astro 25 simulcast system - Granicus

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The design, technical, and cost information furnished with this proposal is proprietary information of Motorola Solutions, Inc. (Motorola). Such information is submitted with the restriction that it is to be used only for the evaluation of the proposal, and is not to be disclosed publicly or in any manner to anyone other than those required to evaluate the proposal, without the express written permission of Motorola Solutions, Inc. MOTOROLA, MOTO, MOTOROLA SOLUTIONS, and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license. SYMBOL is a trademark owned by Symbol Technologies, Inc., which is a wholly owned subsidiary of Motorola Solutions, Inc. All other trademarks are the property of their respective owners. © 2012 Motorola Solutions, Inc. All rights reserved.

NORTHEAST TARRANT COUNTY ORGANIZATION (NETCO) - CITY OF KELLER, TEXAS MAY 10, 2012

ASTRO 25 SIMULCAST SYSTEM

NORTHEAST TARRANT COUNTY ORGANIZATION (NETCO) - CITY OF KELLER, TEXAS ASTRO 25 SIMULCAST SYSTEM

May 10, 2012 Use or disclosure of this proposal is subject to the restrictions on the cover page.

Motorola Solutions Confidential Restricted Table of Contents i

TABLE OF CONTENTS

Section 1 ............................................................................................................ 1-1

System Purchase Agreement ............................................................................ 1-1

Section 2 ............................................................................................................ 2-1

Exhibit A ............................................................................................................ 2-1

Section 3 ............................................................................................................ 3-1

Exhibit B ............................................................................................................ 3-1

Section 4 ............................................................................................................ 4-1

Exhibit C ............................................................................................................ 4-1

Section 4A ......................................................................................................... 4-1

Exhibit C-System Description ............................................................................ 4-1 4A.1 Project Overview .................................................................................................................... 4-1

4A.2 Proposed System Design ....................................................................................................... 4-1

4A.2.1 ASTRO Simulcast System ............................................................................................. 4-1

4A.2.1.1 Site Connectivity ..................................................................................................... 4-6 4A.2.2 MCC 7500 Consoles ...................................................................................................... 4-7

4A.2.2.1 Keller PSAP ............................................................................................................ 4-8 4A.2.2.2 Euless PSAP .......................................................................................................... 4-9 4A.2.2.3 Bedford PSAP ...................................................................................................... 4-10 4A.2.2.4 Grapevine PSAP .................................................................................................. 4-12 4A.2.2.5 MCC7500 CAD/API Integration ............................................................................ 4-13 4A.2.2.6 Audio & Telephony Logging ................................................................................. 4-14 4A.2.2.7 MCC 7100 Mobile Console ................................................................................... 4-15 4A.2.2.8 Over-the-Air Programming (OTAP) Client ............................................................ 4-16

4A.2.3 Subscribers .................................................................................................................. 4-17

4A.3 Radio System Coverage ...................................................................................................... 4-18

4A.3.1 Coverage Acceptance Test Procedure ........................................................................ 4-20

4A.4 Power and HVAC ................................................................................................................. 4-21

4A.5 System Cutover .................................................................................................................... 4-23

4A.6 System Acceptance ............................................................................................................. 4-24

4A.7 Infrastructure Architecture .................................................................................................... 4-24

4A.7.1 ASTRO Simulcast ........................................................................................................ 4-24

4A.7.1.1 Simulcast Prime Site ............................................................................................ 4-25 4A.7.1.2 Simulcast Remote Site ......................................................................................... 4-26

4A.7.2 MCC 7500 Console System ......................................................................................... 4-30

Use or disclosure of this proposal is subject Northeast Tarrant County Organization (NETCO) - City of Keller, Texas to the restrictions on the section cover page.

ii ASTRO 25 Simulcast System Motorola Solutions Confidential Restricted

4A.7.2.1 Features and Benefits .......................................................................................... 4-31 4A.7.2.2 Architecture .......................................................................................................... 4-32 4A.7.2.3 Elite Dispatch Graphical User Interface ................................................................ 4-33

Section 4B ......................................................................................................... 4-1

Exhibit C-Equipment List ................................................................................... 4-1 4B.1 ASTRO Infrastructure ............................................................................................................. 4-1

4B.2 Dispatch/Subscribers ........................................................................................................... 4-10

Section 4C ......................................................................................................... 4-1

Exhibit C-Coverage Acceptance Test Plan ........................................................ 4-1 4C.1 Overview ................................................................................................................................ 4-1

4C.2 CATP Definitions .................................................................................................................... 4-1

4C.2.1 Defined Test Area .......................................................................................................... 4-2

4C.2.2 Channel Performance Criterion (CPC) ........................................................................... 4-2

4C.2.3 Reliability ........................................................................................................................ 4-3

4C.2.4 Equipment Configurations .............................................................................................. 4-3

4C.2.5 Outdoor Only Coverage ................................................................................................. 4-4

4C.2.6 CPC Pass/Fail Criterion for a Test Tile .......................................................................... 4-4

4C.2.7 Required Number of Test Tiles in the Defined Test Area ............................................... 4-5

4C.2.8 Accessibility to Test Tiles ............................................................................................... 4-5

4C.2.9 Random Selection of a Test Location in Each Tile ......................................................... 4-6

4C.2.10 CPC Measurements in Each Tile ............................................................................... 4-6

4C.3 Responsibilities and Preparation ............................................................................................ 4-6

4C.4 CATP Procedures .................................................................................................................. 4-7

4C.5 CATP Documentation and Coverage Acceptance ................................................................. 4-9

Section 4D ......................................................................................................... 4-1

Exhibit C-Statement of Work ............................................................................. 4-1 4D.1 Implementation Goals ............................................................................................................ 4-1

4D.2 System Integration Approach ................................................................................................. 4-1

4D.3 Implementation Team ............................................................................................................ 4-2

4D.4 Statement of Work Overview (SOW) ..................................................................................... 4-3

4D.5 Contract Initiation & Project Kickoff ........................................................................................ 4-3

4D.5.1 Customer Design Review (CDR) .................................................................................... 4-4

4D.5.1.1 Final System Design Review .................................................................................. 4-5 4D.5.1.2 Design Review Task Details ................................................................................... 4-6 4D.5.1.3 Master Site Interconnectivity to Fort Worth ............................................................ 4-7 4D.5.1.4 MCC7500 CADI Application Programmers Interface (API) .................................... 4-7 4D.5.1.5 MCC7100 Mobile Console ...................................................................................... 4-8 4D.5.1.6 Coverage Design .................................................................................................... 4-8 4D.5.1.7 Frequency Planning................................................................................................ 4-9 4D.5.1.8 Develop Cutover Plan ........................................................................................... 4-10

4D.5.2 Finalize Project Schedule ............................................................................................. 4-10

NORTHEAST TARRANT COUNTY ORGANIZATION (NETCO) - CITY OF KELLER, TEXAS ASTRO 25 SIMULCAST SYSTEM


Motorola Solutions Confidential Restricted Table of Contents iii

4D.5.3 Acceptance Test Procedures ....................................................................................... 4-11

4D.5.4 Site Survey & Preparation ............................................................................................ 4-12

4D.5.5 Order Processing ......................................................................................................... 4-14

4D.5.6 Manufacturing and Factory Testing .............................................................................. 4-14

4D.5.6.1 Manufacturing ....................................................................................................... 4-15 4D.5.6.2 Template Development ........................................................................................ 4-15 4D.5.6.3 Factory Testing ..................................................................................................... 4-17

4D.5.7 Civil Work ..................................................................................................................... 4-18

4D.5.7.1 Site Development at Existing Tower Sites with Existing Room ............................ 4-18 4D.5.8 Site Interconnection ...................................................................................................... 4-25

4D.5.9 Installation of Fixed Network Equipment (FNE) ........................................................... 4-26

4D.5.10 Subscriber Installation .............................................................................................. 4-29

4D.5.11 Systems Integration and Optimization ...................................................................... 4-31

4D.5.12 Acceptance Testing .................................................................................................. 4-32

4D.5.12.1 Functional Acceptance (Equipment Installation Acceptance) ............................... 4-32 4D.5.12.2 Performance Tests (Feature Tests) ...................................................................... 4-33 4D.5.12.3 Coverage Acceptance Tests ................................................................................ 4-34

4D.5.13 Training .................................................................................................................... 4-34

4D.5.14 Cutover to New System Operations ......................................................................... 4-35

4D.5.15 System Documentation ............................................................................................ 4-35

4D.5.15.1 Design Documentation ......................................................................................... 4-36 4D.5.15.2 Factory Staging Documentation ........................................................................... 4-36 4D.5.15.3 System Manual - “As-Built” Documentation .......................................................... 4-36

4D.5.16 Project Finalization ................................................................................................... 4-37

4D.5.17 Warranty Period ....................................................................................................... 4-38

Section 4E ......................................................................................................... 4-1

Exhibit C-Project Schedule ................................................................................ 4-1

Section 5 ............................................................................................................ 5-1

Exhibit D ............................................................................................................ 5-1

Section 6 ............................................................................................................ 6-1

Exhibit E ............................................................................................................ 6-1

Section 6A ......................................................................................................... 6-1

Exhibit E-Service Terms and Conditions ........................................................... 6-1

Section 6B ......................................................................................................... 6-1

Exhibit E-Warranty and Maintenance Plan ........................................................ 6-1 6B.1 Warranty and Maintenance Overview .................................................................................... 6-1


iv ASTRO 25 Simulcast System Motorola Solutions Confidential Restricted

6B.2 Warranty and Maintenance Support ...................................................................................... 6-2

6B.3 System Support Center Services ........................................................................................... 6-2

6B.3.1 Overview ........................................................................................................................ 6-2

6B.3.2 Dispatch and Case Management ................................................................................... 6-3

6B.3.3 Technical Support Operations ........................................................................................ 6-4

6B.3.4 Network and Security Monitoring ................................................................................... 6-4

6B.3.5 Security Update Service ................................................................................................. 6-4

6B.3.6 Summary ........................................................................................................................ 6-5

6B.4 Field Response Services ....................................................................................................... 6-5

6B.4.1 OnSite Infrastructure Response ..................................................................................... 6-5

6B.4.2 Infrastructure Board Repair with Advanced Replacement ............................................. 6-5

6B.4.3 Infrastructure Preventative Maintenance ........................................................................ 6-6

6B.4.4 Local Support Service .................................................................................................... 6-6

6B.4.5 Radio Repair Service ..................................................................................................... 6-6

6B.5 Lifecycle Support .................................................................................................................... 6-7

6B.5.1 Lifecycle Product Portfolio for Technology Refresh and Security Services .................... 6-7

6B.5.1.1 Software Maintenance Agreement (SMA) .............................................................. 6-7 6B.5.1.2 System Upgrade Agreement (SUA) ....................................................................... 6-8

6B.6 Existing Maintenance agreement and Other Considerations ................................................. 6-9

Section 6C ......................................................................................................... 6-1

Exhibit E-Service Statements of Work ............................................................... 6-1

Section 7 ............................................................................................................ 7-1

Pricing Summary ............................................................................................... 7-1 7.1 Keller Overall Pricing Summary ............................................................................................. 7-1

7.2 Keller Dispatch Center Detailed Pricing ................................................................................. 7-2

7.3 Keller Subscribers Detailed Pricing Tables ............................................................................ 7-3

7.4 Keller Dispatch Consoles, Nice IP Recorder, Radios & P25 Flash pricing with NETCO Infrastructure ...................................................................................................................................... 7-4


Motorola Solutions Confidential Restricted System Purchase Agreement 1-1

SECTION 1

SYSTEM PURCHASE AGREEMENT The System Purchase Agreement is included on the following pages.


1-2 System Purchase Agreement Motorola Solutions Confidential Restricted

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Motorola Contract No. 12‐24203/JS

SYSTEM PURCHASE AGREEMENT (Radio Systems) THIS AGREEMENT (“Agreement”) is made and entered into this ____ day of 2012, by and between Motorola Solutions, Inc., a Delaware corporation duly authorized to conduct business in the State of Texas (“Motorola” or “Seller”) and The City of Keller, a body corporate and politic (“Purchaser”).

WITNESSETH: WHEREAS, the Purchaser desires to purchase a Communications System; and WHEREAS, Motorola desires to sell a Communications System to Purchaser; and WHEREAS, Houston-Galveston Area Council (“H-GAC”), acting as the agent for various local governmental entities who are “End Users” under interlocal agreements (including the Purchaser) has solicited proposals for radio communications equipment and conducted discussions with Motorola concerning its proposal and, where applicable, in accordance with the competitive procurement procedures of Texas law; and WHEREAS, H-GAC and Motorola entered into that certain Contract dated as of January 1, 2008 (the “Contract”), which provided that End Users may purchase radio communications equipment from Motorola pursuant to certain terms contained therein; and THEREFORE, the parties hereby enter into an agreement pursuant to which Motorola shall perform the work and furnish the equipment and services as more fully set forth herein and in the following exhibits, which are either attached hereto or incorporated by reference and hereby made a part of this Agreement: Exhibit A General Provisions. Exhibit B Motorola Software License Agreement. Exhibit C Technical and Implementation Documents, consisting of: System Description,

Equipment List, Statement of Work, Acceptance Test Plan, and the Performance Schedule all dated May 10, 2012.

Exhibit D Motorola/H-GAC Contract dated January 1, 2008. Exhibit E Warranty and Maintenance Plan and Service Terms and Conditions (if

applicable). NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the parties agree as follows:


Section 1 SCOPE OF WORK A. Motorola shall furnish all of the equipment and software as outlined in Exhibit C and provide the tools, supplies, labor and supervision necessary for the installation of the items purchased in accordance with Exhibit C. B. In addition to responsibilities described in the Statement of Work, Purchaser shall perform the following coincident with the performance of this Agreement: (1) Provide a designated Project Director. (2) Provide ingress and egress to Purchaser’s facilities and/or sites as requested by Motorola and have such facilities available for installation of the equipment to be installed. (3) Provide adequate telephone or other communications lines (including modem access and adequate interfacing networking capabilities) for the installation, operation and support of the equipment. (4) Provide adequate space, air conditioning and other environmental conditions, and adequate and appropriate electrical power outlets, distribution, equipment and connections for the installation, operation and support of the equipment. (5) Provide a designated work area with adequate heat and light, and a secure storage area for equipment delivered to the Purchaser. The Purchaser shall be solely liable for loss or damage to equipment prior to, during and following installation when such equipment is on or within Purchaser’s facilities and/or vehicles. Section 2 SITES This Agreement is predicated on the utilization of sites and site configurations, which have been selected either by the Purchaser or by Motorola and set forth in Exhibit C. In either situation, should it be determined by Motorola and Purchaser during the course of performance on this Agreement that the sites or configuration selected are no longer available or desired, new or replacement sites or configuration will be selected and approved by both Motorola and the Purchaser. If any price or schedule adjustments are necessary as a result of these new or replacement sites, such adjustments will be added to this Agreement by change order in accordance with Section 4 of the General Provisions.


Section 3 SUBSURFACE/STRUCTURAL CONDITIONS This Agreement is predicated upon normal soil conditions defined by E.I.A. standard RS-222 (latest revision). Should Motorola encounter subsurface, structural, adverse environmental and/or latent conditions at any site differing from those indicated on the specifications, or as used in the preparation of the bid price, the Purchaser will be given immediate notice of such conditions before they are further disturbed. Thereupon, Motorola and the Purchaser shall promptly investigate the conditions and, if found to be different, will adjust the plans and/or specifications as may be necessary. Any changes that cause an adjustment in the contract price or in time required for the performance of any part of the contract shall result in a contract modification in accordance with Section 4 of the General Provisions. Section 4 PERIOD OF PERFORMANCE A. Motorola projects that it will be able to obtain final acceptance and completion of the Acceptance Test Plan within the time interval specified in Exhibit C (if applicable). A more detailed timeline shall be provided to Purchaser after the design review and customer kick-off meeting. B. Whenever a party knows or reasonably should know that any actual or potential condition due to circumstances beyond its control is delaying or threatens to delay the timely performance of the work, the party shall within thirty (30) days give the other party notice thereof and may request an extension of time to perform the work. C. In order to successfully integrate and implement this project, shipments will be made F.O.B. Destination to Purchaser facilities, local Motorola staging facilities, warehousing facilities, or any combination thereof. It is agreed that this plan is acceptable to Purchaser and that Motorola will advise prior to shipment of actual destination and that Purchaser will accept shipment, and make payment as required by this Agreement. D. It is also agreed that equipment shipping dates reflected in this Agreement are estimates only, and that shipment may be made at any time prior to, or subsequent to these estimated shipping dates. Section 5 ACCEPTANCE CRITERIA A. Motorola will test the Communications System in accordance with the Acceptance Test Plan. System acceptance will occur upon the successful completion of such testing (“System Acceptance”) at which time both parties shall promptly execute a certificate of system acceptance. If the Acceptance Test Plan includes separate tests for individual subsystems or phases of the System, both parties shall promptly execute certificates of subsystem acceptance upon the successful completion of testing of such subsystems or phases. Minor omissions or variances in performance which do not materially affect the operation of the Communications System as a whole will not postpone System Acceptance. Purchaser and Motorola will jointly prepare a list of such omissions and variances which Motorola will correct according to an agreed upon schedule.


B. Motorola agrees to notify Purchaser when the Communications System is ready for acceptance testing. Motorola and Purchaser agree to commence acceptance testing within ten (10) business days after receiving such notification. If testing is delayed for reasons within the control of Purchaser or its employees, contractors, agents or consultants for more than ten (10) business days after notification, final payment will be due within thirty (30) days after such notification and the Warranty Period will commence immediately. C. Motorola may, but is not obligated to, issue written authorization for Purchaser to use the Communications System or its subsystem(s) for limited training or testing purposes, prior to the completion of testing by Motorola. Any use of the Communications System without prior written authorization by Motorola shall constitute System Acceptance. Section 6 PAYMENT SCHEDULE A. Motorola agrees to sell all of the equipment and perform the services as outlined in the Scope of Work, and Purchaser agrees to buy the aforementioned equipment and services for the sum of ($1,644,527.33), which includes the H-GAC administration fee. The final price may be adjusted by change orders approved pursuant to Statement of Work attached hereto as Exhibit “C”. B. Customer will make a down payment of $0.00 in the form of a wire transfer, check, or cashier’s check from a U.S. financial institution. The balance of the purchase price will be paid via the disbursement of the financing proceeds pursuant to the Equipment Lease-Purchase Agreement No.23289 executed between the parties. For customer’s reference, the Federal Tax Identification number for Motorola is 36-1115800. Motorola reserves the right to make partial shipments of equipment and to request payment upon shipment of such equipment. In addition, Motorola reserves the right to invoice for installations or civil work completed on a site-by-site basis, when applicable. C. In the event of failure or delay by the Purchaser in providing sites, space, approvals, licenses, or any other Purchaser obligations required preceding delivery of Motorola equipment, it is agreed that Motorola, at its sole discretion, may ship equipment as planned and that the Purchaser will accept the equipment and make payment in accordance with the terms of this Agreement. Any additional costs incurred by Motorola for storage of equipment will be invoiced and paid by Purchaser. D. For any additional payments, payments to Motorola shall be made as follows: (i) Motorola shall immediately forward an invoice for the payment requested in

Section 6(B) above to Purchaser.

(ii) Purchaser shall pay the Motorola invoice within thirty (30) calendar days of receipt.

E. Motorola will pay H-GAC’s administrative fee in accordance with the payment terms of Motorola/H-GAC Contract dated January 1, 2008.


F. TERM. Unless terminated in accordance with other provisions of this Agreement or extended by mutual agreement of the Parties, the term of this Agreement begins on the date as set forth above and continues until the date of Final Project Acceptance or expiration of the Warranty Period, whichever occurs last. Section 7 PROJECT MANAGEMENT A. If the size or complexity of the project warrants, Motorola will assign a Project Manager, who is authorized to exercise technical direction of this project. Motorola, at any time, may designate a new or alternate Project Manager with written notice to Purchaser and H-GAC. B. All matters affecting the terms of this Agreement or the administration thereof shall be referred to Motorola’s cognizant Contract Administrator who shall have authority to negotiate changes in or amendments to this Agreement. Section 8 NOTICE ADDRESSES A. Motorola Solutions, Inc. 1303 East Algonquin Road Schaumburg, IL 60196 Attn.: Law Department B. C. Houston-Galveston Area Council 3555 Timmons Lane, Suite 120 Houston, Texas 77027 Attn.: Public Services Manager Section 9 ORDER OF PRECEDENCE In the event of an inconsistency in this Agreement, the inconsistency shall be resolved in the following order: The main body of this Agreement. Exhibit A General Provisions. Exhibit B Motorola Software License. Exhibit C Technical and Implementation Documents. Exhibit E Warranty and Maintenance Plan and Service Terms and Conditions (if applicable) Exhibit D Motorola/H-GAC Contract dated January 1, 2008.


Section 10 DISPUTES Motorola and the Purchaser will attempt to settle any claim or controversy arising out of this Agreement through consultation and negotiation in good faith and a spirit of mutual cooperation. If those attempts fail, then the dispute will be mediated by a mutually acceptable mediator to be chosen by Motorola and the Purchaser within thirty (30) days after written notice by one of the parties demanding non-binding mediation. Neither party may unreasonably withhold consent to the selection of a mediator. Motorola and the Purchaser will bear their own costs but will share the cost of the mediator equally. By mutual agreement, however, Motorola and Purchaser may postpone mediation until both parties have completed some specified but limited discovery about the dispute. The parties may also agree to replace mediation with some other form of non-binding alternate dispute resolution procedure (“ADR”). Any dispute which cannot be resolved between the parties through negotiation or mediation within two (2) months of the date of the initial demand for it by one of the parties may then be submitted to a court of competent jurisdiction in Texas. Both Motorola and Purchaser consent to jurisdiction over it by such a court. All communications pursuant to the negotiation and mediation will be treated as compromise and settlement negotiations for purposes of applicable rules of evidence and any additional confidentiality protections provided by applicable law. The use of any ADR procedures will not be considered under the doctrine of laches, waiver or estoppel to affect adversely the rights of either party. Nothing shall prevent either of the parties from resorting to the judicial proceedings mentioned in this paragraph if (a) good faith efforts to attempt resolution of the dispute under these procedures have been unsuccessful or (b) interim relief from the court is necessary to prevent serious and irreparable injury to one of the parties or others. Section 11 SEVERABILITY If any portion of this Agreement or any exhibits hereto is held to be invalid, such provision or portion of such provision shall be considered severable, and the remainder of this Agreement shall not be affected. Section 12 HEADINGS AND SECTION REFERENCES The headings given to the paragraphs are inserted for convenience only and are in no way to be construed as part of this Agreement or as a limitation of the scope of the particular paragraph to which the heading refers. Section 13 SURVIVAL OF TERMS The following provisions will survive the expiration or termination of this Agreement for any reason: Section 6 (Payment Schedule) if any payment obligations exist; Section 9 (Order of Precedence); Section 10 (Disputes); Section 11 (Severability); Section 12 (Headings and Section References); Section 13 (Survival of Terms) and Section 14 (Full Agreement).

Motorola Contract No. 12�24203/JS

MSSSI Vice President

Edward Fuerst

May 10, 2012


Motorola Solutions Confidential Restricted Exhibit A 2-1

SECTION 2

EXHIBIT A Exhibit A is included on the following pages.


2-2 Exhibit A Motorola Solutions Confidential Restricted



EXHIBIT A

GENERAL PROVISIONS MOTOROLA SOLUTIONS, INC.

Section 1 STANDARDS OF WORK Motorola agrees that the performance of work described in this Agreement and pursuant to this Agreement shall be done in a professional manner and shall conform to professional standards. All packaging and packing shall be in accordance with good commercial practice. Section 2 TAXES The prices set forth in the Agreement are exclusive of any amount for Federal, State or Local excise, sales, lease, gross income service, rental, use, property, occupation or similar taxes. If any taxes are determined applicable to this transaction or Motorola is required to pay or bear the burden thereof, the Purchaser agrees to pay to Motorola the amount of such taxes and any interest or penalty thereon no later than thirty (30) days after receipt of an invoice therefor. Section 3 SHIPPING, TITLE AND RISK OF LOSS All sales and deliveries are F.O.B. Destination. Motorola reserves the right to make deliveries in installments and the Agreement shall be severable as to such installments. Title to the equipment shall pass to the Purchaser upon receipt at the F.O.B. Destination. After delivery to the F.O.B. Destination, risk of loss and damage to the articles shall be borne by the Purchaser. The above notwithstanding, title to software and any third party supplied software shall not pass upon payment of the license fee therefor or under any circumstances. Use of the software shall be in accordance with the Software License Agreement. Section 4 CHANGES IN THE WORK A. The Purchaser may, at any time, by written order, make changes within the general scope of the work, including but not limited to revisions of, or additions to, portions of the work, or changes in method of shipment or packaging and place of delivery. B. If any order under this Section 4 causes an increase or decrease in the cost of or time required for the performance of any part of the work under this Agreement, an equitable adjustment shall be made in the Agreement price or delivery schedule, or both, and the Agreement shall be modified in writing accordingly. Motorola is not obligated to comply with any order hereunder unless and until the parties reach agreement as to the aforementioned equitable adjustment and same is reflected as an addendum to this Agreement.


Section 5 LIMITATION OF LIABILITY Except for personal injury or death, Motorola’s total liability whether for breach of contract, warranty, negligence, indemnification, strict liability in tort or otherwise, is limited to the price of the particular products or services sold hereunder with respect to which losses or damages are claimed. IN NO EVENT WILL MOTOROLA BE LIABLE FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, LOST PROFITS OR SAVINGS OR OTHER INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. This limitation of liability provision survives the expiration or termination of the Agreement and applies notwithstanding any contrary provision. No action shall be brought for any breach of this contract more than two (2) years after the accrual of such cause of action except for money due upon an open account. Section 6 EXCUSABLE DELAYS A. Neither Motorola nor the Purchaser shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but are not be limited to, acts of God; fire; strikes; material shortages; compliance with laws or regulations; riots; acts of war; or any other conditions beyond the reasonable control of the party or parties. B. Delays as identified herein may cause an impact on the Period of Performance stated in the Agreement. Such delays will be subject to an Agreement addendum as described in Section 4. Section 7 DEFAULT A. If either party fails to perform a material obligation under this Agreement, the other party may consider the non-performing party to be in default (unless such failure has been caused by the conditions set forth in Section 6 of these General Provisions) and may assert a default claim by giving the non-performing party a written and detailed notice of default. Except for a default by Purchaser for failing to pay any amount when due under this Agreement which must be cured immediately, the defaulting party will have thirty (30) days after receipt of the notice of default to either cure the default or, if the default is not curable within thirty (30) days, provide a written cure plan. The defaulting party will begin implementing the cure plan immediately after receipt of notice by the other party that it approves the plan. If Purchaser is the defaulting party, Motorola may stop work on the project until it approves the Purchaser’s cure plan.


B. If a defaulting party fails to cure the default as provided above in Section 7.A, unless otherwise agreed in writing, the non-defaulting party may terminate any unfulfilled portion of this Agreement. In the event of termination for default, the defaulting party will promptly return to the non-defaulting party any of its confidential information. If Purchaser is the non-defaulting party, terminates this Agreement as permitted by this Section, and completes the System through a third party, Purchaser may as its exclusive remedy recover from Motorola reasonable costs incurred to complete the System to a capability not exceeding that specified in this Agreement less the unpaid portion of the contract price. Purchaser will mitigate damages and provide Motorola with detailed invoices substantiating the charges. IN THE EVENT OF DEFAULT, MOTOROLA SHALL NOT BE LIABLE FOR ANY INCIDENTAL, LIQUIDATED, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES. Section 8 DELAYS BY PURCHASER If the Purchaser is responsible for delays in the schedule set forth in the Agreement, the Purchaser shall be liable for actual costs incurred by Motorola resulting from these delays if Motorola requests compensation. Such charges may include, but are not limited to, additional Engineering; rescheduling charges; storage charges; maintenance charges; and transportation charges. The Purchaser shall have the option to attempt to minimize actual costs incurred by storing and transporting equipment at its own expense. Such delays will be subject to an Agreement addendum as described in Section 4. Section 9 LICENSES/AUTHORIZATION The Purchaser is solely responsible for obtaining any licenses or other authorizations required by the Federal Communications Commission and for complying with FCC rules. Neither Motorola nor any of its employees is an agent or representative of the Purchaser in FCC matters or otherwise. Motorola, however, may assist in the preparation of the license application at no charge to the Purchaser. Purchaser acknowledges that project implementation is predicated on receipt of proper FCC licensing. Section 10 INDEMNIFICATION Motorola agrees to and hereby indemnifies and saves Purchaser harmless from all liabilities, judgments, costs, damages and expenses which may accrue against, be charged to, or recovered from the Purchaser by reason of or on account of damage to the tangible property of the Purchaser or the property of, injury to, or death of any person, to the extent and in the proportion that such damage or injury is caused by Motorola’s negligent acts or omissions or that of its employees, subcontractors, or agents while on the premises of the Purchaser during the delivery and installation of the communications equipment. IN NO EVENT WILL MOTOROLA BE LIABLE FOR INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES.


Section 11 WARRANTIES A. WARRANTY PERIOD. Upon System Acceptance, the System Functionality representation described below is fulfilled. The Equipment and Motorola Software is warranted for a period of one (1) year after System Acceptance (“Warranty Period”) in accordance with the applicable limited warranties shown below. In no event will the warranty period last longer than eighteen (18) months after the Equipment and Software is shipped from Motorola. Purchaser must notify Motorola in writing if Equipment or Motorola Software does not conform to these warranties no later than one month after the expiration of the Warranty Period. B. SYSTEM FUNCTIONALITY. Motorola represents that the Communications System will satisfy the functional requirements in Exhibit C. Upon System Acceptance, this System Functionality representation is fulfilled. After System Acceptance, the Equipment Warranty set forth below and the Software Warranty set forth in the Software License Agreement will apply. Motorola will not be responsible for performance deficiencies of the System caused by ancillary equipment not furnished by Motorola which is attached to or used in connection with the System provided hereunder. Additionally, Motorola will not be responsible for System performance when the functionality is reduced for reasons beyond Motorola’s control including, but not limited to, i) an earthquake, adverse atmospheric conditions or other natural causes; ii) the construction of a building that adversely affects the microwave path reliability or RF coverage; iii) the addition of additional frequencies at System sites that cause RF interference or intermodulation; iv) Purchaser changes to load usage and/or configuration outside the parameters specified in Exhibit C; v) any other act of parties who are beyond Motorola’s control, including Purchaser or its employees, contractors, consultants or agents. C. EQUIPMENT WARRANTY. Motorola warrants the Equipment against material defects in material and workmanship under normal use and service during the Warranty Period. Unless otherwise specified in writing, the Warranty Period for non-Motorola manufactured Equipment will be as stated in this Section. At no additional charge and at its option, Motorola will either repair the defective Equipment, replace it with the same or equivalent Equipment, or refund the purchase price of the defective Equipment, and such action on the part of Motorola will be the full extent of Motorola’s liability hereunder. Repaired or replaced Equipment is warranted for the balance of the original applicable warranty period. All replaced parts of the Equipment shall become the property of Motorola.


THIS WARRANTY DOES NOT APPLY TO

a) Defects or damage resulting from use of the Equipment in other than its normal and customary manner.

b) Defects or damage occurring from misuse, accident, liquids, neglect or

acts of God. c) Defects or damage occurring from testing, maintenance, installation,

alteration, modification, or adjustment not provided by Motorola pursuant to this System Purchase Agreement.

d) Breakage of or damage to antennas unless caused directly by defects in

material or workmanship. e) Equipment that has been subjected to unauthorized modifications,

disassembly or repairs (including the addition to the Equipment of non-Motorola supplied equipment if not authorized by Motorola) which adversely affect performance of the Equipment or interfere with Motorola’s normal warranty inspection and testing of the Equipment to verify any warranty claim.

f) Equipment that has had the serial number removed or made illegible. g) Batteries (because they carry their own separate limited warranty). h) Freight costs to the repair depot. i) Equipment that has been subject to illegal or unauthorized alteration of the

software/firmware in the Equipment. j) Scratches or other cosmetic damage to Equipment surfaces that does not

affect the operation of the Equipment. k) Software. l) Normal or customary wear and tear.

D. Motorola Software Warranty. Motorola Software is warranted in accordance with the terms of the Software License Agreement attached as Exhibit B. E. These express limited warranties as set forth in this Section are extended by Motorola to the original end user purchasing or leasing the System for commercial, industrial, or governmental use only, and are not assignable or transferable. These are the complete warranties for the Equipment and Software provided pursuant to this Agreement.


F. THESE WARRANTIES ARE GIVEN IN LIEU OF ALL OTHER WARRANTIES. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL MOTOROLA BE LIABLE FOR DAMAGES IN EXCESS OF THE PURCHASE PRICE OF THE EQUIPMENT. IN NO EVENT WILL MOTOROLA BE LIABLE FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, LOST PROFITS OR SAVINGS OR OTHER INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE EQUIPMENT, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. Section 12 CONFIDENTIAL INFORMATION Subject to State of Texas Public Information Act, Motorola proprietary computer programs will be released in accordance with the Software License provisions set forth elsewhere, if applicable. All other material and information of confidential nature marked Motorola PROPRIETARY and/or CONFIDENTIAL will be released as necessary under the following conditions: (1) Purchaser shall exercise reasonable and prudent measures to keep these items in confidence. (2) Purchaser shall not disclose these items to third parties without prior written permission, unless Motorola makes them public or Purchaser learns them rightfully from sources independent of Motorola, or it is required by law to be disclosed. (3) Motorola, where necessary, retains the right to prescribe specific security measures for the Purchaser to follow to maintain the confidentiality. In the event disclosure of such information is necessary, a separate Non-Disclosure Agreement will be required. Section 13 SOFTWARE LICENSE A. Motorola Software. Any Motorola Software furnished will be licensed to Purchaser solely according to the terms and restrictions of the Software License Agreement attached as Exhibit B. Purchaser hereby accepts all of the terms and restrictions of the Software License Agreement. B. Non-Motorola Software. Any Non-Motorola Software furnished by Motorola will be subject to the terms and restrictions of its copyright owner unless such copyright owner has granted to Motorola the right to sublicense such Non-Motorola Software pursuant to the Software License Agreement, in which case the Software License Agreement (including any addendum to satisfy such copyright owner’s requirements) shall apply and the copyright owner will have all of Motorola’s rights and protections under the Software License Agreement.


Section 14 PATENT INDEMNIFICATION A. Motorola will defend at its expense any suit brought against Purchaser to the extent it is based on a third-party claim alleging that the Equipment manufactured by Motorola or the Motorola Software (“Motorola Product”) directly infringes a United States patent or copyright (“Infringement Claim”). Motorola’s duties to defend and indemnify are conditioned upon: Purchaser promptly notifying Motorola in writing of the Infringement Claim; Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise; and Purchaser providing to Motorola cooperation and, if requested by Motorola, reasonable assistance in the defense of the Infringement Claim. In addition to Motorola’s obligation to defend, and subject to the same conditions, Motorola will pay all damages finally awarded against Purchaser by a court of competent jurisdiction for an Infringement Claim or agreed to, in writing, by Motorola in settlement of an Infringement Claim. B. If an Infringement Claim occurs, or in Motorola's opinion is likely to occur, Motorola may at its option and expense: (a) procure for Purchaser the right to continue using the Motorola Product; (b) replace or modify the Motorola Product so that it becomes non-infringing while providing functionally equivalent performance; or (c) accept the return of the Motorola Product and grant Purchaser a credit for the Motorola Product, less a reasonable charge for depreciation. The depreciation amount will be calculated based upon generally accepted accounting standards. C. Motorola will have no duty to defend or indemnify for any Infringement Claim that is based upon: (a) the combination of the Motorola Product with any software, apparatus or device not furnished by Motorola; (b) the use of ancillary equipment or software not furnished by Motorola and that is attached to or used in connection with the Motorola Product; (c) Motorola Product designed or manufactured in accordance with Purchaser’s designs, specifications, guidelines or instructions, if the alleged infringement would not have occurred without such designs, specifications, guidelines or instructions; (d) a modification of the Motorola Product by a party other than Motorola; (e) use of the Motorola Product in a manner for which the Motorola Product was not designed or that is inconsistent with the terms of this Agreement; or (f) the failure by Purchaser to install an enhancement release to the Motorola Software that is intended to correct the claimed infringement. In no event will Motorola’s liability resulting from its indemnity obligation to Purchaser extend in any way to royalties payable on a per use basis or the Purchaser’s revenues, or any royalty basis other than a reasonable royalty based upon revenue derived by Motorola from Purchaser from sales or license of the infringing Motorola Product. D. This Section 14 provides Purchaser’s sole and exclusive remedies and Motorola’s entire liability in the event of an Infringement Claim. Purchaser has no right to recover and Motorola has no obligation to provide any other or further remedies, whether under another provision of this Agreement or any other legal theory or principle, in connection with an Infringement Claim. In addition, the rights and remedies provided in this Section 14 are subject to and limited by the restrictions set forth in Section 5.


