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R16-141
• { RESOLUTION NO. R16-141 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING AN ANNUAL SERVICE AGREEMENT WITH MOTOROLA, INC., PROVIDING FOR THE CONTINUED MAINTENANCE AND REPAIR _OF THE CITY'S RADIO TELECOMMUNICATIONS SYSTEMS AS A SOLE SOURCE VENDOR FOR A TWELVE (12) MONTH PERIOD, IN THE 13 AMOUNT OF $18,256.44; AUTHORIZING THE CITY MANAGER 1 TO SIGN THE AGREEMENT; AND PROVIDING AN EFFECTIVE 1 p DATE. 1 : 1 1 WHEREAS,the City maintains a radio telecommunications system that provides the 1 Police Department, Fire Rescue Department and other local government entities with radio 1 communications; and 1 : WHEREAS, Motorola, Inc., manufactured and installed our current system which 11 consists of computer consoles,portable radios, antennas and operational readiness; and 21) WHEREAS,the City has a thirteen year relationship with Motorola; and 2 WHEREAS, the City Commission of the City of Boynton Beach, Florida , upon the 2' recommendation of staff, deems it to be in the best interests of the City residents to enter 2: into a Service Agreement with Motorola, Inc., for the continued maintenance and repair of 2, the City's radio telecommunication systems for a twelve (12)month period; 2 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF 2, THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 2' Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 2 being true and correct and are hereby made a specific part of this Resolution upon adoption 2% hereof. 3'I Section 2. The City Commission of the City of Boynton Beach, Florida hereby • C:\Users\StanzioneTWppData\Local\Microsoft\Windows\Temporary Internet Files\Content.)E5\TQFSZ5NC\Motorola_Service_Ag r_(2016-17)_-_Reso.doc 3 approves the Service Agreement for the continued maintenance and repair of the City's radio 3. system between the City of Boynton Beach and Motorola, Inc. for a twelve (12) month 3 period in the amount of$18,256.44. 3, Section 3. The City Manager is authorized to sign the Service Agreement, a copy 3' of which Agreement is attached hereto as Exhibit"A." 3� Section 4. This Resolution shall become effectiveimmediately upon passage. 3 ' PASSED AND ADOPTED this /61: day of 1141(. , 2016. 3'% 4a CITY OF BOYNTON BEACH, FLORIDA 4 4.' YES NO 4; 4. Mayor— Steven B. Grant 4'> 4t, Vice Mayor—Mack McCray 4 4L Commissioner—Justin Katz 4'- 50 Commissioner—Christina L. Romelus 5 5Commissioner—Joe Casello sid�/Js ,ti /- 5 ; 5^ 5 VOTE 5s) 5' ATTEST: 5;; 5's —74 60 6 Jud{ih A. Pyle, CMC 0 6' CLy Clerk E,y4 ? „ " h. 6 4- 6`. 61• (Corporate Seal) w 6; C:\Users\StanzioneT\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.IE5\TQFSZ5NC\Motorola_Service_Agr_(2016-17)__Reso.doc NM 5 MOYONOLA SOLUTIONS Attn: National Service Support/4th fl 1301 East Algonquin Road (800) 247 -2346 Date: 06/14/2016 Company Name: Boynton Beach, City Of Attn: Billing Address: 100 E Boynton Beach Blvd City, State, Zip: Boynton Beach,FL,33435 Customer Contact: Phone: SERVICES AGREEMENT Contract Number: S00001000428 Contract Modifier: RN26- APR -16 10:39:07 Required P.O.: No Customer # : 1000303040 Bill to Tag #: 0001 Contract Start Date: 10/01/2016 Contract End Date: 09/30/2017 Anniversary Day: Sep 30th Payment Cycle: QUARTERLY PO #: SPECIAL INSTRUCTIONS - ATTACH QTY MODEL /OPTION SERVICES DESCRIPTION MONTHLY EXTENDED EXT AMT Total Services $1,521.37 $18,256.44 SPECIAL INSTRUCTIONS - ATTACH Subtotal - Recurring Services STATEMENT OF WORK FOR PERFORMANCE DESCRIPTIONS Subtotal -One -Time Event Services Total $1,521.37 $18,256.44 Taxes - - MAINTENANCE CONTRACT INCLUDES THE FOLLOWING SERVICE PRODUCTS: Grand Total $1,521.37 $18,256.44 THIS SERVICE AMOUNT IS SUBJECT TO STATE AND LOCAL TAXING JURISDICTIONS WHERE APPLICABLE, TO BE VERIFIED BY MOTOROLA. DISPATCHING, TECHNICAL SUPPORT, NETWORK MONITORING, INFRASTRUCTURE REPAIR WITH ADVANCED REPLACEMENT, ON SITE INFRASTRUCTURE RESPONSE, LOCAL RADIO COMBO PACKAGE, SECURITY MONITORING AND SECURITY UPDATE SERVICE FOR 5 MCC7500 CONSOLES AND 5 APX6500 MOBILES. `*"The prices quoted via this service contract renewal are valid only until expiration of the current service contract. If Customer does not provide to MSI a valid, executed contract renewal within 30 days of contract expiration a one -time administrative fee equal to 5% of the subsequent years annual contract rate will be billed to the Customer upon reestablishment of the expired service contract. Pricing on the 5% Administration fee once delinquent = $5,672.45 — Subcontractor(s) City State MOTOROLA SOUTH FLORIDA FSO PLANTATIO FL N MOTOROLA SYSTEM SUPPORT CENTER ELGIN IL MOTOROLA SSC NETWORK SECURITY SCHAUMBU IL D0298 RG MOTOROLA SYSTEM SUPPORT SCHAUMBU IL CENTER - NETWORK MGMT D0067 RG MOTOROLA SYSTEM SUPPORT CTR -CALL SCHAUMBU IL CENTER D0066 RG MOTOROLA SYSTEM SCHAUMBU IL SUPPORT - TECHNICAL SUPPORT D0068 RG 1 CONTROL COMMUNICATIONS I DAVIE I FL I received Statements of Work that describe the services provided on this Agreement. Motorola's Service Terms and editions, a copy of which is attached to this Service Agreement, is incorporated herein by this reference. 7 AUTHORIZED"CUSTOMER PIGNATURE TITLE DATE Tim Howard for Lori LaVerriere, City Manager CUS MER (PRINT NAME) MO LA REPRESENTATIVE(SIGNATURE) TITLE DATE Cindee Markes 954 - 723 -4718 MOTOROLA REPRESENTATIVE(PRINT NAME) Company Name: Boynton Beach, City Of Contract Number: S00001000428 Contract Modifier: RN26- APR -16 10:39:07 Contract Start Date: 10/01/2016 Contract End Date: 09/30/2017 2 Customer: Boynton Beach, City of Effective: 10/1/2016 Contract M S00001000428 Qty Equipment Description 5 MCC7500 consoles APX6500 / M25URS9PW1AN for Fire Rescue 527CRHO812 527CRHO813 527CQK2029 527CRR1426 Service Terms and Conditions Motorola Solutions, 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 (1) 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 2.1. "Agreement' means these Service Terms and Conditions; the cover page for the Service Agreement or the Installation Agreement, as applicable; and any other attachments, all of which are incorporated herein by this reference. In interpreting this Agreement and resolving any ambiguities, these Service Terms and Conditions 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. 2.2. "Equipment" means the equipment that is specified in the attachments or is subsequently added to this Agreement. 2.3. "Services" means those installation, maintenance, support, training, and other services described in this Agreement. Section 3 ACCEPTANCE Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement will become binding only when accepted in writing by Motorola. The term 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 document attached to this Agreement. 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 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 such Equipment will terminate 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. 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 such Equipment; remove such Equipment from the Agreement; or increase the price to Service such Equipment. 4.7. Customer must promptly notify Motorola of any Equipment failure. Motorola will respond to Customer's notification in a manner consistent with the level of Service purchased as indicated in this Agreement. Section 5 EXCLUDED SERVICES 5.1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other than the normal, customary, intended, and authorized manner; use not in compliance with applicable industry standards; excessive wear and tear; or accident, liquids, power surges, neglect, acts of God or other force majeure events. 5.2. Unless specifically included in this Agreement, Service excludes items that are consumed in the normal operation of the Equipment, such as batteries or magnetic tapes.; upgrading or reprogramming Equipment; accessories, belt clips, battery chargers, custom or special products, modified units, or software; and repair or maintenance of any transmission line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner, or multicoupler. Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web, or for Equipment malfunction caused by 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. 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 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. 5 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 DEFAULTITERMINATION 10.1. If either party defaults in the performance of this Agreement, the other party will give to the non- performing party a written and detailed notice of the default. The non - performing party will have thirty (30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan approval. If the non - performing party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party. 10.2. Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including payments which may be due and owing at the time of termination. All sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of termination, Motorola will have no further obligation to provide Services. Section 11 LIMITATION OF LIABILITY This limitation of liability provision shall apply notwithstanding any contrary provision in this Agreement. 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 breach of this Agreement or otherwise relating to the transactions contemplated by this Agreement may be brought more than one (1) year after the accrual of such cause of action, except for money due upon an open account. 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 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 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 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 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 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. 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 employees is an agent or representative of Customer in any governmental matters. Section 15 COVENANT NOT TO EMPLOY During the term of this Agreement and continuing for a period of two (2) years thereafter, Customer will not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola or its subcontractors without the prior written authorization of Motorola. This provision applies only to those employees of Motorola or its subcontractors who are responsible for rendering services under this Agreement. If this provision is found to be overly broad under applicable law, it shall be modified as necessary to conform to such law. Section 16 MATERIALS, TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will safeguard all such property while it is in Customer's custody or control, be liable for any loss or damage to 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 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 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. 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. In the event of a price adjustment, the City shall have the right to cancel the Agreement by providing written notice to Motorola. 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. E.1 k an� `v moroROLA SOLUTIONJ ' 1 i Network Monitoring, OnSite Infrastructure Response and Dispatch Service Motorola will provide Network Monitoring, Dispatch Service and OnSite Infrastructure Response services to the Customer. These services are applicable only for the following system types: ASTROV, ASTROO 25, ARC 4000, SmartZone © /OmniLink0 v2.0.3 and higher, SmartNet®, Private Data (with a wireless network gateway) v2.0.3 and higher, and Harmony® Wireless Communications System. The terms of this Statement of Work (SOW) are an integral part of the Motorola Service Terms and Conditions or other applicable Agreement(s) with the Customer to which this SOW is appended and made a part thereof by this reference. 1.0 Description of Services Network Monitoring is a service designed to electronically monitor Elements of a Communication System for Events, as set forth in the Monitored Elements Table. When the Motorola System Support Center (SSC) detects an Event, trained technologists acknowledge and remotely diagnose the Event and initiate an appropriate response per the customer profile. Appropriate responses could include, but are not limited to, continuing to monitor the Event for further development transferring the Event to Technical Support, or opening a Case for dispatch of a Servicer. If dispatched, the Servicer will respond at the Customer location based on pre - defined Severity Levels set forth in the Severity Definitions Table and Response times set forth in the On -Site Response Time Table in order to Restore the System. Motorola will provide Case management as set forth herein. The SSC maintains contact with the on -site Servicer until System Restoral occurs and Case is closed. The SSC will continuously track and manage Case activity from open to close through an automated Case tracking process. 2.0 Motorola Responsibilities: 2.1 Provide dedicated Connectivity through a private network connection necessary for monitoring ASTRO and ASTR025, SmartZone/ OmniLink, Private Data, and Harmony Wireless Communications network types.The Connectivity Matrix set forth in Appendix 1, further describes the Connectivity options. 2.2 If determined necessary by Motorola, provide Motorola owned equipment for monitoring ASTRO and ASTRO 25 System elements. If Motorola installs or replaces Motorola owned equipment, the type equipment and location installed is listed in the Motorola Owned & Supplied Equipment Table. 2.3 If determined necessary by Motorola, provide Motorola owned equipment for monitoring SmartNet System elements. If Motorola installs or replaces Motorola owned equipment, the type of equipment and location installed is listed in the Motorola Owned & Supplied Equipment Table. 2.4 Verify Connectivity and Event monitoring prior to System Acceptance or Start Date. 2.5 Continuously receive data from Customer monitored System and Customer initiated service requests. 2.6 Remotely access the Customer's System to perform remote diagnostics as permitted by Customer pursuant to section 3.1 2.7 Create a Case as necessary when service requests are received. Gather information to perform the following: 2.7.1 Characterize the issue 2.7.2 Determine a plan of action 2.7.3 Assign and track the Case to resolution. 2.8 Dispatch a Servicer, as required, by Motorola standard procedures and provide necessary Case information collected in section 2.7 2.9 Ensure the required personnel have access to Customer information as needed. 2.10 Disable and enable System devices, as necessary, for Servicers. 2.11 Servicer will perform the following on -site: 2.11.1 Run diagnostics on the Infrastructure or FRU. 2.11.2 Replace defective Infrastructure or FRU, as applicable. Customer, Servicer or Motorola may provide Infrastructure or FRU. 2.11.3 Provide materials, tools, documentation, physical planning manuals, diagnostic /test equipment and any other requirements necessary to perform the Maintenance service. 2.11.4 If a third party Vendor is needed to restore the System, the Servicer may accompany that Vendor onto the Customer's premises. p7 2.12 Verify with Customer that Restoration is complete or System is functional, if required by Customer's repair Verification preference described in the Customer Support Plan required by section 3.5. If Verification by Customer cannot be completed within 20 minutes of Restoration, the Case will be closed and the Servicer will be released. 2.13 Escalate the Case to the appropriate party upon expiration of a Response time. 2.14 Close the Case upon receiving notification from Customer or Servicer, indicating the Case is resolved. 