as of September 30, 2008. Attached is the proposed agreement that takes effect October 1,2008 through September 30, 2009. Issue: Should the Honorable Mayor and Board of City Commissioners authorize the Mayor and City Clerk to execute the Service Agreement between Motorola Incorporated and the City of Ocoee, Florida in the amount of $31,457.767 Recommendations It is respectfully recommended that the Honorable Mayor and Board of City Commissioners authorize the Mayor and City Clerk to execute the Service Agreement between Motorola Incorporated and the City of Ocoee, Florida in the amount of$31,457.76. Attachments: Agreement (hyperlinked) Financial Impact: The agreement will cost $31,457.76 (payable in monthly payments). $86,000.00 is budgeted in the FY 2008- 2009 budget for Equipment Maintenance Contracts (001-521-4606). Type of Item: (please mark with an "x'J Public Hearing Ordinance First Reading Ordinance Second Reading Resolution X Commission Approval Discussion & Direction ~ Original Document/Contract Attached for Execution by City Clerk _ Original Document/Contract Held by Department for Execution Reviewed by City Attorney Reviewed by Finance Dept. Reviewed by 0 10-23-~~ N/A N/A N/A City Manag-er Robert Frank Commissioners Garv Hood. District 1 Scott Anderson. District 2 Rustv Johnson. District 3 Joel Keller. District 4 Mavor S. Scott Vandere:rift STAFF REPORT TO: The Honorable Mayor and City Commissioners FROM: Charles J. Brown, Police Chief DATE: December 8, 2008 RE: Motorola Radio Service Agreement FY 2008/2009 ISSUE Should the Honorable Mayor and Board of City Commissioners authorize the Mayor and City Clerk to execute the Service Agreement between Motorola Incorporated and the City of Ocoee, Florida in the amount of $31,457.76? BACKGROUND/DISCUSSION 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 most recent agreement expired as of September 30, 2008. Attached is the proposed agreement that takes effect October 1,2008 through September 30, 2009. Included in the agreement is all covered radio equipment currently owned by the City of Ocoee with the exception of the radio equipment purchased by the City for the Fire Department. The cost of the service agreement for the next 12 months is $31,457.76 (payable in monthly payments). Last year's agreement was $28,352.04. $86,000.00 was budgeted in the FY 2008-2009 budget for Equipment Maintenance Contracts. Foley and Lardner has reviewed and approved the proposed service agreement. 1 (I MOTOROLA SERVICE AGREEMENT Attn: National Service Support 1309 East Algonquin Road Schaumburg, IL 60196 (800) 247-2346 Contract Number: S00001003648 Contract Modifier: RN03-JUL-08 05:09:58 Supercedes Agreement(s): Date: 08/28/2008 Company Name: OCOEE POLICE DEPT, CITY OF Attn: Billing Address: 150 N Lakeshore Dr City, State, Zip: Ocoee, FL 34761 Customer Contact: Phone: Fax: Required P.O.: No Customer #: 1000290619 Bill to Tag #: 0002 Contract Start Date: 10/01/2008 Contract End Date: 09/30/2009 Anniversary Day: Sep 30th Payment Cycle: MONTHLY Tax Exempt: Exempt From All Taxes PO#: Qty Model/ODtion Description Monthlv Ext Extended ***** Recurring Services ***** SVC01SVC1220C RADIO REPAIR SERVICE $ 613.06 $ 7,356.72 19 SVC27 AA ENH: XTS5000 118 SVC469AA ENH: RADIO REPAIR MTS2000 62 SVC467 AA ENH: RADIO REPAIR MCS2000 4 SVC512AA ENH: RADIO REPAIR SPECTRA CONSOLETT !SVC01SVC1420C I SP - LOCAL INFRASTRUCTURE REPAIR I $ 512.82\ $ 6,153.84 1 CLASSIC CRT CONSOLE ISVCO 1 SVC 1422C I LOCAL RADIO COMBO PACKAGE I $ 416.64\ $ 4,999.6E 62 SVC157AC ENH: REMOTE SPEAKER MICROPHONE SVC01SVC1423C LOCAL RADIO SUPPORT SERVICE $ 668.96 $ 8,027.52 4 SVC512AB ENH: LRS SPECTRA CONSOLETTE 5 SVC376AA ENH: LRS MUL TI UNIT CHARGERS 62 SVC366AA ENH: LRS MCS2000 118 SVC368AA ENH: LRS MTS2000 19 SVC27 AB ENH: XTS5000 SVCO 1 SVC 1424C ONSITE INFRASTRUCTURE RESPONSE WITH LOCAL $ 410.00 $ 4,920.00 DISPATCH SERVICE 4 SVC220AD OPERA TOR POSITIONS 1 SVC992AA DISPA TCH CENTER LOCA TlON 1 SVC993AA CENTRAL ELECTRONICS BANKS (CEB) I I SPECIAL INSTRUCTIONS - ATTACH STATEMENT OF WORK FOR Subtotal - RecurrinQ Services $ 2,621.48 $ 31,457.76 PERFORMANCE DESCRIPTIONS Subtotal - One-Time Event $.00 $ .00 Services Total $2,621.48 $31,457.76 Taxes - - Grand Total $ 2,621.48 $ 31,457.76 THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING JURISDICTIONS WHERE APPLICABLE, TO BE VERIFIED BY MOTOROLA. Subcontractor(s) City State RADIO SUPPORT CENTER ELGIN IL WIRELESS TECHNOLOGY ORLANDO FL EQUIPMENT COMPANY INC WIRELESS TECHNOLOGY ORLANDO FL EQUIPMENT COMPANY INC WIRELESS TECHNOLOGY ORLANDO FL EQUIPMENT COMPANY INC WIRELESS TECHNOLOGY ORLANDO FL EQUIPMENT COMPANY INC I received 