Section 15 DISCLAIMER OF PATENT LICENSE Nothing contained in this Agreement shall be deemed to grant, either directly or by implication, estoppel, or otherwise, any license under any patents or patent applications of Motorola, except that Purchaser shall have the normal non-exclusive royalty-free license to use that is implied, or otherwise arises by operation of law, in the sale of a product. Section 16 WAIVER Failure or delay on the part of Motorola or Purchaser to exercise a right or power hereunder shall not operate as a waiver of the right or power. For a waiver of a right or power to be effective, it must be in a writing signed by the waiving party. An effective waiver of a right or power will not be construed as either a future or continuing waiver of that same right or power, or the waiver of any other right or power. Section 17 GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Texas and the venue of any litigation concerning the terms and conditions hereof or the rights and duties of the parties hereto, shall be in a state or federal court having jurisdiction of the controversy and sitting in Tarrant County, Texas. Section 18 ASSIGNABILITY Except as provided herein, neither party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other party, which consent will not be unreasonably withheld. Any attempted assignment, delegation, or transfer without the necessary consent will be void. Notwithstanding the foregoing, Motorola may assign this Agreement to any of its affiliates or its right to receive payment without the prior consent of Purchaser. Section 19 SURVIVAL OF TERMS The following provisions will survive the expiration or termination of this Agreement for any reason: Section 2 (Taxes); Section 5 (Limitation of Liability); Section 7 (Default); Subsection 11.F (Disclaimer of Implied Warranties); Section 12 (Confidential Information); Section 13 (Software License); and Section 16 (Waiver); Section 17 (Governing Law) and Section 19 (Survival of Terms).


Section 20 ADMINISTRATOR LEVEL ACCOUNT ACCESS Motorola will provide Purchaser with Administrative User Credentials. Purchaser agrees to only grant Administrative User Credentials to those personnel with the training or experience to correctly use the access. Purchaser is responsible for protecting Administrative User Credentials from disclosure and maintaining Credential validity by, among other things, updating passwords when required. Purchaser may be asked to provide valid Administrative User Credentials when in contact with Motorola System support. Purchaser understands that changes made as the Administrative User can significantly impact the performance of the System. Purchaser agrees that it will be solely responsible for any negative impact on the System or its users by any such changes. System issues occurring as a result of changes made by an Administrative User may impact Motorola’s ability to perform its obligations under the Agreement or its Maintenance and Support Agreement. In such cases, a revision to the appropriate provisions of the Agreement, including the Statement of Work, may be necessary. To the extent Motorola provides assistance to correct any issues caused by or arising out of the use of or failure to maintain Administrative User Credentials, Motorola will be entitled to bill Purchaser and Purchaser will pay Motorola on a time and materials basis for resolving the issue. Section 21 MAINTENANCE SERVICE If this Agreement contains a Warranty and Maintenance Plan, then, during the Warranty Period, in addition to warranty services, Motorola will provide maintenance services for the Equipment and support for the Motorola Software pursuant to the terms of this Agreement, including the Warranty and Maintenance Plan and Service Terms and Conditions. Such services and support are included in the Contract Price. If Customer wishes to purchase additional maintenance and support services during the Warranty Period, or any maintenance and support services after the Warranty Period, the description of and pricing for such services will be set forth in a separate document. Unless otherwise agreed by the Parties in writing, the terms and conditions applicable to such maintenance and support will be Motorola’s standard Service Terms and Conditions, together with the appropriate statements of work.


Motorola Solutions Confidential Restricted Exhibit B 3-1

SECTION 3

EXHIBIT B Exhibit B is included on the following pages.


3-2 Exhibit B Motorola Solutions Confidential Restricted



Exhibit B

Software License Agreement This Exhibit B, Software License Agreement ("Agreement") is between Motorola Solutions, Inc., (“Motorola"), and the City of Keller (“Licensee”). For good and valuable consideration, the parties agree as follows: Section 1 DEFINITIONS 1.1 “Designated Products” means products provided by Motorola to Licensee with which or for which the Software and Documentation is licensed for use. 1.2 “Documentation” means 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 such information is provided). 1.3 “Open Source Software” means software with either freely obtainable source code, license for modification, or permission for free distribution. 1.4 “Open Source Software License” means the terms or conditions under which the Open Source Software is licensed. 1.5 “Primary Agreement” means the agreement to which this exhibit is attached. 1.6 “Security Vulnerability” means a flaw or weakness in system security procedures, design, implementation, or internal controls that could be exercised (accidentally triggered or intentionally exploited) and result in a security breach such that data is compromised, manipulated or stolen or the system damaged. 1.7 “Software” (i) means proprietary software in object code format, and adaptations, translations, de-compilations, disassemblies, emulations, or derivative works of such software; (ii) means any modifications, enhancements, new versions and new releases of the software provided by Motorola; and (iii) may contain one or more items of software owned by a third party supplier. The term "Software" does not include any third party software provided under separate license or third party software not licensable under the terms of this Agreement.

Section 2 SCOPE

Motorola and Licensee enter into this Agreement in connection with Motorola's delivery of certain proprietary Software or products containing embedded or pre-loaded proprietary Software, or both. This Agreement contains the terms and conditions of the license Motorola is providing to Licensee, and Licensee’s use of the Software and Documentation.

Section 3 GRANT OF LICENSE

3.1. Subject to the provisions of this Agreement and the payment of applicable license fees, Motorola grants to Licensee a personal, limited, non-transferable (except as permitted in Section 7) and non-exclusive license under Motorola’s copyrights and Confidential Information (as defined in the Primary Agreement) embodied in the Software to use the Software, in object code form, and the Documentation solely in connection with Licensee's use of the Designated Products. This Agreement does not grant any rights to source code.


3.2. If the Software licensed under this Agreement contains or is derived from Open Source Software, the terms and conditions governing the use of such Open Source Software are in the Open Source Software Licenses of the copyright owner and not this Agreement. If there is a conflict between the terms and conditions of this Agreement and the terms and conditions of the Open Source Software Licenses governing Licensee’s use of the Open Source Software, the terms and conditions of the license grant of the applicable Open Source Software Licenses will take precedence over the license grants in this Agreement. If requested by Licensee, Motorola will use commercially reasonable efforts to: (i) determine whether any Open Source Software is provided under this Agreement; (ii) identify the Open Source Software and provide Licensee a copy of the applicable Open Source Software License (or specify where that license may be found); and, (iii) provide Licensee a copy of the Open Source Software source code, without charge, if it is publicly available (although distribution fees may be applicable).

Section 4 LIMITATIONS ON USE

4.1. Licensee may use the Software only for Licensee's internal business purposes and only in accordance with the Documentation. Any other use of the Software is strictly prohibited. Without limiting the general nature of these restrictions, Licensee will not make the Software available for use by third parties on a "time sharing," "application service provider," or "service bureau" basis or for any other similar commercial rental or sharing arrangement. 4.2. Licensee will not, and will not allow or enable any third party to: (i) reverse engineer, disassemble, peel components, decompile, reprogram or otherwise reduce the Software or any portion to a human perceptible form or otherwise attempt to recreate the source code; (ii) modify, adapt, create derivative works of, or merge the Software; (iii) copy, reproduce, distribute, lend, or lease the Software or Documentation to any third party, grant any sublicense or other rights in the Software or Documentation to any third party, or take any action that would cause the Software or Documentation to be placed in the public domain; (iv) remove, or in any way alter or obscure, any copyright notice or other notice of Motorola's proprietary rights; (v) provide, copy, transmit, disclose, divulge or make the Software or Documentation available to, or permit the use of the Software by any third party or on any machine except as expressly authorized by this Agreement; or (vi) use, or permit the use of, the Software in a manner that would result in the production of a copy of the Software solely by activating a machine containing the Software. Licensee may make one copy of Software to be used solely for archival, back-up, or disaster recovery purposes; provided that Licensee may not operate that copy of the Software at the same time as the original Software is being operated. Licensee may make as many copies of the Documentation as it may reasonably require for the internal use of the Software. 4.3. Unless otherwise authorized by Motorola in writing, Licensee will not, and will not enable or allow any third party to: (i) install a licensed copy of the Software on more than one unit of a Designated Product; or (ii) copy onto or transfer Software installed in one unit of a Designated Product onto one other device. Licensee may temporarily transfer Software installed on a Designated Product to another device if the Designated Product is inoperable or malfunctioning, if Licensee provides written notice to Motorola of the temporary transfer and identifies the device on which the Software is transferred. Temporary transfer of the Software to another device must be discontinued when the original Designated Product is returned to operation and the Software must be removed from the other device. Licensee must provide prompt written notice to Motorola at the time temporary transfer is discontinued. 4.4. When using Motorola's Radio Service Software ("RSS"), Licensee must purchase a separate license for each location at which Licensee uses RSS. Licensee's use of RSS at a licensed location does not entitle Licensee to use or access RSS remotely. Licensee may make one copy of RSS for each licensed location. Licensee shall provide Motorola with a list of all locations at which Licensee uses or intends to use RSS upon Motorola’s request.


4.5. Licensee will maintain, during the term of this Agreement and for a period of two years thereafter, accurate records relating to this license grant to verify compliance with this Agreement. Motorola or an independent third party (“Auditor”) may inspect Licensee’s premises, books and records, upon reasonable prior notice to Licensee, during Licensee’s normal business hours and subject to Licensee's facility and security regulations. Motorola is responsible for the payment of all expenses and costs of the Auditor. Any information obtained by Motorola and the Auditor will be kept in strict confidence by Motorola and the Auditor and used solely for the purpose of verifying Licensee's compliance with the terms of this Agreement.

Section 5 OWNERSHIP AND TITLE

Motorola, its licensors, and its suppliers retain all of their proprietary rights in any form in and to the Software and Documentation, including, but not limited to, all rights in patents, patent applications, inventions, copyrights, trademarks, trade secrets, trade names, and other proprietary rights in or relating to the Software and Documentation (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de-compilations, disassemblies, emulations to or derivative works from the Software or Documentation, whether made by Motorola or another party, or any improvements that result from Motorola’s processes or, provision of information services). No rights are granted to Licensee under this Agreement by implication, estoppel or otherwise, except for those rights which are expressly granted to Licensee in this Agreement. All intellectual property developed, originated, or prepared by Motorola in connection with providing the Software, Designated Products, Documentation or related services, remains vested exclusively in Motorola, and Licensee will not have any shared development or other intellectual property rights.

Section 6 LIMITED WARRANTY; DISCLAIMER OF WARRANTY

6.1. The commencement date and the term of the Software warranty will be a period of one (1) year from delivery of the Software (the "Warranty Period"). If Licensee is not in breach of any of its obligations under this Agreement, Motorola warrants that the unmodified Software, when used properly and in accordance with the Documentation and this Agreement, 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. Whether a defect occurs will be determined by Motorola solely with reference to the Documentation. Motorola does not warrant that Licensee’s use of the Software or the Designated Products will be uninterrupted, error-free, completely free of Security Vulnerabilities, or that the Software or the Designated Products will meet Licensee’s particular requirements. Motorola makes no representations or warranties with respect to any third party software included in the Software. 6.2 Motorola’s sole obligation to Licensee and Licensee’s exclusive remedy under this warranty is to use reasonable efforts to remedy any material Software defect covered by this warranty. These efforts will involve either replacing the media or attempting to correct significant, demonstrable program or documentation errors or Security Vulnerabilities. If Motorola cannot correct the defect within a reasonable time, then at Motorola’s option, Motorola will replace the defective Software with functionally-equivalent Software, license to Licensee substitute Software which will accomplish the same objective, or terminate the license and refund the Licensee’s paid license fee. 6.3. Warranty claims are described in the Primary Agreement. 6.4. The express warranties set forth in this Section 6 are in lieu of, and Motorola disclaims, any and all other warranties (express or implied, oral or written) with respect to the Software or Documentation, including, without limitation, any and all implied warranties of condition, title, non-infringement, merchantability, or fitness for a particular purpose or use by Licensee (whether or not Motorola knows, has reason to know, has been advised, or is otherwise aware of any such purpose or use), whether arising by law, by reason of custom or usage of trade, or by course of dealing. In addition, Motorola disclaims any warranty to any person other than Licensee with respect to the Software or Documentation.


Section 7 TRANSFERS Licensee will not transfer the Software or Documentation to any third party without Motorola's prior written consent. Motorola’s consent may be withheld at its discretion and may be conditioned upon transferee paying all applicable license fees and agreeing to be bound by this Agreement. If the Designated Products are Motorola's radio products and Licensee transfers ownership of the Motorola radio products to a third party, Licensee may assign its right to use the Software (other than RSS and Motorola's FLASHport® software) which is embedded in or furnished for use with the radio products and the related Documentation; provided that Licensee transfers all copies of the Software and Documentation to the transferee, and Licensee and the transferee sign a transfer form to be provided by Motorola upon request, obligating the transferee to be bound by this Agreement.

Section 8 TERM AND TERMINATION

8.1 Licensee’s right to use the Software and Documentation will begin when the Primary Agreement is signed by both parties and will continue for the life of the Designated Products with which or for which the Software and Documentation have been provided by Motorola, unless Licensee breaches this Agreement, in which case this Agreement and Licensee's right to use the Software and Documentation may be terminated immediately upon notice by Motorola. 8.2 Within thirty (30) days after termination of this Agreement, Licensee must certify in writing to Motorola that all copies of the Software have been removed or deleted from the Designated Products and that all copies of the Software and Documentation have been returned to Motorola or destroyed by Licensee and are no longer in use by Licensee. 8.3 Licensee acknowledges that Motorola made a considerable investment of resources in the development, marketing, and distribution of the Software and Documentation and that Licensee's breach of this Agreement will result in irreparable harm to Motorola for which monetary damages would be inadequate. If Licensee breaches this Agreement, Motorola may terminate this Agreement and be entitled to all available remedies at law or in equity (including immediate injunctive relief and repossession of all non-embedded Software and associated Documentation unless Licensee is a Federal agency of the United States Government).

Section 9 UNITED STATES GOVERNMENT LICENSING PROVISIONS

This Section applies if Licensee is the United States Government or a United States Government agency. Licensee’s use, duplication or disclosure of the Software and Documentation under Motorola’s copyrights or trade secret rights is subject to the restrictions set forth in subparagraphs (c)(1) and (2) of the Commercial Computer Software-Restricted Rights clause at FAR 52.227-19 (JUNE 1987), if applicable, unless they are being provided to the Department of Defense. If the Software and Documentation are being provided to the Department of Defense, Licensee’s use, duplication, or disclosure of the Software and Documentation is subject to the restricted rights set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 (OCT 1988), if applicable. The Software and Documentation may or may not include a Restricted Rights notice, or other notice referring to this Agreement. The provisions of this Agreement will continue to apply, but only to the extent that they are consistent with the rights provided to the Licensee under the provisions of the FAR or DFARS mentioned above, as applicable to the particular procuring agency and procurement transaction.


Section 10 CONFIDENTIALITY

Subject to State of Texas Public Information Act, Licensee acknowledges that the Software and Documentation contain Motorola’s valuable proprietary and confidential information and are Motorola’s trade secrets. Licensee will not disclose the Software and Documentation to any third party except as permitted by this Agreement or expressly in writing by Motorola. Licensee will take necessary and appropriate precautions to maintain the confidentiality and guard against the unauthorized disclosure of the Software and Documentation. Licensee will limit access to the Software and Documentation only to Licensee’s employees who “need to know” and are authorized to use the Software and Documentation as permitted by this Agreement.

Section 11 LIMITATION OF LIABILITY

The Limitation of Liability provision is described in the Primary Agreement.

Section 12 NOTICES

Notices are described in the Primary Agreement.

Section 13 GENERAL

13.1. COPYRIGHT NOTICES. The existence of a copyright notice on the Software will not be construed as an admission or presumption of publication of the Software or public disclosure of any trade secrets associated with the Software. 13.2. COMPLIANCE WITH LAWS. Licensee acknowledges that the Software is subject to the laws and regulations of the United States and Licensee will comply with all applicable laws and regulations, including export laws and regulations of the United States. Licensee will not, without the prior authorization of Motorola and the appropriate governmental authority of the United States, in any form export or re-export, sell or resell, ship or reship, or divert, through direct or indirect means, any item or technical data or direct or indirect products sold or otherwise furnished to any person within any territory for which the United States Government or any of its agencies at the time of the action, requires an export license or other governmental approval. Violation of this provision is a material breach of this Agreement. 13.3. ASSIGNMENTS AND SUBCONTRACTING. Motorola may assign its rights or subcontract its obligations under this Agreement, or encumber or sell its rights in any Software, without prior notice to or consent of Licensee. 13.4. GOVERNING LAW. This Agreement is governed by the laws of the United States to the extent that they apply and otherwise by the internal substantive laws of the State of Texas. The terms of the U.N. Convention on Contracts for the International Sale of Goods do not apply. In the event that the Uniform Computer Information Transaction Act, any version of this Act, or a substantially similar law (collectively "UCITA") becomes applicable to a party's performance under this Agreement, UCITA does not govern any aspect of this Agreement or any license granted under this Agreement, or any of the parties' rights or obligations under this Agreement. The governing law will be that in effect prior to the applicability of UCITA. 13.5. THIRD PARTY BENEFICIARIES. This Agreement is entered into solely for the benefit of Motorola and Licensee. No third party has the right to make any claim or assert any right under this Agreement, and no third party is deemed a beneficiary of this Agreement. Notwithstanding the foregoing, any licensor or supplier of third party software included in the Software will be a direct and intended third party beneficiary of this Agreement. 13.6. SURVIVAL. Sections 4, 5, 6.4, 7, 8, 9, 10, 11 and 13 survive the termination of this Agreement.


13.7. ORDER OF PRECEDENCE. In the event of inconsistencies between this Exhibit and the Primary Agreement, the parties agree that this Exhibit prevails, only with respect to the specific subject matter of this Exhibit, and not the Primary Agreement or any other exhibit as it applies to any other subject matter. 13.8 SECURITY. Motorola uses reasonable means in the design and writing of its own Software and the acquisition of third party Software to limit Security Vulnerabilities. While no software can be guaranteed to be free from Security Vulnerabilities, if a Security Vulnerability is discovered, Motorola will take the steps set forth in Section 6 of this Agreement.


Motorola Solutions Confidential Restricted Exhibit C 4-1

SECTION 4

EXHIBIT C Exhibit C is included within the subsections listed below:

Section 4A, Exhibit C-System Description Section 4B, Exhibit C-Equipment List Section 4C, Exhibit C-Coverage Acceptance Test Plan Section 4D, Exhibit C-Statement of Work Section 4E, Exhibit C-Project Schedule


4-2 Exhibit C Motorola Solutions Confidential Restricted



Motorola Solutions Confidential Restricted Exhibit C-System Description 4-1

SECTION 4A

EXHIBIT C-SYSTEM DESCRIPTION

4A.1 PROJECT OVERVIEW

Motorola is pleased to offer our ASTRO 25 IP simulcast trunked radio system to meet the Northeast Tarrant County Organization’s (NETCO) public safety communication needs and be an integral component in NETCO’s vision for a streamlined, unified communications infrastructure. The proposed design replaces NETCO’s existing nine-channel 800MHz SMARTNET simulcast communications system. The existing communication equipment shelters will be reused.

The proposed nine-channel ASTRO 25 Simulcast Subsystem will connect into the existing City of Ft. Worth ASTRO core switch located at the Eagle Mountain RF Tower site in Ft. Worth, TX. The existing City of Ft. Worth ASTRO zone core will support the added capacity required for the design proposed herein. All backhaul connectivity will be provisioned T1 circuits.

In support of the ASTRO 25 IP-based infrastructure, NETCO’s existing Gold Elite consoles will be replaced with MCC7500 consoles at each dispatch center. The MCC 7500 console position is Motorola’s mission critical IP high-tier radio dispatch console system which will integrate seamlessly with the ASTRO 25 trunking system.

Additionally, ASTRO 25 Phase 1 capable radios will be flash upgraded to support ASTRO 25 operation. Radios that cannot flash upgraded will be replaced.

4A.2 PROPOSED SYSTEM DESIGN

4A.2.1 ASTRO Simulcast System

The proposed ASTRO 25 simulcast subsystem consists of one simulcast prime site and three simulcast remote sites. The radio site locations currently supporting the SMARTNET system will be re-used which are:

Colleyville Tower Grapevine Water Tank Euless Tower (ATC)

The ASTRO simulcast prime site will replace the existing prime site at the Colleyville Tower site. The new simulcast hardware is planned to be installed in the shelter adjacent to the existing simulcast hardware located within the same perimeter fence. Each RF remote site will support the nine existing 800MHz simulcast channels currently in operation. The prime site will support nine 800 MHz channels with the capability to add up to one additional 700/800MHz channel in the comparator chassis proposed herein. Figure 4-1 illustrates a high level block diagram of the proposed simulcast system.


4-2 Exhibit C-System Description Motorola Solutions Confidential Restricted

Figure 4-1: System Block Diagram

A summary of the existing frequencies are referenced below in Table 4-1. The minimum channel spacing between transmit frequencies is 250 kHz which will allow for efficient combining of RF signals for the RF distribution system.

Table 4-1: Existing SMARTNET Simulcast Frequencies

Existing TX Freq (MHz) Δ (MHz)

853.7875 ─

852.5375 1.2500

852.1125 0.4250

851.4875 0.6250

851.0375 0.4500

855.4875 -4.4500

855.2375 0.2500

854.9875 0.2500

854.0125 0.9750

The simulcast system is designed to support dual site links to provide additional redundancy and reliability. Dual site links can reduce the impact against several failure scenarios which include but are not limited to:

T1 Site Link Failure Site Router/Switch Hardware Failure



Refer to the Site Connectivity section for detailed transport requirements.

Further improving reliability, prime site high availability and simulcast remote site high availability has been incorporated into the design of the simulcast system. Standard IP simulcast prime sites utilize two LAN Ethernet switches to ensure continued wide area operation when a LAN switch failure occurs. The prime site IP devices are evenly distributed between these two switches. If one of the switches fails, the prime site will continue to operate in wide area but with a reduced set of available channels (reduced approximately 50% of maximum capacity) and no redundancy.

The IP multi-site subsystem can be equipped with a larger number of LAN switches in order to improve channel availability following a LAN switch failure. With the high availability option- the two base model LAN switches are replaced at the simulcast prime site with four LAN switches setup in a mesh configuration. When the same site resources are spread across four LAN switches, the failure of a single switch will remove fewer resources hence improving the general availability of resources as well as improving the likelihood of preserving redundancy.

Figure 4-2 below depicts the mesh configuration of the prime site LAN switches.

Figure 4-2: Simulcast Prime Site High Availability Block Diagram



Further availability improvements can be achieved via the simulcast remote site high availability feature (a.k.a. dual LAN feature). This feature is used jointly with the simulcast prime site high availability feature in order to meet availability targets for the IP multi-site subsystem. The dual LAN feature ensures that a single point of failure in the reference or LAN will not cause the loss of more than one channel at a simulcast remote subsite. Non-dual LAN IP simulcast subsites will lose half of the channels if one of the Ethernet switches fail. A failure of either reference distribution modules will result in the base radios automatically reverting to the LAN served by the other active reference distribution module thus allowing continued wide area operation by all base radios. A block diagram of simulcast remote site high availability is depicted in Figure 4-3.

Figure 4-3: Simulcast Remote Site High Availability Block Diagram

A high level equipment summary proposed herein is listed below.

Colleyville Prime Site

Five Comparator Chassis (Supports 2 Channels per Chassis) Two Site Controllers Two Site Access Routers with Relay Panel One SDM3000 MOSCAD RTU Prime Site GPS Unit Four High Availability LAN Switches Two 7.5 Feet Open Face Racks Spares Kit:

Includes one GPS unit, one site router, one switch, one power amplifier, one power supply, one x-hub, one comparator



Colleyville Co-located Simulcast Remote Site

Two Site Routers Two High Availability Reference Modules Two GPS Receivers Nine 800MHz Simulcast Channels One SDM3000 MOSCAD RTU Three Conventional Channel Gateways (Supports up to 12 resources) One RF Distribution System (RFDS):

Includes RX Multicoulper and TX combiner One RX Antenna with Tower Top Amplifier (TTA):

Includes Transmission line One TX Antenna:

Includes Transmission Line

Euless Simulcast Remote Site

Two Site Routers Two High Availability Reference Modules Nine 800MHz Simulcast Channels Two GPS Receivers One SDM3000 MOSCAD RTU One RF Distribution System (RFDS):




Grapevine Simulcast Remote Site

Two Site Routers Two High Availability Reference Modules Two GPS Receivers Nine 800MHz Simulcast Channels One SDM3000 MOSCAD RTU One RF Distribution System (RFDS):






4A.2.1.1 Site Connectivity

Dual T1 connectivity will be required for each remote site, four MCC7500 dispatch centers and the prime site link to the City of Ft. Worth ASTRO core. An additional T1 will be required for the optional Grapevine Fire Station Alerting (FSA) subsystem. See Table 4-2 below for T1 summary.

Table 4-2: Site T1 Backhaul Summary

Description Origination Point Termination

Point

Backhaul

Type

Description Qty

Colleyville Prime Site Colleyville RF Tower Shelter

Ft. Worth Eagle Mountain RF Site

T1 Prime Site Link

2

Colleyville Co-located Remote Site

Colleyville RF Tower Shelter

Colleyville RF Site- Prime Site Access Router Relay Panel

T1 Remote Site Link

2

Euless Remote Site Euless RF Tower Shelter


T1 Remote Site Link

2

Grapevine Remote Site

Grapevine Water Tower Shelter


T1 Remote Site Link

2

Euless PSAP Euless Dispatch Center


T1 Dispatch Site Link

2

Bedford PSAP Bedford Dispatch Center



2

Grapevine PSAP Bedford Dispatch Center



2

Keller PSAP Keller Dispatch Center



2

The existing T1’s supporting dispatch all terminate at the Colleyville Prime Site. T1 connectivity from each dispatch center to the Colleyville prime site will no longer be required for the MCC7500 console subsystem. All T1’s supporting the MCC7500 console system will terminate at the City of Ft. Worth Eagle Mountain ASTRO core site.

NETCO is responsible for providing all required site link connectivity. The site link demarcation point for each dispatch and RF site will be T1 (copper twisted pair) terminated in a 110 style punch block or patch panel located within the same equipment room of the termination point. The optional microwave system would provide the site link connectivity between the three RF sites only.

During system cutover, temporary T1’s will be required to minimize system impact and to facilitate a smooth transition. The quantity of temporary T1’s required will be determined by the agreed upon migration plan.



Table 4-3 below delineates all provisioned T1 specifications.

Table 4-3: T1 Specifications

Parameter Measurement Value

Bit Error Rate – BER 1 x 10 –6

Stratum Level 2 or Better

Max. Delay 5 milliseconds (ms) one - way

Availability 99.999 %

Line Coding B8ZS (bit 8 zero substitution)

Signaling Clear Channel

Compression None

Framing ESF (extended super frame)

Pulse Amplitude 0 dBdsx (3.0V +/- 0.3V or 6V P-P)

Dry or Wet Dry, No voltage (-48 VDC or other) Present

4A.2.2 MCC 7500 Consoles

The proposed MCC 7500 console system will replace NETCO’s existing Gold Elite consoles. The MCC 7500 console architecture is Motorola’s most advanced, mission critical, fully IP dispatch console which integrates seamlessly into the ASTRO 25 communications system. The existing conventional resources along with the existing desktop consolettes will be upgraded to support ASTRO 25 operation and will be integrated into the MCC 7500 console system.

The MCC7500 connects directly to the same IP network as the ASTRO 25 P25 IP digital trunked simulcast system and is managed by the ASTRO 25 Zone Master Site. Dual links between the console sites and the master site are included for redundancy and reliability.



4A.2.2.1 Keller PSAP

The NETCOM dispatch center will be upgraded to support a six-position MCC 7500 console system replacing the existing Gold Elite consoles along with the over-the-air logging recorder to support ASTRO 25 voice. The NETCOM dispatch center supports multiple city agencies which are City of Keller, City of Southlake, City of Colleyville and City of Westlake. Dual LAN switches and dual site routers have been included for increased reliability and redundancy. Two conventional channel gateways (CCGW’s) have been included to support conventional radio resources up to a maximum of eight resources. The nine existing XTL logging radios will be flash upgraded to support ASTRO 25, along with a new logging recorder. Four of five console positions have desktop consolettes that will be flash upgraded to support ASTRO 25. The existing MCS 2000 is not flash upgradable to ASTRO 25; therefore, the MCS will be replaced with an APX consolette. An additional desktop consolette radio has been included providing the sixth console position with a desktop consolette. Once installation has been completed, all six console positions will have a designated desktop consolette radio. Figure 4-4 depicts a high level block diagram of the proposed console subsystem.

Figure 4-4: NETCOM Dispatch Console Block Diagram



A high level equipment summary proposed herein is listed below.

Keller PSAP

Six MCC 7500 Consoles: Includes voice processing module, LCD monitor, four speakers, Windows 7 workstation, Instant Recall

Record, Gooseneck Mic, Footswitch Two Network LAN Switches Two Dispatch Site Routers One SDM 3000 RTU One Network Management Client One Conventional Site Controller Two APX 7500 Desktop Consolette Radios Two Conventional Channel Gateways (supports up to 8 resources) Spares Kit:

Includes Windows 7 workstation, MCC 7500 Voice Processing Module, LAN switch, AC power supply

4A.2.2.2 Euless PSAP

The City of Euless dispatch center will be upgraded to support a four-position MCC 7500 console system replacing the existing Gold Elite consoles along with the over-the-air logging recorder to support ASTRO 25 voice. Dual LAN switches and dual site routers have been included for increased reliability and redundancy. Figure 4-5 depicts a high level block diagram of the proposed console subsystem.

Figure 4-5: Euless Dispatch Console Block Diagram



Two conventional channel gateways (CCGW’s) have been included to support conventional radio resources up to a maximum of eight resources in which five of the available eight resource ports will be utilized by existing consolette radios. The nine existing XTL logging radios will be flash upgraded to support ASTRO 25, along with a new logging recorder. Each Gold Elite console position has a desktop consolette that will be flash upgraded to support ASTRO 25. A high level equipment summary is listed below.

Euless PSAP

Four MCC 7500 Consoles: Includes voice processing module, LCD monitor, four speakers, Windows 7 workstation, Instant Recall

Record, Gooseneck Mic, Footswitch Two Network LAN Switches Two Dispatch Site Routers One SDM 3000 RTU One Network Management Client One Conventional Site Controller Two Conventional Channel Gateways (supports up to 8 resources) One UPS (20kVA/16kW) Spares Kit:


4A.2.2.3 Bedford PSAP

The City of Bedford’s dispatch center will be upgraded to support a three-position MCC 7500 console system replacing the existing Gold Elite consoles along with the over-the-air logging recorder to support ASTRO 25 voice. Dual LAN switch and dual site routers have been included for increased reliability and redundancy. Figure 4-6 depicts a high level block diagram of the proposed console subsystem.

Figure 4-6: Bedford Dispatch Console Block Diagram



Two conventional channel gateways (CCGW’s) have been included to support conventional radio resources up to a maximum of eight resources. Currently, the LORI audio output from the CEB is being used to record radio traffic; therefore, nine logging radios have been included to support over-the-air logging of the radio traffic. An additional APX desktop consolette radio has been included. The two existing desktop consolette radios will be flash upgraded to support ASTRO 25. A high level equipment summary is listed below.

Bedford PSAP

Three MCC 7500 Consoles: Includes voice processing module, LCD monitor, four speakers, Windows 7 workstation, Instant Recall

Record, Gooseneck Mic, Footswitch Two Network LAN Switches Two Dispatch Site Routers One SDM 3000 RTU One Network Management Client One Conventional Site Controller Two Conventional Channel Gateways (supports up to 8 resources) One UPS (20kVA/16kW) Nine XTL 1500 Radios – Over-The-Air Logging One AC to DC power converter One APX Desktop Consolette Radio Spares Kit:




4A.2.2.4 Grapevine PSAP

The City of Grapevine’s dispatch center will be upgraded to support a five-position MCC 7500 console system replacing the existing Gold Elite consoles along with the over-the-air logging recorder to support ASTRO 25 voice. Dual LAN switch and dual site routers have been included for increased reliability and redundancy. Figure 4-7 depicts a high level block diagram of the proposed console subsystem.

Figure 4-7: Grapevine Dispatch Console System Block Diagram

Three conventional channel gateways (CCGW’s) have been included to support conventional radio resources up to a maximum of twelve resources. The nine existing XTL logging radios will be flash upgraded to support ASTRO 25, along with a new logging recorder. An additional APX consolette radio has been included providing one consolette radio per console position for backup. The two existing consolettes will be flash upgraded to support ASTRO 25. A high level equipment summary is listed below.

Grapevine PSAP

Five MCC 7500 Consoles: Includes voice processing module, LCD monitor, four speakers, Windows 7 workstation, Instant Recall

Record, Gooseneck Mic, Footswitch Two Network LAN Switches Two Dispatch Site Routers One SDM 3000 RTU One Network Management Client One Conventional Site Controller Three Conventional Channel Gateways (supports up to 12 resources) Spares Kit:




4A.2.2.5 MCC7500 CAD/API Integration

The MCC 7500 console API can be used with various CAD vendor workstations and CAD servers. The CADI interface is a “read/write” interface in that it provides information and allows some commands to be input to the radio system. Initiating a Call Alert to dispatch fire stations is one of many examples of how the MCC 7500 console API can be integrated into a customer’s existing CAD environment allowing a limited sub-set of features to be accessed from the CAD workstation. Figure 4-8 illustrates a high level block diagram of the console sub-system and CAD interface.

Figure 4-8: MCC7500 Console CAD Interface Block Diagram

To support CAD integration at each NETCO dispatch center, a firewall is required and has been included as part of the proposed design.

Any hardware in addition to a single Motorola provided firewall at each dispatch will be the responsibility of NETCO.

NETCO’s existing CAD vendors “Crimes” and “New World” will be responsible for the development, programming and full integration of the MCC7500 console API into their CAD environment. Motorola Solutions has not included any additional hardware or labor to support NETCO’s CAD vendor’s integration or programming efforts of the console API.



4A.2.2.6 Audio & Telephony Logging

The existing over-the-air loggers at each PSAP do not support ASTRO 25 radio traffic; therefore, the existing loggers will be replaced with hardware capable of decoding and storing the ASTRO 25 signaling. The replacement loggers will support radio and telephony audio. Included with the replacement logger is a web based platform that can be used for audio replay and reconstruction. Workstation PC’s provided by each City will not reside on the radio network to access audio stored on the logging recorder. Workstation PC’s will only be allowed to access logged audio from each City’s respective customer enterprise LAN at the respective dispatch center. The included software suite supports up to a maximum of five concurrent user licenses allowing both audio reconstruction and monitor for each dispatch center.

NETCO will be responsible for extending the analog telephony audio logging inputs from the existing service provider demark to a punch block within 10 feet of the logging recorder. NETCO will be responsible for provisioning an R-SPAN (mirror’s the telephony audio) port on each VoIP Call manager switch which forwards all of the VoIP call traffic audio; along with, extending the VoIP Call Manager connectivity to the Motorola provided logger.

Extension of analog or VoIP telephony audio is not included in the scope of the proposed design herein.

A high-level equipment summary is delineated below.

NETCOM PSAP

One Logging Recorder with ASTRO 25 modem: Supports up to 63 channels

Audio Replay Software Suite- Web Based

Bedford PSAP



Euless PSAP



Grapevine PSAP





4A.2.2.7 MCC 7100 Mobile Console

The MCC 7100 IP Console is a Mission Critical ASTRO 25 wireline console. The MCC 7100 console offers similar features as the MCC 7500 with a reduced maximum channel capacity of 10 channels. It requires no external voice processing hardware (no VPM) to perform dispatch operations. The MCC 7100 console is designed to add mobility and versatility to the evolving needs of a PSAP. The MCC7100 console will be installed on a laptop using Windows 7. The MCC7100 console proposed herein will support a desktop microphone and two desktop speakers. The MCC 7100 mobile console will be able to access the radio network as long as the MCC 7100 console has access to the customer network that is co-located with the console proxy. The MCC 7100 console proxy will be installed in two geographically separated locations for added redundancy and increased reliability.

The MCC 7100 console proxy must be installed on an operational MCC 7500 console located at the NETCOM and Euless dispatch centers. NETCO will be required to provision network connectivity from any location the MCC 7100 is required to operate to either of the two locations where the MCC 7500 console proxy will reside – NETCOM and Euless dispatch centers. Local area network and wide area network connectivity will be the responsibility of NETCO and is not included as part of the proposed design herein. Figure 4-9 illustrates a high level block diagram of the console subsystem.