2.15 Notify Customer of Case Status, as described in the Customer Support Plan required be section 3.5 at the following Case levels 2.15.1 Open and closed; or 3.0 2.15.2 Open, assigned to the Servicer, arrival of the Servicer on site, deferred or delayed, closed. 2.16 Provide the following reports, as applicable: 2.16.1 Case activity reports to Customer. 2.16.2 Network Monitoring Service reports for Customer System(s). 2.16.3 Network Activity /Availability Reports for ASTRO25, SmartZone/ OmniLink, and Private Data Systems only. 2.17 Respond in accordance to pre - defined Response times upon receipt from Customer of Customer managed passwords required for proper access to the Customer's System. 2.18 Apply additional support charges above and beyond the contracted service agreements that may apply if it is determined that System faults were caused by the Customer making changes to critical System parameters. Customer Responsibilities: 3.1 Allow Motorola Continuous remote access to obtain System availability and performance data. 3.2 Allow Motorola to access System if firewall has been installed; provide permanent/dedicated access for SNMP traps (outbound) and ZDS polling (inbound). Also provide continuous utility service to any Motorola equipment installed or utilized at Customer's premises to support delivery of the Service. 3.3 Order and maintain dedicated dial -up phone lines for telephone service for SMARTNET System types. The Connectivity Matrix set forth in Appendix 1, further describes the Connectivity options. 3.4 Unless otherwise specified, Motorola recommends a private network connection for all other Systems. The Connectivity Matrix set forth in Appendix 1, further describes the Connectivity options. 3.5 Provide Motorola with pre- defined Customer information and preferences prior to Start Date necessary to complete Customer Support Plan. 3.5.1 Case notification preferences and procedure 3.5.2 Repair Verification Preference and procedure 3.5.3 Database and escalation procedure forms. 3.5.4 Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. 3.6 Provide the following information when initiating a service request: 3.6.1 Assigned System ID number 3.6.2 Problem description and site location 3.6.2 Other pertinent information requested by Motorola to open a Case. 3.7 Notify the System Support Center when Customer performs any activity that impacts the System. (Activity that impacts the System may include, but is not limited to, installing software or hardware upgrades, performing upgrades to the network, or taking down part of the system to perform maintenance.) 3.8 Allow Servicers access to Equipment (including any Connectivity or monitoring equipment) if remote service is not possible. 3.9 Allow Servicers access to remove Motorola owned monitoring equipment upon cancellation of service. 3.10 Supply Infrastructure or FRU, as applicable, in order for Motorola to Restore the System as set forth in paragraph 2.12.2 3.1 I Maintain and store in an easy accessible location any and all Software needed to Restore the System. 3.12 Maintain and store in an easily accessible location proper System backups. 3.13 Verify with the SSC that Restoration is complete or System is functional, if required by the Repair Verification Preference provided by Customer in accordance with section 3.5. 3.14 Pay additional support charges above and beyond the contracted service agreements that may apply if it is determined that System faults were caused by the Customer making changes to critical System parameters 3.15 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the services described in this SOW.. 10 Severity Definitions Table Severity. Level Problem Types Severity 1 1. Response is provided Continuously T1 2. Major System failure SmartZone /OmniLink v3.5 and below 3. 33% of System down Severity 1 4. 33% of Site channels down 8 Hours 5. Site Environment alarms (smoke, access, temp, AC power) as determined by the SSC. Private Data 6. This level is meant to represent a major issue that results in an unusable system, Motorola sub - system, Product, or critical features from the Customer's perspective. No Severity 2 Work - around or immediate solution is available. Severity 2 1. Response during Standard Business Day Motorola 2. Significant System Impairment not to exceed 33% of system down TI 3. System problems presently being monitored Severity 3 4. This level is meant to represent a moderate issue that limits a Customer's normal use 48 Hours of the system, sub - system, product, or major non - critical features from a Customer's perspective Severity 3 1. Response during Standard Business Day 2. Intermittent system issues 3. Information questions 4. Upgrades /preventative maintenance 5. This level is meant to represent a minor issue that does not preclude use of the system, sub - system, product, or critical features from a Customer's perspective. It may also represent a cosmetic issue, including documentation errors, general usage questions, recommendations for product enhancements or modifications, and scheduled events such as preventative maintenance or product/system upgrades. On -Site Response Time Table (Customer's Response Time Classification is designated in the Service Agreement). Severity Level Premier " Restoral Off Deferral T1 Response Time SmartZone /OmniLink v3.5 and below 256K Severity 1 Within 2 hours from receipt of Notification 8 Hours Time provided Private Data Continuously Motorola by Servicer * Severity 2 Within 4 hours from receipt of Notification 8 Hours Time provided Motorola Standard Business Day TI by Servicer * Severity 3 Within 24 hours from receipt of Notification 48 Hours Time provided Standard Business Day I by Servicer * Please note these are Standard Commitment times. The commitment times should be based on the Customers Support Plan. Provide update before the specific contractual commitments come due. * Note: Provide update to System Support Center before Deferral time comes due. Appendix 1 Connectivity Matri System Type Connectivity Responsibili Astro 25 T1 Motorola SmartZone /OmniLink v3.5 and below 256K Motorola SmartZone /OmniLink v4 and above 512K Motorola Private Data 256K Motorola ARC 4000 T1 or VPN Motorola MESH T1 or VPN Motorola Harmony TI Motorola 11 MotoBridge T1 or VPN Motorola SmartNet I Dial -up Customer Private Network Connection Public Internet Connection IP VPN IP VPN (All Customers) (Option Available only to Customers ,outside of the US) Standard solution for real time Connectivity Non Standard solution for Connectivity Dedicated bandwidth configuration provided to No dedicated bandwidth provided to monitor monitor Customers Customers Protected from unauthorized intrusion Low risk of unauthorized intrusion Encryption available Encryption is required Connectivity available through Motorola Customer provides Connectivity to the internet via an internet service provider selected by Customer. Motorola Owned & Sunnlied Equipment Table Equipment Type Location Installed FirewalURouter Master Site System Support Server Master Site for each Zone Monitored Elements Table (Listed by technology) System Type Equ ment .5epteniber 010 12 Statement of Work Infrastructure Repair with Advanced Replacement 1.0 Description of Services Infrastructure Repair with Advanced Replacement 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. 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. 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 or select third party 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. Select third party FRU may ship second day air via Federal Express Priority Overnight or UPS red as noted in the attached exhibit(s). 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 or select third party 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. 2.6. 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 2.7.4. Perform a Box Unit Test on all serviced Infrastructure. 