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 MOTOROLA REPRESENTATIVE (PRINT NAME) PHONE FAX SERVICE TERMS AND CONDITIONS Motorola, Inc., through its Commercial, Government, and Industrial Solutions Sector ("Motorola"), and the customer named in this Agreement ("Customer"), hereby agree as follows: Section 1 APPLICABILITY These Service Terms and Conditions apply to service contracts whereby Motorola agrees to provide to Customer either (I) maintenance, support and/or other services under a Motorola Service Agreement, or (2) installation services under a Motorola Installation Agreement. Section 2 DEFINITIONS AND INTERPRETATION "Agreement" means these Service Tenns and Conditions; the cover page for the Service Agreement; and any other attachments, all of which are incorporated herein by this reference. ]n interpreting this Agreement and resolving any ambiguities, these Service Terms and Conditions will take precedence over any cover page, and the cover page will take precedence over any attachments, unless the cover page or attachment specifically states otherwise. "Equipment" means the communication equipment that is specified in the attachments or is subsequently added to this Agreement. "Services" means those installation, maintenance, support, training, and other services described in this Agreement. Section 3 ACCEPTANCE Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement will become binding only when accepted in writing by Motorola. The tenn of this Agreement will begin on the "Start Date" indicated in this Agreement. Section 4 SCOPE OF SERVICES 4.1 Motorola will provide the Services described in this Agreement or in a more detailed Statement of Work or other attachment. At Customer's request, Motorola may also provide additional services at Motorola's then-applicable rates for such 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 such additional equipment expires. 4.4 All Equipment must be in good working order on the Start Date or when additional equiprnent 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 such Equipment will tenninate at the end of the month in which Motorola receives such written notice. 4.5 Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments. ORLA_390734.1 4.6 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 practical infeasibility, Motorola may modify the scope of Services related to such Equipment; remove such Equipment from the Agreement; or increase the price to Service such Equipment. 4.7 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 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; or accident, liquids, power surges, neglect, acts of God or other force majeure events. 5.2 Unless specifically included in this Agreement, Service excludes items that are consumed in the nonnal operation of the Equipment, such as batteries, magnetic tapes, etc.; upgrading or reprogramming Equipment; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line, antenna, microwave equiprnent, tower or tower lighting, duplexer, combiner, or multicoupler. Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web, or for Equipment malfunction caused by such transmission medium. Section 6 TIME AND PLACE OF SERVICE Service will be provided at the location specified in this Agreement. When Motorola performs service at Customer's location, Customer will provide Motorola, at no charge, a non-hazardous work environment with adequate shelter, heat, light, and power and with full and free access to the Equipment. Waivers of liability from Motorola or its subcontractors will not be imposed as a site access requirement. Customer will provide all information pertaining to the hardware and software elements of any system with which the Equipment is interfacing so that Motorola may perform its Services. Unless otherwise stated in this Agreement, the hours of Service will be 8:30 a.m. to 4:30 p.m., local time, excluding weekends and holidays. Unless otherwise stated in this Agreement, the price for the Services exclude any charges or expenses associated with helicopter or other unusual access requirements; if these charges or expenses are reasonably incurred by Motorola in rendering the Services, Customer agrees to reimburse Motorola for such 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 specifically stated in this Agreement, Motorola will invoice Customer in advance for each payment period. AU 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 2 ORLA_39D734.1 assessments 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 following completion of those Services. In the event of a breach of this warranty, Customer's sole remedy is to require Motorola to re-perfonn the non-conforming Service or to refund, on a pro-rata basis, the fees paid for the non-conforming Service. MOTOROLA DISCLAIMS ALL OTIIER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Section 10 DEF AULTffERMINA TION 10.1 If either party defaults in the performance of this Agreernent, the other party will give to the defaulting party a written and detailed notice of the default. The defaulting party will have thirty (30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan approval. If the non-performing party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party. 