Figure 4-9: MCC 7100 Console Block Diagram

A maximum of 10 simultaneous calls and 30 configurable resources are supported. A high level equipment summary is listed below: Two MCC 7100 Mobile Consoles:

Includes desktop microphone, two desktop speakers, and Windows 7 mobile workstation Two Mobile Customer Enterprise Network (CEN) Firewalls Two Mobile Radio Network Firewalls



4A.2.2.8 Over-the-Air Programming (OTAP) Client

NETCO will have the capability to perform single subscriber unit or batch subscriber programming utilizing the IV&D capable ASTRO 25 core and simulcast remote sites. The CPS software will co-hab on the MCC7100 console located at the Euless dispatch center. To support OTAP, a presence notifier (PN) server will be required outside the radio network. Currently, the PN server is planned to be installed on the City of Euless customer enterprise network (CEN). If the MCC 7100 mobile workstation is relocated outside the City of Euless LAN network, a network connection to the PN server will need to be established to perform OTAP functions. Figure 4-10 illustrates a high level block diagram of the OTAP client integration. For simplicity, the block diagram has been reduced to show primary interfaces only.

Figure 4-10: OTAP Block Diagram



4A.2.3 Subscribers

Subscriber software flask upgrades have been included for ASTRO 25 capable radios including both portables and mobiles. Radios that do not support ASTRO 25 will require replacement. Table 4-4 below summarizes the subscriber upgrade or replacement plan.

Table 4-4: Subscriber Summary

Bed

ford

Co

lleyv

ille

Eu

less

Gra

pev

ine

Kel

ler

So

uth

lake

XTS 1500 Flash Kits 39 2 12

XTS 2500 Flashe Kits 3 30 24 67 28 37

XTS 5000 Flash Kits 24 70 41 30 138

APX 6000 Flash Kits 120

APX 7000 Flash Kits 5 3

APX 7500 Flash Kits

XTL 1500 Flash Kits 9 9 14

XTL 2500 Flash Kits 6 41 101 36 40 18

XTL 5000 Flash Kits 61 25 16 55 12 10

XTL 1500 9

APX 4000 37

APX 4500 47

APX 6000 80 40 44 8

APX 6500 11 8 10

APX 7000 1 60

APX 7500 3 7 3 4 32 1



4A.3 RADIO SYSTEM COVERAGE

Coverage prediction was performed using Motorola’s proven Hydra software. Hydra is an innovative software tool developed by Motorola to accurately predict coverage, model traffic (voice and data), analyze interference, plan channel re-use, and perform other design tasks for Motorola’s diverse portfolio of radio networks.

Motorola is providing a portable on the street coverage commitment based on the coverage map included with this proposal. The proposed system design duplicates NETCO’s original system coverage requirements for 97% percent roundtrip covered area reliability with delivered audio quality (DAQ) of 3.4 for portable on the street coverage. The existing RF sites will be re-used. Table 4-5 summarizes the site parameters used to model coverage.

Final coverage maps will be generated based on the as-built site configurations and will be used to execute the coverage acceptance tests.

Table 4-5: RF Site Parameters

ERP

(Watts)

TX Antenna

Height

RX Antenna

Height

Colleyville 245 280 300

Euless 204 400 420

Grapevine 275 125 125

Additional baseline parameters used to model the coverage maps illustrated in Figure 4-11 is follows:

Radio Type = XTS Portable at Hip Level in Swivel Case With Speaker Mic Transmit Power = 3 Watts Transmit Height = 3.3 feet (at hip level) Receive Height = 3.3 feet (at hip level)



Figure 4-11: XTS Portable On-Street Coverage Map, DAQ 3.4, 97% Roundtrip



Shown below is the mobile coverage area with trunk mount antenna. The mobile coverage map depicted in Figure 4-12 is for INFORMATIONAL PURPOSES ONLY.

Figure 4-12: XTS Mobile Coverage Map, DAQ 3.4, 97% Roundtrip

4A.3.1 Coverage Acceptance Test Procedure

Please see Section 4C, Coverage Acceptance Test Plan.



4A.4 POWER AND HVAC

AC power expansion will be required to simultaneously support the existing SMARTNET infrastructure and the ASTRO 25 infrastructure. Table 4-6summarizes circuit expansion proposed herein. The 120 VAC circuits that currently power the existing Gold Elite console positions will be re-used for the MCC 7500 console positions. The NETCOM dispatch center does not have an existing UPS. NETCOM will be required to obtain approval from the Tarrant County 911 Authority to add the required circuits identified in Table 4-6. Circuit panel expansion or adding a UPS is indicated below with a [ √ ] on a per site basis.

Table 4-6: Electrical Expansion Summary

120 VAC Circuit, 20 Ampere

Circuit Panel Expansion

UPS

Grapevine Water Tank 17 √ n/a Euless RF Tower 17 √ n/a

Colleyville RF Tower 25 √ n/a Grapevine Dispatch 4 n/a n/a NETCOM Dispatch 3 n/a n/a

Euless Dispatch 8 √ √ Bedford Dispatch 7 √ √

A summary of AC power and heat loading for each dispatch center is shown below in Table 4-7, Table 4-8, Table 4-9 and Table 4-10.

Table 4-7: Keller PSAP Power and Heat Loading Summary

EQUIPMENT LABEL Qty Extended BTU Extended AC Amps CCGW 01 2 268 0.8 CPU OP 01 6 9720 25.8 GCP 8000 01 1 615 1.6 LOG RCRDR 01 1 1125 4 MONITOR 01 6 162 4.8 NM CLIENT 01 1 1620 4.3 NM/DISP GTWY 01 2 268 0.8 NM/DISP LANSW 01 2 106 0.2 SDM BASIC 01 1 30 0.1 VPM 01 6 1536 4.2 DESKTOP CONSOLETTE 2 100 2.3 TOTAL 15450 46.6



Table 4-8: Euless PSAP Power and Heat Loading Summary

EQUIPMENT LABEL Qty Extended BTU Extended AC Amps

CCGW 01 2 268 0.8 CPU OP 01 4 6480 17.2 GCP 8000 01 1 615 1.6 LOG RCRDR 01 1 1125 4 MONITOR 01 4 108 3.2 NM CLIENT 01 1 1620 4.3 NM/DISP GTWY 01 2 268 0.8 NM/DISP LANSW 01 2 106 0.2 SDM BASIC 01 1 30 0.1 VPM 01 4 1024 2.8 TOTAL 11644 35.0

Table 4-9: Euless PSAP Power and Heat Loading Summary


CCGW 01 2 268 0.8 CPU OP 01 3 4860 12.9 GCP 8000 01 1 615 1.6 LOG RCRDR 01 1 1125 4 MONITOR 01 3 81 2.4 NM CLIENT 01 1 1620 4.3 NM/DISP GTWY 01 2 268 0.8 NM/DISP LANSW 01 2 106 0.2 SDM BASIC 01 1 30 0.1 VPM 01 3 768 2.1 DESKTOP CONSOLETTE 1 50 1.15 TOTAL 9741 29.2

Table 4-10: Grapevine PSAP Power and Heat Loading Summary


CCGW 01 3 402 1.2 CPU OP 01 5 8100 21.5 GCP 8000 01 1 615 1.6 LOG RCRDR 01 1 1125 4 MONITOR 01 5 135 4 NM CLIENT 01 1 1620 4.3 NM/DISP GTWY 01 2 268 0.8 NM/DISP LANSW 01 2 106 0.2 SDM BASIC 01 1 30 0.1 VPM 01 5 1280 3.5 TOTAL 13681 41.2



4A.5 SYSTEM CUTOVER

Motorola understands that the migration from the existing system to the new system is a major event for all NETCO agencies. In order to facilitate a transparent migration for NETCO’s public safety users and their critical communications, Motorola has developed a high level migration plan.

This plan leverages existing NETCO subscriber radios that can be reprogrammed to operate on the new ASTRO 25 system. Motorola will work closely with NETCO to finalize the migration plan and ensure that critical communications are maintained during this transition. Motorola has migrated many existing SMARTNET systems to ASTRO 25 systems, and is confident that we can facilitate a smooth and seamless system migration for NETCO.

Note that the migration plan captures the scope and plan for the cutover. Any specific radio types, configurations, quantities and flash upgrades are not addressed here. See the Subscribers section for a detailed listing quantities, types and flash upgrades included with this proposal.

Migration Plan Outline

1. Proposed Microwave system is installed, optimized and tested.

2. T1 connectivity from each PSAP to the ASTRO 25 core is installed, tested and operational. Temporary T1’s are installed, tested and operational.

3. Proposed simulcast system is implemented, optimized and tested in parallel with existing system remaining in operation. New dispatch consoles are installed at each dispatch location. Motorola will work with the NETCO to determine the exact number of new dispatch positions required for system cut-over at each location.

4. Motorola understands that the majority of NETCO’s radios are Project 25 Phase 1 capable. These radios, both portable and mobiles,will be flash upgraded and reprogrammed with the new system fleet-map and system information. Mobile radios that are NOT Project 25 capable and are currently in use will be replaced with new Project 25 mobiles and will be programmed with both the existing and new system information. The existing radio programming remains in these radios so that at the time of cutover these radios can operate on the new system by means of a mode change on the radio.

5. Additionally, Motorola anticipates that any subscriber that is NOT Project 25 Portable radios that are NOT Project 25 capable and currently in use will be replaced with new Project 25 radios. The new Project 25 portable radios will be programmed and distributed for use beginning on the day of cutover.

6. A pre-determined number of channels will be disabled on the existing system and enabled on the new system. At this same time, dispatch operations will cut-over to operate on the new system. Radio users with Project 25 operation will begin using the new system. Analog conventional channels, mutual aid channels and interoperability channels will be disconnected from the existing system and connected to the new system.

7. SMARTNET fleet map data will be removed from the subscribers during the 2nd touch programming.

8. A detailed impact timeline will be developed and agreed upon by all NETCO stakeholders prior to beginning the system migration.



4A.6 SYSTEM ACCEPTANCE

Motorola will develop Acceptance Test Procedures (ATP) documents to provide an understanding of procedures used for testing the functionality and performance of the system. ATPs establish a framework for system acceptance. The tests will validate the functional performance of the system. Motorola will provide baseline ATPs, which will be reviewed as the basis for the final ATPs. Deviations from the baseline ATPs will be reviewed for feasibility and may represent a change in scope. ATPs will be finalized for the NETCO project as a part of the Design Review process. ATPs include the acceptance criteria to ensure the equipment operates in accordance with the specifications identified in the contract. Listed below is a sample list of test procedures that will be discussed during the DDR.

Simulcast Trunking Infrastructure

Talkgroup Call Multigroup Call Call Alert Emergency Alarm and Call Wide Area Recovery Over-the-Air Programming (OTAP) MOSCAD Fault Management Site Trunking

MCC 7500 Console Sub-systems

Call Alert Console Priority Emergency Alarm and Call Display Instant Recall Recorder Multi-select Operation Conventional Resource Call Talkgroup Call Talkgroup Patch Audio & Telephony Logging MOSCAD Fault Management

4A.7 INFRASTRUCTURE ARCHITECTURE

4A.7.1 ASTRO Simulcast

This section describes the G-Series IP simulcast equipment and IP simulcast architecture. Note that the descriptions and diagrams used in this section are to provide details on how an ASTRO 25 IP simulcast system operates and describe the various interfaces and interconnections. Exact quantities shown may differ from those proposed.



4A.7.1.1 Simulcast Prime Site

The prime site in an IP simulcast subsystem is responsible for handling communications between the zone controller at a zone control location and the rest of the IP simulcast subsystem. At the prime site, the site controller manages radio traffic assignments and data communications to the remote sites.

The IP simulcast prime site interfaces with the zone controller location through the WAN infrastructure and acts as a control and audio center for the IP simulcast remote sites.

The prime site can be geographically collocated with a simulcast remote site, or can be geographically distanced from the simulcast remote location. Similarly, one of the subsystem’s remote sites can be geographically collocated with the subsystem’s prime site. All the other remote sites are geographically distanced from the prime site and from each other. Figure 4-13 depicts the general layout of the simulcast prime site.

Figure 4-13: General Prime Site Block Diagram



4A.7.1.2 Simulcast Remote Site

The remote sites (Figure 4-14) simultaneously transmit identical information from each site to the end user radios in the field. The receivers at these sites receive the audio from the user radios, and pass the audio back to the prime site for voting. To ensure that the best audio from the simulcast receiver is processed, a voting comparator selects the best signal. Audio and the site control comes from the prime and zone control locations. The equipment at a simulcast remote site includes simulcast base stations, fault management equipment, and networking equipment to interface to the prime site.

Figure 4-14: General Simulcast Remote Site Block Diagram

4A.7.1.2.1 RF Site Components

The following components are elements of ASTRO simulcast sites.

GCP 8000 Site Controller

The GCP 8000 Site Controller (GCP 8000) is the control interface between the transmitter/receiver subsystem at the site and the zone controller at the zone control location. The GCP 8000 Site Controller is comprised of redundant site controller modules; one site controller module acts as the active module, and the second module as standby. The redundancy minimizes the possibility of a single point of failure at the site.



The GCP 8000 provides the following functions at both repeater and simulcast sites:

Manages the channels to maximize throughput and channel availability. Provides call processing for individual sites. Administers registration and context activation requests. Monitors base stations and RF distribution equipment and interacts with the MOSCAD site device manager to

facilitate centralized alarm and control monitoring. Deployed in two separate chassis to prevent single point failures. Provides redundant site control. Enables redundant site link routing for patch redundancy.

Additionally, the GCP 8000 provides the following functions at each simulcast site:

Provides IP simulcast capability, enabling true end-to-end IP connectivity in a simulcast configuration. In the event the primary site reference fails, the GCP 8000 provides a time and frequency reference signal to

the base stations maximizing frequency stability and allowing for further site separation in a simulcast configuration.

Figure 4-15 is a picture of the GCP 8000 with the front cover removed.

Figure 4-15: GCP 8000 Site Controller, Front View with the Fan Removed

Frequency Reference

The TRAK 9100 Simulcast Site Reference is a GPS-based frequency and time reference. The TRAK frequency reference provides the simulcast system with 1 PPS (Pulse per Second), 5 MPPS, and 1 PPS + 5 MPPS composite signals. These signals are used to synchronize the transmission of a simulcast system to improve overall performance and coverage.

This unit provides a high level of redundancy, including redundant GPS receivers, backup rubidium standard, and redundant power supplies.

GCM 8000 Comparator

The GCM 8000 Comparator, shown in Figure 4-16 is typically located at the simulcast prime site. It ensures the broadcast of the best possible voice signal by combining the best parts of a single signal that has been received by multiple sites in a simulcast system.

The comparator features a state-of-the-art digital voting methodology: Frame Diversity Reception. The comparator selects the data frame or signals with the lowest BER and forwards it. By using the best pieces of each input signal, the result is the best possible composite signal.



The GCM 8000 provides the following functions:

Available in standalone configuration with one or two channels per chassis. Occupies only three rack units of space for up to two channels. Supports up to 15 simulcast sub-sites. Supports IP simulcast operation only. AUX Power is shared between chassis.

Figure 4-16: GCM 8000 Comparator, Front View

GTR 8000 Base Station

The GTR 8000 Base Station, shown in Figure 4-17 is typically located at ASTRO 25 repeater and simulcast remote sites. Its benefits include:

Software-definable station allows for flexibility in implementation for TDMA, FDMA, Multi-site configuration, simulcast configuration, or HPD configuration.

A common hardware platform requires fewer Field Replaceable Units (FRU). Innovative design allows for upgrades within systems via hardware and/or software to avoid total

infrastructure replacement. Modular, front access design and minimized cabling reduces install and service labor.

Figure 4-17: GTR Base Station



GTR 8000 Expandable Site Sub-System

The GTR 8000 ESS enclosure (Figure 4-18) can contain reconfigured GTR 8000 base stations, site LAN switches, and GCP 8000 controllers, along with an optional Radio Frequency Distribution System (RFDS), depending on your configuration needs.

Voice traffic is routed from each of the site base stations to the system for distribution all sites associated with the call. Benefits of the ESS include:

Integrated design provides a smaller footprint at the site. Front/top access design and minimized cabling reduces install and service labor. Increased power supply redundancy through common power bus.

Figure 4-18: General GTR ESS Front View



Site Gateways

In the RF site subsystem of an ASTRO 25 system, site gateways perform three functions: they convert Ethernet to the selected transport medium; they prioritize packets which are leaving the site; and they fragment large IP packets according to industry standards. There are three types of gateways used in an ASTRO 25 RF site subsystem:

Prime to Zone Control Location Gateway - Routes network management traffic between the remote sites and the prime site LAN.

Prime to Remote Site Access Gateway - Connects remote sites to Prime site LAN, carries remote site audio to the prime site, voted audio to the remote sites, and transmits network management data to the zone control location.

Remote Site Gateway - Handles all IP Network management traffic between the zone control location and the simulcast remote site or repeater site.

LAN Switches

The LAN switch at a site provides a LAN interface for site equipment and a LAN port for the site gateway. There are two types of LAN switches used in an ASTRO 25 RF site subsystem:

Prime Site LAN Switch - Provides a LAN between the comparators, redundant site controllers, and prime site gateway. Each simulcast site controller is connected to a separate switch. Through the switch, the service technicians gain access to service the site, and also access the system’s Graphical User Interface.

Remote Site LAN Switch - Distributes network management traffic to the base stations and MOSCAD unit.

4A.7.2 MCC 7500 Console System

The Motorola MCC 7500 Dispatch Console is Motorola’s mission critical IP high-tier radio dispatch console system. The MCC 7500 Dispatch Console features an intuitive, easy-to-use Graphical User Interface (GUI) that runs under a Microsoft Windows® operating system, utilizing the industry standard PC platform. MCC 7500’s highly recognizable icons are designed to reduce user training time, and allow dispatchers to manage information more productively.



4A.7.2.1 Features and Benefits

Designed for effective, flexible dispatch communications, the MCC 7500 Dispatch Console provides a range of valuable features:

Seamless integration with ASTRO® 25 trunking systems.

IP Network – The MCC 7500 supports the IP protocols of the ASTRO 25 system's transport network.

End-to-End Encryption – Encryption and decryption occurs in the dispatch consoles, allowing true end-to-end encryption in the radio system.

Centralized System Management – The MCC 7500 console system is configured and managed by the ASTRO 25 system’s configuration manager, fault manager, and performance reporting applications.

User Friendly – MCC 7500’s environment features the familiar standards used by other Windows programs worldwide.

Screen layout, menus, and icons are easy to understand and quickly recognizable by users.

Each dispatcher’s configuration can be customized via the Elite Admin application.

Elite Dispatch GUI uses a simple point-and-click response. The dispatcher has the choice of using a mouse, trackball, or optional touchscreen, and the keyboard is not required for day-to-day operations.

Agency Partitioning – Allows multiple agencies to use a common system while maintaining control over their console resources.



4A.7.2.2 Architecture

There are two software programs that comprise the MCC 7500 - the Elite Dispatch graphical user interface (the dispatching software used to operate the dispatch position) and the Elite Admin application (the administrative software used to define the layout of the Elite dispatch screens).

There are three main components of a Motorola MCC 7500 system (Figure 4-19):

Dispatch Console Archiving Interface Server Conventional Channel Gateway

Various combinations of these components are connected together and to the rest of the ASTRO 25 system via console site routers and switches on an IP network.

Figure 4-19: General MCC 7500 Console System Diagram, VPM- Based



4A.7.2.3 Elite Dispatch Graphical User Interface

The Motorola MCC 7500 dispatch console uses the Elite Dispatch graphical user interface (GUI) for displaying information to and accepting commands from the dispatcher. The Elite Dispatch GUI is efficient, easy to use, and intuitive, having been refined and proven through years of use in public safety dispatch centers around the world.

An example of the Elite Dispatch GUI is shown in Figure 4-20.

Tool Bars

ResourceFolders

Status Bar

AuxiliaryInputs/Outputs

RadioResource

RadioResource

Figure 4-20: Elite Dispatch GUI

The Elite Dispatch GUI is based on Microsoft Windows GUI programming standards and contains many controls, displays, and features which are familiar to anyone who has used Windows-based applications. These features are described in greater detail in the following sections.


Exhibit C

Technical and Implementation Documents


Motorola Solutions Confidential Restricted Exhibit C-Equipment List 4-1

SECTION 4B

EXHIBIT C-EQUIPMENT LIST

4B.1 ASTRO INFRASTRUCTURE QTY MODEL NUMBER DESCRIPTION

1 SQM01SUM0200 MASTER SITE UPGRADE MODEL

1 CA00996AJ ADD: NM/ZC LICENSE KEY 7.11

1 CA00997AJ ADD: UCS LICENSE KEY 7.11

3 CA01209AB ENH: ASTRO 25 IV&D SITE

1 CA01225AB ENH: MCC 7500 CONSOLE LICENSES (QTY




8 CA01316AA ADD: UNC ADDTL DEVICE LIC (QTY 10)

1 Z802AF ENH: USER CONFIGURATION MANAGER (UCM)




1 SQM01SUM0189 SRC7500 SWG ROUTING CENTER

1 CA01346AA ADD: QTY 1 PAIR CORE ROUTERS CWR

1 DSCPX1101986 SPD, RJ-45 CONNECTED (16) LINE T1/E

1 T7321 GCM 8000 COMPARATOR

2 CA01183AA ADD: GCM 8000 COMPARATOR

2 CA01185AA ADD: IP BASED MULTISITE OPERATION

1 X153AW ADD: RACK MOUNT HARDWARE














4-2 Exhibit C-Equipment List Motorola Solutions Confidential Restricted

QTY MODEL NUMBER DESCRIPTION





1 T7038 GCP 8000 SITE CONTROLLER

1 CA00303AA ADD: QTY (1) SITE CONTROLLER

1 CA01194AA ADD: IP BASED MULTISITE SITE CONTRO




1 CA01194AA ADD: IP BASED MULTISITE SITE CONTRO


1 DSTRAK91008 PRIME/MASTER SITE CONFIG AC POWER

2 DSTRAK91061 FOUR PORT DDM

50 L1700 CABLE: 1/4" SUPERFLEX POLY JKT PER

4 DDN9769 1/4" TYPE N MALE CONNECTOR FOR FSJ1

1 SQM01SUM0205 GGM 8000 GATEWAY

1 CA01616AA ADD: AC POWER



1 ST6202 SRC 24 PORT T1/E1EXP II

1 T7380 CO-OP WAN ROUTER RELAY PANEL

4 TT2208 HP PROCURVE SWITCH FOR HIGH AVAILAB

2 TT2250 REDUNDANT/EXTERNAL POWER SUPPLY FOR

2 TRN7343 SEVEN AND A HALF FOOT RACK

1 DSCPX1101986 SPD, RJ-45 CONNECTED (16) LINE T1/E

2 DSOP820B PDU, 120V HARDWIRE (8) 20A OUTLET P

2 DS1101378 RACK MT ADAPTER PLATE, 19 IN FOR DS

3 DSRMP420B SPD, TYPE 3, 120V RACK MOUNT, 20A S

1 DSAPEXIMAX808MM SPD, TYPE 2, 120/240VAC, 1-PHASE, NEMA 4X ENCLOSURE, MOV

1 DSTRAK91061 FOUR PORT DDM



1 CLN1836 2610-24 ETHERNET SWITCH

1 DLN6566 FRU: PA, 700/800 G-SERIES


1 DLN6569 FRU: GCP 8000/GCM 8000

1 DLN6568B FRU: SUMMIT PS 700/800 MHZ

1 DLN6677 FRU: G-SERIES XHUB




1 DLN6455R CONFIGURATION/SERVICE SOFTWARE

1 DSTRAK91008 PRIME/MASTER SITE CONFIG AC POWER



1 SQM01SUM7054 GTR 8000 EXPANDABLE SITE SUBSYSTEM

1 CA00855AA ADD: 700/800 MHZ MID POWER

1 X304AE ADD: QTY (4) GTR 8000 BASE RADIOS

4 CA01193AA ADD: IP BASED MULTISITE BASE RADIO

1 CA00862AA ADD: SITE & CABINET RMC W/CAPABILIT

1 CA00879AA ADD: PRIMARY 6 PORT CAVITY COMBINER

1 CA00883AA ADD: 800 MHZ TX FILTER W/PMU

2 CA01536AA ADD: GPB 8000 REFERENCE DIST MODULE

2 CA01537AA ADD: REFERENCE DISTRIBUTION SOFTWAR

1 X882AH ADD: 7.5 FT OPEN RACK, 48RU

2 DS0900382701 GPS TIMING ANTENNA/RECEIVER

2 DS58534AAUB MOUNTING KIT FOR 090-03827-01 , GPS

2 DSIX2L1M1DC48IG HPD GPS SURGE PROTECTOR 48VDC

2 DS30C87465CO1 125' OUTDOOR UV PROTECTED CABLE 6 P



1 X305AC ADD: QTY (5) GTR 8000 BASE RADIOS


1 CA00877AA ADD: CABINET RMC FOR EXPANSION RACK

1 CA00880AA ADD: EXPANSION 6 PORT CAVITY COMBIN

1 CA01058AA ADD: 700/800 PHASING HARNESS

2 CA00885AA ADD: HIGH AVAILABILITY XHUB


2 DSTSJ100BT SPD, RJ-48 CONNECTED FOR T1/E1, 10/

2 DSTSJADP RACK MOUNT GROUND BAR, 19 IN FOR TS

1 DS428B83H01C110 CMU, TTA 110V, 792-824 MHZ

1 DS428B83H01T TTA, COMPACT AUTO QUAD, 792-824 MHZ


1 DLN6781 FRU POWER SUPPLY



1 DLN6569 FRU: GCP 8000/GCM 8000

1 DLN6677 FRU: G-SERIES XHUB







3 CA01618AA ADD: CONV CHAN GATEWAY

1 DSJPM906AR4 GIGABASE CAT5E PATCH PANELS, UNIVER

1 F4544 SITE MANAGER ADVANCED

1 V266 ADD: 90VAC TO 260VAC PS TO SM

1 VA00221 SDM3000 ASTRO F/W FOR A7.11

1 F4528 GMC_PER_DEVICE_SW_LICENSES

1 V809 GMC_SW_LIC_PER_NFM-RTU_I-O

9 VA00310 GMC_SW_LIC_PER_GCM8000_COMP

2 V206 GMC_SW_LIC_PER_GCP8000_MS_CONTR

1 VA00300 GMC_SW_LIC_PER_RFDS.

1 F2463 RTU_PER_DEVICE_SW_LICENSES

1 V839 RTU_SW_LIC_PER_NFM-RTU_I-O

9 V835 RTU_SW_LIC_PER_GCM8000_COMP

2 VA00325 RTU_SW_LIC_PER_GCP8000_MS_CONTR







9 V843 GMC_SW_LIC_PER_GTR8000_MS_BR




9 VA00312 RTU_SW_LIC_PER_GTR8000_MS_BR


1 DSSC412HF2LDFE5765 11.5 DBD G 25% NULL F, 746-869 25 K

15 L1705 CABLE: 1/2" LDF HELIAX POLY JKT PE

1 DDN1088 TYPE N MALE PS FOR 1/2 IN LDF4-50A

1 DDN1090 7-16 DIN MALE PS FOR 1/2 IN LDF4-50

5 TDN9289 CABLE WRAP WEATHERPROOFING



350 L3323 CABLE: 7/8" AVA HELIAX POLY JKT PER

2 DDN9498 7/8" TYPE N FEMALE POSITIVE STOP C

10 DSSG7806B2A GROUNDING KIT FOR 7/8 IN COAXIAL CA

3 DSL5SGRIP 7/8" SUPPORT HOIST GRIP






1 DDN1089 TYPE N FEMALE PS FOR 1/2 IN LDF4-50

10 DSSG1206B2A 1/2" SURE GROUND GROUNDING KIT

3 DSL4SGRIP SUPPORT HOIST GRIP 1/2" LDF

2 DS1090501WA RF LIGHTNING SUPPRESSOR 700-1000MHZ





5 CDN6579 1/2" TYPE N MALE PLATED CONNECTOR





330 L3405 CABLE: 1 5/8" AVA HELIAX POLY JKT P

2 DDN9383 1-5/8" 7-16 DIN FEMALE POSITIVE ST

10 DSSG15806B2A 1-5/8" SUREGROUND GROUNDING

3 DSL7SGRIP 1-5/8" SUPPORT HOIST GRIP

1 DSDSXLDMABF PCS MICRO FILTER PROTECTOR 700MHZ-2

1 DSGSAKITD GROUND STRAP KIT - DIN



5 DSL4DRPS 1/2" 7-16 DIN MALE RIGHT ANGLE C












































3 V592 AAD TERM BLCK & CONN WI





































2 CA00884AA ADD: QTY (1) XHUB















3 V592 AAD TERM BLCK & CONN WI










1 DVN4046 MASTER SYSTEM KEY STARTER KIT

1 T7290 ASTRO PRESENCE NOTIFIER APPLICATION

1 DDN1069 DL360 G6 SERVER, HIGH TIER, WINDOWS 2008 OS

2 B1925 MCC 7500 DISPATCH API SOFTWARE DEVELOPMENT KIT

1 DDN9590 SSG140 FIREWALL W/ 2 YEARS SUPPORT




4B.2 DISPATCH/SUBSCRIBERS QTY MODEL NUMBER DESCRIPTION

1 B1905 MCC 7500 ASTRO 25 SOFTWARE

6 B1933 MOTOROLA VOICE PROCESSOR MODULE

6 CA01642AA ADD: MCC 7500 BASIC CONSOLE FUNCTIO

6 CA01643AA ADD: MCC 7500 TRUNKING OPERATION LI

6 CA00140AA ADD: AC LINE CORD, NORTH AMERICAN

6 B1914 MCC SERIES DESKTOP GOOSENECK MICROPHONE

6 DS019BLK 19" LCD, BLACK, NON-TOUCH

6 TT2312 Z400 MID TIER WITH WINDOWS 7 (64-BI

6 T7449 WINDOWS SUPPLEMENTAL TRANS CONFIG

6 DSSL120 SPD, TYPE 3, 120VAC, 15A PLUG-IN WI

24 B1912 MCC SERIES DESKTOP SPEAKER

6 DDN9979 SYMANTEC ENDPOINT PROTECTION V11.0

6 DDN1245 DUAL IRR SW USB HASP WITH LICENSE (

6 DDN6493 SOUND CARD AUDIGY SE

6 CDN6673 CREATIVE LABS INSPIRE A60







1 CA01136AA ADD: MCC 7500 CONVEN SITE OPER



2 CA01618AA ADD: CONV CHAN GATEWAY




1 F4543 SITE MANAGER BASIC

1 VA00222 SDM3000 MCC 7500 AUX IO F/W FOR A7.












1 DDN8325 17" LCD DRAWER W/ KEYBOARD & MOUSE,


1 DQNETCO NICE NPX RECORDER- 63 CHANNEL

1 TT2327A NICE Inform® Lite Bundle for One Logger

1 TT2311 Z400 HIGH TIER WITH WINDOWS 7 (64-B

1 T7702 ASTRO 7.11 CLIENT APPLICATION SOFTW

2 TDF6481 ANTENNA 806-880 MHZ OMNI NFE UNITY GAIN

2 TDN8832 MOUNT SIDE ANTENNA TO TOWER

200 L1705 CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT

500 L1702 CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT

8 DDN1088 TYPE N MALE PS FOR 1/2 IN LDF4-50A CABLE

4 DDN9682 1/2" TYPE N MALE PLATED CONNECTOR

2 TDN8810 1/2" TYPE N FEMALE CONNECTOR

2 DSISB50HNC2MA COAX PROTECTOR BULKHEAD

2 L30URS9PW1 N APX7500 SINGLE BAND 7/800

2 G806 ENH: ASTRO DIGITAL CAI OP APX

2 QA01648 ADD: ADVANCED SYSTEM KEY - HARDWARE KEY

2 G361 ADD: P25 TRUNKING SOFTWARE

2 GA00469 ENH: EXTENDED DISPATCH APX CONSOLETTE

2 L999 ADD: FULL FP W/05/KEYPAD/CLOCK/VU

2 CA01598 ADD: AC LINE CORD US

2 G78 ENH: 2 YR REPAIR SERVICE ADVANTAGE

2 G996 ENH: OVER THE AIR PROVISIONING

2 W947 ADD: RS232 PACKET DATA INTERFACE

1 B1912 MCC SERIES DESKTOP SPEAKER




1 TT2312 Z400 MID TIER WITH WINDOWS 7 (64-BI

1 B1934 MCC 7500 VOICE PROCESSOR MODULE FRU


1 3082933N08 GR500 AC POWER CORD

1 01009513001 PWR SPLY 108W AC INP 12VDC OUT W18


2 DDN9979 SYMANTEC ENDPOINT PROTECTION V11.0

2 BXXX MCC 7100 IP CONSOLE APPLICATION

2 BVNXXXXA BASIC CONSOLE OPERATOR LICENSE

2 CAXXXXXAA 20 CHANNEL SOFTWARE LICENSE

2 CA1643AA MCC 7100 TRUNKING LICENSE

2 CAXXXXXAA PRX 7000 CONSOLE PROXY APPLICATION SW

2 GMDN3090A PANASONIC TOUGHBOOK CF-F8

2 DDNXXX MCC7100 MUSIK USB speakers,( set of 2)

2 DDNXXX USB HUB

2 DDNXXX USB DESKTOP MICROPHONE SHURE

2 CSXXXX FIREWALL & PRX7000 PROXY CONFIG

1 RVN5224F CPS R04.00.01 ASTRO DIG APX POR MOB

1 RVN4185AJ CPS R15.00.00 ASTRO 25 MOBILE

1 RVN4181AK CPS R15.00.00 ASTRO 25 PORTABLE

1 T7190 DIGITAL CONVENTIONAL PACKAGE

9 G790AJ ENH: DIGITAL CONVENTIONAL REFRESH

1 T6997 ANALOG SMARTNET PACKAGE

3 G808 ENH: ASTRO DIGITAL CAI OPRN

3 G347 ENH: SMARTZONE UPGRADE

3 G361 ENH: ASTRO PROJECT 25 TRUNKING SOFTWARE

3 G996AL ENH: OVER THE AIR PROVISIONING

3 W947AP ADD: RS232 INTERFACE PACKET DATA




1 G361 ENH: ASTRO PROJECT 25 TRUNKING SOFT



8 M25URS9PW1 N APX6500 7/800 MHZ MID POWER MOBILE

8 W22 ADD: PALM MICROPHONE

8 G66 ADD: DASH MOUNT 05


8 QA01648 ADD: ADVANCED SYSTEM KEY - HARDWARE




8 G442 ADD: APX O5 CONTROL HEAD

8 G444 ADD: CONTROL HEAD SOFTWARE

8 B18 ADD: AUXILARY SPKR 7.5 WATT

8 G174 ADD: ANT 3DB LOW-PROFILE 762-870


8 G51 ENH: SMARTZONE OPERATION APX6500



8 G24 ENH: 2 YEAR REPAIR SERVICE ADVANTAGE

1 T7246 ANALOG SMARTZONE



15 G361AG ENH: PROJECT 25 9600 BAUD TRUNKING

15 G996AK ENH: OVER THE AIR PROGRAMMING








44 H98UCF9PW6 N APX6000 700/800 MODEL 2.5 PORTABLE

44 Q806 ADD: ASTRO DIGITAL CAI OPERATION

44 H38 ADD: SMARTZONE OPERATION

44 Q361 ADD: P25 9600 BAUD TRUNKING

44 QA01648 ADD: ADVANCED SYSTEM KEY - HARDWARE

44 G996 ADD: PROGRAMMING OVER P25 (OTAP)

44 Q947 ADD: RADIO PACKET DATA

44 H885BK ENH: 2 YEAR REPAIR SERVICE ADVANTAGE

44 PMMN4062A APX7000 IMPRES RSM, NOISE CANC. EMERGENCY BUTTON 3.5MM JACK IP54

44 PMNN4403 BATTERY,FINISHED GOOD,BATT IMP STD IP67 LIION2150M2200T

44 WPLN7080 APX 7000 IMPRES CG SU APX7000 US/NA/CA/LA

1 T6992 ANALOG 3600 TRUNKING XTS 2500

22 Q574AE ENH: TRUNKING 9600 BAUD FLASHPORT

22 Q883AC ENH: 3600/9600 INTEROPERITABILITY F

22 G996AM ENH: OVER THE AIR PROVISIONING

22 Q947AN ENH: PACKT DATA UPG FOR XTS PT




60 H49TGD9PW1 N APX7000XE DIGITAL PORTABLE RADIO

60 Q806 ADD: ASTRO DIGITAL CAI OPERATION

60 QA00569 ADD: 7/800MHZ PRIMARY BAND

60 QA00574 ADD: VHF SECONDARY BAND

60 H38 ADD: SMARTZONE OPERATION

60 Q361 ADD: P25 9600 BAUD TRUNKING

60 G996 ADD: PROGRAMMING OVER P25 (OTAP)

60 Q947 ADD: RADIO PACKET DATA

60 Q58 ADD: 2 YR REPAIR SERVICE ADVANTAGE

60 NNTN8092 BATT IMP FM R LI ION 2300M 2350T

60 WPLN7080 APX 7000 IMPRES CG SU APX7000 US/NA

60 HMN4103A IMPRES RSM DSPLY W JACK, NO CHNL

21 M30URS9PW1 N APX7500 SINGLE BAND 7/800 MID POWER





21 G67 ADD: REMOTE MOUNT MID POWER

21 G51 ENH: SMARTZONE OPERATION APX


21 QA01749 ADD: ADVANCED SYSTEM KEY - SOFTWARE






2 M30URS9PW1 N APX7500 SINGLE BAND 7/800 MID POWER





2 G67 ADD: REMOTE MOUNT MID POWER











2 GA00092 ADD: DUAL-CONTROL HARDWARE


7 L30URS9PW1 N APX7500 SINGLE BAND 7/800

7 W382 ADD: CONTROL STATION DESK GCAI MIC


7 GA00244 ADD: 7/800MHZ PRIMARY BAND

7 L999 ADD: FULL FP W/05/KEYPAD/CLOCK/VU

7 CA01598 ADD: AC LINE CORD US






4 TDF6481 ANTENNA 806-880 MHZ OMNI NFE UNITY GAIN

4 TDN8832 MOUNT SIDE ANTENNA TO TOWER

1000 L1705 CABLE: 1/2" LDF HELIAX POLY JKT PER FOOT

1000 L1702 CABLE: 1/2" SUPERFLEX POLY JKT PER FOOT

16 DDN1088 TYPE N MALE PS FOR 1/2 IN LDF4-50A CABLE

8 DDN9682 1/2" TYPE N MALE PLATED CONNECTOR

4 TDN8810 1/2" TYPE N FEMALE CONNECTOR

4 DSISB50HNC2MA COAX PROTECTOR BULKHEAD

1 T7246 ANALOG SMARTZONE



25 G361AG ENH: PROJECT 25 9600 BAUD TRUNKING

25 G996AK ENH: OVER THE AIR PROGRAMMING








1 T7191 3600 ANALOG PACKAGE

5 G788AQ ENH: TRUNK 9600 FROM 3600 ANALOG

5 G871AB ENH: SOFTWARE ENHANCEMENT PACKAGE

5 G996AR ENH: OVER THE AIR PROGRAMMING

1 T6992 ANALOG 3600 TRUNKING XTS 2500

6 Q574AE ENH: TRUNKING 9600 BAUD FLASHPORT




6 Q883AC ENH: 3600/9600 INTEROPERITABILITY F

6 G996AM ENH: OVER THE AIR PROVISIONING

6 Q947AN ENH: PACKT DATA UPG FOR XTS PT

6 QA00275AA ENH: REBAND UPGRADE XTS2500

1 T7017 ANALOG & DIGITAL 3600 TRUNKING XTS

2 Q574AG ENH: 9600 TRUNKING FLASHPORT

2 G996AG ENH: OVER THE AIR PROVISIONING

2 Q947AY ENH: RADIO PACKET DATA

1 T6748 ANALOG SMARTNET

30 Q808AG ENH: ASTRO DIGITAL CAI OPTION

30 Q947AP ENH: PACKET DATA FOR XTS5000

30 G996AN ENH: OVER THE AIR PROVISIONING

30 Q361AM ENH: PROJECT 25 9600 BAUD TRUNKING

30 Q327BF ENH: UPGRADE SMARTNET TO SMARTZONE


Motorola Solutions Confidential Restricted Exhibit C-Coverage Acceptance Test Plan 4-1

SECTION 4C

EXHIBIT C-COVERAGE ACCEPTANCE TEST PLAN 4C.1 OVERVIEW This Coverage Acceptance Test Plan (CATP) is designed to verify that the voice radio system implemented by Motorola for Northeast Tarrant County Organization meets or exceeds the required reliability as shown on Motorola’s maps. The CATP defines the coverage testing method and procedure, the coverage acceptance criterion, the test documentation, and the responsibilities of both Motorola and Northeast Tarrant County Organization.