2.7.5. Perform a System Test on select Infrastructure. 13 bly 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 a post -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 carrier programs, such as NFO (next flight out). In such cases, Customer will be subject to shipping and handling charges. 3.0 Customer has the following responsibilities: 3.1. 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. 3.1.1. 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. 3.1.2. Indicate if Infrastructure or third party Infrastructure being sent in for service was subjected to physical damage or lightning damage. 3.1.3. Follow Motorola instructions regarding inclusion or removal of Firmware and Software applications from Infrastructure being sent in for service. 3.1.4. Provide Customer purchase order number to secure payment for any costs described herein. 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. 3.3 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. Customer 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. 3.4 If received, Customer must properly package and ship Loaner FRU back to IDO within five (5) days of receipt of Customer's repaired FRU. 3.5 Maintain templates of Software /applications and Firmware for reloading of Infrastructure as set forth in paragraph 2.3 and 2.9. 3.6 For Digital In -Car Video Infrastructure, remove video from equipment prior to sending Infrastructure in for repair. Video retrieval is a separate service and is not included as part of this SOW. Additional services and fee applies. 3.7 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. 14 0 MOTOROLA 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. All infrastructure over seven (7) years from product cancellation date. 2. All Broadband/WiNS Infrastructure three (3) years from product cancellation date. 3. Physically damaged Infrastructure. 4. Third party Equipment not shipped by Motorola. 5. Consumable items including, but not limited to, batteries, connectors, cables, tone /ink cartridges. 6. Video retrieval from Digital In -Car Video equipment. 7. Test equipment. 8. Racks, furniture and cabinets. 9. Firmware and/or Software upgrades. 15 �4' ! .f �<< lit { {ti�s�+�i Console Only Infrastructure Exhibit Inclusions, Exclusions, Exceptions and Notes Card Cages Included Central Electronics Bank(s) (CEB) Includes Logging Recorder Interface and Network Hub, Base Interface Module (BIM), Console Operator Interface Module (COIM), Operator Interface Module (OMI). Excludes all other technologies see SOW specifically for NICE logging recorders Central Electronic Shelf (CES) Included Computer(s) Includes computers that directly interface with CEB. Includes keyboards, mice and trackballs. Excludes laptop computers and all 286, 386, 486 computers. Defective or phosphor -burned cathode ray tubes CRT(s) and burned -in flat panel display image retention. Console(s) Includes consoles (CornmandSTAR, CommandSTAR lite, Centracom Gold Elite MCC7500, MCC7500 w/ VPM, MCC5500, MIP5000, MC 1000, MC2000, MC2500, MC3000) as part of complete communication System — Including headset jacks, dual footswitches, and gooseneck microphones and Console Interface Electronics. Excludes cables Console Audio Box CAB Included Dictaphones, Logging Recorders and Recording Excludes all technologies Equipment see SOW specifically for NICE logging recorders Junction Box Included Microwave Equipment. Excluded from service agreement but may be repaired on an above contract, time and material basis. All Equipment must be shipped to IDO. Excludes any site services. 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 as well as monitors not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number. Site Frequency Standard(s) Includes Netclocks systems Excludes MFS - Rubidium Standard Network Time and Frequency devices Excluded from service agreements but may be repaired on an above contract, time and material basis. All 1 7�tems. UPS Systems must be shipped to IDO for repair. Excludes batteries and any on -site services. M M070 SO LUTIONS 00� 1 1 Technical Support Service 1.0 Description of Services The Technical Support service provides centralized remote telephone support for technical issues that require a high level of communications systems expertise or troubleshooting on Equipment. The Motorola System Support Center's (SSC) Technical Support Operation is staffed with technologists who specialize in the diagnosis and resolution of system performance issues. Technical Support Service (i) does not include software upgrades that may be required for issue resolution; and (ii) does not include Customer training (iii) is only available for those system types supported and approved by Technical Support Operations, (iv) limited to Infrastructure currently supported by Motorola. Technical Support is applicable to the following system types: ASTRO®, ASTRO® 25, ARC 4000, SmartZone® v2.0.3 and higher, SmartZone® /OmniLink®, E911, Private Data v2.0.3 and higher, SmartNet ®, Conventional Two -Way, and Wireless Broadband. The terms and conditions of this Statement of Work (SOW) are an integral part of Motorola's Service Terms and Conditions or other applicable Agreement to which it is attached and made a part thereof by this reference. 2.0 Motorola has the following responsibilities: 2.1. Respond to requests for Technical Support for the Restoration of failed Systems and diagnosis of operation problems in accordance with the response times set forth in the Remote Technical Support Response Times Table and the Severity Level defined in the Severity Definitions Table. 2.1.1 If Infrastructure is no longer supported by Motorola, Technical Support will diagnosis the System but may not be able to resolve the issue without the Customer replacing the Infrastructure. 2.2. Advise caller of procedure for determining any additional requirements for issue characterization, Restoration, including providing a known fix for issue resolution when available. 2.3. Attempt remote access to System for remote diagnostics, when possible. 2.4. Maintain communication with the Servicer or Customer in the field until close of the Case, as needed. 2.5. Coordinate technical resolutions with agreed upon third party vendor(s), as needed. 2.6. Escalate and manage support issues, including Systemic issues, to Motorola engineering and product groups, as applicable. 2.7. Escalate the Case to the appropriate party upon expiration of a Response time. 2.8. Provide Configuration Change Support and Work Flow changes to Systems that have dial in or remote access capability. 2.9. Determine, in its sole discretion, when a Case requires more than the Technical Support services described in this SOW and notify Customer of an alternative course of action. 3.0 Customer has the following Responsibilities: 3.1. Provide Motorola with pre - defined information prior to Start Date necessary to complete Customer Support Plan, 3.1.1. Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. 3.2. Contact the SSC in order to access the Technical Support Operation, provide name of caller, name of Customer, System ID number, Service Agreement number, site(s) in questions, and brief description of the problem. 3.3. Supply on -site presence when requested by System Support Center. 3.4. Validate issue resolution prior to close of the Case. 3.5. Allow Motorola remote access to the System by equipping the System with the necessary Connectivity. 3.6. Remove video from Digital In -Car Video equipment prior to contacting Motorola. If Technical Support assists the Customer in removing video, the Customer acknowledges, understands and agrees that Motorola does not guarantee or warrant that it will be able to extract any captured video or that any captured video will not be damaged, lost or corrupted. 