10.2 Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including payments which may be due and owing at the time of termination. All undisputed sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of termination, Motorola will have no further obligation to provide Services. Section 11 LIMITATION OF LIABILITY This limitation of liability provision shall apply notwithstanding any contrary provISIon in this Agreement. Except for personal injury or death, each party'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 the previous twelve (12) rnonths of Service provided under this Agreement. ALTHOUGH TIIE PARTIES ACKNOWLEDGE THE POSSffiILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT TO THE FULL EXTENT SUCH DAMAGES MAYBE DISCLAIMED BY LAW, NEITHER PARTY 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 TIDS AGREEMENT. Except for money due upon an open account, no action may be brought for a breach of this Agreement more than one (I) year after the accrual of such cause of action. This limitation of liability will survive the expiration or termination of this Agreement. 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 representationsnconcerning 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. 3 ORLA_3907:>41 12.2 Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement, however, an inadvertent omission of the reference to this Agreement shall not affect its applicability. In no event shall either party be bound by any terms contained in a Customer purchase order, acknowledgement, or other writings unless: (i) such purchase order, acknowledgement, or other writings specifically refer to this Agreement; (ii) clearly indicate the intention of both parties to override and modify this Agreement; and (iii) such purchase order, acknowledgement, or other writings are signed by authorized representatives of both parties. Section 13 PROPRIETARY INFORMA nON; 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 to the extent permitted bv 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 expiration or termination of this Agreement. 13.2 Unless otherwise agreed in writing, no business 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 its confidential and proprietary information, including cost and pricing data, to Customer. 13.3 This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright, trade secret, or other intellectual property including any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement. Section 14 FCC LICENSES AND OTHER AUTHORIZATIONS Customer is solely responsible for obtaining licenses or other authorizations required by the Federal Communications Commission or any other federal, state, or local government agency and for complying with all rules and regulations required by such agencies. Neither Motorola nor any of its ernployees is an agent or representative of Customer in any governmental matters. Section 15 COVENANTNOTTOE~LOY During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola or its subcontractors without the prior written authorization of Motorola. This provision applies only to those employees of Motorola or its subcontractors who are responsible for rendering services under this Agreement. If this provision is found to be overly broad under applicable law, it shall be modified as necessary to conform to such law. This provision shall not apply to Customer's announcement of lob openings and its emplovrnent engagements resulting therefrom. Section 16 MATERIALS, TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will 4 ORLA._3907341 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 upon reasonable advance notice to Customer. 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 customer is located. 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 such as strikes, material shortages, or acts of God that are beyond that party's reasonable control. 17.5 Motorola may assign its rights and obligations, and may subcontract any portion of its performance, under this Agreement with Customer's concurrence. 