Coverage Acceptance Testing is based upon a coverage prediction that accurately represents the implemented infrastructure and parameters that are consistent with the contract agreements. To characterize system performance accurately, the actual user XTS equipment radio series deployed for Northeast Tarrant County Organization will be used to conduct the coverage test.

Subsequent sections define the coverage acceptance test configuration(s) and test criteria.

4C.2 CATP DEFINITIONS Several definitions are needed to accurately describe the coverage acceptance test method and criteria. Where cited, these terms or methods are defined in TIA TSB-88.1-C1 or TSB-88.3-C2.

1 Wireless Communications Systems --- Performance in Noise- and Interference-Limited Situations --- Part 1: Recommended Methods for Technology Independent Performance Modeling Technical Service Bulletin TSB-88.1-C, Telecommunications Industry Association (TIA), Arlington VA, 2008. 2 Wireless Communications Systems --- Performance in Noise- and Interference-Limited Situations --- Part 3: Performance Verification, Technical Service Bulletin TSB-88.3-C, Telecommunications Industry Association (TIA), Arlington VA, 2008.


4-2 Exhibit C-Coverage Acceptance Test Plan Motorola Solutions Confidential Restricted

4C.2.1 Defined Test Area The defined test area is the geographical area in which communications will be provided that meet or exceed the specified Channel Performance Criterion (CPC) at the specified reliability for the specified equipment configuration(s). The defined test area(s) are listed in Table 4-1 Coverage Acceptance Test Summary, along with names of the corresponding Motorola map(s) which show the defined test areas. Please see Exhibit 1 for the portable map.

For some defined test areas (identified in Table 4-1 Coverage Acceptance Test Summary), the coverage reliability commitment is only on-roads. The roads included in the on-road commitment are defined by the US Census Bureau TIGER 2006 streets that are accessible by 2-wheel drive vehicles.

For coverage testing, each defined test area will be divided into a grid pattern by Motorola to produce at least the number of uniformly sized test locations (or tiles) required by the Estimate of Proportions formula. {TSB-88.3-C-1, §5.2.1, equation 2} The minimum number of test tiles required varies, from a hundred to many thousands, depending on the size of the defined test area, desired confidence in results, type of coverage test, and the predicted versus required reliability.

4C.2.2 Channel Performance Criterion (CPC) The CPC is the specified minimum design performance level in a faded channel. {TSB-88.1-C, §5.2} For this system, the CPC is the Delivered Audio Quality (DAQ) as stated in Table 4-1 Coverage Acceptance Test Summary. The DAQ definitions are provided in Table 4-1 {TSB-88.1-C, §5.4.2, Table 2}.

Table 4-1: DAQ Definitions

DAQ Subjective Performance Description

1 Unusable, speech present but unreadable.

2 Understandable with considerable effort. Frequent repetition due to noise/distortion.

3 Speech understandable with slight effort. Occasional repetition required due to noise/distortion.

3.4 Speech understandable with repetition only rarely required. Some noise/distortion.

4 Speech easily understood. Occasional noise/distortion.

4.5 Speech easily understood. Infrequent noise/distortion.

5 Speech easily understood.

The CPC pass/fail criterion is the faded performance threshold, plus any adjustments for antenna performance, external noise, and in-building or in-vehicle losses. {TSB-88.1-C, §5.4.2, Figure 5} The faded performance threshold for the specified CPC is determined using the receiver’s static reference sensitivity adjusted by the projected CPC parameters for the applicable Modulation Type and DAQ as listed in the current version of TSB-88.1, Annex A, Table A-1. For coverage testing of digital voice radio systems, the faded performance threshold is the applicable Bit Error Rate (BER) from the projected CPC parameters.



4C.2.3 Reliability The Covered Area reliability is the percentage of locations within the defined test area that are predicted to meet or exceed the specified CPC. The Motorola map(s) indicate the Covered Area(s) within which this system is predicted to provide at least the reliability of meeting or exceeding the CPC as stated in Table 4-2 Coverage Acceptance Test Summary.

For the defined test area(s) guaranteed for Covered Area reliability, only the painted covered area on Motorola’s maps will be tested for coverage acceptance. No acceptance testing will be performed in locations predicted on Motorola’s maps to be below the required Covered Area reliability.

After all accessible tiles in the defined test area have been tested, the Covered Area reliability will be determined by dividing the number of tiles tested that meet or exceed the CPC pass/fail criterion by the total number of tiles tested. {TSB-88.3-C, §5.1, equation 1}

4C.2.4 Equipment Configurations This section defines the equipment configurations and infrastructure design parameters upon which the coverage guarantee and the coverage acceptance test are based. The equipment configurations are defined in Table 4-2 Coverage Acceptance Test Summary, and include user equipment, outdoor/in-building definition, defined test area, number of test tiles, reliability, CPC, CPC pass/fail, and direction(s) of test. The infrastructure design parameters are defined in Table 4-3 Infrastructure Design Parameters, and include site names, site locations, and antenna system parameters. If the implemented system equipment configuration and/or infrastructure design parameters vary from these configurations and/or parameters, a revised coverage map will be used to define the test configuration and potential areas from which test tiles will be included in the revised coverage acceptance test.

Coverage testing will be conducted with equipment installed per the configurations in Table 4-2 Coverage Acceptance Test Summary.

Table 4-2: Northeast Tarrant County Organization Coverage Acceptance Test Summary

User Equipment

Outdoor Defined Test Area & Map Name

Number of Test Tiles

Reliability CPC CPC Pass/Fail

Direction of Test

The proposed ASTRO 25 simulcast subsystem consists of one simulcast prime site and three simulcast remote sites. The radio site locations currently supporting the SMARTNET system will be re-used which are: Colleyville Tower Grapevine Water Tank Euless Tower (ATC) The ASTRO simulcast prime site will replace the existing prime site at the Colleyville Tower site. The new simulcast hardware is planned to be installed in the adjacent shelter. Each RF remote site will support the nine existing 800MHz simulcast channels currently in operation. The prime site will support nine 800 MHz channels with the capability to add up to one additional 700/800MHz channel in the comparator chassis proposed herein. Figure 1 illustrates a high level block diagram of the proposed simulcast system.

800 MHz Simulcast Project 25 Phase 1

XTS portable at hip level in swivel case with speaker mic

Outdoors Covered Area Map XTS Portable On-Street Coverage Map

810 97% DAQ 3.4

Subjective DAQ

Round-Trip



Table 4-3: Northeast Tarrant County Organization Infrastructure Design Parameters

Site Name

Latitude Longitude Transmit Antenna System Receive Antenna System

Mount Height

Antenna Model Mount Height

Antenna Model

Simulcast Cell 1

Colleyville 32.88525 -97.16085833 280 SC412-HF2LDF(D00-E5765)_0807.ANA

300 SC412-HF2LDF(D00-E5765)_0807.ANA

Euless 32.8083 -97.13070278 400 SC412-HF2LDF(D00-E5765)_0807.ANA

420 SC412-HF2LDF(D00-E5765)_0807.ANA

Grapevine 32.93884444 -97.07924722 125 SC412-HF2LDF(D00-E5765)_0807.ANA

125 SC412-HF2LDF(D00-E5765)_0807.ANA

4C.2.5 Outdoor Only Coverage Motorola’s portable coverage prediction is for outdoor locations only. Portable coverage inside buildings and vehicles is not a design requirement of this system and is, therefore, not guaranteed.

4C.2.6 CPC Pass/Fail Criterion for a Test Tile For this system, the CPC test method is subject delivered audio quality (DAQ). Each equipment configuration will have only one CPC pass/fail criterion for a test tile.

For each equipment configuration, the CPC pass/fail criterion for a test tile is the Delivered Audio Quality (DAQ) per Table 4-2 Coverage Acceptance Test Summary. Subjective audio quality testing will be performed in the talk-in and talk-out direction using the DAQ definitions from Table 4-1.

Below are the attenuator values required to evaluate each equipment configuration. The methodology to determine the attenuator value is demonstrated in TSB-88.1-C §5.4.2, Figure 5. The attenuator value includes the proper values for the equipment configuration requirement plus adjustments for the test equipment setup. Should the test equipment setup losses (e.g. cable length) vary, an adjustment to the attenuator value may be required to represent the required equipment configuration accurately.



4C.2.7 Required Number of Test Tiles in the Defined Test Area The method used to test coverage is a statistical sampling of the defined test area to verify that the CPC is met or exceeded at the required reliability for each of the defined equipment configurations. It is impossible to verify every point within a defined test area, because there are infinite points; therefore, coverage reliability will be verified by sampling a statistically significant number of randomly selected locations, quasi-uniformly distributed throughout the defined test area. There is one test sample per test tile, where a sample consists of multiple sub-samples.

Coverage acceptance testing will be performed in the defined test area as indicated on Motorola-provided maps. To verify that the reliability requirement is met, the defined test area indicated on Motorola’s maps will be divided into uniformly sized test tiles, with at least the number of test tiles indicated in Table 4-2 Coverage Acceptance Test Summary. The number of test tiles indicated in Table 4-2 is at least the minimum required by the Estimate of Proportions formula as stated in section 4C.2.1 (Defined Test Area) of this document.

Per TSB-88.3-C, the stated minimum outdoor tile size is 100 by 100 wavelengths; however, the minimum practical test tile size is typically about 400 by 400 meters (about 0.25 by 0.25 miles). The minimum practical tile size for any system is determined by the distance traveled at the speed of the test vehicle while sampling, GPS error margin, and availability of road access within very small test tiles. A related consideration is the time, resources, and cost involved in testing very large numbers of very small tiles. For a given defined test area, all test tiles must be of equal size. The maximum test tile size is 2 by 2 km (1.24 by 1.24 miles) {TSB-88.3-C, §5.5.1}. In some wide-area systems, this constraint on maximum tile size may dictate a greater number of test tiles than the minimum number required by the Estimate of Proportions formula.

No acceptance testing will be performed in locations outside the defined test area as indicated on the Motorola-provided maps. Motorola and Northeast Tarrant County Organization may agree to perform “information only” tests in locations outside the defined test area; however, these “information only” test results will not be used for coverage acceptance. Any “information only” test locations must be defined before starting the test. If the added locations require significant additional time and resources to test, a change order will be required and Motorola may charge Northeast Tarrant County Organization on a time-and-materials basis.

4C.2.8 Accessibility to Test Tiles Prior to testing, Motorola and Northeast Tarrant County Organization will plan the route for the test vehicle(s) through the defined test area, to ensure that at least the minimum required number of tiles are tested. While planning the route (if possible) or during the test, Motorola and Northeast Tarrant County Organization will identify any test tiles that are inaccessible for the coverage test (due to lack of roads, restricted land, etc.). Inaccessible tiles will be considered a pass. {TSB-88.3-C, §5.5.4}



4C.2.9 Random Selection of a Test Location in Each Tile This CATP provides an objective method of randomly selecting and tracking test locations using Motorola’s

Voyager℠ coverage testing tool. The method follows TIA TSB-88.3-C §5.0, “Performance Confirmation”, and has direct correlation with Motorola’s coverage prediction methodology.

Using Voyager, the actual test location within each test tile will be randomly selected by the test vehicle crossing into the tile at an arbitrary point, with an arbitrary speed and direction. If the selected test location is in a shielded area such as a tunnel or underground parking garage, the data from that test location must be eliminated and a replacement test location must be used.

4C.2.10 CPC Measurements in Each Tile In each test tile, a voice test exchange will be initiated using predetermined text typical of a common voice exchange between the fixed location and the portable location. The person conducting the test at the portable will be moving at a typical speed for the surrounding conditions.

Motorola recommends that testing initially be performed from the portables within the test vehicle since this is worst case as compared to on street performance and can improve the time required to perform the test. If the test tile fails from within the vehicle, then the vehicle will be stopped, and the portable user would then step outside the vehicle and perform the test with the portable moving at normal walking speed so as not to be stationary in a known “good” or “poor” location. This would not constitute a re-try.

4C.3 RESPONSIBILITIES AND PREPARATION This section identifies the responsibilities of Northeast Tarrant County Organization and Motorola regarding requirements for equipment, personnel, and time during the coverage test.

Northeast Tarrant County Organization will provide the following for the duration of the coverage test:

At least one test vehicle(s) that is representative of the vehicles to be installed with radios, and will provide the driver(s).

When using an attenuated test radio to verify portable coverage, the antenna must be mounted in the center of the vehicle roof and free of obstructions.

Two team(s) with two or more Northeast Tarrant County Organization representatives per team to evaluate and record the pass/fail result of each subjective audio transmission. The required quantity of test participants shall be available a minimum of eight hours a day.

Facility with one console for the fixed end subjective audio test.



Motorola will provide the following for the duration of the coverage test:

Two team(s) with at least one representatives per team, to navigate and to operate Voyager, operate the portable radio, and to evaluate and record the pass/fail result of each subjective audio transmission.

One or more Motorola representatives to operate the fixed equipment, and to evaluate and record the pass/fail result of each subjective audio transmission.

At least one Motorola Voyager coverage testing tool.

Before starting the test, Northeast Tarrant County Organization and Motorola will agree upon the time frame for Motorola’s submission of a report containing the coverage test results.

Motorola will provide the test radios for all testing. Using test radios not provided by Motorola may be approved at Motorola’s discretion.

4C.4 CATP PROCEDURES The procedure for the subjective DAQ coverage test outdoors will be as follows:

A subjective listening test will be performed for coverage acceptance testing, to verify talk-in and talk-out DAQ performance of the system.

Talk-out and talk-in will both be required to pass for a test tile to pass.

To perform a statistically valid subjective DAQ test, a large group of people is required to ensure high confidence in the results. However, obtaining a large group of people for a subjective listening test is usually impractical; therefore, several (three to seven) people in a car or van must be used for the test. Since a group this small cannot provide statistically significant results, it is very important that the personnel participating in the subjective test be familiar with the sound of radio conversations. Before subjectively testing, all personnel who will evaluate audio quality must be “calibrated” by listening to examples of audio that pass and fail the subjective DAQ test.

A fixed dispatch location will be established. Prior to testing, Northeast Tarrant County Organization and Motorola will agree upon a procedure to allow each audio transmission to be evaluated for approximately five seconds.

The test participants will be divided into teams, each consisting of personnel from both Northeast Tarrant County Organization and Motorola. Each team will have members that operate a portable unit in the field, and members that are stationed at the fixed dispatch location.

As the field test team(s) drive through the coverage area, test locations within each test tile will be selected randomly by Voyager’s GPS location indication. Voyager will be used to log the talk-in and talk-out pass/fail result as well as any pertinent notes for the location.



At each test tile location, each field test team member will listen to a talk-out and talk-in audio transmission, and will record his or her subjective pass/fail evaluation of the DAQ for the tile. Team members stationed at the dispatch location will evaluate talk-in audio quality of transmissions from the test field unit(s) in that tile. Each team member will maintain a test log to record date, time, and subjective pass/fail evaluation for each test tile location. Subjective pass/fail evaluation will be based on the DAQ descriptions in Table 4-1. The determination of whether each test tile passes or fails the required DAQ value will be the majority vote of all team members’ pass/fail subjective evaluations for that tile. An odd number of team members are required to avoid ties for the pass/fail majority vote.

Should any subjective DAQ test tile fail, a retry of the transmission will occur. Should the retry pass, the test tile will be considered a pass. If a retry should occur, it will be noted in the test log notes for that test tile.

Motorola reserves the right to review any test tiles that fail the subjective DAQ tests to verify the signal strength or BER value of the same test tiles. Any tile that fails the subjective test, but passes an objective re-test will be declared passed.

Collection of supplemental test will be performed using Motorola’s Voyager tool to randomly select test locations. Bit error rate (BER) data collection will be obtained for INFORMATIONAL purposes only.

Voyager consists of the following:

A voice test radio connected to an antenna installed in a representative location on the test vehicle. The test radio will monitor transmissions from the fixed network radio site(s).

A Global Positioning System (GPS) receiver, which will provide the computer with the location and speed of the test vehicle.

A laptop computer with Voyager software and a mapping database, which includes highways and local streets.

The procedure for the objective BER informational data collection will be as follows:

The Voyager tool will be installed in a test vehicle, which will be driven over a route planned to cover the accessible tiles within the defined test area.

During the coverage test, the laptop computer screen will display the vehicle’s location on a map of the defined test area overlaid with the grid of test tiles. Voyager will automatically initiate measurements when the GPS receiver indicates that a test tile has been entered. The computer will provide a visual indication that a measurement has been completed in a tile. Voyager will manage the coverage test data collection, and will store the outbound measurements for each tested tile for later analysis.



4C.5 CATP DOCUMENTATION AND COVERAGE ACCEPTANCE During the coverage acceptance test, Voyager generates computer files that include the raw test data. A copy of this data will be provided to Northeast Tarrant County Organization at the conclusion of the coverage test. Motorola will process this data to produce a map detailing the coverage test results, and to determine whether the coverage test was passed for each user equipment configuration.

The coverage acceptance criterion for a user equipment configuration will be that the voice radio system implemented by Motorola for Northeast Tarrant County Organization meets or exceeds the reliability stated in Table 4-2 Coverage Acceptance Test Summary for that user equipment configuration. The system coverage acceptance criterion will be the successful passing of each of the user equipment configurations defined in Table 4-2 Coverage Acceptance Test Summary.

Motorola reserves the right to review any test tiles that fail. If a coverage test, or a portion thereof, is suspected by Motorola to have failed due to external interference, those tiles suspected of being affected by an interferer may be re-tested. If the test tiles re-tested are confirmed to have failed due to interference or external noise, those test tiles will be excluded from all acceptance calculations and Motorola will work with Northeast Tarrant County Organization to identify potential solutions to the interference issues.

Motorola will conduct this Coverage Acceptance Test only once. If any portion of the test is determined to be affected by proven equipment malfunctions or failures, Motorola will repeat the portion of the test affected by the equipment malfunction or failure. Northeast Tarrant County Organization will have the option to accept the coverage at any time prior to completion of the coverage test or documentation process.

Motorola will submit to Northeast Tarrant County Organization a report detailing the coverage test results. This report will include a document, which is to be signed by both Northeast Tarrant County Organization and Motorola, indicating the test was performed in accordance with this CATP and the results of the test indicate the acceptance or non-acceptance of the coverage portion of the system.


Motorola Solutions Confidential Restricted Exhibit C-Statement of Work 4-1

SECTION 4D

EXHIBIT C-STATEMENT OF WORK

4D.1 IMPLEMENTATION GOALS

Motorola appreciates the opportunity to provide NETCO with an ASTRO 25 proposal for a Regional Trunked Radio System to support migration and Project 25 standards based communications. We believe the robust scalable solution proposed will meet objectives today and in the future. We are committed to the successful implementation of the proposed project and a continued long term partnership with NETCO.

4D.2 SYSTEM INTEGRATION APPROACH

We believe our technology, experience and system integration approach will provide a quality project implementation for NETCO. System Integration is a key element of Motorola’s project management and lifecycle management process, and will fully tailored to meet NETCO’s unique needs.

Figure 4-1: System Integration Approach

Our team of project managers, engineers and service personnel will be NETCO’s partner for implementation, from planning and designing the system in the proposal stage, to deploying and integrating the network as quickly, efficiently, and cost-effectively as possible.


4-2 Exhibit C-Statement of Work Motorola Solutions Confidential Restricted

4D.3 IMPLEMENTATION TEAM

Motorola’s Project Manager will be the point of contact for NETCO’s implementation team. Reporting to Motorola’s Systems Integration Territory Services Director, the Motorola PM will be responsible for communication and reporting project status to NETCO project manager utilizing a formal Communication Plan defined during the Customer Design Review (CDR). The Communication Plan will:

Define and formalize key meetings, their frequency and required attendees.

Identify the key stakeholders and project team members on the project.

Utilize communication tools including email, status reports, phone, fax, and websites. These tools will be used by the project team to inform and report on progress during the project.

Utilize Web tools to store project information such as site plans, permits, audits and other site development information. NETCO Project Manager can quickly view the status of each individual site and the progress with respect to the schedule. Site documentation will be readily available for use by NETCO Project Team.

Utilize Motorola’s Compass extranet site and our site development websites to store and retrieve all project documentation. NETCO Project Manager will have online access to project documents such as schedules, status reports, risk logs, requirements documents and change requests. Version control will ensure that the most current documentation and all past versions are available for review.

Incorporate status reports that will highlight any potential issues and identify the action being taken to mitigate them. Action items will be assigned to individuals and completion dates will be tracked to ensure the items are completed. Status Reports will also be used to provide NETCO with an accurate assessment of the progress of the project and give visibility to the resource requirements to complete the near term tasks. Action item lists will be maintained and updated on a weekly basis to identify and quickly resolve identified items.

An organizational chart of the Motorola team established for NETCO project is illustrated below in Figure 4-2.

Figure 4-2 System Integration Team

George Springer Motorola Project Manager

Clint Ory Lead Systems Engineer

Systems Engineering Resources

Michael Parten Lead Systems Technologist

David Swan Systems Technologists

Tony Profita Customer Support Manager

DFW Communications System Integration Partner

Site & Civil Subcontractors

Project Subcontractors



4D.4 STATEMENT OF WORK OVERVIEW (SOW)

The SOW outlines the communication system implementation plan as well as a detailed work breakdown structure (WBS) outlining Motorola and NETCO responsibilities. The SOW is based on installation, integration and implementation of the proposed ASTRO 25 trunked radio system, IP Simulcast system, MCC7500 consoles, subscribers connected to the existing NETCO of Fort Worth Master site which will be referred to as Land Mobile Radio (LMR).

This Statement of Work describes the implementation plan and system integration based on contract occurring in June 2012 per the Project Schedule in Section 4E of this proposal. Should these dates change, Motorola will evaluate the impact to the implementation plan and system design and subsequently provide a revised cost proposal if necessary. The Cutover dates are an estimate of when specific phases may be complete which will be adjusted based on the final project schedule and as scope is finalized.

The system design and proposal is based on procurement of the entire project as a whole. Since six individual NETCO members will be funding this project separately, it’s essential that all infrastructure and console components are procured at the same time for this proposal, pricing and implementation plan to be valid.

4D.5 CONTRACT INITIATION & PROJECT KICKOFF

The project will be initiated with a Project Kickoff Meeting that includes NETCO and Motorola project participants. One Project Kickoff Meeting will be held for all NETCO agencies and members. The objectives of the Kickoff Meeting include the following:

Introduce and exchange contact information of all project participants. Review roles of key participants and project review procedures. Establish a clear chain of communication and authority. Review overall project scope and objectives. Review resource and scheduling requirements. Review preliminary project schedule with NETCO.

During the Project Initiation phase, Motorola will review and work with NETCO to finalize the following project processes and procedures:

Detailed Project Schedule Risk Management Plan Change Control Plan Issues Document and Action Item Log



Table 4-1: Contract Initiation Responsibility Matrix

Task Responsibility Deliverable

Initiate NETCO project with a Kick Off Meeting.

Motorola and NETCO

Documented project personnel names, responsibilities, contacts, and project review procedures

Begin creating Risk Management Plan.

Motorola Initial Risk Management Plan

Define format of the Issues and Action Item Log.

Motorola Initial Issues and Action Item Log

Review change control procedures with NETCO Project Manager.

Motorola Initial Change Control Plan

Work with Motorola personnel in finalizing and approving the Change Control Plan.

NETCO Approved Initial Change Control Plan

A communication plan will be developed to address the types of communication that will be established such as status meetings and reports. The communications plan will also indicate the appropriate points of contact for different types of communication.

Motorola and NETCO

Communications Plan

Provide current system documentation.

NETCO NETCO Existing System Documentation

Completion Criteria

This task is considered complete when the Project Kickoff Session has been held with Motorola and NETCO representatives in attendance, and when project scope, schedules, procedures, roles and responsibilities have been documented and agreed upon.

4D.5.1 Customer Design Review (CDR)

NETCO and Motorola will review the proposed design through analysis of the system functionality, interface requirements, and end-user requirements, as mutually agreed between Motorola and NETCO. During this phase of the project, the Project Plan will be developed. Motorola will deliver design materials which are detailed in the following responsibility matrices. One Design Review will be held for all NETCO agencies and members.

Our proposal for NETCO is based on known information and presale site walks. During Design Review we will conduct additional site walks and customer meetings. Any additional scope changes or deviations from the assumptions made to generate these components of our proposals will be presented to NETCO as a change order.

Design Review tasks and responsibilities are described in greater detail in following sections of this SOW. Draft and Final versions of documents will be provided to NETCO for review and approval. NETCO’s approval will finalize the design review process. NETCO and Motorola deliverables and responsibilities in the Design Review phase are defined in the Responsibility Matrices below.



After Design Review is complete, the system design is “frozen” for order processing, manufacturing and implementation. Therefore, it’s critical that any changes including those to subscribers be made at this point in the project.

4D.5.1.1 Final System Design Review

The Final System Design Review will address deliverables for the entire system implementation to be completed, such as the final review of the Acceptance Test Plans and the total frequency plan.

Table 4-2: Final System Design Review Responsibility Matrix


Finalize LMR Coverage Design:

Motorola and NETCO will work together to develop a final LMR coverage design.

In order for Motorola to finalize the Coverage Design, space on existing towers must be finalized to complete coverage predictions.

Motorola and NETCO

Final Coverage Design

Site surveys will be conducted at each site where new or upgraded equipment will be installed.

Motorola Site Surveys

A cutover plan will be developed. NETCO will provide existing system and user information, such as shift information and specific vehicle information, which must be taken in to account to develop the cutover Plan.

Motorola and NETCO

Cutover Plan

Connectivity Plan:

NETCO will develop the site connectivity to the Master Site. Motorola will review and validate the plan.

Motorola and NETCO

Connectivity Plan

NETCO must provide a final list of serial numbers and model numbers for all existing subscribers that must be flash upgraded as part of the project.

NETCO Serial/Model Numbers for Existing Subscribers

Motorola and NETCO will finalize the Project Schedule.

Motorola and NETCO

Project Schedule

Provide Site Links, Network Connectivity and all required Interlocal Agreements for the interconnection of NETCO’s proposed LMR system to Fort Worth’s Master Site Gateway/Core.

NETCO Integration and Operation Plan




Acceptance Test Procedures will be reviewed and finalized as part of the overall Final System Design Review. Motorola’s ATPs are the basis for Motorola’s scope of work. Deviations from the baseline will be mutually agreed upon and may represent a change in scope.

Motorola and NETCO

Acceptance Test Procedures

Motorola will deliver a Design Document that reflects changes in design and scope, as well as definition of details determined during the Design Review.

Motorola will update the equipment list, system description, drawings, SOW, performance schedule as necessary to accommodate the specifics of the Design Review.

Motorola will submit a final Design Document to NETCO through the change order process. This document will be baselined by the System Description, SOW, Project Schedule, and other documentation provided prior to contract approval.

Motorola Equipment List

System Description

System Drawings

Statement of Work

Project Schedule

Change Orders (as necessary)

NETCO will review the work performed by Motorola and sign an approval document for the Final System Design Review.

NETCO Approval Statement

Completion Criteria

This task is considered complete when the subtasks listed below are all completed.

4D.5.1.2 Design Review Task Details

Additional details for some of the tasks described above are provided in the following section.



4D.5.1.3 Master Site Interconnectivity to Fort Worth

NETCO’s system design and implementation plan is based on connectivity to the City of Fort Worth’s Master Site. Our proposal for NETCO includes the equipment, hardware, software and system integration services to logically connect to the Eagle Mountain site in Fort Worth. We have not included costs in this project for the site links to connect the proposed infrastructure, consoles, network management and LAN network to Fort Worth which are a responsibility of NETCO.

Our implementation plan and proposal costs are based on NETCO’s proposed system, including infrastructure and subscribers, being programmed using Fort Worth’s System ID and talkgroup structure.

We also assumed that both the NETCO and Fort Worth’s system will remain under a Maintenance and System Upgrade Agreement to ensure System Release compatibility which must be funded after their respective support agreements conclude. Our proposal includes an SUA for NETCO to provide one system release upgrade to System Release 7.14 from System Release 7.11 in 2014. Beyond this timeframe NETCO must fund these services to ensure both systems remain synchronized on the same system release schedules.

Motorola has applied design and cost efficiencies by reusing available Master site hardware and software licenses for NETCO at Fort Worth Eagle Mountain site. This would not be possible if another Master site was utilized or if NETCO opted not to implement with Fort Worth.

Should technical or implementation assumptions noted above change, a revised proposal with associated costs, design and implementation plan will be developed and presented to NETCO as a Change Order.

NETCO must establish all Interlocal Agreements and Standard Operating Procedures with Fort Worth to ensure the design can be successfully implemented but also maintained on a long term basis.

The Cities of Fort Worth and Irving are currently considering and evaluating a Dynamic System Resiliency (DSR) backup design. However, the system design and details of this potential solution are not yet finalized. Should DSR be implemented in Fort Worth, and any changes recommended or required to the NETCO system, Motorola will work with NETCO to determine the impact and respective pricing. DSR is not included in our proposal for NETCO.

4D.5.1.4 MCC7500 CADI Application Programmers Interface (API)

NETCO requested that Motorola include the CADI API for their existing CAD Vendors; Crimes and New World to write interfaces to the proposed MCC7500 console. Interface development, programming, configuration, functionality, features and performance are a responsibility of NETCO’s CAD Vendors. We have not included any equipment, system integration or support services for this integration. Motorola does not assume responsibility for these interfaces with the proposed MCC7500 console. However should support be necessary we have provided these rates in our pricing proposal.



4D.5.1.5 MCC7100 Mobile Console

The proposed MCC7100 Mobile Console will be available in System Release 7.13. For NETCO the equipment will not be implemented until the system is upgraded from the proposed System Release 7.11 to 7.14 in 2014.

The MCC7100 requires network connectivity to an operational MCC7500 console at either Keller or Euless via the proposed console proxy. NETCO is responsible for provisioning the LAN/WAN for its operation.

4D.5.1.6 Coverage Design

NETCO and Motorola will work together to finalize site parameters. We will analyze the coverage and evaluate frequency compatibility to aid NETCO in finalizing configurations. NETCO and Motorola deliverables and responsibilities for the Coverage Design phase are defined in the Responsibility Matrix below in Table 4-3.

Table 4-3: Coverage Design Responsibility Matrix


NETCO and Motorola will review the coverage and site locations.

Motorola and NETCO

Agreement of site location and configuration

NETCO will identify all assets that should be considered within the coverage design, including:

Existing and Potential Sites Frequencies Site Links

NETCO Finalized NETCO Assets

NETCO will provide the facilities required to accommodate the RF site equipment and antenna systems.

NETCO Approval for Site RF Equipment location & space and Antenna locations on the towers

Motorola will incorporate design limitations based on NETCO requirements for FCC licenses.

Note Motorola’s baseline design is based on FCC rules and regulations.

Motorola Incorporate licensing input to RF design

Coverage Design:

Motorola and NETCO will define the coverage and site requirements as defined below.

Motorola will create coverage maps for the RF system for presentation to NETCO that illustrate the predicted coverage.

Coverage parameters will be updated from the contract based on site survey information.

The Motorola project team will review all of the coverage predictions with NETCO team.

Motorola Finalized coverage maps for NETCO



Completion Criteria

This task is considered complete when final coverage maps have been submitted to and approved by NETCO.

4D.5.1.7 Frequency Planning

Motorola and NETCO will work together to finalize the frequency plan for NETCO. Motorola will evaluate frequency compatibility based on the frequency assets identified for use within the system based on the desired coverage and loading. These steps will be an iterative process to aid NETCO in finalizing the system configurations. Motorola and NETCO deliverables and responsibilities in this phase are defined in the Responsibility Matrix below Table 4-4.

Table 4-4: Frequency Planning Responsibility Matrix


NETCO will confirm the list of frequencies for use within NETCO. These frequencies must be licensed at each proposed site within the proposed antenna and radio frequency distribution equipment.

Motorola and NETCO

Agreement on the frequency list

Motorola will evaluate each site within the coverage design for its compatibility with the identified frequencies.

Motorola Evaluation of Frequency Compatibility with Sites

Equipment for sites that require additional filtering to mitigate potential interference will be added to the contract as part of the final design and represent a change in scope.

NETCO and Motorola Filtering to mitigate interference

Motorola will recommend a frequency plan based on the analysis of the channels provided for use within the system, the coverage requirements, and the loading requirements.

Motorola Frequency plan for NETCO

NETCO will obtain all FCC licenses and authorizations required for installation and use of the system prior to the scheduled installation of the equipment.