17 a m�t r {' t �` L 1 1 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; MEN accessories; MEN 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 Combo service unless they are purchased for an additional fee. The services are Pick -i,p & delivery, Subscriber Preventative Maintenance, Portable Remote Speaker Microphones, Portable Antenna Replacements and 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 from/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 3.6 the Local Radio Combo Package service to Customer. Local Radio Combo Package Approved by Motorola Contracts & Compliance 04 -30 -2004 ig 1i �f fly t supplier are released, Motorola will determine if a high - priority release is necessary. Operating system updates /patches will be made available to our customers electronically upon successful testing in our lab environments on a monthly basis for Microsoft patches and on a quarterly basis for all others. NOTICE: If a customer wants antivirus and IDS updates automatically deployed onto their network, then they must purchase the Security Monitoring service. Otherwise, customers may download the updates from the secure extranet site and manually deploy them onto their network. Motorola will perform testing only on standard configurations certified by Motorola System Integration Testing (SIT) and Motorola supplied equipment/software prior to making an update available to Customers. * - Not all systems are provided antivirus for Microsoft and UNIX platforms. To receive full antivirus support under this service offering, the customer must have a standard ASTRO 25 system that is supported and also has implemented antivirus for UNIX. ** - Supported is defined as the current system release and the last five prior. Support beyond this model requires approval from the Customer Service Manager and the Security Services Product Manager. For extended coverage, please communicate a formal request to your account manager. The customer will be responsible for deploying Microsoft, Oracle, Sun Microsystems, UNIX, and Linux security updates from a Motorola provided secured extranet Web site. Antivirus and IDS updates will be capable of being pushed automatically to the customer ASTRO25 network only if the Security Monitoring service is purchased by the customer. If there is a recommended configuration change that is successfully tested on the ASTRO 25 test System, Motorola will provide detailed instructions for performing the configuration change. Inclusions: Security Update Service is available on the currently shipping Motorola ASTRO 25 System Release and up to 5 releases prior. If a customer is on a System Release outside of the N -5 release schedule, then they cannot purchase this service. Exclusions: Systems that have non - standard configurations that have not been certified by Motorola SIT are specifically excluded from this Service unless otherwise agreed in writing by Motorola. Service does not include pre- tested intrusion detection system (IDS) updates for IDS solutions not purchased through Motorola. NICE Recorder, certain consoles, MARVLIS, Symbol Equipment, AirDefense Equipment, AVL, and Radio Site Security products are also excluded. The scope of service coverage is defined by Motorola Services and is subject to change based on OEM support lifecycles. The terms and conditions of this Statement of Work 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. Approved by Motorola Contracts & Compliance: 8/1/2012 21 { 3.0 Motorola has the following responsibilities: 3.1 Obtain anti -virus definitions for the Microsoft Windows platform, intrusion detection sensor signatures for Motorola supplied IDS, Microsoft Security Updates for Windows Operating system, Solaris operating system recommended patch bundles, and Red Hat Linux security patches from Motorola selected commercial suppliers. 3.2 Evaluate anti -virus definitions classified as Category 4 and 5 by Motorola selected commercial supplier to determine if a high - priority release is required. Motorola in its discretion will determine the urgency of the update based on the impact to the System. 3.3 Identify and document latest System vulnerabilities and compliance issues discovered during quarterly vulnerability scan performed in Section 3.4. 3.4 Investigate new vulnerabilities and compliance issues that are identified. Recommended response may include, but is not limited to, ASTRO 25 Systems, deploy security software updates; deploy operating system security updates or patches; implement configuration changes; upgrade to current ASTRO 25 System Release (actual upgrade expense not included in this service offering); or recommending a compensating control. 3.5 Pre -test recommended remediation when applicable and make documentation and /or software updates available to Customer electronically. 3.6 Provide documented response with recommended remediation when applicable for all new vulnerabilities quarterly or at Motorola's discretion to Customer electronically. 3.7 Test anti -virus definitions, intrusion detection sensor signatures, and operating system security updates /patches by deploying them on a dedicated ASTRO 25 test System with the standard supported configurations, which include Motorola's then current approved cohabitated applications. 3.8 Confirm that tested anti -virus definitions, intrusion detection sensor signatures, and operating system security updates /patches do not degrade or compromise System functionality on dedicated test System within the standard supported configurations. 3.9 Address issues identified during testing to support functionality under the procedures specified in 3.8 above by working with Motorola selected commercial supplier or Motorola product development engineering team. 3.10 Release pre- tested anti -virus definitions and intrusion detection sensor signatures for Motorola supplied IDS electronically on a weekly basis upon successful completion of the weekly test cycle to be completed one week after release by commercial supplier unless an issue is detected or within 36 hours from Motorola selected commercial supplier's Category 4 & 5 certified virus definitions being available or at Motorola's discretion if determined by Motorola to be a high - priority release. Release may include Approved by Motorola Contracts & Compliance: 8/1/2012 22 the anti -virus definition file, intrusion detection sensor signatures, updated configuration files, instructions and other information deemed pertinent by Motorola. 3.11 Release Microsoft, Solaris and Red Hat Linux operating system security patches /updates when they are certified and available with instructions for obtaining patch/update for Customer deployment on the Customer system. Microsoft operating system security updates will be released monthly as available from Motorola selected commercial supplier upon successful completion of monthly test cycle. Solaris and Red Hat Linux operating system security patches will be released quarterly upon successful completion of quarterly test cycle or at Motorola's discretion. 3.12 Notify Customer when the latest release is available with instructions on where to obtain latest release. 3.13 Provide technical assistance if there is an issue with the installation of an update. 3.14 Maintain annual Customer subscriptions for anti -virus definitions and intrusion detection sensor signatures, with Motorola selected commercial supplier. 4.0 Customer has the following responsibilities: 4.1 Provide means for accessing pre- tested files electronically. 4.2 Deploy pre - tested files on Customer System as instructed in the "Read Me" text provided. 4.3 Implement recommended remediation(s) on Customer System as determined necessary by Customer. 4.4 Upgrade System to a Supported System Release as necessary to continue Service. 