17.6 THlS AGREEMENT WlLL RENEW, FOR AN ADDITIONAL ONE (1) YEAR TERM, ON EVERY ANNNERSARY OF THE START DATE UNLESS EITHER THE COVER PAGE SPECIFICALLY STATES A CONTRACT END DATE OR ONE PARTY NOTIFIES THE OTHER IN WRJTING OF ITS INTENTION TO DISCONTINUE THE AGREEMENT NOT LESS THAN THIRTY (30) DAYS OF THAT ANNNERSARY 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 such services on a time and materials basis at Motorola's then effective hourly rates. 5 ORLA_390734.1 G MOTOROLA Statement of Work Definitions ] .0 Definitions These defined tcmlS might not apply to every Statement of Work. Capitalized terms below and not otherwise defined ~ithin the Statement of Work. or in the Communications System Agreement or other applicable agreement (collectively, "Agreement") bave 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. 12 Case: Electronic tracking document for requests for service through the System Support Center. I.:; Case Status: Identifier of me statuS of a Case from beginning to end. 1.4 Component(s}: Motorola new or refurbished pans of equal quality. 1,5 Configuration Change Support: A change in a user-denned parameter, which may include a change in the placement of a dispatch console talkgroup window. Fleetmapping is not included in Configuration Change Support. \.6 Connectivity: Establishment of remote accesS to the System via dial up or fIXed dedicated links. 1.7 Continuously/Continuous: Seven (7) days per week, ty,'enty-four (24) hours a day, including holidays. L.8 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 2.0J to SmanZone 3.0). 1.9 Customer: The end-user Customer as identified in the Agreement. \.10 Customer Support Plan: A document mutually developed by Motorola and the Customer that provides infonnation about the Customer and the System and describes the specific processes by which Motorola will deliver and the Customer will reteive the services described in this Statement of Work. I. \ I Elements: Those device types present on the Customer's System whose status may be communicated to the SSC. 1.12 Enhancement Release: A superseding issue of Software, which adds to, improves, or enhances the performance of Standard Features contained in the then cum::ntly shipping Software version. These releases are signified by changes to the second di1it ofthe version identifier number (e.g. SmartZone 3.1 to SmartZone 3,2). 1.1:; Equipment: The equipment specified in the Equipment List as set forth in the Agreement, including any additions to the Equipment List during the Warranty Period. 1.14 Enhanced System Support (ESS) Period: The 12 month period commencing at the stan of the Warranty Period for Equipment and Software as defmed by the Agreement. 1.15 Event: An alarm or informational notification received by Motorola through the Network Management tools. 1.16 Feature: A Software functionality 1.17 Federal Technical Center: A Motorola facility located in Lanham, Maryland. the purpose of which is to serve as Motorola's centralized location for radio repair for United States Federal Government Customers. \ .18 Finnware: Software in object code form that is implanted or embedded in hardware. 1.19 FRU: Field Replaceable Unit, t}-pically a board or module, contained within the Infrastructure. 1.20 InfrastrUcture: The fIXed Equipment excluding mobiles, parables, and accessories. 1.21 lnfrastrUcture Depot Operations (100): A Motorola facility located in Elgin, Illinois, the purpose of which is to serve as Motorola's centralized location for infrastrUcture repair. Page I of3 Definitions Approved by Motorola Conlracts & Compliance - 04/30104 \ . MOTOROLA 1.22 ISD: The Integrated Solutions Division of Motorola's Commercial, Government, and Industrial Solutions Sector, including Motorola's affiliated company, Printrak International, Incorporated C"Printrak "). 1.23 Loaner: infrastructure that is owned by Motorola and serves as a temporary replacement while the Customer's Infrastructure is being repaired. 1.24 Maintenance: The process for determining the cause of Equipment failure, removing, repairing. or replacing Componects necessary to conform the Equipment with the manufacrurer's specifications along with system-specific specifications, delivering and reinstalling the Components" and placing the Equipment back into operation. 1.25 Motorola Software: Software whose copyright is owned by Motorola or its affiliated company. 1.26 Non-Motorola Software: Software whose copyright is owned by a party other than Motorola or its affiliated company. 127 Notification: The point in time when the Customer contacts Motorola and requests service. 