Motorola employees are not agents or representatives of NETCO in FCC matters. NETCO has the ultimate responsibility for ensuring it has all FCC licenses required for the Equipment and for complying with FCC rules.

NETCO Obtain FCC Licenses



Completion Criteria

This task is considered complete when the frequency plan is finalized and the FCC licenses have been submitted to the FCC.

4D.5.1.8 Develop Cutover Plan

The implementation of NETCO’s Radio System will require a detailed cutover plan for a smooth transition from the existing radio system to the new radio system. During the Final System Design Review, a cutover plan will be developed. As the implementation proceeds, further detail will be provided to the cutover plan during preparation for transition to the new system.

Table 4-5: Develop Phase-Over Plan Responsibility Matrix


NETCO will provide existing system and user information, such as dispatch and user information, and specific vehicle information which must be taken in to account to develop a detailed cutover plan.

NETCO Existing System and User Information

Where required, a frequency migration plan will be mutually agreed upon, which identifies when specific channels will be moved from operation within the existing system to operation on the new system.

Motorola and NETCO

Frequency Migration Plan

NETCO cutover plan will be developed. It will take in to account the need to minimize the impact to users migrating to NETCO.

Motorola Cutover Plan

Completion Criteria

This task is considered complete when the cutover plan is mutually agreed upon by NETCO and Motorola.

4D.5.2 Finalize Project Schedule

The objective of this task is to finalize the preliminary Project Schedule contained in the initial contract based upon the requirements identified and the associated project objectives, plans, schedules, approvals, priorities and inter-dependencies among tasks. The Project Schedule will be finalized through the change order process and mutually agreed upon between the parties during the Design Review, following the Project Kickoff Meeting. Deviations from the baseline project schedule may be considered a change in scope, and will be mutually agreed upon by Motorola and NETCO. The resulting document defines the specific project tasks to be completed and documents the final Project Schedule for each subsystem to be implemented.



Table 4-6: Finalize Project Schedule Responsibility Matrix


Review with NETCO personnel the identified implementation tasks, priorities, inter-dependencies and other requirements needed to establish the final Project Schedule.

The Project Schedule will identify key project milestones.

Motorola Project Schedule Review

Analyze with Motorola project personnel the identified requirements and make such implementation decisions as are reasonably required to finalize the Project Schedule.

NETCO Project Schedule Review

Prepare the final Project Schedule document and deliver it to NETCO as a deliverable of the Design Review.

Review the Project Schedule with NETCO personnel and make changes and/or corrections that are mutually agreed upon through the change order process.

Motorola Project Schedule Finalization

Review the final Project Schedule and identify in writing any specific deficiencies found within ten business days of receipt.

NETCO Project Schedule Approval

Completion Criteria

This task is considered complete upon mutual agreement of the parties to implement in accordance with the Project Schedule that has been developed within the Design Review. This Project Schedule will become the governing Project Schedule incorporated into the contract, and is only subject to change upon mutual agreement of Motorola and NETCO.

4D.5.3 Acceptance Test Procedures

Motorola will develop Acceptance Test Procedures (ATP) documents to provide an understanding of procedures used for testing the functionality and performance of the system. ATPs establish a framework for system acceptance. The tests will validate the functional performance of the system. Motorola has provided baseline ATPs, which will be reviewed as the basis for the final ATPs. Deviations from the baseline ATPs will be reviewed for feasibility and may represent a change in scope.

ATPs will be finalized for NETCO project as a part of the Design Review process. ATPs include the acceptance criteria to ensure the equipment operates in accordance with the specifications identified in the contract.



Table 4-7: Acceptance Test Procedures Responsibility Matrix


Work with NETCO in finalizing the ATPs.

Review the overall approach to testing including hardware, software and final system acceptance criteria.

The review will be based on the Acceptance Test Plans included with this proposal.

Motorola Review ATPs and Methodology

Work with Motorola in finalizing the ATPs, using the ATPs submitted with this proposal as a baseline.

Provide related information requested by Motorola to assist Motorola in completing the ATPs.

Review the baseline ATP documents and identify in writing any specific deficiencies found within ten business days.

NETCO Review ATPs, provide written information and feedback

Submit final ATP documents to NETCO for approval.

Motorola Final ATPs

Review and approve the final ATPs.

NETCO Approval of Final ATPs

Completion Criteria

This task is considered complete upon NETCO acceptance and approval of the ATPs.

4D.5.4 Site Survey & Preparation

Site inspections will be conducted during this phase of the project. All equipment locations will be audited for Site Ready purposes and Motorola will prepare a Site Audit Report for each location. NETCO is responsible for site readiness. Site surveys are executed as an integral part of installation preparation. The following matrix identifies Motorola’s approach to Site Readiness.

This section addresses the facilities where NETCO is responsible for Site Readiness.



Table 4-8: Site Access and Readiness Responsibility Matrix


Site Access:

NETCO will assure site access to inspect equipment installation sites, finalize equipment locations and determine if any course of action is necessary to handle installation constraints.

NETCO will provide existing site and system drawings.

NETCO Site Access

Existing System Documentation

Site Readiness Audits:

Motorola will perform site audits to verify site readiness of all sites.

Motorola will prepare a report that includes recommendations detailing site preparation required to provide a suitable environment for installation of the equipment. This report will become part of the final system documentation.

Motorola Site Audit Reports

NETCO will provide structures that are capable of supporting the proposed NETCO antenna systems.

NETCO NETCO Towers

NETCO will prepare all sites for the equipment implementation, based on the recommendations in the Site Walk Reports.

NETCO Sites Meeting Site Readiness Conditions

NETCO will pursue all building permits and licenses required for construction.

NETCO Approved Licenses and Permits

Site Preparation

NETCO is responsible for delivering sites for NETCO project; all sites must meet Motorola’s Communications Site Standards.

Motorola will begin work at a site only after mutual agreement by NETCO and Motorola that the site is deemed ready. At a minimum, for a site to be considered “Site Ready,” it must have adequate room in an existing building or shelter to accommodate the equipment to be installed, and electrical service and internal distribution in place. In addition, network testing must have been satisfactorily completed.

Sites are required to meet minimum requirements for life safety issues. Site Ready audits will be performed by Motorola after contract execution. Motorola will provide a site report identifying any site deficiencies that have the potential to impact safety or equipment performance. All site upgrades not identified in this document specifically as a Motorola deliverable are the responsibility of NETCO.



Completion Criteria

This phase is considered complete when all necessary site improvements have been implemented by NETCO and verified as complete.

4D.5.5 Order Processing

Description

Motorola will place factory orders for the system hardware that is being purchased for the communications system. Motorola will place orders for required third-party equipment and execute major subcontracts.

Multiple sets of orders will be placed, based on the approval of the Design Review steps defined in this SOW.

Table 4-9: Order Processing Responsibility Matrix


Factory orders placed for all Motorola manufactured equipment

Motorola Orders for Motorola manufactured equipment

Order placed for all third-party equipment

Motorola Third-party equipment orders

Motorola will execute major subcontracts

Motorola Subcontracts in place

Completion Criteria

This phase is considered complete when all equipment orders have been placed.

4D.5.6 Manufacturing and Factory Testing

Description

During this phase of the project, all Motorola supplied equipment for NETCO is manufactured, factory staged, and shipped.

Completion Criteria

This phase is considered complete when Manufacturing, Template Development, and Factory Staging are complete and approved by NETCO.



4D.5.6.1 Manufacturing

Description

Manufacturing activities commence after order processing.

Table 4-10: Manufacturing Responsibility Matrix


Manufacture Motorola equipment and track third-party equipment orders.

Motorola NETCO Hardware

4D.5.6.2 Template Development

Description

Our proposal includes the specific types and quantities of subscribers listed in our price pages and the table below. Deviations in our assumptions are subject to the change order process.

Motorola has included system integration services to generate total of (200) templates for NETCO.

Table 4-11: NETCO Subscriber Matrix

Bed

ford

Col

leyv

ille

Eu

less

Gra

pev

ine

Kel

ler

Sou

thla

ke

Portable Flash Kits 66 30 219 108 60 190

Mobile Flash Kits 67 66 126 100 66 28

APX Portables 0 80 41 37 104 8

APX Mobiles 3 7 14 51 40 11

XTL Mobiles 9 0 0 0 0 0

Subtotals 145 183 400 296 270 237

Equipment programming and configurations are defined during the activity of Template Development. Equipment programming and configurations will be determined as defined in the responsibility matrix below.

NETCO and Motorola will review NETCO’s LMR operational requirements and the impact of those requirements to various equipment configurations.



Table 4-12: Template Development Responsibility Matrix


Motorola will provide technical information to NETCO to aid in determining equipment configurations and programming requirements.

Motorola Standard Configuration and Programming Documentation

NETCO will finalize the equipment configurations requirements.

NETCO Configuration Requirements

Motorola will develop templates for the following system components:

ASTRO® 25 Master Site Equipment

MCC 7500 Dispatch System

Motorola Voice and Dispatch Templates

Motorola will develop up to (200) total templates for the following Motorola manufactured subscribers:

Mobile Radios Portable Radios Control Stations

Motorola Subscriber Equipment Templates

Motorola will meet with each of the (6) NETCO agencies points of contact for subscriber fleetmapping and template development.

Motorola Subscriber Fleetmapping & Template Development

NETCO will provide a single point of contact per agency, total (6) to interface with Motorola for template development, fleetmapping discussions, obtain operational requirements for each department, review and approve templates.

NETCO Subscriber Fleetmapping & Template Development

Motorola will provide and review templates and configuration detail as defined by NETCO requirements, for NETCO approval.

Motorola Template and Configuration Documentation

NETCO will review the work performed by Motorola and sign an approval document.

NETCO Written Programming Template and Configuration Approval Statement

Completion Criteria

This task is considered complete when NETCO has reviewed and approved the template and configuration documents.



4D.5.6.3 Factory Testing

Description

The radio system manufacturing is followed by staging the radio infrastructure at Motorola’s Customer Center for Solutions Integration (CCSi). Staging includes assembly and testing of all major radio system components. The system will be configured as it will be in the field for this Factory Testing, which will exercise the functional capabilities of the communications system. This process will allow NETCO personnel to witness factory testing in a controlled environment, as well as providing for a smooth and easy installation in the field.

Motorola will perform end-to-end system testing, from subscriber units to the dispatch console. However, since the Master site resides in Fort Worth, wide area trunked system operation with consoles will not be tested or demonstrated until field implementation is complete.

Table 4-13: Factory Testing Responsibility Matrix


Functional Performance Testing:

Motorola will perform a Functional Performance Test in order to verify the functionality of the communications system.

The Functional Performance Test will include the following:

Physical inspection Thorough exercise of the hardware

and software Testing of the voice

communications features Verification of device and system

recovery from failures

Motorola Functional Performance Tests

Equipment Verification Testing:

Motorola will verify each station’s ability to be configured as required for implementation into NETCO system. This verification will be documented and serve as verification of meeting the equipment specifications.

Motorola Equipment Verification Testing

Provide a limited subset of subscribers for use in CCSi Staging and Testing.

NETCO Subscribers

For NETCO witnessed testing, NETCO will sign written acceptance documents at the successful completion of the Factory Acceptance Testing Period.

NETCO Written Approvals of Factory Acceptance Test

Completion Criteria

This task is considered complete when the steps defined in the responsibility matrix have been successfully completed.



4D.5.7 Civil Work

4D.5.7.1 Site Development at Existing Tower Sites with Existing Room

Various existing communication sites have been proposed where existing rooms provided by NETCO will be used for installation of radio equipment. These sites are noted below.

Grapevine Water Tank Site Euless Tower Site Colleyville Tower Site Grapevine Dispatch Site Keller Dispatch Site Euless Dispatch Site Bedford Dispatch Site

Site specific scope of work is outlined in Table 4-14 – Table 4-18 below.

Table 4-14: Grapevine Water Tank Site (Existing)

Item Task Responsibility

1. Architectural & Engineering Services:

Construction & Record Drawings NEPA compliance/FCC checklist Permit preparation Structural analysis Site preparation

Motorola and NETCO

2. Obtain Final Zoning & Permitting Approval Motorola and NETCO

3. Provide water tank structural and foundation drawings along with mapping information (if available) and site survey for Motorola to perform site engineering and structural analysis.

NETCO

4. Provide and install antenna mounting structures for antenna systems on water tank (Includes capacitive stud welding to water tank where necessary.)

Install (2) antennas and lines (up to 675’ of transmission line) Install (1) tower top preamplifier Sweep all antenna lines Install up to (2) ground bus bars on antenna support structure

and bond per R56. Paint coax and hardware to match water tank.

Motorola

5. Electrical and grounding scope of work:

Supply and install a 100Amp electrical distribution panel and up to (17) new circuits to accommodate the new communications equipment.

Install Type 2 Surge Protector Ground and bond the new equipment per R56

Motorola

6. Return trip to remove existing antennas and lines after cut-over. Motorola

7. Provide Construction Project Management. Motorola



Table 4-15: Euless Tower Site




Motorola and NETCO


10. Provide tower structural and foundation drawings along with mapping information (if available) and site survey for Motorola to perform site engineering and structural analysis.

NETCO

11. Provide and install antenna systems on existing tower:

Install (2) antennas and lines (up to 1635’ of transmission line).

Install (1) tower top preamplifier Sweep all antenna lines Install up to (6) ground bus bars on antenna support structure

building and bond per R56.

Motorola




Motorola





Table 4-16: Colleyville Tower Site




Motorola and NETCO


17. Provide tower structural and foundation drawings along with mapping information (if available) and site survey for Motorola to perform site engineering and structural analysis.

NETCO

18. Provide and install antenna systems on existing tower:

Install (2) antennas and lines (up to 1050’ of transmission line) Install (1) tower top preamplifier Sweep all antenna lines Install up to (4) ground bus bars on antenna support structure

building and bond per R56.

Motorola




Motorola





Table 4-17: Grapevine and Keller Dispatch Sites



Construction & Record Drawings Permit preparation Site preparation

Motorola and NETCO

23. Obtain Final Permitting Approval Motorola and NETCO

24. Provide building drawings and electrical drawings for Motorola to perform site engineering.

NETCO


Supply and install (4) 20Amp new circuits in existing breaker panel to accommodate the new communications equipment.

Install (1) Ground Buss Bar Install Type 2 Surge Protector Ground and bond the new equipment per R56

Motorola

26. Obtain approval from TC911 Authority to add required circuits for Keller/NETCOM Dispatch Center outlined in the System Description.

NETCO

27. Provide a UPS for Keller/NETCOM Dispatch Center to backup proposed MCC7500 consoles.

NETCO


Table 4-18: Euless and Bedford Dispatch Sites



Construction & Record Drawings Permit preparation Site preparation

Motorola and NETCO

30. Obtain Final Permitting Approval Motorola and NETCO

31. Provide building drawings and electrical drawings for Motorola to perform site engineering.

NETCO


Supply and install a 100Amp electrical distribution panel and up to (8) 20Amp new circuits to accommodate the new communications equipment

Install (1) Ground Buss Bar Install Type 2 Surge Protector Provide and install (1) 10 KVA UPS unit, maintenance bypass

switch and wire output to breaker panel Ground and bond the new equipment per R56

Motorola

33. Provide Construction Project Management Motorola



Motorola General Responsibilities

Site Engineering

Prepare applicable construction drawings, showing the layout of various new and existing site components.

Conduct site walks to collect pertinent information from the sites (e.g., location of Telco, power, existing facilities, etc.)

Prepare zoning drawings (if necessary) that can be used to describe the proposed site installation in sufficient detail.

Prepare record drawings of the site showing the as-built information.

Perform National Environmental Policy Act (NEPA) Threshold Screening, including limited literature and records search and brief reporting, as necessary to identify sensitive natural and cultural features referenced in 47 Code of Federal Regulations (CFR) Chapter 1, subsection 1.1307 that may be potentially impacted by the proposed construction activity. This does not include the additional field investigations to document site conditions if it is determined that the proposed communication facility “may have a significant environmental impact” and thus require additional documentation, submittals, or work.

Provide a structural engineering analysis for the antenna support structure, if necessary, to support the proposed antennas equipment loads.

Perform structural mapping, analysis, and design (if necessary) to antenna support structure for the proposed equipment and antenna loads. No obtrusive investigations have been included.

Design antenna mounts to support the proposed antennas and dishes at the sites designated in each site matrix table.

Research permit requirements (building, utility, and construction permits) for the construction/improvements at the proposed sites, and determine if the permits are required. If a permit is required, Motorola shall obtain the necessary permit forms and complete the necessary information with the assistance of the Customer.

Submit the completed application forms to the local jurisdiction and apply for applicable permits with the assistance of the Customer.

Site Preparation

Obtain the permits such as electrical, building, and construction permits, and any inspections that may need to be coordinated with the local authorities to complete site development work.

Provide one-time mobilization costs for the construction crews. Any remobilization due to interruptions/delays that are out of Motorola's control will result in additional costs.

Install antennas and transmission lines required for new system on the existing structures.

Perform sweep tests on transmission lines.

Supply and install Type 2 Surge Protections device where specified to protect new communications equipment.

Supply and install electrical distribution to the new equipment, as required, from existing electrical service to the room.



NETCO General Site Responsibilities

If required, prepare and submit EME plans for the site (as a licensee) to demonstrate compliance with FCC RF Exposure guidelines.

Assist Motorola with permitting for sites as owner/lessee.

As applicable, coordinate, prepare, submit, and pay for all required permits and inspections for the work that is the Customer’s responsibility.

Pay for all utility connection, line extensions, and any easement or usage fees.

Pay for the usage costs of power, leased lines and generator fueling both during the construction/installation effort and on an ongoing basis.

Pay for application fees, taxes and recurring payments for lease/ownership of the property.

Review and approve site design drawings within 7 calendar days of submission by Motorola or its subcontractor(s). Should a re-submission be required, the Customer shall review and approve the re-submitted plans within 7 calendar days from the date of submittal.

Provide personnel to observe construction progress and testing of site equipment according to the schedule provided by Motorola.

Arrange for space on the structure for installation of new antennas at the proposed heights on designated existing antenna-mounting structures.

Provide as-built structural and foundation drawings of the structure and site location(s) along with geotechnical report(s) for Motorola to conduct a structural analysis.

Pay for any upgrade of the antenna support structure necessary to accommodate the new antennas.

Provide space, HVAC, generator backup power generator, grounding system, lighting, fire suppression and cabling facilities for the equipment room per Motorola's R56 specifications.

Confirm that there is adequate utility service to support the new equipment and ancillary equipment.

Confirm that the existing generator is sufficient to support the new equipment and ancillary equipment loads.

If required, remove or relocate any existing facilities, equipment, and utilities to create space for the new equipment.



Assumptions

No prevailing wage, certified payroll, mandatory union workers or mandatory minority workers are required for this work.

All work is assumed to be done during normal business hours as dictated by time zone (Monday thru Friday, 7:30 a.m. to 5:00 p.m.)

Temporary site trailers (tower, housing, COWS, and generator) have not been included for cutovers. Cutover logistics will be determined on a case-by-case basis; any additional costs will be negotiated prior to the execution of cutover tasks.

All recurring and non-recurring utility costs [including, but not limited to, generator fuel, electrical, will be borne by the Customer or site owner.

Existing facility has an adequate ground system with a ground resistance of 10 ohms or less.

Existing antenna support structures are structurally capable of supporting the new antenna, cables and ancillary equipment proposed and will not need to be removed or rebuilt at the existing site. The tower or supporting structure meets all applicable EIA/TIA-222 structural, foundation, ice, wind and twist and sway requirements. Motorola has not included any cost for structural or foundation upgrades to the antenna support structure.

Existing cable support facilities from the antenna to the cable entry port can be used for supporting the new antenna cables.

Extensive documentation (balloon tests, photo simulations, expert testimony etc.) to support permitting effort for existing structures is not required.

A maximum of 30 days will be required for obtaining approved building permits from time of submission, and a maximum of 60 days will be required for zoning approvals from time of submittal.

The site will have adequate room for installation of proposed equipment, based on applicable codes and Motorola’s R56 standards.

The existing utility service and backup power facilities (UPS, generators) have sufficient capacity to support the proposed and current equipment load.

A clear obstruction-free access exists from the antenna location to the equipment room.

The floor can support the proposed new loading. Physical or structural improvements to the existing room will not be required.

Completion Criteria

Site development completed, and approved by NETCO.



4D.5.8 Site Interconnection

NETCO is responsible for providing all site links, backhaul for the proposed infrastructure and console sites as well as interconnection to Fort Worth for operation of their proposed LMR system. Dual site links are required to support the proposed redundant site link design and the high availability simulcast feature. Should DSR be implemented in Fort Worth, and any changes recommended or required to the NETCO system, Motorola will work with NETCO to determine the impact and respective pricing.

Types and quantities of site links will be finalized at the Design Review. T1 specifications for these site links are listed below in Table 4-19.

Table 4-19: Site Link Requirements

Parameter Measurement Value

Bit Error Rate – BER 1 x 10 –6

Stratum Level 2 or Better

Max. Delay 5 milliseconds (ms)

Availability 99.999 %

Line Coding B8ZS (bit 8 zero substitution)

Signaling Clear Channel

Compression None

Framing ESF (extended super frame)

Pulse Amplitude 0 dBdsx (3.0V +/- 0.3V or 6V P-P)

Dry or Wet Dry, No voltage (-48 VDC or other) Present



4D.5.9 Installation of Fixed Network Equipment (FNE) Description

Installation of the Fixed Network Equipment (FNE) consists of the radio communications infrastructure and computer equipment at the dispatch and control centers.

Table 4-20: Installation of Fixed Network Equipment (FNE) Responsibility Matrix


Site Ready:

NETCO will prepare the sites for equipment installations, resolving site deficiencies identified in the Site Audit Reports. Sites will be ready according to the project schedule for equipment installation.

NETCO Sites Meeting Site Preparation Requirements for Installation

Coordinate any site work necessary, site links, backhaul and interconnectivity to Fort Worth.

NETCO Sites Meeting Site Preparation Requirements for Installation

General Installation Responsibilities:

Motorola will store, deliver and transport all proposed equipment.

Motorola will install the new system equipment that is provided in the equipment list.

Motorola will ground and bond the site equipment to the ground system, in accordance with the R56 site installation standards.

Motorola will remove and dispose of any debris that is a result of the project activities from the site.

Motorola will create “As-Built” documentation of the prime site installation for inclusion in the final project documentation.

Motorola New Equipment Installations per Motorola’s Site Quality Standards

Install Master Site Core Routers and Switching Routing Center at Eagle Mountain in Fort Worth.

Motorola Radio System Installation Audit

Motorola will install Simulcast Prime Site Equipment in accordance with the Design Review System Description and Equipment Lists at Colleyville.


Simulcast Remote Site Equipment:

Motorola will install remote simulcast equipment in accordance with the Design Review System Description and Equipment Lists at Colleyville, Grapevine and Euless.


Motorola will install dispatch equipment in accordance with the Design Review System Description and Equipment Lists at Grapevine, Euless, Keller and Bedford Dispatch Centers.





Convert 2-Tone Fire Station Alerted Stations to Call Alert at Euless, Bedford and Grapevine.


Provide and install the following equipment at each specified location:

Network demarcation within 6 feet of switch. Proper network interface to connect

backhaul equipment to existing point of presence locations at each of the sites.

24x7 surge protected power at each equipment rack.

Wall penetrations, conduit, cable trays and other supporting equipment necessary for the routing of power, grounding and networking cables.

Floor space for all equipment racks. Equipment Racks. Tower Space

NETCO All Sites:

Network Demarcation, Power, Appropriate Cabling, Floor Space, Tower Space

Provision LAN/WAN connectivity from proposed MCC7100 mobile console locations to one of the two proposed console proxy locations which will be an operational MCC7500 console at Keller and Euless Dispatch Centers.

NETCO MCC7100 Installation Audit

Develop, implement and test MCC7500 CADI API.

NETCO MCC7500 CADI API

Provide Remote VPN Access with Local Administrative rights for installation activities of the Logging System.

NETCO Logging System Installation Audit

Extend analog telephony audio logging inputs from existing service provider demark to punch block within 10’ of logging recorders.


Provision R-SPAN port on each VoIP Call Manager switch which forwards all VoIP call traffic audio & extend VoIP Call Manager to Motorola provided Logger.


Ensure availability and proper function of any data feeds being utilized for capture by the recording system including but not limited to ANI/ALI, Caller ID, CTI, etc. up to and including the demarcation point whether hard point or LAN based.


All telephony audio feeds for recording must be in two-wire format


Telephony instruments must be within 1500 feet of the switch as defined by cable length.


The customer is responsible for providing ANI/ALI data to the rear of the NICE Server via RS232 serial cable





Customer is responsible for providing a data capture file for ANI/ALI prior to confirmation of ANI/ALI driver operation.


Customer supplied replay workstations must support the Microsoft .NET infrastructure.


Programming of all network switches, routers and firewalls are the responsibility of the customer. NICE can provide documentation for network access to recording products as required


NICE VoIP supports recording of G711 calls, G711 calls compressed to G729A or G723.1 or both in a blended environment. NICE VoIP supports static IP recording in the standard product.


Cisco Active VoIP requires the use of these specific telephony instruments: 7911G, 7931G, ,7941G, 7941G-GE, 7961G, 7961G-GE, 7970G, and 7971G-GE. The customer is responsible for ensuring that their Cisco technician is present during first day of the recording installation.


Logging design assumes NETCO’s network utilizes MS TCP/IP, 100BaseT on CAT5 (RJ45 terminated) with LAN/WAN latency less than 30s. Customer does not employ Network Address Translation (NAT) between any of the recording system components when utilizing the Scenario Replay application.


NICE recorders and servers require a static IP address for each device. The customer will provide one network connection (CAT5/RJ45 cable) for each system component requiring network access.


Remove existing Smartnet Infrastructure, Gold Elite Consoles at (3) RF and (4) Dispatch sites. Also existing Mobiles in vehicles where new APX Mobiles will be installed will be removed.

Motorola Existing Equipment Removals

Remove existing Infrastructure, Subscribers, Dispatch and other communications equipment not specified as a Motorola responsibility in this SOW.

NETCO Existing Equipment Removals

NETCO will sign installation acceptance certificates after inspection and check out of FNE on a site-by-site, system-by-system basis.

NETCO Signed Installation Acceptance Documents

Completion Criteria

This task is considered complete when NETCO reviews FNE installations with Motorola and approves by signing the installation check sheets. The installation of each FNE subsystem must be completed for this phase of the project to be considered complete.



4D.5.10 Subscriber Installation

Description

Motorola will install mobile radios in vehicles based on a mutually agreed upon schedule, which is baselined by a requirement that NETCO supply (10) vehicles per day. Assumptions have also been made regarding the numbers of mobiles, portables, flash kits and programming subscribers that can be done in a day. Should these assumptions change, the project schedule may be impacted as well as costs which shall be assumed by NETCO via the change order process.

Motorola will perform mobile installs at a designated central NETCO location. NETCO locations for installations must have sufficient space, lighting, heating, adequate shelter, and power.

Specific mobile configurations are outlined in the price pages which were developed by input directly from NETCO. There are a combination of dash mount, remote mount and dual control head mobiles in our proposal for NETCO. Existing mobiles will be removed from vehicles where new APX mobiles will be installed.

We have included one programming touch for new APX subscribers and two programming touches for existing XTS/XTL subscribers that will be flash upgraded as part of this project. (200) total templates are included in our proposal.

The proposed APX4500 Mobiles for Grapevine general availability is expected in Q1 2013 and will be installed, programmed and deployed in that timeframe.



Table 4-21: Subscriber Installation Responsibility Matrix


Deliver vehicles for mobile radio installation, 10 per day.

NETCO Vehicles for Installations

Motorola will install and program (1 touch) new APX Mobile radios based on Motorola’s Installation Standards.

Radios will be installed at a predetermined centralized NETCO location.

Motorola Mobile Radio Installation and Programming

Motorola will program new APX Portables (one touch), which will be delivered to NETCO for distribution.

Motorola Programmed Portable Radios

NETCO will identify locations for control station installations. Control station antenna systems are defined by the System Description. Motorola assumes all antennas heights are less than 20-feet above the roof of the building where they will be installed. Deviation from the antenna design may represent a change in scope.

Motorola and NETCO Control Station Installation and Programming

NETCO must provide sufficient space, power and grounding to install proposed Mobiles and their respective antenna systems into vehicles per Motorola’s installation standards.

NETCO Vehicle Readiness Confirmation

NETCO will review the work performed by Motorola and sign an approval document and release them into use.

NETCO Installation Approval

Completion Criteria

This task is considered complete when NETCO has reviewed and approved all subscriber installation and programming.



4D.5.11 Systems Integration and Optimization

Description

During this phase of the project, Motorola will configure, optimize, and program all system equipment. Motorola will integrate all of the Motorola provided LMR subsystems as well as integrate NETCO provided subsystems into the communications system. At least one Motorola Systems Technologist will be onsite for this phase and will prepare the system for acceptance testing.

The Motorola System Technologist will maintain a punchlist of items that need resolution. NETCO will be responsible for directing the activities of non-Motorola subcontractors and supporting agencies. NETCO is also responsible to coordinate all on-site integration activities including assistance to Motorola for system testing requiring participation from non-Motorola subcontractors.

Motorola and NETCO will each ensure that any of their subcontractors perform in accordance with the implementation schedule.

Table 4-22: Systems Integration and Optimization Responsibility Matrix


Provide and install all communication lines and equipment that are not Motorola provided deliverables.

Provide all required liaison support with the agencies and vendors required to support the solution.

Ensure that the necessary technical support is made available for installation and testing with third party vendors and interfaces.

NETCO NETCO Provided Equipment and Interfaces Required for Integration

Install, integrate and test the hardware, software and interfaces as specified in the contract.

Motorola Installation and Integration of Equipment

Maintain a punchlist of items that need resolution.

Manage the resolution of punchlist items.

Motorola Punchlist Resolution

Completion Criteria

This task is considered complete when the system is ready for acceptance testing.



4D.5.12 Acceptance Testing

Description

Motorola proposes a multi-level acceptance testing procedure. This process provides multiple checkpoints for NETCO to oversee the overall progress that is being made as NETCO implementation progresses. This testing is composed of Equipment Installation Acceptance, Functional Acceptance Tests and Coverage Acceptance Tests. Motorola reserves the right to test each subsystem independently of the other subsystems.

Motorola will submit the draft Acceptance Test Plans defined during the Design Review prior to the beginning of Acceptance Testing. Any system testing that NETCO wants performed that is not specified in the ATP section of this proposal must be reviewed by Motorola for feasibility and acceptability. Any additional tests will represent a change in the project’s scope via the change order process.

4D.5.12.1 Functional Acceptance (Equipment Installation Acceptance)

Description

Equipment installations will be inspected to ensure adherence to quality standards. Equipment installation acceptance will occur on a site-by-site, system-by-system basis.

Table 4-23: Equipment Installation Acceptance Responsibility Matrix


Master Site Installation Inspection

Motorola and NETCO

Installation Inspection Audit

Fixed Equipment Subsystem Installation Inspections

Motorola and NETCO


Dispatch Site Installation Inspections

Motorola and NETCO


Completion Criteria

This task is considered complete when the installation inspections are complete and signed off by NETCO and Motorola.



4D.5.12.2 Performance Tests (Feature Tests)

Description

System Performance Acceptance Tests will be performed when the system optimization is complete. The Performance Acceptance Tests verify the functionality tested at Factory Testing. These tests will verify the system operation. Successful completion, with open items, will constitute system acceptance. Final Project Acceptance will be granted when all open items are closed. A complete list of Performance Acceptance Tests is included in this proposal.

If deficiencies are found during the testing, both the deficiencies and resolutions to the deficiencies shall be documented and agreed upon. If the documented deficiencies do not prevent productive operational use of the system, as determined by NETCO, then the test will be deemed complete. Motorola will, however, remain responsible for the resolution of the documented deficiencies using a punchlist as a controlling document for resolution planning.

Upon completion of the acceptance testing, NETCO will acknowledge system acceptance by signing the System Acceptance document per the terms of the contract.

Table 4-24: Functional Tests Responsibility Matrix


Motorola will perform performance ATPs for the communications system. During each test, test results will be recorded for review and approval of the test.

Motorola Execution of Performance Acceptance Testing

Upon successful completion of each Acceptance Test on a system-by-system level, NETCO and Motorola will sign acceptance certificates documenting acceptance.

NETCO and Motorola

Written Approval of Successful Performance Acceptance Testing

Performance Test Completion Criteria

This task is considered complete upon NETCO approval of the Performance Tests.



4D.5.12.3 Coverage Acceptance Tests

Description

Coverage Acceptance Tests will be performed when the RF site and control equipment installations and optimization are complete. The Coverage Acceptance Tests verify the coverage performance of the system, as agreed upon in the Design Review. A detailed Coverage Acceptance Test Plan (CATP) is included in this proposal in Section 4D and defines the scope of the CATP.

Our proposal is based on executing a Portable on the Street outdoor coverage test for 97% roundtrip covered area reliability with delivered audio quality (DAQ) of 3.4 at hip level in swivel case with speaker microphone.

Table 4-25: Coverage Acceptance Tests Responsibility Matrix


Motorola will perform Coverage ATPs NETCO 800 MHz Radio Communications System. During each test, test results will be recorded for review and approval of the test.

Motorola Execution of Coverage Acceptance Tests

Upon successful completion of each coverage acceptance test, NETCO and Motorola will sign acceptance certificates documenting acceptance.

NETCO and Motorola

Written Approval of Successful Coverage Acceptance Testing

Completion Criteria

This task is considered complete upon NETCO approval of the Coverage Acceptance Tests.

4D.5.13 Training

Professional Training is not included in our proposal for NETCO.

We have however included online training for “Project 25 System Overview” for (24) seats for NETCO at no cost.



4D.5.14 Cutover to New System Operations

Description

Following the successful completion of the Functional Acceptance Tests, Motorola will cutover users to the new communications system. This phase will follow the approved cutover plan. In developing the cutover plan, Motorola will work with NETCO to develop a transition to the new system that minimizes the operational impact to NETCO.

Table 4-26: Cutover Responsibility Matrix


Motorola will review the communications system acceptance status, cutover plan, and schedule system cutover with NETCO.

Motorola Completed cutover Checklist

NETCO will review the cutover Checklist and request any modifications for approval.

NETCO Written Approval of cutover Check List

Motorola and NETCO will execute the cutover plan.

Motorola and NETCO

Cutover to New System Operations

Motorola will remove equipment being taken out of service and properly dispose of it.

Motorola Equipment Removal

Completion Criteria

This task is considered complete when users are fully cutover to operation on the new system.

4D.5.15 System Documentation

Motorola provides documentation of the system configurations, physical installation, and system testing. Documentation is created and updated during the project. Electronic versions of custom documentation will be provided both in a viewable format and in the documents standard format. Hard copies are not included in our proposal.



4D.5.15.1 Design Documentation

Motorola will create or update the following standard documents during the design phase:

Documentation Index System Description Site Planning and Preparation Manuals Block and level diagrams for system and sites Floor plans for new equipment installed only Radio Communication System Technical Data Coverage maps System Administrator Documentation Installation and Cutover Plan Acceptance test procedures Programming parameters

4D.5.15.2 Factory Staging Documentation

Motorola will create or update the following documents of system staging:

Programming templates Interconnection drawings Interconnection charts Manufacturer’s standard operator manuals Re-assembly instructions Interconnection cable description and inventory Printout of equipment parameters Inventory with serial numbers and installation reference Software/firmware version numbers Manufacturer’s standard technical manuals

4D.5.15.3 System Manual - “As-Built” Documentation Motorola will supply “as-built” documentation for the system. The documentation will consist of:

Standard Equipment Manuals System drawings Fixed Equipment Documentation Plan and elevation views of the new equipment installation at the radio site:

Equipment inter-cabling diagrams for each site Demarcation wiring lists Programming and level setting data sheets Equipment by site:

Key access procedures Site inventory lists Remote sign-on procedures and passwords Software versions and equipment wiring by equipment site

Radio Licenses Field ATP test sheets and results CATP test sheets and results R56 site audit Warranty information Service Provider



4D.5.16 Project Finalization

Description

The finalization phase of the project consists of ensuring that all criteria for Final Project Completion have been met.

Table 4-27: Project Finalization Responsibility Matrix


Motorola will resolve punchlist items documented at System Acceptance.

Motorola Approved Punchlist Resolution

Motorola will ensure that the project team and the Service organization work closely together to provide a seamless transition to the warranty phase of the project.

Motorola Service Transition Certificate and Customer Support Plan

All documents listed in System Manual – “As-Built” Documentation Section will be submitted, as they become ready.

Motorola System Manual – “As-Built” Documents

Final approvals of all System Manual – “As-Built” Documents.

NETCO Written Approval Statements

NETCO will acknowledge Final Project Completion upon completion of the criteria for Final Project Completion for the communications system.