4.5 Identify one point of contact for issues specific to Security Update Service. 4.6 Cooperate with Motorola and perform all acts that are reasonable and /or necessary to enable Motorola to electronically provide Security Update Service — Platinum to Customer. 4.7 Comply with the terms of the applicable license agreement between Customer and the Non - Motorola Software copyright owner. 4.8 Adhere closely to the System Support Center (SSC) troubleshooting guidelines provided upon system acquisition. A failure to follow SSC guidelines may cause Customer and Motorola unnecessary or overly burdensome remediation efforts that may result in a service fee to Customer. Approved by Motorola Contracts & Compliance: 8/1/2012 23 0 , 5.0 WARRANTIES AND DISCLAIMER: Motorola warrants that its services will be free of defects in materials and workmanship for a period of ninety (90) days following completion of the service. Your sole remedies are to require Motorola to re- perform the affected service or at Motorola's option to refund, on a pro -rata basis, the service fees paid for the affected service. During the applicable Warranty Period, Motorola warrants that the tested anti -virus definitions, intrusion detection sensor signatures, and operating system security updates /patches do not degrade or compromise System functionality, and that after incorporation of the recommended remediation action the System Software, when used properly and in accordance with the Documentation, will be free from a reproducible defect that eliminates the functionality or successful operation of a feature critical to the primary functionality or successful operation of the Software. Product and Software documentation that specifies technical and performance features and capabilities, and the user, operation and training manuals for the Software (including all physical or electronic media upon which this information is provided) are collectively referred to as "Documentation." Whether a defect occurs will be determined solely with reference to the Documentation. Motorola does not warrant that Customer's use of the Software or Products will be uninterrupted or error -free or that the Software or the Products will meet Customer's particular requirements. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES WITH RESPECT TO PRE- TESTED ANTI -VIRUS DEFINITIONS, DATABASE SECURITY UPDATES, OPERATING SYSTEM SOFTWARE PATCHES, AND INTRUSION DETECTION SENSOR SIGNATURE FILES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON - INFRINGEMENT. FURTHER, MOTOROLA DISCLAIMS ANY WARRANTY CONCERNING THE NON - MOTOROLA SOFTWARE AND DOES NOT GUARANTEE THAT CUSTOMER'S SYSTEM WILL BE ERROR -FREE OR IMMUNE TO VIRUSES OR WORMS AS A RESULT OF THESE SERVICES. Approved by Motorola Contracts & Compliance: 8/1/2012 24 i `� �t.' ,Ali; ,f,...! , �r►' :�.,. Security Monitoring Overview: Security Monitoring is a service offering that provides Security Monitoring to identify malicious activity that will or might cause system interference or corruption. Definitions Terms that are capitalized but not defined in this Statement of Work shall have the definition given to such terms in the Service Terms and Conditions, the Communications System Agreement or other applicable agreement. The following terms have the following meanings: Non - Motorola Software: Software whose copyright is owned by a party other than Motorola or its affiliated company, including but not limited to the anti -virus definitions, operating system software patches and signature files that will be pre- tested pursuant to this Statement of Work and the procurement of the Pre - Tested Software Subscription Service. 1.0 Description of Services ASTRO 25 Security Monitoring includes monitoring and managing the Motorola security equipment present on the Customer's System. Monitoring security equipment requires Customer to purchase a Core Security Management Server with Customer's System. Motorola will monitor Elements of a System for Events, as set forth in the Monitored Elements Table below. When the Motorola System Support Center (SSC) detects an Event, trained technologists that are experienced with identifying and interpreting security incidents will acknowledge the Event, run remote diagnostic routines, and initiate an appropriate Response. Appropriate responses could include, but are not limited to, continuing to monitor the Event for further development, attempting remote Restoral, or transferring the Event by opening a Case for dispatch of a Servicer. If dispatched, the Servicer will respond at the Customer location based on pre- defined Severity Levels set forth in the Severity Definitions Table and Response times set forth in the On -Site Response Time Table in order to Restore the System. Motorola will proactively manage the security Elements present on the System as needed to mitigate the risk of vulnerability such as a virus, worm or other intrusive attack on the System. This may include periodically deploying the latest release of pre- tested intrusion detection sensor signature files on the network barrier (ONLY for IDS supplied to Customer by Motorola and if present on the System) as determined by Motorola. Motorola will also modify intrusion sensor settings and update firewall settings as determined by Motorola and will notify Customer of such modifications. Motorola will provide Case Management as set forth herein. The SSC maintains contact with the on -site Servicer until System Restoral occurs and Case is closed. The SSC will continuously track and manage Case activity from open to close through an automated Case tracking process. Approved by Motorola Contracts & Compliance: July 22, 2009 25 This Case management allows Motorola to provide activity and performance reports as well as ensures timely resolution of issues. 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(s) to which it is attached and made a part thereof by this reference. 2.0 Motorola has the following responsibilities: 2.1 Provide dedicated Connectivity through a private network connection necessary for monitoring ASTRO 25 System. The Connectivity Matrix set forth below further describes the Connectivity options. NOTICE: If Network Monitoring (a separate Service) is not acquired, an additional fee will be applied to the customer. 2.2 Provide dedicated connectivity necessary for monitoring. 2.3 If determined necessary by Motorola, provide Motorola owned equipment for monitoring ASTRO 25 System elements. If Motorola installs or replaces Motorola owned equipment, the type of equipment and location installed is listed in the Motorola Owned & Supplied Equipment Table. 2.4 Verify Connectivity and Event monitoring prior to System Acceptance or Start Date, 2.5 Coordinate with Customer to maintain Motorola service authentication credentials. 2.6 Continuously receive service requests. 2.7 Perform Continuous monitoring of System Elements as set forth in the Monitored Elements Table. 2.8 Interpret System Events and determine appropriate Response. An appropriate Response could include the following actions: notify customer of activity, continue monitoring the Event for further development, review System log files or transfer the Event information via a Case for dispatch of a Servicer. 2.9 Respond in accordance to pre- defined Response times upon receipt from Customer of Customer managed passwords required for proper access to the Customer's System. 2.10 Remotely access the Customer's System to perform remote diagnostics as permitted by Customer pursuant to section 3.1. 2.11 Attempt remote Restoral, as appropriate. Some System functions may be disrupted as necessary to maintain System integrity until further validation of the Event occurs. This may include shutting down applications, applying security tools, resetting box, or instructing Servicer to reload applications and operating system software as necessary. This does not include a technician being physically dispatched. 