1.28 Optional Feature: An additional Feature issued with a Core Release that is available to Customer at additional cost. 1.29 Radio Support Center (RSC): A Motorola facility located in Elgin, Illinois, the purpose of which is to serve as Motorola's centralized location for radio repair. 1.30 Response: The event when a technician, a remote systems technologist or a remote network. specialist begins actively to work on the technical issue, remotely or on-site, as determined by Motorola. 1.31 RestorelReslorationlRestoral: The effort required to bring Equipment to the level for which it was designed. engineered and adjusted for performance in accordance with the manufacwrer's published specifications. although such Equipment may not necessarily be malfunctioning. 1.32 Servicer: A Motorola Authorized Service Station or Motorola Field Service personnel. 1.33 Severity Level: The degree ofadversc impact of an issue or Event 1.34 Software: The software furnished with the System, including any Motorola Softv.-are and Non- Motorola Software. 1.35 Software License Agreement: The agreement or ponion of an agreement pursuant [0 which Motorola licenses Software to Customer, including Core Releases and Enhancement Releases. 1.36 Special Product Feature: A Feature that is specially developed for Customer and which contains a functionality that is unique to Customer. 1.37 Standard Business Day: Monday through Friday, 8:30 a.m. to 4:30 p.m., local time, excluding Motorola holidays. 1.38 Standard Feature: A software functionality for components of Customer's System that is available to Customer in the standard software release. 1.39 Start Date: Effective stan date as listed on the Agreement. 1.40 System: The communications system as defmed in the Communications System Agreement or other applicable Agreement. 1.41 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. 1.42 System Support Center (SSC): A Motorola facility located in Schaumburg, Illinois, the purpose of which is to serve as Motorola's centralized system suppon facility to compliment the field support resources. 1.43 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. 1.44 Systemic: A recurring Software or hardware defect that significantly affects the operation of the Svstem. 1.45 Technical Support Operations (TSO); A centralized telephone support help desk that provides technical support for Motorola customers who have purchased products from Motorola (Commercial Government and Industrial Solutions Sector) or who have a contract for technical support services. ( Defmitions Appruved by Motorola Contracts & Compliance - 04/30104 Page 2 of 3 o MOTOROLA 1 .45 Vendor: Any manufacturer or third party that services or repairs Infrastructure or subscriber equipment. 1.47 Verification: Contacting the appropriate designated person to verify the System is operational (original problem resolved) and closing the Case. 1.48 Work-around: A change in the followed procedures or data supplied by Vendor to avoid error without substantially impairing use of the Equipment. 1.49 Work Flow: A step-by-step process including instruction or direction for routing, handling, and processing information at a given agency. Page 3 on Definitions Approved by Motorola Contracts &: Complia17ce - 04130/04 \ " MOTOROLA Statement of Work Radio Repair 1.0 Description Radio Repair provides component level service for the Equipment lhat is specifically named in the applicable agreement to whicb this Statement of Work (SOW) is attacbed or any of the agreement's subsequent revisions. Services are performed at the Radio Suppon Center (RSC) or Federal Technical Support Center. In addition to Equipment specifically named in the applicable agreement to which this Statement of Work is attached, Radio Repair includes service on standard mobile 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 Repair 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. Optional accessories are serviced individually and arc not part of the Radio Repair. Engraving service is not covered under standard Radio Repair. Ncw Equipmcnt purchases will only be added upon Customer request. The 1enns and conditions ofthis Statement ofWorle are an integral part oftbe Motorola service agreement or other applicable agreement to which it is attached and made a pan thereof by this reference. lfthcre are any inconsistencies between thc provisions of the Motorola service agreement or other applicable agreement and this Statement of Work, the provisions of this Statement of Work shall prevail. 2.0 Motorola has the following responsibilities: 2.1 Test and Restore the Equipment to :vIotorola factory specifications, including Factory Mutual (FM), and Mine Hazard Safely Association (MHSA). 