NETCO Signed Final Acceptance Documents

Completion Criteria

This task is considered complete when NETCO and Motorola have signed the Final Project Completion certificate, representing the completion of the system and acknowledgement of system acceptance as described in the Acceptance Test Plan.



4D.5.17 Warranty Period

Description

The services provided through the system warranty are delivered in this phase of the project. Warranty is described in Exhibit D of our Communication System Agreement.

Table 4-28: Warranty Period Responsibility Matrix


Warranty Transition Certificate

Motorola/NETCO Agreed Warranty Start Date

Documented Customer Support Plan

Motorola/NETCO Agreed upon service procedures and expectations document

Completion Criteria

This task is considered complete when the warranty period expires.


Motorola Solutions Confidential Restricted Exhibit C-Project Schedule 4-1

SECTION 4E

EXHIBIT C-PROJECT SCHEDULE The Project Schedule is included on the following pages.


4-2 Exhibit C-Project Schedule Motorola Solutions Confidential Restricted


ID Task Name Duration Start Finish

0 NETCO Project Schedule - Preliminary 392 days Fri 6/29/12 Mon 12/30/13

1 CONTRACT 20 days Fri 6/29/12 Thu 7/26/122 Contract Award 0 days Fri 6/29/12 Fri 6/29/12

3 Execution of Contract - 20% Payment Milestone 1 0 days Thu 7/5/12 Thu 7/5/12

4 Contract Administration 5 days Wed 7/11/12 Tue 7/17/12

5 Project Kickoff 7 days Wed 7/18/12 Thu 7/26/126 Internal Motorola Project Kickoff 2 days Wed 7/18/12 Thu 7/19/12

7 Define Project Processes, Responsibilities & Deliverables 3 days Fri 7/20/12 Tue 7/24/12

8 NETCO Project Kickoff Meeting 2 days Wed 7/25/12 Thu 7/26/12

9 CONTRACT DESIGN REVIEW (CDR) 41 days Fri 7/27/12 Fri 9/21/1210 Conduct Site Surveys to Finalize Site Design 10 days Fri 7/27/12 Thu 8/9/12

11 Develop Design Review Documentation 10 days Fri 8/10/12 Thu 8/23/12

12 P25 LMR Infrastructure, Consoles & Subsystems Design Review 10 days Fri 8/24/12 Thu 9/6/1213 LMR Coverage Design and Site Topology 10 days Fri 8/24/12 Thu 9/6/12

14 Frequency Plan and FCC Licensing 10 days Fri 8/24/12 Thu 9/6/12

15 Sie Interconnectivity & Backhaul Plan 10 days Fri 8/24/12 Thu 9/6/12

16 Civil Work and Site Development Review 10 days Fri 8/24/12 Thu 9/6/12

17 P25 LMR Radio System Infrastructure Design Review 10 days Fri 8/24/12 Thu 9/6/12

18 Interlocal Agreements and Coordination for LMR 10 days Fri 8/24/12 Thu 9/6/12

19 P25 LMR Master Site Connectivity Plan 10 days Fri 8/24/12 Thu 9/6/12

20 P25 MCC7500 Dispatch Consoles 10 days Fri 8/24/12 Thu 9/6/12

21 P25 MCC7100 Mobile Consoles 10 days Fri 8/24/12 Thu 9/6/12

22 P25 MCC7500 CADI API Integration 10 days Fri 8/24/12 Thu 9/6/12

23 Develop mutually agreed upon Cutover Plan 10 days Fri 8/24/12 Thu 9/6/12

24 P25 Subscribers Design Review 6 days Fri 9/7/12 Fri 9/14/1225 Finalize Subscriber quantities, locations, options and accessories 6 days Fri 9/7/12 Fri 9/14/12

26 (1126) Existing Mobile & Portable Flash Kits 6 days Fri 9/7/12 Fri 9/14/12

27 Submit Flash Susbcribers Serial and Model Numbers 6 days Fri 9/7/12 Fri 9/14/12

28 (375) New APX Mobile & Portables 6 days Fri 9/7/12 Fri 9/14/12

29 System Design Finalized 5 days Mon 9/17/12 Fri 9/21/1230 Finalize System Description, Coverage Maps and Acceptance Test Documents 5 days Mon 9/17/12 Fri 9/21/12

31 Finalize Statement of Work and Cutover Plan 5 days Mon 9/17/12 Fri 9/21/12

32 Finalize Project Schedule 5 days Mon 9/17/12 Fri 9/21/12

33 Update System Drawings 5 days Mon 9/17/12 Fri 9/21/12

34 Customer Design Review Approval; Scope and Design Frozen 5 days Mon 9/17/12 Fri 9/21/12

35 Completion of CDR 0 days Fri 9/21/12 Fri 9/21/12

36 ORDER PROCESSING 5 days Mon 10/1/12 Fri 10/5/1237 Factory Order 5 days Mon 10/1/12 Fri 10/5/1238 Finalize Equipment Lists and Trial Validation 2 days Mon 10/1/12 Tue 10/2/12

39 Order Administration and Shipping Information 1 day Wed 10/3/12 Wed 10/3/12

40 Make Order 2 days Thu 10/4/12 Fri 10/5/12

41 MANUFACTURING AND STAGING 63 days Mon 10/8/12 Wed 1/2/1342 Equipment Manufacturing 45 days Mon 10/8/12 Fri 12/7/1243 Manufacture LMR Non-Staged Equipment 45 days Mon 10/8/12 Fri 12/7/12

44 Manufacture LMR Staged Equipment 45 days Mon 10/8/12 Fri 12/7/12

45 Manufacture LMR Subscribers 45 days Mon 10/8/12 Fri 12/7/12

46 CCSi Factory Staging 58 days Mon 10/15/12 Wed 1/2/1347 Generate Staging Document and Deliverables 5 days Mon 10/15/12 Fri 10/19/12

48 Receipt and Inventory equipment 5 days Thu 12/13/12 Wed 12/19/12

49 Assemble, Install and Program Equipment 10 days Thu 12/20/12 Wed 1/2/13

50 Optimize and Integrate Equipment 10 days Thu 12/20/12 Wed 1/2/13

51 Preliminary System Acceptance CCSi Testing 10 days Thu 12/20/12 Wed 1/2/13

52 Factory System Acceptance Test (FATP) 10 days Thu 12/20/12 Wed 1/2/13

53 CCSI Factory Staging Complete 0 days Wed 1/2/13 Wed 1/2/13

54 Equipment Shipment to the Field - 60% Payment Milestone 2 0 days Wed 1/2/13 Wed 1/2/1355 CIVIL WORK AND SITE DEVELOPMENT 181 days Fri 7/27/12 Fri 4/5/1356 Provide Existing Sites Structural & Foundation drawings & Tower Mapping 20 days Fri 7/27/12 Thu 8/23/12

57 Perform Tower Structural Analysis at (3) LMR Sites 10 days Mon 9/24/12 Fri 10/5/12

6/297/5

9/21

1/2

Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov DecQtr 3, 2012 Qtr 4, 2012 Qtr 1, 2013 Qtr 2, 2013 Qtr 3, 2013 Qtr 4, 2013

NETCO Project SchedulePreliminary

March 30th, 2012 Motorola Confidential Restricted Page 1 of 4


58 Architectural and Engineering Services 60 days Mon 10/8/12 Fri 12/28/12

59 Obtain Final Zoning and Permitting Approval 30 days Mon 12/31/12 Fri 2/8/13

60 Radio Towers Site Work 15 days Mon 2/11/13 Fri 3/1/1361 Grapevine Water Tower Site 5 days Mon 2/11/13 Fri 2/15/1362 Install Distribution Panel and Circuits per SOW 5 days Mon 2/11/13 Fri 2/15/13

63 Install Surge Arrestor per SOW 5 days Mon 2/11/13 Fri 2/15/13

64 Ground and Bond Motorola provided equipment per R56 5 days Mon 2/11/13 Fri 2/15/13

65 Remove and/or relocate existing equipment as necessary 5 days Mon 2/11/13 Fri 2/15/13

66 Provide Roof and Wall Penetrations if necessary 5 days Mon 2/11/13 Fri 2/15/13

67 Site Single Point Ground System per R56 5 days Mon 2/11/13 Fri 2/15/13

68 Perform Site and Tower Modifications if necessary 5 days Mon 2/11/13 Fri 2/15/13

69 Site Readiness Complete 0 days Fri 2/15/13 Fri 2/15/13

70 Euless Tower Site 5 days Mon 2/18/13 Fri 2/22/1371 Install Distribution Panel and Circuits per SOW 5 days Mon 2/18/13 Fri 2/22/13








79 Colleyville Tower Site 5 days Mon 2/25/13 Fri 3/1/1380 Install Distribution Panel and Circuits per SOW 5 days Mon 2/25/13 Fri 3/1/13








88 Dispatch Centers Site Work 25 days Mon 3/4/13 Fri 4/5/1389 Grapevine Dispatch Site 5 days Mon 3/4/13 Fri 3/8/1390 Install Circuits in existing Distribution Panel per SOW 5 days Mon 3/4/13 Fri 3/8/13








98 Keller Dispatch Site 10 days Mon 3/11/13 Fri 3/22/1399 Obtain Approval from TC911 Authority to add required circuits 5 days Mon 3/11/13 Fri 3/15/13

100 Install Circuits in existing Distribution Panel per SOW 5 days Mon 3/18/13 Fri 3/22/13








108 Euless Dispatch Site 5 days Mon 3/25/13 Fri 3/29/13109 Install Distribution Panel and Circuits per SOW 5 days Mon 3/25/13 Fri 3/29/13


111 Install (1) 10kVA UPS and Maintenance Bypass Switch 5 days Mon 3/25/13 Fri 3/29/13





3/22







118 Bedford Dispatch Site 5 days Mon 4/1/13 Fri 4/5/13119 Install Distribution Panel and Circuits per SOW 5 days Mon 4/1/13 Fri 4/5/13


121 Install (1) 10kVA UPS and Maintenance Bypass Switch 5 days Mon 4/1/13 Fri 4/5/13







128 SITE INTERCONNECTION 293 days Mon 10/1/12 Wed 11/13/13129 Install Site and Network Links to Fort Worth for LMR DSR 90 days Mon 10/1/12 Fri 2/1/13

130 Test and Verify Links 5 days Thu 11/7/13 Wed 11/13/13

131 Site Interconnection Complete and Functional 0 days Wed 11/13/13 Wed 11/13/13

132 INSTALLATION 153 days Mon 4/8/13 Wed 11/6/13133 Receive, Verify, Log, and Store Equipment from CCSi 2 days Mon 4/8/13 Tue 4/9/13

134 Receipt and Inventory of FNE Equipment 5 days Wed 4/10/13 Tue 4/16/13

135 P25 LMR Infrastructure, Consoles & Subsystems Installation 86 days Wed 4/17/13 Wed 8/14/13136 Master Site Installation 5 days Wed 4/17/13 Tue 4/23/13137 Install Master Site Hardware at Eagle Mountain 5 days Wed 4/17/13 Tue 4/23/13

138 Establish Site Links and test connectivity for Master Site 5 days Wed 4/17/13 Tue 4/23/13

139 LMR Simulcast Infrastructure & Antenna Systems Installation 25 days Wed 4/24/13 Tue 5/28/13140 Install Simulcast Prime Site 1 and Remote Site 1 at Colleyville 10 days Wed 4/24/13 Tue 5/7/13

141 Install Simulcast Prime Site 2 at Euless 5 days Wed 5/8/13 Tue 5/14/13

142 Install Simulcast Remote Site 3 at Grapevine 5 days Wed 5/15/13 Tue 5/21/13

143 Integrate, Optimize and Test Simulcast System 5 days Wed 5/22/13 Tue 5/28/13

144 Dispatch Centers Installation 46 days Wed 5/29/13 Wed 7/31/13145 Install (3) MCC7500 Consoles at Bedford Dispatch 5 days Wed 5/29/13 Tue 6/4/13

146 Install (6) MCC7500 Consoles at Keller Dispatch 5 days Wed 6/5/13 Tue 6/11/13

147 Install (5) MCC7500 Dispatch Consoles at Grapevine Dispatch 5 days Wed 6/12/13 Tue 6/18/13

148 Install (4) MCC7500 Dispatch Console at Euless Dispatch 5 days Wed 6/19/13 Tue 6/25/13

149 Install Control Stations, Consolettes and CCGWs at (4) Dispatch Sites 5 days Wed 6/26/13 Tue 7/2/13

150 Install Over-the-Air Logging Solution at (4) Dispatch Sites 10 days Wed 7/3/13 Tue 7/16/13

151 Install Call Alert Based FSA at Bedford, Euless & Grapevine 15 days Wed 7/3/13 Tue 7/23/13

152 Install NM Clients at (4) Dispatch Sites 4 days Wed 7/24/13 Mon 7/29/13

153 Install & Configure MCC7100 Mobile Consoles 2 days Tue 7/30/13 Wed 7/31/13

154 FNE Installation Complete - 10% Payment Milestone 3 0 days Wed 7/31/13 Wed 7/31/13

155 Integrate and Optimize LMR System 10 days Thu 8/1/13 Wed 8/14/13156 Interconnect, Integrate and Test LMR System 10 days Thu 8/1/13 Wed 8/14/13

157 Optimize LMR System including Master Sites, Simulcast System and Dispatch Consoles 10 days Thu 8/1/13 Wed 8/14/13

158 P25 Subscribers Design Review 153 days Mon 4/8/13 Wed 11/6/13159 Fleetmapping and Template Development 95 days Mon 4/8/13 Fri 8/16/13160 Review Operational Requirements with (6) NETCO Agencies 30 days Mon 4/8/13 Fri 5/17/13

161 Develop Subscriber Fleetmapping Plan 15 days Mon 5/20/13 Fri 6/7/13

162 Develop Subscriber Templates for each Subscriber Type (200 Total) 20 days Mon 6/10/13 Fri 7/5/13

163 Review and Finalize Subscriber Templates 10 days Mon 7/8/13 Fri 7/19/13

164 Program Prototype Subscribers for each Subscriber Type 5 days Mon 7/22/13 Fri 7/26/13

165 Review and Finalize Subscriber Programming 15 days Mon 7/29/13 Fri 8/16/13

166 Fleetmapping Complete 0 days Fri 8/16/13 Fri 8/16/13

167 Install & Deploy (125) New APX/XTL Mobiles at NETCO Agencies 13 days Mon 8/19/13 Wed 9/4/13168 Install (3) APX & (9) XTL Mobiles for Bedford 13 days Mon 8/19/13 Wed 9/4/13

169 Install (7) APX Mobiles for Colleyville 13 days Mon 8/19/13 Wed 9/4/13

170 Install (14) APX Mobiles for Euless 13 days Mon 8/19/13 Wed 9/4/13

171 Install (41) APX Mobiles for Grapevine 13 days Mon 8/19/13 Wed 9/4/13

172 Install (40) APX Mobiles for Keller 13 days Mon 8/19/13 Wed 9/4/13

173 Install (11) APX Mobiles for Southlake 13 days Mon 8/19/13 Wed 9/4/13

3/29

4/5

7/31





174 Program (1 Touch) Mobiles 13 days Mon 8/19/13 Wed 9/4/13

175 Deploy (250) New APX Portables at NETCO Agencies 13 days Mon 8/19/13 Wed 9/4/13176 Program (80) APX Portables for Colleyville 13 days Mon 8/19/13 Wed 9/4/13

177 Program (41) APX Portables for Euless 13 days Mon 8/19/13 Wed 9/4/13

178 Program (17) APX Portables for Grapevine 13 days Mon 8/19/13 Wed 9/4/13

179 Program (104) APX Portables for Keller 13 days Mon 8/19/13 Wed 9/4/13

180 Program (8) APX Portables for Southlake 13 days Mon 8/19/13 Wed 9/4/13

181 Flash & Deploy (673) Flash Kits for Existing Portables at NETCO Agencies 45 days Thu 9/5/13 Wed 11/6/13182 Flash and Program (66) APX Portables for Bedford 45 days Thu 9/5/13 Wed 11/6/13

183 Flash and Program (30) APX Portables for Colleyville 45 days Thu 9/5/13 Wed 11/6/13

184 Flash and Program (219) APX Portables for Euless 45 days Thu 9/5/13 Wed 11/6/13

185 Flash and Program (108) APX Portables for Grapevine 45 days Thu 9/5/13 Wed 11/6/13

186 Flash and Program (60) APX Portables for Keller 45 days Thu 9/5/13 Wed 11/6/13

187 Flash and Program (190) APX Portables for Southlake 45 days Thu 9/5/13 Wed 11/6/13

188 Flash & Deploy (453) Flash Kits for Existing Mobiles at NETCO Agencies 30 days Thu 9/5/13 Wed 10/16/13189 Flash and Program (66) APX Portables for Bedford 30 days Thu 9/5/13 Wed 10/16/13

190 Flash and Program (30) APX Portables for Colleyville 30 days Thu 9/5/13 Wed 10/16/13

191 Flash and Program (219) APX Portables for Euless 30 days Thu 9/5/13 Wed 10/16/13

192 Flash and Program (108) APX Portables for Grapevine 30 days Thu 9/5/13 Wed 10/16/13

193 Flash and Program (60) APX Portables for Keller 30 days Thu 9/5/13 Wed 10/16/13

194 Flash and Program (190) APX Portables for Southlake 30 days Thu 9/5/13 Wed 10/16/13

195 TRAINING 5 days Thu 8/1/13 Wed 8/7/13196 Online P25 System Overview Training (24) Seats 5 days Thu 8/1/13 Wed 8/7/13

197 AUDIT AND ACCEPTANCE TESTING 42 days Thu 8/1/13 Fri 9/27/13198 Perform R-56 Audit 7 days Thu 8/1/13 Fri 8/9/13199 R-56 RF Sites 7 days Thu 8/1/13 Fri 8/9/13

200 R-56 Punchlist Resolution 5 days Thu 8/1/13 Wed 8/7/13

201 R-56 Audit Complete 0 days Wed 8/7/13 Wed 8/7/13

202 Functional Acceptance Tests 7 days Thu 8/15/13 Fri 8/23/13203 LMR Functional Testing 5 days Thu 8/15/13 Wed 8/21/13

204 Document Test Results 2 days Thu 8/22/13 Fri 8/23/13

205 Functional Testing Acceptance 0 days Fri 8/23/13 Fri 8/23/13

206 Coverage Acceptance Test 15 days Mon 9/9/13 Fri 9/27/13207 Perform LMR CATP 10 days Mon 9/9/13 Fri 9/20/13

208 Document CATP Results 5 days Mon 9/23/13 Fri 9/27/13

209 CATP Acceptance 0 days Fri 9/27/13 Fri 9/27/13

210 System Acceptance 0 days Fri 9/27/13 Fri 9/27/13

211 SYSTEM CUTOVER 331 days Mon 9/24/12 Mon 12/30/13212 Cutover Planning with NETCO 10 days Mon 9/24/12 Fri 10/5/12

213 Review and Finalize Cutover Plan Execution 10 days Mon 9/30/13 Fri 10/11/13

214 LMR System Cutover 5 days Thu 11/7/13 Wed 11/13/13

215 Reprogram (2nd Touch) Existing (673) Portables - 30/Day 23 days Thu 11/14/13 Mon 12/16/13

216 Reprogram (2nd Touch) Existing (453) Mobiles - 15/Day 33 days Thu 11/14/13 Mon 12/30/13

217 FINALIZE 98 days Thu 8/15/13 Mon 12/30/13218 Contract Items Final Acceptance 98 days Thu 8/15/13 Mon 12/30/13219 Punchlist Resolution 45 days Thu 8/15/13 Wed 10/16/13

220 System Documentation 45 days Thu 8/15/13 Wed 10/16/13

221 Prepare and Review NETCO Support Plan 5 days Thu 11/14/13 Wed 11/20/13

222 NETCO Approves Support Plan 5 days Thu 11/21/13 Wed 11/27/13

223 Final System Acceptance - 10% Payment Milestone 4 0 days Mon 12/30/13 Mon 12/30/13





Motorola Solutions Confidential Restricted Exhibit D 5-1

SECTION 5

EXHIBIT D Exhibit D is included on the following pages.


5-2 Exhibit D Motorola Solutions Confidential Restricted


Exhibit D

Motorola/H-GAC Radio Communications Equipment & Systems Agreement

Revised 2.7.06

AMENDMENT No. 3 to CONTRACT No. RA01-08

For

Radio Communication/Emergency Response & Mobile Interoperable Equipment

Between

HOUSTON-GALVESTON AREA COUNCIL

And

MOTOROLA, INC.

THIS AMENDMENT modifies the above referenced Contract as follows:

The Contract is extended through April 30, 2012 Midnight CT.

All other terms and conditions of this Contract shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their respective duly

authorized representatives.

Signed for Houston-Galveston Area Council, ____________________________________

Houston, Texas Jack Steele, Executive Director

Attest for Houston-Galveston Area Council, ____________________________________

Houston, Texas Deidre Vick, Director of Public Services

Date: ______________________, 20______

______________________________________________________________________________________

Signed for: Motorola Solutions, Inc. ____________________________________

Printed Name & Title: ____________________________________

Date: _____________________, 20_______

Attest for: Motorola Solutions, Inc. ____________________________________

Printed Name & Title: ____________________________________

Date: _____________________, 20_______

arh070

Text Box

MOTOROLA SOLUTIONS, INC. f/k/a MOTOROLA, INC.


Motorola Solutions Confidential Restricted Exhibit E 6-1

SECTION 6

EXHIBIT E Exhibit E is included within the following subsections:

Section 6A, Service Terms and Conditions Section 6B, Warranty and Maintenance Plan Section 6C, Service Statements of Work


6-2 Exhibit E Motorola Solutions Confidential Restricted



Exhibit E

Service Terms and Conditions

Motorola Solutions, Inc. (“Motorola”) and the customer named in this Agreement (“Customer”) hereby agree as follows:

Section 1 APPLICABILITY

These Service Terms and Conditions apply to service contracts whereby Motorola will provide to Customer either (1) maintenance, support 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 take precedence over any cover page, and the cover page takes precedence over any attachments, unless the cover page or attachment states otherwise.

2.2 “Equipment” means the equipment that is specified in the attachments or is subsequently added to this Agreement.

2.3 “Services” means those installation, maintenance, support, training, and other services described in this Agreement.

Section 3 ACCEPTANCE

Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. This Agreement becomes binding only when accepted in writing by Motorola. The term of this Agreement begins on the “Start Date” indicated in this Agreement.

Section 4 SCOPE OF SERVICES

4.1. Motorola will provide the Services described in this Agreement or in a more detailed statement of work or other document attached to this Agreement. At Customer’s request, Motorola may also provide additional services at Motorola’s then-applicable rates for the services.

4.2. If Motorola is providing Services for Equipment, Motorola parts or parts of equal quality will be used; the Equipment will be serviced at levels set forth in the manufacturer’s product manuals; and routine service procedures that are prescribed by Motorola will be followed.

4.3. If Customer purchases from Motorola additional equipment that becomes part of the same system as the initial Equipment, the additional equipment may be added to this Agreement and will be billed at the applicable rates after the warranty for the 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 the written notice.

4.5. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments.

4.6. If Equipment cannot, in Motorola’s reasonable opinion, be properly or economically serviced for any reason, Motorola may modify the scope of Services related to such Equipment; remove that 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 those charges and expenses.

Section 7 CUSTOMER Contact

Customer will provide Motorola with designated points of contact (list of names and phone numbers) that will be available twenty-four (24) hours per day, seven (7) days per week, and an escalation procedure to enable Customer’s personnel to maintain contact, as needed, with Motorola.

Section 8 PAYMENT

Unless alternative payment terms are stated in this Agreement, Motorola will invoice Customer in advance for each payment period. All other charges will be billed monthly, and Customer must pay each invoice in U.S. dollars within thirty (30) days of the invoice date. Customer will reimburse Motorola for all property taxes, sales and use taxes, excise taxes, and other taxes or assessments that are levied as a result of Services rendered under this Agreement (except income, profit, and franchise taxes of Motorola) by any governmental entity.

Section 9 WARRANTY

Motorola warrants that its Services under this Agreement will be free of defects in materials and workmanship for a period of ninety (90) days from the date the performance of the Services are completed. In the event of a breach of this warranty, Customer’s sole remedy is to require Motorola to re-perform the non-conforming Service or to refund, on a pro-rata basis, the fees paid for the non-conforming Service. MOTOROLA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Section 10 DEFAULT/TERMINATION

10.1. If either party defaults in the performance of this Agreement, the other party will give to the non-performing party a written and detailed notice of the default. The non-performing party will have thirty (30) days thereafter to provide a written plan to cure the default that is acceptable to the other party and begin implementing the cure plan immediately after plan approval. If the non-performing party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giving a written notice of termination to the defaulting party.


10.2. Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including payments which may be due and owing at the time of termination. All sums owed by Customer to Motorola will become due and payable immediately upon termination of this Agreement. Upon the effective date of termination, Motorola will have no further obligation to provide Services.

Section 11 LIMITATION OF LIABILITY

Except for personal injury or death, Motorola's total liability, whether for breach of contract, warranty, negligence, strict liability in tort, or otherwise, will be limited to the direct damages recoverable under law, but not to exceed the price of twelve (12) months of Service provided under this Agreement. ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE, TIME, DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OR OTHER SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT OR THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. No action for contract breach or otherwise relating to the transactions contemplated by this Agreement may be brought more than two (2) years 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 and applies notwithstanding any contrary provision.

Section 12 EXCLUSIVE TERMS AND CONDITIONS

12.1. This Agreement supersedes all prior and concurrent agreements and understandings between the parties, whether written or oral, related to the Services, and there are no agreements or representations concerning the subject matter of this Agreement except for those expressed herein. The Agreement may not be amended or modified except by a written agreement signed by authorized representatives of both parties.

12.2. Customer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement, however, an omission of the reference to this Agreement will not affect its applicability. In no event will either party be bound by any terms contained in a Customer purchase order, acknowledgement, or other writing unless: the purchase order, acknowledgement, or other writing specifically refers to this Agreement; clearly indicate the intention of both parties to override and modify this Agreement; and the purchase order, acknowledgement, or other writing is signed by authorized representatives of both parties.

Section 13 PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL PROPERTY RIGHTS

13.1. Any information or data in the form of specifications, drawings, reprints, technical information or otherwise furnished to Customer under this Agreement will remain Motorola’s property, will be deemed proprietary, will be kept confidential, and will be promptly returned at Motorola's request. Customer may not disclose, without Motorola's written permission or as required by law, any confidential information or data to any person, or use confidential information or data for any purpose other than performing its obligations under this Agreement. The obligations set forth in this Section survive the expiration or termination of this Agreement.

13.2. Unless otherwise agreed in writing, no commercial, financial or technical information disclosed in any manner or at any time by Customer to Motorola will be deemed secret or confidential. Motorola will have no obligation to provide Customer with access to its confidential and proprietary information, including cost and pricing data.

13.3. This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyright, trade secret, or other intellectual property including any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement.

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 this property, and return it to Motorola upon request. This property will be held by Customer for Motorola’s use without charge and may be removed from Customer’s premises by Motorola at any time without restriction.

Section 17 GENERAL TERMS

17.1. If any court renders any portion of this Agreement unenforceable, the remaining terms will continue in full force and effect.

17.2. This Agreement and the rights and duties of the parties will be governed and interpreted in accordance with the laws of the State of Texas.

17.3. Failure to exercise any right will not operate as a waiver of that right, power, or privilege.

17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party’s reasonable control, such as strikes, material shortages, or acts of God.

17.5. Motorola may assign its rights and obligations, and may subcontract any portion of its performance, under this Agreement.

17.6. If Motorola provides Services after the termination or expiration of this Agreement, the terms and conditions in effect at the time of the termination or expiration will apply to those Services and Customer agrees to pay for those services on a time and materials basis at Motorola’s then effective hourly rates.


Motorola Solutions Confidential Restricted Exhibit E-Service Terms and Conditions 6-1

SECTION 6A

EXHIBIT E-SERVICE TERMS AND CONDITIONS Service Terms and Conditions are included on the following pages.


6-2 Exhibit E-Service Terms and Conditions Motorola Solutions Confidential Restricted



Motorola Solutions Confidential Restricted Exhibit E-Warranty and Maintenance Plan 6-1

SECTION 6B

EXHIBIT E-WARRANTY AND MAINTENANCE PLAN

6B.1 WARRANTY AND MAINTENANCE OVERVIEW

Motorola’s service delivery process combines state-of- the-art diagnostic tools, with an industry best field support and management process that provides our customers with a service support package that is second to none in the mission critical communications industry. Our support systems are designed to detect system issues before they occur and proactively take the steps necessary to restore a system to normal operation quickly and efficiently. Our case management and escalation process is designed to ensure that all cases are managed successfully and that the appropriate resource is assigned when necessary.

We are pleased to offer NETCO a warranty and maintenance support program that combines the services provided by Motorola’s Systems Support Center with those delivered by our dedicated field support team. Motorola’s field support team led by our customer support manager will be responsible for planning and coordination of all service delivery. Our Dallas-based customer support manager will work with our Premier Service Partner (PSP), DFW Communications, to provide ongoing maintenance and operations support for the P25 system. Being a Motorola PSP represents the greatest level of Motorola/Service agreement and interdependence. Motorola Servicers who attain this level have demonstrated consistent capabilities in performance, personnel and commitment to Motorola products and services.

We look forward to a continued and successful relationship with NETCO. Motorola will continue to push the envelope and bring new and innovative products to our mission critical customer base. Our Systems Support Center (SSC) is an ISO-9001 certified Network Operations Center (NOC); our premier service partners now comply with ISO-9001 service delivery procedures; and our field technicians undergo a strict testing, certification and training regimen that far exceeds any other service provider in the industry.

NETCO can be confident that Motorola will continue to be a trusted and loyal partner every step of the way. From the initial system purchase, through migratory future upgrades, Motorola will continue to deliver a service support product that is distinguished and unique, and one that only Motorola with its tools, processes, and innovative service support packages can provide.

Motorola Support Services

Designed to detect and restore issues before they occur

24x7x365 (800) call center with Case Management

State of the art diagnostic tools

Industry best field support team


6-2 Exhibit E-Warranty and Maintenance Plan Motorola Solutions Confidential Restricted

6B.2 WARRANTY AND MAINTENANCE SUPPORT

Starting on the date of system acceptance or beneficial use, whichever occurs first, Motorola will provide a one-year warranty program on all new equipment provided with our proposal. The program is customized to provide a comprehensive set of services designed to keep the P25 system operating at peak performance. The plan combines internal services, delivered through Motorola’s Systems Support Center (SSC), with field services and procedures that are specifically designed for the NETCO P25 system. Our warranty and maintenance support program combines traditional break/fix services, such as infrastructure board repair and 7x24 on-site technician support, with preemptive support services such as infrastructure preventative maintenance and 7x24 network monitoring. The warranty and maintenance program is designed to detect and prevent system issues before they occur and keep the P25 system operating at peak performance.

6B.3 SYSTEM SUPPORT CENTER SERVICES

6B.3.1 Overview

The SSC is the heart of Motorola’s central support operations. Motorola continues to invest a significant amount of time and resources to develop new processes and tools design to enhance the service delivery process. The toll free call center, located at the SSC, will handle your incoming service request and manage each case from inception to closure, keeping you informed each step of the way. Our Dispatch and Case Management team works hand-in-hand with our Network Operations Center (NOC) and our internal Engineering and Technical Support teams. If a system alarm is detected at the NOC, the team will evaluate the issue and notify our Dispatch Operations Team that a system alarm is active on the NETCO P25 system. The NOC technician will continue to monitor and evaluate the alarm condition until the issue is resolved. Our diagnostic tools allow us to detect whether the alarm condition is a result of the P25 infrastructure or a change in the site/environment conditions reported through the Moscad alarm network. This level of integration allows Motorola to take a global perspective of the alarm condition and pinpoint the problem quickly and effectively, often before the issue is detected in the field. This, in turn, allows our field support teams to restore the system quickly and effectively.

Motorola’s NOC also becomes an invaluable tool during times of crisis and impeding weather conditions. With Motorola’s integrated network monitoring service, NETCO will know the status of the P25 and microwave system, the sites, the generators and UPS equipment before, during, and after incumbent weather condition. With the aid of Network Monitoring Service, NETCO can see where the storm condition is negatively impacting performance of the P25 system and help NETCO effective manage the response and restorations efforts.

Warranty and Maintenance Services

7x24 Network and Security Monitoring

7x24 Technical Support Software Maintenance

Support Infrastructure and

Subscriber Repair 7x24 Onsite Support

Delivered through DFW Communications

Support package designed to Detect and Prevent system issues before they occur.



6B.3.2 Dispatch and Case Management

The front-end call process begins with a customer-sourced notification (see Figure 6-1) it could be an automatic alarm received at the NOC, or a scheduled system preventive maintenance. Once the notification is received the call center operations personnel assigns a case number to the incident. The case manager responsible for tracking the case activity will use customer-specific information to determine the escalation and notification procedures. This person will oversee all aspects of the event and case management. Case notes are updated continuously throughout the repair process to ensure that all parties involved in the repair and restoration process understand the steps taken by field and the SSC personnel. All cases are managed to completion and case notes are available to Motorola customers via Motorola Online (MOL) web access.

C all R eceived -C SR O pened

R esponse C lock S tart

A re D iagnosics R equired?

C all/Page H ardw are Technic ian or Escala te as Appropria te

Techn ician R espond?(in 15 m in)

W as Assignm ent Accepted?

D .O . P rovides D ata & O bta ins

Techn ician ETA

D oes E TA Satisfy Severity?

D iagnostic G roup confirm s prob lem

v ia rem ote d iagnostic capability

M otoro lato Serv ice R equest?

R eturn to C ustom er & C lose C SR

Yes

N o

Yes

Yes

Yes

N o

N o

N o

S itua tion M anager R eso lves Issue or

Approves ETAN o

H as R esponse T im e Expired?

Yes

S ituation M gr Advised &

D eterm ines Action R equired

Yes

S ite A rriva l/ Logged & repa ir C lock

S tarted

H as R epair T im er Exp ired?

S itua tion M anager R esolves the Issue

Technic ian C om pletes R epair

D .O . Takes R equest for Verification

(V ) C lock S tarts (30 m in)

H as Verify T im er Exp ired?

D id C ustom er R eport R epair

C om plete?

D .O . O bta ins Serv ice R epa ir

In form ation from Technic ian

C S R C losed

END O F PR O C ESS !

A

A

D ata Sent to R ecords for R eport

P rocessing

N o

Yes

N o

Y es

N o

N o

Log R estoration

Figure 6-1: Typical flow of a CSR (case) through the SSC

Dispatch and Case Management

Case Management Case Escalation Toll Free Call Center Motorola Online (MOL)

Web



6B.3.3 Technical Support Operations

Once a trouble call is received, the SSC team immediately begins diagnosis of the event by interrogating the system, running appropriate diagnostics, characterizing the problem and remotely restoring the affected device or subsystem. If a remote fix is not possible, the SSC will dispatch DFW Communications to the site in question and notify the customer to the developments as necessary. The field technician contacts the SSC diagnostic team to obtain the current status, available diagnostic results, and the current assessment of the issue.

During the troubleshooting and restoration process, our Technical Support team provides centralized remote telephone support for technical issues that require a high level of expertise or troubleshooting. The SSC technical support operations team is staffed with experienced and degreed technologists who have attained industry-standard networking certifications and technology specialization. With an average of 10 to 15 years of experience working with complex mission critical communications systems, the technologists work closely with the field service support team to ensure rapid resolution and closure of all network issues. Technical Support is available 24 hours per day, 7 days per week and 365 days per year.

6B.3.4 Network and Security Monitoring

Motorola’s NOC is the heart of the SSC. The NETCO P25 radio communications system will be monitored 24 hours per day and 7 days per week. The system is proactively and continuously monitored for activities and events. An event, once detected, is forwarded to the SSC where highly trained system technologists acknowledge the event, run available diagnostic routines, and initiate the appropriate response. Motorola’s enterprise-oriented system supervisory tools provide a complete view of the status of the system, and are configured to monitor all Motorola-supplied network equipment. Once an event or activity is received, at the NOC, the system technologist will forward the incident to dispatch operations team, and place the incident in ‘high priority’ status. The system is continuously monitored in ‘high priority’ status throughout the troubleshooting and repair process. Event records are cleared and returned to ‘normal’ status when the field technician notifies the NOC that a resolution is in place.

6B.3.5 Security Update Service

Commercial security software updates are often not designed without RF systems in mind and could cause inadvertent harm to your radio network, disrupting mission-critical communications and putting your first responders and citizens at risk. Motorola’s Security Update Service (SUS) assures that commercial anti-virus definitions, operating system software patches, and Intrusion Detection Sensor signature files are compatible with your ASTRO 25 network and do not interfere with network functionality. Our expert network security technologists analyze, perform testing, and validate the latest security software updates in a dedicated test lab. We also provide continuous monitoring of updates to provide you regular electronic updates upon completion of successful testing.