2.12 Create a Case as necessary when service requests are received. Gather information to perform the following: 2.12.1 Characterize the issue 2.12.2 Determine a plan of action 2.12.3 Assign and track the Case to resolution. Approved by Motorola Contracts & Compliance: July 22, 2009 26 sit a 0� 2.13 Ensure the required personnel have access to Customer information as needed. 2.14 Disable and enable System devices, as necessary, for Servicers. 2.15 Servicer will perform the following on -site: 2.15.1 Run diagnostics on the Infrastructure or FRU. 2.15.2 Replace defective Infrastructure or FRU, as applicable to security components provided by or approved by Motorola. Customer, Servicer or Motorola may provide Infrastructure or FRU. 2.15.3 Provide materials, tools, documentation, physical planning manuals, diagnostic /test equipment and any Security requirements necessary to perform the Maintenance service. 2.15.4 If a third party Vendor is needed to restore the System, the Servicer may accompany that Vendor onto the Customer's premises. 2.16 Verify with Customer that Restoration is complete or System is functional, if required by Customer's repair Verification preference described in the Customer Support Plan required by section 3.6. If Verification by Customer cannot be completed within 20 minutes of Restoration, the Case will be closed and the Servicer will be released. 2.17 Escalate the Case to the appropriate party upon expiration of a Response time. 2.18 Close the Case upon receiving notification from Customer or Servicer, indicating the Case is resolved. 2.19 Notify Customer of Case Status, as described in the Customer Support Plan at the following Case levels: 2.19.1 Open and closed; or 2.19.2 Open, assigned to the Servicer, arrival of the Servicer on site, deferred or delayed, closed. 2.20 Obtain intrusion detection sensor (IDS) signatures for Motorola supplied IDS, from Motorola selected commercial suppliers. 2.21 Address issues identified during testing to support functionality under the procedures specified in 2.22 above by working with Motorola selected commercial supplier or Motorola product development engineering team. 2.22 Maintain annual Customer licenses for intrusion detection sensor signatures for IDS supplied to Customer by Motorola with Motorola selected commercial supplier. 2.23 Provide the following reports, as applicable: 2.23.1 Case activity reports to Customer. 2.23.2 Network Security Monitoring Service reports for Customer System(s). 2.24 Apply additional support charges above and beyond the contracted service agreements that may apply if it is determined that System faults were caused by the Customer making changes to critical System parameters. 3.0 Customer has the following responsibilities: Approved by Motorola Contracts & Compliance: July 22, 2009 27 r i Al 3.1 Allow Motorola Continuous remote access to obtain System availability, performance and configuration data. 3.2 Allow Motorola to access System if firewall has been installed; provide permanent/dedicated access for SNMP traps (outbound) and ZDS polling (inbound). 3.3 Provide continuous utility service to any Motorola equipment installed or utilized at Customer's premises to support delivery of the Service. 3.4 Maintain and manage any equipment outside of the System. 3.5 Provide Motorola with pre - defined Customer information and preferences prior to Start Date necessary to complete Customer Support Plan. 3.5.1 Provide 7/24 security contact and escalation list 3.5.2 Case notification preferences and procedures 3.5.3 Repair Verification preference and procedure 3.5.4 Database and escalation procedure forms. 3.5.5 Submit changes in any information supplied in the Customer Support Plan to the Customer Support Manager. 3.6 Provide the following information when initiating a service request: 3.6.1 Assigned System ID number 3.6.2 Problem description and site location 3.6.3 Other pertinent information for Motorola to open a Case. 3.7 Provide all Customer managed passwords required to access the Customer's System to Motorola upon request or when opening a Case to request service support or enable Response to a technical issue. 3.8 Notify the SSC when Customer performs any activity that impacts the System (Activity that impacts the System may include, installing software or hardware upgrades, performing upgrades to the network, or taking down part of the System to perform maintenance.) 3.9 As necessary, upgrade System to Supported System Release as specified in paragraph 2.22. 3.10 Allow Servicers access to Equipment (including any Connectivity or security monitoring equipment) if remote service is not possible. 3.11 Allow Servicers access to remove Motorola owned server upon cancellation of service as set forth in paragraph 2.2. 3.12 Supply Infrastructure or FRU, as applicable, in order for Motorola to Restore the System as set forth in paragraph 2.15.2. 3.13 Maintain and store in an easily accessible location System backups and any /all Software needed to restore the System. Approved by Motorola Contracts & Compliance: July 22, 2009 28 � ty 3.14 Verify with the SSC that Restoration is complete or System is functional, if required by the Repair Verification Preference provided by Customer in accordance with section 3.6.3. 3.15 Comply with the terms of the applicable license agreements between Customer and the Non - Motorola Software copyright owners. 3.16 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the services described in this SOW. WARRANTIES AND DISCLAIMER: Motorola warrants that its services will be free of defects in materials and workmanship for a period of ninety (90) days following completion of the service. Your sole remedies are to require Motorola to re- perform the affected service or at Motorola's option to refund, on a pro -rata basis, the service fees paid for the affected service. During the applicable Warranty Period, Motorola warrants that the tested anti -virus definitions, intrusion detection sensor signatures, and operating system security updates /patches provided if PTSS is procured or provided via ESS, do not degrade or compromise System functionality, and that after incorporation of the tested Software updates, the System Software, when used properly and in accordance with the Documentation, will be free from a reproducible defect that eliminates the functionality or successful operation of a feature critical to the primary functionality or successful operation of the Software. Product and Software documentation that specifies technical and performance features and capabilities, and the user, operation and training manuals for the Software (including all physical or electronic media upon which this information is provided) are collectively referred to as "Documentation." Whether a defect occurs will be determined solely with reference to the Documentation. Motorola does not warrant that Customer's use of the Software or Products will be uninterrupted or error -free or that the Software or the Products will meet Customer's particular requirements. Motorola disclaims all other warranties with respect intrusion detection sensor signature files, express or implied, including the implied warranties of merchantability, fitness for a particular purpose, and non - infringement. Further, Motorola disclaims any warranty concerning the non - Motorola software and does not guarantee that customer's system will be error -free or immune to viruses or worms as a result of these services. Approved by Motorola Contracts & Compliance: July 22, 2009 29 AP; Severity Definitions Severity Level ;: Problem Types Severity 1 Response is provided Continuously Restoral Major System failure Severity 33% of System down