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 or code plug utilizing the latest Radio SClyice Software (RSS) or Customer Programming Software (CPS) version for that Equipment will be used. The Equipment will requirc additional programming by the Customer to restore the original template. All Firmware is upgraded to the latest rclease for each individual product line. 2.3 Clean external housing of the Equipment. External components of unit will only be replaced when functionality has been diminished. 2.4 Pay the outbound freight charges for next day shipping. Motorola will pay the inbound freight charges if the Customer uses the Motorola designated delivery service. 2.5 Provide Customer with the Motorola repair request fOlm and Inventory Adjustment Fonn (IAF). 2.6 Perform covered services as requested by Customer on the Motorola repair request form. 2.7 Process inventory adjustment requests received byemail or fax from Customer. Iftbe request is received by email, Motorola will emall an acknowledgement to the sender. 2.8 If applicable, notify Customer of changes in Motorola designated inventory adj ustment email address or fax number. 3.0 Customer has the following Responsibilities: 3.1 Supply Motorola complete and accurate serial numbers and model description. 3.2 Utilize the Motorola designated delivery service program to obtain Motorola payment for inbound shipping. ( Radio Repair Approved by Contracts &- Compliance 4-30-04 Page 1 of2 . MOTOROLA 3.3 Access the Motorola repair request fonn and Inventory Adjustment Fonn (IAF) through Motorola On Line. 3.4 Initiate service request via Motorola On Line or complete a Motorola repair request form with eontract number referenced. and submit it with each unit of Equipmect sent in for service. Mobile control heads or accessory items ~nt in must reference the serial number of the main unit. 3.5 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 appli~blc, record the current flashcode for each radio. 3.6 If Motorola must utilize a generic template or code plug to Restore Equipment to operating condition, Customer is responsible for any programming required to Restore Equipment to desired parameters. 3.7 Provide a signed or emailed Motorola Inventory Adjusonent Fonn (lAF) for all Equipment additions. Page 2 on ( Radio Repair Approved by Contracts &: Compliance 4.30-04 . MOTOROLA Statement of Work Radio Repair Control Head Option for Mobiles 1.0 Description of Service The Control Head Option for Mobiles ("Option") provides for the Restoration of additional mobile control heads, extended control heads, and Direct Entry Keypad (DEK) Plus. This Option covers Equipment that is specifically named in the applicable Agreement 10 which this Statement of Work is attached. 2.0 Motorola has the following responsibilities 2.1 Restore additional mobile control heads, extended control heads, and Direct Entry Keypad (DEl<) Plus to Motorola factory specifications. 3.0 Customer has the followin& responsibilities: 3.1 No additional responsibilities. \ Radio Repair Control Head Option for Mobiles Approved by Contracts & Compliance 4-30-04 Page I of 1 fa MOTOROLA Statement of Work OnSite Infrastructure Response With Local Dispatch 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-defmed 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 tenns and conditions of this Statement of Work (SOW) are an integral part of Motorola's Service Tenns and Conditions or other applicable Agreement 10 which it is anached and made a pan 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 followina 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, diagnosticltest equipment and any other requirements necessary to perfonn the Maintenance service. 2.3.4 If a third parry Vendor is neecled to Restore the S~.stem, 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, wben requested. Service ticket document should include the following: 2.5.1 Resolution action. 2.5.2 Provide defective FRU or pan number (model #) used. 3.0 Customer bas 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 needecl 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 secondarylbackup PSAP cOMec:tion to be prepared in the event of a cataStrophic failure ofa system. Train appropriate personnel on the procedures to pcrfonn the function of switcbing to the backup PSAP. 3.7 Contact the SClVicer upon expiration of Response time goal. 3.8 Upon being contacted by the Servicer requesting Verification ofa Restoration as described above in Section 2.4, respond to that request within twenty (20) minutes. 