Technical Support Operations

Remote restoration and diagnostic support

Integrated with Network Operations Center

Visibility to hundreds of cases worldwide

Average 10 to 15 years experience working with complex communications systems

Network Monitoring Service

Integrated monitoring of P25 system and Site alarms

Manned 7x24 operations Advanced filtering and

diagnostics tools Continuous monitoring

through final resolution



6B.3.6 Summary

As technology continues to evolve, NETCO can be confident that Motorola will also continue to improve on the services and processes delivered by the Systems Support Center. Motorola understands, that as a service provider for mission critical users, NETCO has an enormous responsibility to provide its’ user community with the best performing communications system possible. This is why our internal delivery processes and services are continuously reviewed for process improvements. Motorola’s Systems Support Center, is today, and will continue to be, a critical and invaluable piece of the overall service support structure.

6B.4 FIELD RESPONSE SERVICES

6B.4.1 OnSite Infrastructure Response

Motorola will partner with DFW Communications Inc. to provide Onsite Infrastructure Response for all issues related to the P25 system. With multiple locations throughout the Dallas-Ft. Worth area, DFW Communications, Inc. has been in business for over 15 years maintaining mission critical communications systems. NETCO can be confident knowing that they are in business with a trusted and loyal partner, who has a proven track record, and will be there every step of the way working to keep the communications system operating at peak performance. DFW will be onsite for all Severity Level 1, major system issues, within 4 hours of notifications.

Upon site arrival, the field technician notifies the SSC for tracking and notification purposes and begins to work on the issue. The field technician will review the case notes, generated by the NOC, to determine the status of the issue. Our team at the NOC will work hand in hand with the field technician until the issue is resolved and the system is restored to normal operations. The malfunctioning unit is shipped to Motorola’s infrastructure repair depot where it is repaired down to the component level and returned to NETCO’s spares inventory.

6B.4.2 Infrastructure Board Repair with Advanced Replacement

Infrastructure Repair with our Advanced Replacement upgrade supplements your spares inventory with Motorola’s centralized inventory of critical equipment. When available, Motorola will provide Customer with an Advanced Replacement unit(s) within 24 hours in exchange for Customer’s malfunctioning equipment. Upon receipt of the malfunctioning unit, Motorola repairs the unit and replaces it in our centralized inventory.

Repair management is handled through a central location eliminating the need to send equipment to multiple locations. Comprehensive test labs can replicate the network in order to reproduce and analyze the issue. State-of-the-art repair tools

enable Motorola’s technicians to troubleshoot, analyze, test, and restore the equipment to the original performance specifications.



6B.4.3 Infrastructure Preventative Maintenance

Network Preventative Maintenance service provides a scheduled operational test and alignment of the P25 infrastructure equipment. The purpose of preventive maintenance testing is to ensure that all equipment meets original manufacturer specifications and to confirm that all critical subsystems in the network are fully operational. The preventative maintenance check can help identify faulty system and sub-system components, such as base stations, antennas, generators and UPS equipment, which can lead to major site or system outages if left unchecked. The annual Preventative Maintenance check is a critical part of the overall service support plan. Our field support team will work with the NETCO to ensure the test is scheduled and executed in cooperation with NETCO. Upon completion, test results will be submitted to NETCO and kept as part of the ongoing maintenance records for the system. Preventative Maintenance testing is performed once during the warranty year and scheduled through the Dispatch Operations Team at the Systems Support Center.

6B.4.4 Local Support Service

Motorola will utilize DFW Communications to perform ‘first echelon’ local support service for the proposed subscriber equipment. Local support service will be performed at DFW Communications, during standard business hours. If the unit has an external defect or can be restored without opening the radio case, it will be restored and returned to the Customer. If the unit has an internal defect or is not serviceable without opening the radio case the equipment will be sent to Motorola’s central repair depot for board level repair and alignment. Motorola’s proposal includes three years of local subscriber support; one (1) year of warranty plus an additional two (2) years of maintenance.

6B.4.5 Radio Repair Service

Motorola’s Radio Support Center will provide board or component level repair for all portable and mobile radio equipment provided with this proposal. The repair center tests and repairs malfunctioning radios down to the component level utilizing state-of-the-art test equipment. Once the repair is completed, the repair facility will upgrade all firmware to the latest release for each individual product line and reprogram the equipment to original operating parameters based on the customer’s programming template. Repaired units will be returned to DFW Communications for submittal to the Customer. Motorola’s proposal includes three (3) years of radio repair service.



6B.5 LIFECYCLE SUPPORT

6B.5.1 Lifecycle Product Portfolio for Technology Refresh and Security Services

To address technology refresh and security services, Motorola provides periodic software updates that are aligned with OEM update schedules and planned Motorola system enhancement timelines. Additionally, Motorola integrates hardware updates that are aligned with OEM cancellations and technology advancements. All system updates are pre-tested and certified in a systems integration test lab to ensure the transition between releases can be executed with the least amount of interruption to the system operation. Motorola’s proposal includes the software, hardware refresh and implementation services necessary to install one (1) system release upgrade during the warranty support period; when and if the upgrade is made available. The system upgrade will keep the NETCO system at a common system platform with the City of Ft. Worth P25 system and must be done in conjunction with the City of Ft. Worth system release upgrade. Following is a brief description of Motorola’s Lifecycle Support Products.

6B.5.1.1 Software Maintenance Agreement (SMA)

Overview

Due to normal advancements in technology, individual components within the ASTRO 25 platform will require periodic update and replacement to mitigate network vulnerabilities and address technology obsolescence. The Motorola Software Maintenance Agreement complements the lifecycle of the ASTRO 25 system by providing periodic software updates which safeguard and enhance the operation, and extend the lifespan of the ASTRO 25 system. SMA provides system release software for Motorola and third-party infrastructure products, radio subscriber units (if purchased), product programming software as well as commercial OS patch updates. Additionally, Motorola integrates all third-party OEM updates and pre-tests and certifies functionality and compatibility, mitigating risk of interference to the system operation.

Updated commercial and open source software incorporates the latest advancements in third-party technology and provides improvement in network security. Regular updates ensure commercial software remains within the OEM support coverage and may provide operational enhancements of previously purchased features. SMA not only provides a simple approach to updating the system, but owners can also realize up to 80% cost savings compared to individual procurement of software updates. The fixed price annual subscription also provides an approach for consistent budget planning and cost containment against unexpected changes. SMA is a flexible lifecycle management solution that allows the system owner to implement updates on their own schedule and incur hardware and implementation services expense at the time of upgrade.

Minor releases may include commercial OS and application security updates, patches and service pack updates for Microsoft Windows and Server OS, Red Hat Linux, Sun Solaris and any Motorola software service packs that may be available.

Major releases include commercial OS and application software updates as well as Motorola system release software to improve the system functionality and operation from previous releases as well as significant new feature enhancements that are available for purchase.



6B.5.1.2 System Upgrade Agreement (SUA)

Overview

Modern LMR systems are specialized Information Technology (IT) networks that are a hybrid composition of commercial off-the-shelf IT components, specialized Radio Frequency (RF) components and software designed to comply with standards-based specifications. To ensure the highest level of operation, allow for system expansion, provide maximum lifespan and protect the initial investment, regular update and replacement of individual software and hardware components is required.

The Motorola System Upgrade Agreement is a comprehensive approach to technology refreshment of the ASTRO 25 system aligned with the Motorola lifecycle roadmap. The SUA is a complete package of hardware, software and implementation services required to update the ASTRO 25 system on an annual basis to a level consistent the latest systems leaving the factory.

Updates to OEM components ensure availability of repair services support and may also provide increased capacity and processing speed. Regular updates enable system expansion (i.e. expansion of RF sites, dispatch positions, data sub-systems, network management positions, etc.). Professional implementation services guarantee live system upgrades are performed with minimal interruption to system operation with minimal reliance on owner resources. SUA ensures the ASTRO 25 system functions at the highest level of operation, allows for expansion and feature enhancement and maximizes the lifespan of the investment. As listed below, the SUA provides the same minor and major releases included in a Software Maintenance Agreement (SMA), but builds upon the SMA by providing hardware and integration labor. The SUA program includes:

Minor releases, which may include commercial OS and application security updates, patches and service pack updates for Microsoft Windows and Server OS, Red Hat Linux, Sun Solaris and any Motorola software service packs that may be available.

Major releases, which include commercial OS and application software updates as well as Motorola system release software to improve the system functionality and operation from previous releases as well as significant new feature enhancements that are available for purchase.

Hardware refresh, which includes version updates and/or replacements for Motorola FRU and third-party networking and computing hardware.

Implementation services, which include all in-house and on-site resources to implement and test major release update.

Motorola has included one SUA program to be implemented during the first year warranty period of the new ASTRO 25 system. The intent is to provide hardware, labor and software necessary to perform the upgrade in keeping with the upgrade path of the City of Fort Worth ASTRO 25 core. Motorola will work in concert with the City of Fort Worth and NETCO, monitoring the implementation time-line of both entities, to ensure a synchronized plan that results in the migration to the same system release version for both entities.

Since there is only one upgrade provided during the warranty period, it is important that NETCO abide by the pricing terms, contract execution date, project start date and anticipated warranty start date (as set forth in the enclosed project schedule). As shown in the enclosed schedule, based on a June 2012 contract start date, the cutover of the new system will occur during the fourth quarter of 2013, thus establishing the start of the warranty period, which will extend to the fourth quarter of 2014. This resonates with the anticipated upgrade time-frame of the Fort Worth core to version 7.15 and represents the synchronization and merging of the Fort Worth and NETCO upgrade paths.



Motorola has developed optional pricing for post-warranty SUA programs known as SUA II, which establishes an upgrade to occur every two years. This is also in keeping with the planned Fort Worth core upgrade path and contingent upon maintaining the proposed version 7.15 migration path described above. A detailed statement of work describing the scope of the SUA and SUA II programs including Motorola and customer responsibilities and exclusions is included in the System Purchase Agreement.

6B.6 EXISTING MAINTENANCE AGREEMENT AND OTHER CONSIDERATIONS

The warranty support plan outlined in this document will cover the new equipment provided by Motorola in our proposal. Motorola’s proposal does not include coverage for existing equipment or managed services currently provided by Motorola to NETCO. The following is a list of assumptions and considerations in development of Motorola’s proposal:

1. The service support plan outlined in this document will provide warranty services for one (1) year, from acceptance or beneficial use, whichever occurs first, for the proposed new ASTRO 25 system.

2. Motorola’s proposal does not include maintenance support coverage for proposed hardware and software beyond the one (1) year warranty period.

3. Motorola’s proposal does not include maintenance coverage for existing customer owned equipment or system manager services. Maintenance coverage for existing equipment and system manager services, currently provided by Motorola, will remain on a separate maintenance agreement and modified to include system manager services for the new ASTRO 25 system, if desired by NETCO, after developing the scope of Motorola and NETCO responsibilities thereof.

4. Motorola will work with NETCO to modify existing maintenance agreement and address changes to system configuration and/or services, as necessary.

5. Support services will be provided based on the warranty terms and conditions defined in Motorola’s proposal and the System Purchase Agreement (SPA) included in our proposal for the new ASTRO 25 system only.


Motorola Solutions Confidential Restricted Exhibit E-Service Statements of Work 6-1

SECTION 6C

EXHIBIT E-SERVICE STATEMENTS OF WORK The Service Statements of Work listed below are included on the following pages.

ASTRO 25 System Upgrade Agreement ASTRO 25 System Upgrade Agreement II Infrastructure Repair with Advanced Replacement Local Radio Support Local Radio Support / On-Site Option - Pick & Delivery Local Radio Support / Radio Survey and Analysis Option Local Radio Support / Antenna Replacement Option for Portables Local Radio Support / Remote Speaker Microphone Option for Portables Local Radio Support / Remote Control Head Option for Mobiles Network Monitoring, On-Site Infrastructure Response and Dispatch Service Network Preventative Maintenance Repair Service Advantage (Service Agreement) End Users Security Monitoring Security Update Service (SUS) Technical Support Service


6-2 Exhibit E-Service Statements of Work Motorola Solutions Confidential Restricted


ASTRO 25 System Upgrade Agreement SOW Feb 17, 2012

1 of 9

STATEMENT OF WORK

ASTRO 25 SYSTEM UPGRADE AGREEMENT

1.0 Description of Service and Obligations

1.1 Under the ASTRO 25 Software Upgrade Agreement (“SUA”), Motorola agrees to provide the system owner with the software, hardware and implementation services required to execute up to one system infrastructure upgrade per annual contract term for their ASTRO 25 system as set forth below when and if a software upgrade becomes available.

1.2 Motorola agrees to provide minor software upgrades, known as “patch releases”, which may include commercial Operating Software (“OS”) and application software patches and service pack updates when and if available. Currently, the parties acknowledge that Motorola’s service includes Microsoft Windows and Server OS, Red Hat Linux, Sun Solaris and any Motorola software service packs that may be available. Motorola agrees to provide only patch releases that have been analyzed, pre-tested, and certified in a dedicated ASTRO 25 test lab to ensure that they are compatible and do not interfere with the ASTRO 25 network functionality. Corresponding 3rd Party software and operating system patches will be released quarterly upon successful completion of the regular test cycle or at Motorola’s discretion. Once a patch release has been validated as safe for deployment on the radio network, Motorola agrees to post it on a Motorola secure extranet site for the Customer to download and deploy.

1.2.1 The parties agree that minor software upgrades, and patch release coverage, which include commercial OS and application software patches and service pack updates, will terminate should the customers system release version become more than 5 system release versions form the current shipping release version.

1.3 Motorola further agrees to provide major software upgrades, known as a “system release upgrade” when and if such upgrades are made available and not to exceed one major software upgrade per year. The parties agree that ASTRO 25 system release upgrades are considered “major” upgrades if they include commercial OS and application software updates as well as Motorola system release software. System releases shall be pre-tested and certified in Motorola’s Systems Integration Test lab. ASTRO 25 system releases shall improve the system functionality and operation from previous releases and may include some minor feature enhancements. At Motorola’s option, system releases may also include significant new feature enhancements that Motorola may offer for purchase.

1.4 The parties agree to the Eligible System Release Upgrade Paths available to the system owner as per the system release upgrade chart referenced and incorporated in Appendix A.

1.5 Motorola agrees that this Agreement entitles a Customer to past software versions for the purpose of downgrading product software to a compatible release version.

1.6 Motorola agrees that the following ASTRO 25 system release software for the following products are covered under this Agreement: base stations, site controllers, comparators, routers, LAN switches, servers, dispatch consoles, NICE logging equipment, network management terminals, Network Fault Management (“NFM”) products, network security devices such as firewalls and intrusion detection sensors, and associated peripheral infrastructure software.


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1.7 Product programming software such as Radio Service Software (“RSS”), Configuration Service Software (“CSS”), and Customer Programming Software (“CPS”) are also covered under this Agreement.

1.8 The parties agree that subscriber software upgrades may be available as an option to the ASTRO 25 SUA. The parties further agree that subscriber software installation and reprogramming are excluded from the ASTRO 25 SUA coverage.

1.9 Motorola agrees to provide hardware version updates and/or replacements necessary to upgrade the system to an eligible system release with an equivalent level of functionality. Hardware will be upgraded and/or replaced if required to maintain the existing feature & functionality of the then current system release. The parties agree that any updates to hardware versions and/or replacement hardware required to support new features or those not specifically required to maintain existing functionality are not included.

1.10 Motorola agrees that the following hardware components are eligible for full product replacement when necessary per the eligible system release upgrade and if originally provided by Motorola:

1.10.1 Servers

1.10.2 PC Workstations

1.10.3 Routers

1.10.4 LAN Switches

1.11 Motorola agrees that the following hardware components are eligible for board-level replacement when necessary per the eligible system release upgrade. The parties agree that “board-level replacement” is defined as any Field Replaceable Unit (“FRU”) for the products listed:

1.11.1 GTR 8000 Base Stations

1.11.2 GCP 8000 Site Controllers

1.11.3 GCM 8000 Comparators

1.11.4 MCC 7500 Console Operator Positions

1.11.5 STR 3000 Base Stations

1.11.6 Quantar Base Stations

1.11.7 Centracom Gold Elite Console Operator Interface Electronics

1.11.8 Centracom Gold Elite Central Electronics Banks

1.11.9 Ambassador Electronics Banks

1.11.10 Motorola Gold Elite Gateways

1.11.11 ASTROTAC Comparators

1.11.12 PSC 9600 Site Controllers

1.11.13 PBX Switches for Telephone Interconnect

1.11.14 NFM/NFM XC/MOSCAD RTU


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1.12 The ASTRO 25 SUA does not cover all products. Refer to section 2.0 for exclusions and limitations.

1.13 Motorola agrees to provide implementation services necessary to upgrade the system to an eligible system release with an equivalent level of functionality. The parties agree that any implementation services that are not directly required to support the system upgrade are not included. The parties further agree that implementation services necessary for system expansions and/or new features or functionality that are implemented concurrent with the system upgrade are not included.

1.14 Motorola Agrees to provide the following software design and technical resources necessary to complete system release upgrades when and if available up to a maximum of one system release upgrade per annual SUA contract term:

1.14.1 Review infrastructure system audit data as needed.

1.14.2 Identify additional system equipment needed to implement a system release, if applicable.

1.14.3 Complete a proposal defining the system release, equipment requirements, installation plan, and impact to system users.

1.14.4 Advise Customer of probable impact to system users during the actual field upgrade implementation.

1.14.5 Program management support required to perform the system upgrade.

1.14.6 Field installation labor required to perform the system upgrade.

1.14.7 Upgrade operations engineering labor required to perform the system upgrade.

1.14.8 Prepare a Customer Support Plan prior to system acceptance.

1.15 The parties agree that the ASTRO 25 SUA pricing is based on the system configuration outlined in Appendix B. The parties further agree that this configuration is to be reviewed annually on the contract renewal date. Any change in system configuration may require an ASTRO 25 SUA price adjustment.

1.16 The parties agree and acknowledge that the ASTRO 25 SUA applies only to system release upgrades within the ASTRO 25 7.x platform.

1.17 Motorola agrees to issue the Software Maintenance Agreement (“SMA”) bulletin on an annual basis and post it in soft copy on a designated extranet site for Customer access. Standard and optional features for a given ASTRO 25 system release are listed in the SMA bulletin.

1.18 The parties agree that all services described in this SOW are available during the Standard Business Day unless otherwise agreed to by Motorola.

1.19 Coverage Continuity.

1.19.1 The parties acknowledge and agree that the ASTRO 25 SUA requires continuous coverage beginning within (90) days after the expiration of system warranty. Should the Customer delay purchase of an ASTRO 25 SUA beyond (90) days from system warranty expiration or elect to discontinue the ASTRO 25 SUA and later decide to reinstate coverage, additional payment(s) will be necessary to cover the period for which coverage was discontinued or delayed. The total of


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payments for lapses in coverage will not exceed 3 years in equivalent ASTRO 25 SUA coverage.

1.20 The Customer agrees that they shall:

1.20.1 Contact Motorola upon receiving the SMA bulletin to engage the appropriate Motorola resources for a system release upgrade.

1.20.2 Purchase any additional software and hardware necessary to implement optional system release features or system expansions.

1.20.3 Provide or purchase labor to implement optional system release features or system expansions.

1.20.4 Provide high-speed internet connectivity at the zone core site(s) for use by Motorola to perform remote upgrades and diagnostics during the upgrade period.

1.20.5 Properly store and make available hardware and software required to perform software upgrade services needed for installation of the system release.

1.20.6 If the Servicer is required to travel beyond two (2) hours or one hundred twenty (120) miles by vehicle from the prime site to a remote site to deliver this service, the Customer is responsible for incremental travel and expenses incurred.

1.20.7 Inform system users of software upgrade plans and scheduled system downtime. Perform appropriate system backups and make them readily available during the installation of the system release.

1.20.8 Assist Motorola in the preparation of a Customer Support Plan before system acceptance and provide all information necessary to complete the Customer Support Plan.

1.20.9 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide software upgrade services.

2.0 Exclusions and Limitations

2.1 The parties agree that Systems that have non-standard configurations that have not been certified by Motorola Systems Integration Testing are specifically excluded from the ASTRO 25 SUA unless otherwise agreed in writing by Motorola and included in this SOW.

2.2 The parties agree that the ASTRO 25 SUA does not include hardware replacement for all products. Version updates may be available in some cases, but complete product replacement is not covered for all products.

2.3 The parties acknowledge and agree that the ASTRO 25 SUA does not cover the following products:

MCC5500 Dispatch Consoles MIP5000 Dispatch Consoles Plant/E911 Systems MOTOBRIDGE Solutions ARC 4000 Systems Motorola Public Sector Applications Software (“PSA”) Custom SW, CAD, Records Management Software


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Data Radio Devices Mobile computing devices such as Laptops Non-Motorola two-way radio subscriber products Genesis Products Point-to-point products such as Microwave terminals and association multiplex

equipment

2.4 The parties further agree that the ASTRO 25 SUA does not cover any hardware or software supplied to the system owner by any Motorola business sector other than Motorola Solutions and/or purchased directly from a third party, unless specifically included in this SOW.

2.5 The parties agree that the ASTRO 25 system release upgrades include limited security updates issued by Microsoft, Solaris and Red Hat certified with each individual system release.

2.6 The parties agree that the ASTRO 25 SUA does not cover software support for virus attacks or other applications that are not part of the ASTRO 25 system, or unauthorized modifications or other misuse of the covered software. Motorola is not responsible for management of anti-virus or other security applications (such as Norton). Anti-virus and/or security application support may be covered under a separate agreement.

2.7 The parties agree that upgrades for equipment add-ons or expansions during the term of the contract are not included in the coverage of this SOW unless otherwise agreed to by Motorola.

3.0 Special provisions

3.1 Customer acknowledges that if its System has a Special Product Feature, additional engineering may be required to prevent an installed system release from overwriting the Special Product Feature. Upon request, Motorola will determine whether a Special Product Feature can be incorporated into a system release and whether additional engineering effort is required. If additional engineering is required Motorola will issue a change order for the change in scope and associated increase in the price for the ASTRO 25 SUA.

3.2 Customer acknowledges that they may use the software (including any System Releases) only in accordance with the applicable Software License Agreement. The SUA Statement of Work is not intended to modify or terminate an existing Software License Agreement. The SUA or services rendered by Motorola does not alter Motorola’s software intellectual property rights.

3.3 Customer acknowledges that SUA services do not include repair or replacement of hardware or software necessary due to defects that are not corrected by the system release, nor does it include repair or replacement of defects resulting from any nonstandard or improper use or conditions or from unauthorized installation of software.

3.4 The parties agree that ASTRO 25 SUA coverage and the parties’ responsibilities described in this Statement of Work will automatically terminate if Motorola no longer supports the ASTRO 25 7.x software version in the Customer’s system or discontinues the SUA program; in either case, Motorola will refund to Customer any prepaid fees for System Upgrade Agreement services applicable to the terminated period.

3.5 Motorola may suspend or terminate the ASTRO 25 SUA if the following conditions apply:


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Customer fails to pay Motorola any fees for the ASTRO 25 SUA when due Customer breaches the Software License Agreement or other applicable agreement Customer’s rights to use the software under the Software License Agreement expire or

are terminated Customer replaces its Motorola System with a system from another manufacturer


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4.0 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 (“Warranty Period”). 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. 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.” 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. 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 PRETESTED 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.


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Appendix A – ASTRO 25 Eligible System Release Upgrade Paths

Release date

ASTRO 25 Platform Release

Available Upgrade Paths

Oct-05 R7.0 7.1 7.2

Jun-06 R7.1 7.2 7.4

Dec-06 R7.2 7.4 7.5 7.7

Mar-07 R7.1.1 7.4

Dec-07 R7.4 7.5 7.6 7.7

Jun-08 R7.5 7.6 7.7

Dec-08 R7.6 7.7

Jun-09 R7.7 7.8 7.9 7.11

Jan-10 R7.8 7.9

Dec-10 R7.9 7.11 7.13

Aug-11 R7.11 7.13

7.14

Mar-12 X

Aug-12 R7.13 (planned) 7.14 7.15

R7.12 (planned)

• The information contained herein is provided for information purposes only and is intended only to outline Motorola’s presently anticipated general technology direction. The information in the roadmap is not a commitment or an obligation to deliver any product, product feature or software functionality and Motorola reserves the right to make changes to the content and timing of any product, product feature or software release. Prices for any future product or software included herein will be separately negotiated when and if such product or software becomes available.

• The most current eligible system release upgrade paths can be found in the most recent SMA bulletin.


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Appendix B - System Pricing Configuration This configuration is to be reviewed annually on the contract renewal date. Any change in system configuration may require an ASTRO 25 SUA price adjustment.

Core Master Site Configuration 0 Zones in Operation (Including DSR and Dark Master Sites) 0 Zone Features: IV&D, OTAR, TDMA, Telephone Interconnect, CNI, HPD, ISSI CSMS, IA, POP25, Text Messaging, Outdoor Location, …

0

RF System Voice RF Sites & RF Simulcast Sites 0 Repeaters/Stations (FDMA) 0 Repeaters/Stations (TDMA) 0 HPD RF Sites 0 HPD Stations 0 Dispatch Console System Dispatch Sites 0 Gold Elite Operator Positions 0 MCC 7500 Operator Positions (GPIOM) 0 MCC 7500 Operator Positions (VPM) 0 Conventional Channel Gateways (CCGW) 0 Conventional Site Controllers (GCP 8000 Controller) 0 Logging System Number of AIS Servers 0 Number of Voice Logging Recorder 0 Number of Logging Replay Clients 0 Network Management and MOSCAD NFM Network Management Clients 0 MOSCAD NFM Systems 0 MOSCAD NFM RTUs 0 MOSCAD NFM Clients 0 Fire Station Alerting (FSA) FSA Systems 0 FSA RTUs 0 FSA Clients 0 Fire Station Alerting (FSA) Voice Subscribers non-APX 0 Voice Subscribers APX 0 HPD Subscribers 0 Computing and Networking Hardware (for SUA / SUA II, actual replacement qty may be less than shown)

Workstations - High Performance 0 Workstations - Mid Performance 0 Servers - High Performance 0 Servers - Mid Performance 0 LAN Switch - High Performance 0 LAN Switch - Mid Performance 0 Routers 0

ASTRO 25 System Upgrade Agreement II SOW Feb 17, 2012

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STATEMENT OF WORK

ASTRO 25 SYSTEM UPGRADE AGREEMENT II

1.0 Description of Service and Obligations

1.1 Under the ASTRO 25 Software Upgrade Agreement II (“SUA II”), Motorola agrees to provide the system owner with the software, hardware and implementation services required to execute up to one system infrastructure upgrade in a two-year period for their ASTRO 25 system as set forth below when and if a software upgrade becomes available.

1.2 The parties agree that the system owner will have, at their option, the choice of upgrading in either Year 1 or Year 2 of the coverage period. To be eligible for the ASTRO 25 System Upgrade Agreement II, the ASTRO 25 system must be at system release 7.7 or later.

1.3 Motorola agrees to provide minor software upgrades, known as “patch releases”, which may include commercial Operating Software (“OS”) and application software patches and service pack updates when and if available. Currently, the parties acknowledge that Motorola’s service includes Microsoft Windows and Server OS, Red Hat Linux, Sun Solaris and any Motorola software service packs that may be available. Motorola agrees to provide only patch releases that have been analyzed, pre-tested, and certified in a dedicated ASTRO 25 test lab to ensure that they are compatible and do not interfere with the ASTRO 25 network functionality. Corresponding 3rd Party software and operating system patches will be released quarterly upon successful completion of the regular test cycle or at Motorola’s discretion. Once a patch release has been validated as safe for deployment on the radio network, Motorola agrees to post it on a Motorola secure extranet site for the Customer to download and deploy.

1.3.1 The parties agree that minor software upgrades, and patch release coverage, which include commercial OS and application software patches and service pack updates, will terminate should the customers system release version become more than 5 system release versions form the current shipping release version.

1.4 Motorola further agrees to provide major software upgrades, known as a “system release upgrade”, when and if such upgrades are made available and not to exceed one major software upgrade per two-year contract period. The parties agree that ASTRO 25 system release upgrades are considered “major” upgrades if they include commercial OS and application software updates as well as Motorola system release software. System releases shall be pre-tested and certified in Motorola’s Systems Integration Test lab. ASTRO 25 system releases shall improve the system functionality and operation from previous releases and may include some minor feature enhancements. At Motorola’s option, system releases may also include significant new feature enhancements that Motorola may offer for purchase.

1.5 The parties agree to the Eligible System Release Upgrade Paths available to the system owner as per the system release upgrade chart referenced and incorporated in Appendix A.

1.6 Motorola agrees that this Agreement entitles a Customer to past software versions for the purpose of downgrading product software to a compatible release version.


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1.7 Motorola agrees that the following ASTRO 25 system release software for the following products are covered under this Agreement: base stations, site controllers, comparators, routers, LAN switches, servers, dispatch consoles, NICE logging equipment, network management terminals, Network Fault Management (“NFM”) products, network security devices such as firewalls and intrusion detection sensors, and associated peripheral infrastructure software.

1.8 Product programming software such as Radio Service Software (“RSS”), Configuration Service Software (“CSS”), and Customer Programming Software (“CPS”) are also covered under this Agreement.

1.9 The parties agree that subscriber software upgrades may be available as an option to the ASTRO 25 SUA II. The parties further agree that subscriber software installation and reprogramming are excluded from the ASTRO 25 SUA II coverage.

1.10 Motorola agrees to provide hardware version updates and/or replacements necessary to upgrade the system to an eligible system release with an equivalent level of functionality once in a two-year period. Hardware will be upgraded and/or replaced if required to maintain the existing feature & functionality of the then current system release. The parties agree that any updates to hardware versions and/or replacement hardware required to support new features or those not specifically required to maintain existing functionality are not included.

1.11 Motorola agrees that the following hardware components are eligible for full product replacement when necessary per the eligible system release upgrade and if originally provided by Motorola:

1.11.1 Servers

1.11.2 PC Workstations

1.11.3 Routers

1.11.4 LAN Switches

1.12 Motorola agrees that the following hardware components are eligible for board-level replacement when necessary per the eligible system release upgrade. The parties agree that “board-level replacement” is defined as any Field Replaceable Unit (“FRU”) for the products listed:

1.12.1 GTR 8000 Base Stations

1.12.2 GCP 8000 Site Controllers

1.12.3 GCM 8000 Comparators

1.12.4 MCC 7500 Console Operator Positions

1.12.5 STR 3000 Base Stations

1.12.6 Quantar Base Stations

1.12.7 Centracom Gold Elite Console Operator Interface Electronics

1.12.8 Centracom Gold Elite Central Electronics Banks

1.12.9 Ambassador Electronics Banks

1.12.10 Motorola Gold Elite Gateways

1.12.11 ASTROTAC Comparators


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1.12.12 PSC 9600 Site Controllers

1.12.13 PBX Switches for Telephone Interconnect

1.12.14 NFM/NFM XC/MOSCAD RTU

1.13 The ASTRO 25 SUA II does not cover all products. Refer to section 2.0 for exclusions and limitations.

1.14 Motorola agrees to provide implementation services necessary to upgrade the system to an eligible system release with an equivalent level of functionality once in a two-year period. The parties agree that any implementation services that are not directly required to support the system upgrade are not included. The parties further agree that implementation services necessary for system expansions and/or new features or functionality that are implemented concurrent with the system upgrade are not included.

1.15 Motorola Agrees to provide the following software design and technical resources necessary to complete system release upgrades when and if available up to a maximum of one system release upgrade per two-year contract period:

1.15.1 Review infrastructure system audit data as needed.

1.15.2 Identify additional system equipment needed to implement a system release, if applicable.

1.15.3 Complete a proposal defining the system release, equipment requirements, installation plan, and impact to system users.

1.15.4 Advise Customer of probable impact to system users during the actual field upgrade implementation.

1.15.5 Program management support required to perform the system upgrade.

1.15.6 Field installation labor required to perform the system upgrade.

1.15.7 Upgrade operations engineering labor required to perform the system upgrade.

1.15.8 Prepare a Customer Support Plan prior to system acceptance.

1.16 The parties agree that the ASTRO 25 SUA II pricing is based on the system configuration outlined in Appendix B. The parties further agree that this configuration is to be reviewed annually on the contract renewal date. Any change in system configuration may require an ASTRO 25 SUA II price adjustment.

1.17 The parties agree and acknowledge that the ASTRO 25 SUA II applies only to system release upgrades within the ASTRO 25 7.x platform.

1.18 Motorola agrees to issue the Software Maintenance Agreement (“SMA”) bulletin on an annual basis and post it in soft copy on a designated extranet site for Customer access. Standard and optional features for a given ASTRO 25 system release are listed in the SMA bulletin.

1.19 The parties agree that all services described in this SOW are available during the Standard Business Day unless otherwise agreed to by Motorola.

1.20 Coverage Continuity.

1.20.1 The parties acknowledge and agree that the ASTRO 25 SUA II requires continuous coverage beginning within (90) days after the expiration of system


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warranty. Should the Customer delay purchase of an ASTRO 25 SUA II beyond (90) days from system warranty expiration or elect to discontinue the ASTRO 25 SUA II and later decide to reinstate coverage, additional payment(s) will be necessary to cover the period for which coverage was discontinued or delayed. The total of payments for lapses in coverage will not exceed 3 years in equivalent ASTRO 25 SUA II coverage.

1.21 The Customer agrees that they shall:

1.21.1 Contact Motorola upon receiving the SMA bulletin to engage the appropriate Motorola resources for a system release upgrade.

1.21.2 Purchase any additional software and hardware necessary to implement optional system release features or system expansions.

1.21.3 Provide or purchase labor to implement optional system release features or system expansions.

1.21.4 Provide high-speed internet connectivity at the zone core site(s) for use by Motorola to perform remote upgrades and diagnostics during the upgrade period.

1.21.5 Properly store and make available hardware and software required to perform software upgrade services needed for installation of the system release.

1.21.6 If the Servicer is required to travel beyond two (2) hours or one hundred twenty (120) miles by vehicle from the prime site to a remote site to deliver this service, the Customer is responsible for incremental travel and expenses incurred.

1.21.7 Inform system users of software upgrade plans and scheduled system downtime. Perform appropriate system backups and make them readily available during the installation of the system release.

1.21.8 Assist Motorola in the preparation of a Customer Support Plan before system acceptance and provide all information necessary to complete the Customer Support Plan.

1.21.9 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide software upgrade services.

2.0 Exclusions and Limitations

2.1 The parties agree that Systems that have non-standard configurations that have not been certified by Motorola Systems Integration Testing are specifically excluded from the ASTRO 25 SUA II unless otherwise agreed in writing by Motorola and included in this SOW.

2.2 The parties agree that the ASTRO 25 SUA II does not include hardware replacement for all products. Version updates may be available in some cases, but complete product replacement is not covered for all products.

2.3 The parties acknowledge and agree that the ASTRO 25 SUA II does not cover the following products:

MCC5500 Dispatch Consoles MIP5000 Dispatch Consoles Plant/E911 Systems


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MOTOBRIDGE Solutions ARC 4000 Systems Motorola Public Sector Applications Software (“PSA”) Custom SW, CAD, Records Management Software Data Radio Devices Mobile computing devices such as Laptops Non-Motorola two-way radio subscriber products Genesis Products Point-to-point products such as Microwave terminals and association multiplex

equipment

2.4 The parties further agree that the ASTRO 25 SUA II does not cover any hardware or software supplied to the system owner by any Motorola business sector other than Motorola Solutions and/or purchased directly from a third party, unless specifically included in this SOW.

2.5 The parties agree that the ASTRO 25 system release upgrades include limited security updates issued by Microsoft, Solaris and Red Hat certified with each individual system release.

2.6 The parties agree that the ASTRO 25 SUA II does not cover software support for virus attacks or other applications that are not part of the ASTRO 25 system, or unauthorized modifications or other misuse of the covered software. Motorola is not responsible for management of anti-virus or other security applications (such as Norton). Anti-virus and/or security application support may be covered under a separate agreement.

2.7 The parties agree that upgrades for equipment add-ons or expansions during the term of the contract are not included in the coverage of this SOW unless otherwise agreed to by Motorola.

3.0 Special provisions

3.1 Customer acknowledges that if its System has a Special Product Feature, additional engineering may be required to prevent an installed system release from overwriting the Special Product Feature. Upon request, Motorola will determine whether a Special Product Feature can be incorporated into a system release and whether additional engineering effort is required. If additional engineering is required Motorola will issue a change order for the change in scope and associated increase in the price for the ASTRO 25 SUA II.