Within 2 hours 33% of Site channels down 8 hours This level is meant to represent a major issue that results in an unusable 1 system, sub - system, Product, or critical features from the Customer's from receipt of 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 Notification ■ 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 Continuously features from a Customer's perspective Severity 3 ■ Response during Standard Business Day ■ Intermittent system issues ■ Information questions ■ Upgrades/Preventative maintenance Severity ■ This level is meant to represent a minor issue that does not preclude use of Within 4 hours the system, sub - system, product, or critical features from a Customer's 8 hours perspective. It may also represent a cosmetic issue, including 2 documentation errors, general usage questions, recommendations for from receipt of product enhancements or modifications, and scheduled events such as preventative maintenance or product/system upgrades. On -Site Response Time Table (Customer's Response Time Classification is designated in the Service Agreement). Severity Level Standard ' < Response Time Premier Response Time ` `•. Limited Response Time Restoral Off Deferral Severity Within 4 hours Within 2 hours Within 4 hours from 8 hours Time 1 from receipt of from receipt of receipt of provided Notification Notification Notification by Continuously Continuously Standard Business Servicer Day Severity Within 4 hours Within 4 hours Within 4 hours from 8 hours Time 2 from receipt of from receipt of receipt of provided Notification Notification Notification by Standard Business I Standard Business I Standard Business Servicer Approved by Motorola Contracts & Compliance: July 22, 2009 30 N`+ Severity Level Standard ,:. Response Time Premier Response Time Limited Response Time Restoral Off Deferral Standard solution for real -time Connectivity Day Day Day to monitor Customers Customers Severity Within 24 hours Within 24 hours Within 24 hours 48 hours Time 3 from receipt of from receipt of from receipt of provided Notification Notification Notification by Standard Business Standard Business Standard Business Servicer Day Day Day Please note these are Standard Commitment times. The commitment times should be based on the Customers Support Plan. Provide update before the specific contractual commitments come due. * Note: Provide update to System Support Center before Deferral time comes due. Connectivity Matrix Private Network Connection Public Internet Connection IP TI (All Customers) IP T1 (Option Available only to Customers System Support Server outside of the US Standard solution for real -time Connectivity Non - standard solution for real -time Connectivity Dedicated bandwidth configuration provided No dedicated bandwidth provided to monitor to monitor Customers Customers Protected from unauthorized intrusion Low risk of unauthorized intrusion Encryption Available Encryption Available Connectivity available through Motorola Customer provides Connectivity to the internet via an internet service provider selected by Customer Motorola Owned & Supplied Equipment Table Equipment Type „ Location Installed Firewall/Router Master Site System Support Server Master Site for each Zone Approved by Motorola Contracts & Compliance: July 22, 2009 31 Monitored Elements Table (Listed by Technology) System Type Equipment ASTRO 25 (release 7.x) Packet Routing Network; Zone Controllers; Database Server; FullVision Server; Zone Statistical Server; Air Traffic Router; System Statistics Server; User Configuration Server; Packet Data Gateway Server; PBX; Interconnect Server; Motorola Gold Elite Gateway (MGEG); AEB; CEB; Conventional Channel Gateway (CCGW); Simulcast RF Site (Site Controllers, Comparators, Stations); Intelli Repeater RF Site (Stations); Intelli Site Repeater RF Site (Site Controllers, Stations); Core, Exit, Gateway, Peripheral, Border, and Site routers, HP Switches master, prime, console and repeater sites switches, GGSN; CWR MOSCAD Overlay (TenSr, Station, Channel Banks, TRAK GPS, Site Power, Microwave) DOES NOT INCLUDE MONITORING OF ANY MOSCAD ALARM POINTS THAT DO NOT DIRECTLY IMPACT THE PERFORMANCE OF THE RADIO NETWORK. DOES NOT INCLUDE MONITORING OF ANYTHING OUTSIDE OF THE RADIO NETWORK UNLESS SPECIFICALLY STATED ASTRO 25 (release 6.3 — Nortel; Packet Routing Network; Zone Controllers; Database Server; 6.9) FullVision Server; Zone Statistical Server; Air Traffic Router; System Statistics Server; User Configuration Server; Packet Data Gateway Server; PBX; Interconnect Server; Motorola Gold Elite Gateway (MGEG); AEB; CEB; ARCADACS Cross Connect Switch; Simulcast RF Site (Site Controllers, Comparators, Stations); Intelli Repeater RF Site (Stations);Intelli Site Repeater RF Site (Site Controllers, Stations); MOSCAD Overlay (TenSr, Station, Channel Banks, TRAK GPS, Site Power, Microwave) Does not include monitoring of any MOSCAD alarm points that do not directly impact the performance of the radio network. Does not include monitoring of anything outside of the radio network unless specifically stated. Security Elements Core Security Management Server; Firewall; intrusion Detection Sensors; (Monitoring and managing Anti -virus Management application; Authentication Management Security Elements is application; Centralized Logging Server dependent on Customer purchasing Core Security Management Server as Equipment with the Customer System) Approved by Motorola Contracts & Compliance: July 22, 2009 32 RESOLUTION NO. R16 -141 1 1 1 1 1 1 a 1! 1! A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING AN ANNUAL SERVICE AGREEMENT WITH MOTOROLA, INC., PROVIDING FOR THE CONTINUED MAINTENANCE AND REPAIR OF THE CITY'S RADIO TELECOMMUNICATIONS SYSTEMS AS A SOLE SOURCE VENDOR FOR A TWELVE (12) MONTH PERIOD, IN THE AMOUNT OF $18,256.44; AUTHORIZING THE CITY MANAGER TO SIGN THE AGREEMENT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City maintains a radio telecommunications system that provides the Police Department, Fire Rescue Department and other local government entities with radio communications; and WHEREAS, Motorola, Inc., manufactured and installed our current system which consists of computer consoles, portable radios, antennas and operational readiness; and WHEREAS, the City has a thirteen year relationship with Motorola; and 2� 1 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the recommendation of staff, deems it to be in the best interests of the City residents to enter into a Service Agreement with Motorola, Inc., for the continued maintenance and repair of the City's radio telecommunication systems for a twelve (12) month period; 2 fl NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. Section 2. The City Commission of the City of Boynton Beach, Florida hereby C:\ Users\ StanzioneT \AppData\LocallMicrosoft \Windows \Temporary Internet Fifes\ Content. lE5\ TQFSZ5NC\ Motorola_Service_Agr_(201 - 17)_ _Reso.doc 3 3 3 3 3 3 3 4 4 47', 5 5 5 approves the Service Agreement for the continued maintenance and repair of the City's radio system between the City of Boynton Beach and Motorola, Inc. for a twelve (12) month period in the amount of $18,256.44. Section 3 . The City Manager is authorized to sign the Service Agreement, a copy of which Agreement is attached hereto as Exhibit "A." Section 4. This Resolution shall become effective immediately upon passage. PASSED AND ADOPTED this day of Alell. , 2016. CITY OF BOYNTON BEACH, FLORIDA YES NO Mayor — Steven B. Grant Vice Mayor — Mack McCray Commissioner — Justin Katz Commissioner — Christina L. Romelus ✓ Commissioner — Joe Casello VOTE 4 -D 5$ 6 1 6 ATTEST: 1 4 Judlih A. Pyle, CMC C Clerk (Corporate Seal) C:\ Users \StanzioneT\AppQata \Local \Microsoft \Windows \Temporary Internet Files\ Content. IE5\ TQFSZ5NC\ Motorola_Service_Agr_(2016 - 1 7 )-. _Reso.doc