3.9 Cooperate with Motorola and perfonn all acts that are reasonable or necessary to enable Motorola to provide this service to Customer. OnSllllln{rastrurlllre IUsponse With Lcca/ Dispa/~h ApprolJed by MOlDl'ola COlllrOClS & CompilollCfl J 2-29-03 Page J of1 _ MOTOROL.A Severity Definitions Table Severity Le"l:1 Problem T~'pes 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 Worle.around or immediate solution is a.vaila.ble. Seventy 2 . Response durIng Standard Business Day . Significant System Impainnent 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 . lntenninent 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 usa.ge questions, recommendations for product enhancements or modifications, and scheduled events slleh as preventative maintenance or product/system upgrades. Response Time Table (Customer's Response Time Classification is designated in the Service Agreement) Severit). Reeular Prem ier Limited Level Response Time Response Time Response Time Severity I Within 4 hours from receipt Within 2 hours from receipt Within 4 hours from of Notification of Notification receipt of Notification Continuously Continuously Standard Business Day Severity 2 Within 4 hours from receipt Within 4 hours from receipt Within 4 hours from ofNotitication of Notification receipt of Notification Standard Business Day Standard Business Day Standard Business Day Severity 3 Within 24 hours from Within 24 bours from Within 24 hoursfrClm receipt of Notiticalion receipt of Notification rece ipt of Notification Standard Business Day Standard Business Day Standard Business Day ( OnSile InfrastructlU'e Response Wi/h Local Dispatch Approved by MOlorola Conlracu & Compliance 12-29-03 Page2 012 fa MOTOROLA 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 10 which this Statement of Work is attached. Local Radio Combo Package excludes repairs to: optional accessories; iDEN accessories; iDEN mobile microphones; oon-Slandard mobile microphones. mobile external speakers; optional or additional control heads. sin::le 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 Rem Ole Speaker Microphones, Portable Antenna Replacements Mobile Remote Control Heads. The tenns and conditions of this SOW are an integral part of Motorola's Service Terms and Conditions or other applicable agreemr:nl 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 perfonn"d at the Servicer facility during Standard Business Days. 2.2 Perform an operational check on the Equipment to detenniDe the nature of the problem. 2.3 Remove/reinstall mobile or data Equipment from/to Customer's v"bicle as needed for additional servicing. 2.4 Test and ReSlore 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 Driginal 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 lnfonn Servicer of description of problem for Equipment brought in for service. 3.3 If the Equipment will not power lip, or if desired, supply Servicer with a backup diskette with the Software template or proSJBmming in order to assist in returning the Equipment 10 original operating parameters. If applicable, record the current nasbcode 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 perfonn all acts that are reasonable or necessary to enable Motorola to provide the Local Radio Combo Package service to Customer. \ Local Radio Combo Package A.pproved by Motorola Contracts & Compliance 04/30/04 Page 1 of 1 Special Statement of Work SP Local Infrastructure Repair - Designated Equipment 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 ofthe 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. Ifno 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 where applicable 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. . MOTOROLA Statement of Work Local Radio Support 1.0 Description of Service Local Radio Support provides an operational check of Equipment. An operational check is an analysis of the Equipment to identify external or internal defects. Ifthe 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 provided by the Servicer and not described in this Statement of Work. Local Radio Support includes service on standard palm microphones and single mobile control heads, provided that they are required for normal operation ofthe 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. The following services are excluded from Local Radio Support service unless they are purchased for an additional fee. The services are Pick-up & delivery, Subscriber Preventative Maintenance, Portable Remote Speaker Microphones, Portable Antenna Replacements and Mobile Remote Control Heads. Service is only included on Equipment specifically named in the applicable Agreement to which this Statement of Work is attached. 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 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 04-03-2004