3.2 Customer acknowledges that they may use the software (including any System Releases) only in accordance with the applicable Software License Agreement. The SUA II Statement of Work is not intended to modify or terminate an existing Software License Agreement. The SUA II or services rendered by Motorola does not alter Motorola’s software intellectual property rights.

3.3 Customer acknowledges that SUA II services do not include repair or replacement of hardware or software necessary due to defects that are not corrected by the system release, nor does it include repair or replacement of defects resulting from any nonstandard or improper use or conditions or from unauthorized installation of software.

3.4 The parties agree that ASTRO 25 SUA II coverage and the parties’ responsibilities described in this Statement of Work will automatically terminate if Motorola no longer supports the ASTRO 25 7.x software version in the Customer’s system or discontinues the SUA II program; in either


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case, Motorola will refund to Customer any prepaid fees for System Upgrade Agreement services applicable to the terminated period.

3.5 Motorola may suspend or terminate the ASTRO 25 SUA II if the following conditions apply:

Customer fails to pay Motorola any fees for the ASTRO 25 SUA II when due Customer breaches the Software License Agreement or other applicable agreement Customer’s rights to use the software under the Software License Agreement expire or

are terminated Customer replaces its Motorola System with a system from another manufacturer


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4.0 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 (“Warranty Period”). 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. 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.” 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. 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 PRETESTED 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.


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Appendix A – ASTRO 25 Eligible System Release Upgrade Paths

Release date

ASTRO 25 Platform Release

Available Upgrade Paths

Oct-05 R7.0 7.1 7.2

Jun-06 R7.1 7.2 7.4

Dec-06 R7.2 7.4 7.5 7.7

Mar-07 R7.1.1 7.4

Dec-07 R7.4 7.5 7.6 7.7

Jun-08 R7.5 7.6 7.7

Dec-08 R7.6 7.7

Jun-09 R7.7 7.8 7.9 7.11

Jan-10 R7.8 7.9

Dec-10 R7.9 7.11 7.13

Aug-11 R7.11 7.13

7.14

Mar-12 R7.12 (planned) X

Aug-12 R7.13 (planned) 7.14 7.15

• The information contained herein is provided for information purposes only and is intended only to outline Motorola’s presently anticipated general technology direction. The information in the roadmap is not a commitment or an obligation to deliver any product, product feature or software functionality and Motorola reserves the right to make changes to the content and timing of any product, product feature or software release. Prices for any future product or software included herein will be separately negotiated when and if such product or software becomes available.

• The most current eligible system release upgrade paths can be found in the most recent SMA bulletin.


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Appendix B - System Pricing Configuration This configuration is to be reviewed annually on the contract renewal date. Any change in system configuration may require an ASTRO 25 SUA II price adjustment.

Core Master Site Configuration 0 Zones in Operation (Including DSR and Dark Master Sites) 0 Zone Features: IV&D, OTAR, TDMA, Telephone Interconnect, CNI, HPD, ISSI CSMS, IA, POP25, Text Messaging, Outdoor Location, …

0

RF System Voice RF Sites & RF Simulcast Sites 0 Repeaters/Stations (FDMA) 0 Repeaters/Stations (TDMA) 0 HPD RF Sites 0 HPD Stations 0 Dispatch Console System Dispatch Sites 0 Gold Elite Operator Positions 0 MCC 7500 Operator Positions (GPIOM) 0 MCC 7500 Operator Positions (VPM) 0 Conventional Channel Gateways (CCGW) 0 Conventional Site Controllers (GCP 8000 Controller) 0 Logging System Number of AIS Servers 0 Number of Voice Logging Recorder 0 Number of Logging Replay Clients 0 Network Management and MOSCAD NFM Network Management Clients 0 MOSCAD NFM Systems 0 MOSCAD NFM RTUs 0 MOSCAD NFM Clients 0 Fire Station Alerting (FSA) FSA Systems 0 FSA RTUs 0 FSA Clients 0 Fire Station Alerting (FSA) Voice Subscribers non-APX 0 Voice Subscribers APX 0 HPD Subscribers 0 Computing and Networking Hardware (for SUA / SUA II, actual replacement qty may be less than shown)

Workstations - High Performance 0 Workstations - Mid Performance 0 Servers - High Performance 0 Servers - Mid Performance 0 LAN Switch - High Performance 0 LAN Switch - Mid Performance 0 Routers 0

Motorola, Inc. Page 1 of 16 1303 E. Algonquin Road, Schaumburg, IL 60196 U.S.A.\ Approved by Contract and Compliance 11/20/09 Version 1.9 1/12/12

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 7:00am to 7:00pm 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.

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.

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.


ASTRO® 25 Infrastructure Exhibit

Inclusions, Exclusions, Exceptions and Notes

Antenna Systems

Excludes all Equipment such as bi-directional amplifiers, multicouplers, combiners, tower top pre-amplifiers, antennas, cables, towers, tower lighting, and transmission lines

Backhaul Includes PTP (Point-to-Point Wireless) PTP 49600 and PTP 800 licensed series Excludes all other PTP technologies

Base Station(s) and Repeater(s) Includes Quantar, MTR3000, STR3000, GTR8000, GTR8000 HPD, IntelliRepeater, Network Management (Please refer to the SOW for details) is not available on all stations. Quantar high power booster power amplifier, power supply and control board Excludes Fan Modules, Dual Circulator Tray, Site RMC Tray

Central Electronics Bank(s) Includes Logging Recorder Interface and Network Hub Excludes all other technologies see SOW specifically for NICE logging recorders

Channel Bank(s) Includes Premisys , Telco, IMACS models 600, 800 . Excludes Siemens Comparator(s) Includes Spectratac, Digitac, and ASTRO-tac 9600, ASTRO-tac 3000, GMC8000, Comparators. Computer(s)/Workstations/Modems Includes computers (Pentium I, II, III, IV) directly interface with or control the communications System,

including Systemwatch II, PT800 tablet HP x1100, HPx2100, HP xw4000-4600, HPz400, HP VL600, HP VL800, HPz400, ML850 laptop, MW810, ML900 laptop, ML910 laptop, Compaq XW4000. Includes keyboards, mice, trackballs. Excludes all other laptop and desktop computer technologies 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 Centracom Gold Elite, MCC7500, MCC5500, MIP5000, VPM, as part of complete communication System – including headset jacks, dual footswitches, and gooseneck microphones. Excludes cables

Controller - trunking Includes SmartNet II prime and remote controllers, MTC3600, GCP8000, Site Controller PSC9600, CSC7000, MTC9600, MZC3600, MZC5000 (Includes Netra240 & T5220). Excludes SSMT and SCMS controllers. CD ROM Drive, Fan Tray

Dictaphones and Recording Equipment

Excludes all types and models.

Digital Interface Unit(s) Included Digital Signaling Modem(s) Included upon modem model availability Digital Voice Modem(s) Included upon modem model availability Embassy Switch Includes AEB, AIMI, ZAMBI, AMB Firewalls Includes Nortel Alteon ASF5105, 5106, Juniper SS520, ISSG140, SSG5, ISG1000C, ISG2000 Intrusion Detector Includes Proventia 201 Linux IDSS, Proventia CX4002C ISSI Gateway Includes T5220 Sun server Solaris 10 OS Links Includes PTP 49600 and 800 licensed series Logging Recorder Excludes all technologies see SOW specifically for NICE logging recorders Management Terminals Includes computers (Pentium I, II, III, IV) that directly interface with or control the communications

System, including Systemwatch II. Excludes laptop computers and all 286, 386, 486 computers.

MBEX(s) or NOVA Interconnect 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 on-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 that were not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number.

Motobridge Included Moscad Includes NFM (Network Fault Management), as part of communication System only, RTU, SDM Site

Manager RTU. Standalone MOSCAD and System Control and Data Acquisition (SCADA) must be quoted separately. Includes FSA4000. Excludes all other fire alarming systems.


ASTRO 25 Infrastructure Repair cont.


Network Fault Management Includes Full Vision, Unified Event Manager Excludes NMC

Gateway Includes PDG:CPX8216, IVD & HPD PDG on HP DL360, MOTOBRIDGE Printer(s) Includes printers that directly interface with the communications system. RAS(s) Excludes RAS 1100, 1101 and 1102 Receiver(s)

Includes Quantar, MTR2000 and ASTRO-TAC, GPW8000, GTR8000, GTR8000 HPD Receivers. Excludes Fan Modules, Dual Circulator Tray, Site RMC Tray

Routers Includes GGM8000, ST5500, ST5598, S2500-S6000 Servers Includes Netra 240, Netra T5220, cPCI, HP DL360, HP ML370, HP ML110, HP ML530, HP TC2110,

2120 HP InfoVista Server. IR8000 series, LX4000 series, Intel Server TSRL-T2, TIGPR2U, Proventia 201 Linux IDSS, Proventia GX4002C,Trak9100. Network Management Server includes cPCI Chassis, Power Supply, Fan Tray, Controller Hard Drive, CD ROM Drive, Tape Drive, CPU, Client PC’s, Core Security Management Server, Firewall Servers, Intrusion Detection Sensor Server. Excludes Dell Servers, Monitors, Memory Module 0182915Y02, Rear Fan RLN5352, Central Process Card 0182915Y01

Simulcast Distribution Amplifier(s) Included Site Frequency Standard(s) Includes Rubidium, GPS and Netclocks systems sold with the Motorola System. Secure Includes KMF crypto card, end to end Cryptor for IVD PDEG Cryptr SMARTX Includes VPM Switch Includes Nortel Passport PBX,Cisco Catalyst 6509, HP 5308 LAN switch, HP ProCurve Switch 2524,

2650, 2626, HP3500, HP2610, 3Com PS40, SS1100 Telco PBX Includes Avaya Difinity PBX, S8300, S8500, Intel Server (ACSS), TSRLT2, TIGPR2U Terminal Servers Includes IR8000, LX4000S, LX4000T, Paradyne Universal Simulcast Controller Interface(s)

Included

UPS Systems Excluded from service agreements but may be repaired on an above contract, time and material basis. All UPS Systems must be shipped to IDO for repair. Excludes batteries and any on-site services.

Workstation Included


SmartZone System Infrastructure Exhibit


Antenna Systems

Excludes all Equipment such as bi-directional amplifiers, multicouplers, combiners, tower top pre-amplifiers, antennas, cables, towers, tower lighting, and transmission lines.

Base Station(s) and Repeater(s) Includes: Quantar, Quantro, Digital, MTR2000 ONLY. Central Electronics Bank(s) Includes Logging Recorder, Interface and Network Hub

Excludes all other technologies see SOW specifically for NICE logging recorders

Channel Bank(s) Includes Premisys and Telco Excludes Siemens

Comparator(s) Includes Spectratac, Digitac, and ASTRO-tac Comparators Computer(s)

Includes computers (Pentium I, II, III, IV) that directly interface with or control the communications System, including Systemwatch II, 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 Centracom Gold Elite, MCC7500, MCC5500, MIP5000 as part of complete communication System – including headset jacks, dual footswitches, and gooseneck microphones. Excludes cables

Controller(s) -Trunking Includes SmartNet II prime and remote controllers. Excludes SSMT and SCMS controllers.

Dictaphones, Logging Recorders and Recording Equipment

Excludes all technologies see SOW specifically for NICE logging recorders

Digital Interface Unit(s) Included Digital Signaling Modem(s) Included upon modem model availability Digital Voice Modem(s) Included upon modem model availability Embassy Switch Includes AEB, AIMI, ZAMBI, AMB Management Terminals Includes computers (Pentium I, II, III, IV) that directly interface with or control the communications


MBEX(s) or NOVA Interconnect 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 on-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 that were not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number.

Moscad Includes NFM (Network Fault Management), as part of communication System only. Standalone MOSCAD and System Control and Data Acquisition (SCADA) must be quoted separately. Includes FSA4000. Excludes all other fire alarming systems.

Motobridge Included Network Fault Management Includes Full Vision

Excludes NMC Printer(s) Includes printers that directly interface with the communications System. RAS(s) Excludes RAS 1100, 1101 and 1102 Receiver(s) Includes Quantar and MTR2000, ASTRO-TAC Receivers

Simulcast Distribution Amplifier(s)

Included

Site Frequency Standard(s) Includes Rubidium, GPS and Netclocks systems sold with the Motorola System. Excludes MFS -Rubidium Standard Network Time and Frequency devices

Universal Simulcast Controller Interface(s)

Included

UPS Systems. Excluded from service agreements but may be repaired on an above contract, time and material basis. All UPS Systems must be shipped to IDO for repair. Excludes batteries and any on-site services.


SmartZone System Infrastructure cont.


Zone Manager Excludes HP715/33, HP 715/50 servers. Excludes x-terminals NDS14C and NDS17C

Zone Controller(s) Includes console terminals. Excludes all Sun/IMP hard drives except TLN3495A 0820 1 GB drive as well as the following SUN/IMP CPUSET’s: TLN3278B 0406, TLN3343A 0424 and TLN3278A 0181/0389.


SmartNet System Infrastructure Exhibit


Antenna Systems Excludes all Equipment such as bi-directional amplifiers, multicouplers, combiners, tower top pre-amplifiers, antennas, cables, towers, tower lighting, and transmission lines

Base Station(s) and Repeater(s)

Includes Quantar, Quantro, Digital MSF5000, MTR2000, and Desktrac L35SUM7000-T Repeaters ONLY. Network Management (please refer to the SOW for details) is not available on all stations.

Central Electronics Bank(s) Includes Logging Recorder Interface and Network Hub Excludes all other technologies see SOW specifically for NICE logging recorders

Channel Bank(s) Includes Premisys and Telco. Excludes Siemens Comparator(s) Includes Spectratac, Digitac, and ASTRO-tac Comparators. Computer(s) Includes computers (Pentium I, II, III, IV) directly interface with or control the communications

System, including Systemwatch II, keyboards, mice and trackballs, Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat panel display image retention.

Console(s) Includes Centracom Gold Elite, MCC7500, MCC5500, MIP5000 as part of complete communication System – including headset jacks, dual footswitches, and gooseneck microphones. Excludes cables

Controller - trunking Includes SmartNet II prime and remote controllers. Excludes SSMT and SCMS controllers.



Digital Interface Unit(s) Included Digital Signaling Modem(s) Included upon modem model availability Digital Voice Modem(s) Included upon modem model availability Embassy Switch Includes AEB, AIMI, ZAMBI, AMB Management Terminals Includes computers (Pentium I, II, III, IV) directly interface with or control the communications


MBEX(s) or NOVA Interconnect

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 on-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.

Moscad INFM (Network Fault Management), as part of communication System only. Standalone MOSCAD and System Control and Data Acquisition (SCADA) must be quoted separately. Includes FSA4000. Excludes all other fire alarming systems.

Motobridge Included Network Fault Management Includes Full Vision.

Excludes NMC Printer(s) Includes printers that directly interface with the communications System. RAS(s) Excludes RAS 1100, 1101 and 1102 Receiver(s) Includes Quantar, MTR2000 and ASTRO-TAC Receivers.


SmartNet System Infrastructure cont.


Simulcast Distribution Amplifier(s)

Included


Universal Simulcast Controller Interface(s)

Included



Broadband Infrastructure Exhibit


Access Points

Includes PMP (Canopy), Motomesh Duo, Motomesh Quattro, Meshcam, Motomesh Solo, Motomesh AP7181 intelligent access points. Excludes all other technologies

Backhaul Includes PMP (Canopy) and PTP (Point-to-Point Wireless) PTP 49600 and 800 licensed series Excludes all other technologies

Cables, connectors and testers Excluded Cameras Includes Meshcam

Excludes all other technologies, fixed black & white, color, pan tilt zoom analog, pan tilt zoom IP, fixed hybrid (IP and Analog) cameras

Cluster Management Modules (CMM)

Includes PMP (Canopy). Excludes all other technologies

Digital Video Recorder Includes Mobile Video Enforcer Excludes all other technologies

Docking Station Includes Mobile Video Enforcer Excludes all other technologies

GPS Synch Box Excluded Links Includes PTP 49600 and 800 licensed series Mobile Internet Switching Controller(MISC)

Excluded

Modems Includes Mobile Video Enforcer Excludes all other technologies

Monitors Includes Mesh,MotoMesh Excludes all other technologies

Mounting Bracket Excluded Multiplexers Excluded Network Interface Card Excludes RAD data multiplexers Network Switches Includes Mesh, MotoMesh, Meshcam

Excludes all other technologies Networking Enablers Included Personal Tracking Device Excludes Asymmetric DSL Broadband Gateway, Asymmetric Customer Premise Equipment, Symmetric DSL

Broadband Gateway, Symmetric DSL-CPE’s and accessories Power Supply Includes MeshTrack

Excludes all other technologies Reflector Hardware Kit Included Server Excluded Software Included HP DL360, Mobile Video Enforcer system server

Excludes all other technologies Subscriber Modules Excluded Surge Suppressor/LPU Includes, PMP (Canopy)

Excludes all other technologies UPS Excluded Video Recording System Excluded from service agreements but may be repaired on an above contract, time and material basis. All

UPS Systems must be shipped to IDO for repair. Excludes batteries and any one-site services. Wireless Router AC and DC Input

Includes Mobile Video Enforcer Excludes all other technologies


Conventional System Infrastructure Exhibit


Antenna Systems

Excludes all Equipment such as bi-directional amplifiers, multicouplers, combiners, tower top pre-amplifiers, antennas, cables, towers, tower lighting, and transmission lines

Base Station(s) and Repeater(s) Quantar, Quantro, MTR2000, MTR3000, GTR8000 including IPCCGW. Excludes MICOR and MSF5000

Central Electronics Bank(s) Includes logging recorder interface and network hub Excludes all other technologies see SOW specifically for NICE logging recorders

Channel Bank(s) Includes Premisys and Telco. Excludes Siemens Comparator(s) Includes Spectratac, Digitac, ASTRO-tac, GMC8000. Computer(s) Includes computers (Pentium I, II, III, IV) directly interface with or control the communications

System, including Systemwatch II, keyboards, mice and trackballs. Excludes laptop computers and all 286, 386, 486 computers. Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat panel display image retention.

Console(s) Includes Centracom Gold Elite, MCC7500, MCC5500, MIP5000 as part of complete communication System – including headset jacks, dual footswitches, and gooseneck microphones. Excludes cables and Commandstar mother board CDN6271. Commandstar and Commandstar Lite are also excluded as a conventional system operator position but can be covered when services are purchased separately.



Digital Interface Unit(s) (DIU) Included Digital Signaling Modem(s) Included upon modem model availability Embassy Switch Includes AEB, AIMI, ZAMBI, AMB 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 on-site services.


Moscad Includes NFM (Network Fault Management), as part of communication System only. Standalone MOSCAD and System Control and Data Acquisition (SCADA) must be quoted separately. Includes FSA4000 Excludes all other fire alarming systems.

Motobridge Included Printer(s) Includes printers that directly interface with the communications System. Receiver(s) Includes Quantar , MTR2000, ASTRO-TAC, GPW8000 receivers. Simulcast Distribution Amplifier(s) Included


Universal Simulcast Controller Interface(s) Included UPS Systems. Excluded from service agreements but may be repaired on an above contract, time and material

basis. All UPS Systems must be shipped to IDO for repair. Excludes batteries and any on-site services.


Data System Infrastructure Exhibit Inclusions, Exclusions, Exceptions and Notes Base Station(s) and Repeater(s) Includes Quantar (DSS3, DBS), GTR8000. Computer(s) Includes computers (Pentium I, II, III, IV) that directly interface with or control the

communications System. Includes keyboards, mice and trackballs. Excludes laptop computers and all 286, 386, 486 computers. Excludes defective or phosphor-burned cathode ray tubes CRT(s) and burned-in flat panel display image retention.

Dictaphones , Logging Recorders and Recording Equipment


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 on-site services.


Printer(s) Includes printers that directly interface with the communications System. Radio Network Controller Includes One (1) RNC and One (1) RNC Console. Redundant RNC’s must be quoted

separately. Excludes RNC1000, NCP500, NCP2000, NCP2500 and NCP3000.

Site Data Link Modem(s) Included UPS Systems. Excluded from service agreements but may be repaired on an above contract, time and material

basis. All UPS Systems must be shipped to IDO for repair. Excludes batteries and any on-site services.

Wireless Network Gateway Excluded from the prime/remote site or system agreement but can be covered when services are purchased separately.


Cassidian Communications Infrastructure Repair w Advanced Replacement Vesta Pallas, Vesta Standard (Maars/ComCentrex), Vesta Meridian and Sentinel Patriot Systems


ACU (Auto Control Unit) Includes Vesta systems only Excludes Sentinel Patriot

ARU (Alarm Reporting Unit) Included ALI (Automatic Location Identification) Controller

Includes Analog Station Card(s), Called ID Board(s), Conference Board(s), DTMF Tone Receiver Board(s), Digital Station Card(s), E&M Card(s), Ground Loop Start Card(s), MF Receiver Board(s), 911 Line Card(s)

ANI (Asynchronous Network Interface) Controller Included BCM (Business Communication Manager) Includes Vesta Pallas only

Excludes all other technologies Cable(s) Excluded CIM (Console Interface Module) Includes Sentinel Patriot

Excludes all other technologies CRU (Call Record Unit) Included CIU (CAD Interface Unit) Included Computer(s)/Workstation Includes computers sourced by Cassidian Communications and sold by Motorola that directly interface

with or control the Cassidian Communications Systems, monitor, sound card, keyboards, mice and trackballs. Excludes defective or phosphor-burned cathode ray tubes (CRT) and burned-in flat panel display image retention.

Controllers Includes Vesta Standard Excludes all other technologies

DBU (Data Base Unit) Includes Vesta Standard Excludes all other technologies

Digital Logging Recorders, Logging Recorders and Recording Equipment

Includes Pyxis, Cassidian Communications sourced and sold by Motorola Excludes all other technologies see SOW specifically for NICE logging recorders

Herbie Includes Vesta systems only Excludes Sentinel Patriot

Line Boosters/Amplifier/Short haul modems Excluded Modified Network LAN Switch Includes Modem(s) Includes ALI modem sources and sold by Motorola

Excludes all other technologies Monitor(s) Includes all Motorola certified monitors connected to computers that directly interface with or control the

communications Systems. Excludes Non-Certified monitors, defective or phosphor-burned cathode ray tubes (CRT), flat panel monitors with burned in image retention and monitors not shipped by Motorola and/or cannot be confirmed by a Motorola factory order number.

MTU (Multi-line Trunk Unit) Includes Vesta Pallas only Excludes All other technologies

Printer(s) Includes Cassidian Communications sourced and sold by Motorola that directly interface with the communications System

Power Supplies, PSU (Power Supply Unit) Includes Vesta Pallas, Vesta Standard Excludes all other technologies

RMU (Remote Maintenance Unit) Includes Vesta Standard only Excludes all other technologies

Ring Generator(s) Included Routers Included RIS (Radio Interface Subset) Included (note, only works with the Herbie) Server(s) ALI Includes Vesta servers, Sentinel Patriot

Excludes all other technologies Telephone(s) Includes 911 and KEM administrator telephone sourced with the 911 System and sold by Motorola.

Excludes Nortel (Avaya) telephone sets TIU (Trunk Interface Unit

Includes Vesta Standard Excludes all other technologies


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 (CommandSTAR, CommandSTAR lite, Centracom Gold Elite MCC7500, MCC7500 w/ VPM, MCC5500, MIP5000, MC1000, 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 Equipment


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 on-site services.


Site Frequency Standard(s) Includes Netclocks systems Excludes MFS -Rubidium Standard Network Time and Frequency devices


Approved by Contract and Compliance 11/20/09 Page 15 of 16 Motorola, Inc. 1303 E. Algonquin Road, Schaumburg, IL 60196 U.S.A. Version 1.9 1/12/12

Digital In-Car Video Infrastructure Exhibit


Cables, connectors and testers Excluded

Cameras Includes 22X Front Camera. Excludes rear cameras

Data Talker Wireless Transmitters Excluded

Digital Video Recorder Includes Base unit running DP-2 software

Data Storage Module Included

LCD Monitor Includes DP-1 &DP-2 versions only

Video Retrieval It is the customer’s responsibility to remove the video before sending the DSM into the Motorola Repair Depot for repair. Video retrieval is a separate service and is excluded from this SOW.

Approved by Contract and Compliance 11/20/09 Page 16 of 16 Motorola, Inc. 1303 E. Algonquin Road, Schaumburg, IL 60196 U.S.A. Version 1.9 1/12/12

MOTOTRBO Infrastructure Exhibit


XRC9000 Controller Included TT2213* single site; TT2215* multi site *Next day (24 hour) delivery if request is received before 1:00 p.m. CST; Second day (48 hour) delivery if request is received after 1:00 p.m. CST

MTR3000 Includes T3000

MIP5000 MOTOTRBO Gateway Includes L3598

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Local Radio Support Approved by Contracts & Compliance August 2007 Page 1 of 1

Statement of Work

Local Radio Support 1.0 Description of Service

Local Radio Support provides an operational check of Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached. An operational check is an analysis of the Equipment to identify external or internal defects.

If the Equipment has an external defect, or can be Restored without opening the radio case, the Equipment will be Restored and returned to Customer. If the Equipment has an internal defect, or is not serviceable without opening the radio case, then the Equipment will require additional service 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 of the two-way mobile and are included at the point of manufacture. Local Radio Support excludes repairs to: optional accessories; iDEN accessories; iDEN mobile microphones; non-standard mobile microphones, mobile external speakers; optional or additional control heads, single and multiple unit portable chargers; batteries, mobile antennas; mobile power & antenna cables and power supplies. The following are excluded from Local Radio Support service unless they are purchased as an option for an additional fee. The options are OnSite, Radio Survey and Analysis, Portable Remote Speaker Microphones, Portable Antenna Replacements Mobile Remote Control Heads. The terms and conditions of this SOW are an integral part of Motorola's Service Terms and Conditions or other applicable agreement to which it is attached and made a part thereof by this reference.


2.1 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.


3.1 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.

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Statement of Work Local Radio Support OnSite Option - Pick & Delivery 1.0 Description of Service

For the OnSite Option (“Option”), equipment will be picked up from and delivered to the Customer’s location, within a designated radius of the Servicer facility. Schedule pickups will be mutually agreed upon and outlined in the Customer Support Plan.

The OnSite Option of Local Radio Support SOW covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached.


2.1. Use reasonable efforts to pickup and deliver Equipment per the mutually agreed upon Customer location, days of week, and preferred time. If a pick up/delivery cannot occur according to the preferred schedule, Customer will be contacted prior to the scheduled pick up/delivery, to arrange a mutually agreeable alternative date and/or time for pick up/delivery.

2.2. Generate service receipt and leave with Customer. 3.0 Customer has the following responsibilities:

3.1. Designate mutually agreeable location for service pickup and delivery, days of week, and preferred time. 3.2. Provide problem description along with Equipment.

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Statement of Work

Local Radio Support Radio Survey and Analysis Option 1.0 Description of Service

The Radio Survey and Analysis Option (“Option”) is a one annual operation test to ensure Customer’s Equipment meets manufacturer’s specifications. This Option will be provided during Standard Business Days at the Servicer facility. The Radio Survey and Analysis Option of Local Radio Support SOW covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached.

2.0 Motorola has the following responsibilities: 2.1. Physically inspect the Equipment. 2.2. Remove any dust, and/or foreign substances from the Equipment. 2.3. Measure (original measurements and the adjusted measurements), record, align and adjust the following

applicable Equipment parameters, to the frequency and modulation outlined in the Rules and Regulations of the Federal Communications Commission (FCC): 2.3.1. Receive frequency 2.3.2. Transmit frequency 2.3.3. Deviation 2.3.4. Transmitter power 2.3.5. Reflected power in antenna line (mobile antennas only) 2.3.6. Receive sensitivity 2.3.7. Audit output levels


3.1. Provide preferred schedule for Radio Survey and Analysis to Motorola. 3.2. Contact the Servicer prior to Equipment being brought in for service.

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Statement of Work Local Radio Support Antenna Replacement Option for Portables 1.0 Description of Service

The Antenna Replacement Option for Portables (“Option”) provides for an operational check and Restoration of the antenna. Due to the nature of this Option, Customer’s entire inventory of portables must be covered by this Option. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached.


2.1. Check and replace antenna as needed. 3.0 Customer has the following responsibilities:

3.1. No additional responsibilities.

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Statement of Work

Local Radio Support Remote Speaker Microphone Option for Portables 1.0 Description of Service

The Remote Speaker Microphone Option for Portables (“Option”) provides for the Restoration and/or replacement of remote speaker microphones that have become defective through normal wear and usage. This Option includes service to the remote speaker microphone cord that attaches it to the portable. Due to the nature of this option, Customer’s entire inventory of portables must be covered by this Option. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached.


2.1. Restore and/or replace remote speaker microphone as needed. 3.0 Customer has the following responsibilities:

3.1. No additional responsibilities.

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Statement of Work Local Radio Support Remote Control Head Option for Mobiles 1.0 Description of Service

The Remote Control Head Option for Mobiles provides for the Restoration of additional remote control heads, extended control heads, and Direct Entry Keypad (DEK) Plus that have become defective through normal wear and usage. Due to the nature of this Option, Customer’s entire inventory of mobiles must be covered by this Option. This Option covers Equipment that is specifically named in the applicable Agreement to which this Statement of Work is attached.


2.1. Restore remote control heads, extended control heads, and Direct Entry Keypad (DEK) Plus as needed.

3.0 Customer has the following responsibilities: 3.1. No additional responsibilities.

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Approved by Legal Page 1 of 7 August 10, 2011

Statement of Work

Network Monitoring, OnSite Infrastructure Response and Dispatch Service

Motorola will provide Network Monitoring, Dispatch Service and OnSite Infrastructure Response services to

Customer Systems. These services are applicable only for the following system types: ASTRO®, ASTRO® 25,

ARC 4000, SmartZone®/OmniLink® 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 ASTRO25, 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 of

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 diagnosis as permitted by Customer

pursuant to section 3.1

2.7. Create a Case, as necessary. 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.

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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.

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 by section 3.5 at

the following Case levels:

2.15.1. Open and closed; or

2.15.2. Open, assigned to the Servicer, arrival of the Servicer on site, deferred or delayed, closed.

2.16. Provide, when requested by Customer, 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.

3.0 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., including, but not limited to:

3.5.1.1. Case notification preferences and procedure

3.5.1.2. Repair Verification Preference and procedure

3.5.1.3. Database and escalation procedure forms.

3.5.1.4. 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

3.6.3. Other pertinent information requested by Motorola to open a Case.

3.7. Notify the SSC 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 2.11.2

3.11. Maintain and store in an easy accessible location any and all Software needed to Restore the System.

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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. 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.

3.15. 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

3.16. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to

provide the services described in this SOW.

Severity Definitions Table

Severity Level Problem Types

Severity 1 Response is provided Continuously

Major System failure

33% of System down

33% of Site channels down

Site Environment alarms (smoke, access, temp, AC power) as determined by the

SSC.

This level is meant to represent a major issue that results in an unusable system,

sub-system, Product, or critical features from the Customer’s perspective. No

Work-around or immediate solution is available.

Severity 2 Response during Standard Business Day

Significant System Impairment not to exceed 33% of system down

System problems presently being monitored

This level is meant to represent a moderate issue that limits a Customer's normal

use of the system, sub-system, product, or major non-critical features from a

Customer’s perspective

Severity 3 Response during Standard Business Day

Intermittent system issues

Information questions

Upgrades/preventative maintenance

This level is meant to represent a minor issue that does not preclude use of the

system, sub-system, product, or critical features from a Customer's perspective. It

may also represent a cosmetic issue, including documentation errors, general usage

questions, recommendations for product enhancements or modifications, and

scheduled events such as preventative maintenance or product/system upgrades.

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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 Off Deferral

Severity 1 Within 4 hours from

receipt of

Notification

Continuously

Within 2 hours from

receipt of Notification

Continuously

Within 4 hours from


Standard Business Day

Time provided by

Servicer *

Severity 2 Within 4 hours from

receipt of

Notification

Standard Business

Day

Within 4 hours from



Within 4 hours from



Time provided by

Servicer *

Severity 3 Within 24 hours

from receipt of

Notification

Standard Business

Day

Within 24 hours from



Within 24 hours from



Time provided by

Servicer *

Please note these are Standard Commitment times. The commitment times should be based on the

Customers Support Plan.

Provide update before the specific contractual commitments come due.

* Note: Provide update to System Support Center before Deferral time comes due.

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Appendix 1

Connectivity Matrix

System Type Connectivity Responsibility

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 T1 Motorola

MotoBridge T1 or VPN Motorola

SmartNet Dial-up Customer

Private Network Connection

IP VPN

(All Customers)

Public Internet Connection

IP VPN

(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

monitor Customers

No dedicated bandwidth provided to monitor 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 & Supplied Equipment Table

Equipment Type

Location Installed

Firewall/Router Master Site

System Support Server Master Site for each Zone

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Monitored Elements Table System Type Equipment ASTRO 25 (release 7.0-and higher) SECURITY ELEMENTS Monitoring and managing Security Elements is dependent on Customer purchasing and Core Security Management Server as Equipment with the Customer System

Packet Routing Network; Zone Controllers; Database Server; FullVision Server; UEM 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); Core, Exit, Gateway, Peripheral, Border, and Site routers, HP Switches master, prime, console (MCC7500) and repeater sites switches, GGSN; CWR MOSCAD Overlay (TenSr, Station, Channel Banks, TRAK GPS, Site Power, Microwave) Simulcast RF Site (Site Controllers, Comparators, Stations); Intelli Repeater RF Site (Stations); Intelli Site Repeater RF Site (Site Controllers, Stations). The SMARTX box is a transparent box that connects the legacy equipment to ASTRO core. The SMARTX box is not part of the monitored elements. 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 If Motorola Security Monitoring service is purchased - Core Security Management Server, Intrusion Detection Sensor, Firewall, Anti-virus Application, Servicer Authentication, Centralized Logging Server

ASTRO 25 (release 6.3 – 6.9) SECURITY ELEMENTS Monitoring and managing Security Elements is dependent on Customer purchasing and Core Security Management Server as Equipment with the Customer System

Nortel; 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; 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 If Motorola Security monitoring is purchased - Core Security Management Server, Intrusion Detection Sensor, Firewall, Anti-virus Application, Servicer Authentication, Centralized Logging Server

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ASTRO 25 6.0 - 6.2

Nortel; 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; 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, Environmental Alarms, Microwave)

SmartZone 4.1

Zone Controllers; Database Server; Digital Interface Unit (DIU); Central Electronic Bank (CEB) Interface; AEB; FullVision Server; Air Traffic Router; System Statistics Server (Multi-Zone); Zone Statistical Server; User Configuration Server; NOVA 2000 (Interconnect); Remote RF Sites (Site Controllers Including Simulcast, Stations); MOSCAD Overlay (Stations-Non Trunked, Comparater, TenSr Channel Banks, Environmental Alarms, Microwave)

ARC 4000

Zone Controller, Network Manager Servers, User Configuration Server, Zone Database Server, FullVision Server, Air Traffic Router Server, Packet Data Router & Radio Network Gateway (IV&D), Data Collection Device, Master Site Router (Core, Gateway), Master Site Switches, Individual Site Routers, Individual Site Switches

Astro LE

Site Controllers; Environmental Alarms; Channel Banks

SMARTNET Monitored by MOSCAD SiteSentry

Site Controllers; Stations; Environmental Alarms; Channel Banks. Site Sentry is a canceled product. No new customers.

Private Data

Wireless Network Gateway (WNG); Radio Network Controller (RNC); Base Station

Harmony (HWCS)

MSO, EBTS

MOTObridge

SIP, OMC, Gateway Units

Approved by Motorola Contracts & Compliance: 1/28/08

Statement of Work Network Preventative Maintenance 1.0 Description of Service

Network Preventative Maintenance will provide an operational test and alignment, on the Customer’s Infrastructure Equipment (infrastructure or fixed network equipment only) to ensure the Infrastructure meets original manufacturer’s specifications, as set forth in the applicable attached Exhibit(s), all of which are hereby incorporated by this reference. Customer’s System type determines which Exhibit is applicable (i.e. SmartZone system exhibit, SmartNet system exhibit). Network Preventative Maintenance will be performed during Standard Business Days. If the System or Customer requirements dictate this service must occur outside of Standard Business Days, Motorola will provide an additional quotation. Customer is responsible for any charges associated with helicopter or other unusual access requirements or expenses. The terms and conditions of this SOW are an integral part of Motorola's Service Terms and Conditions or other applicable agreement to which it is attached and made a part thereof by this reference.


2.1 Notify the Customer of any possible System downtime needed to perform this service. 2.2 Physically inspect the Infrastructure Equipment in the system (equipment cabinets, general circuitry,

fault indicators, cables, and connections). 2.3 Remove any dust, and/or foreign substances from the Infrastructure. 2.4 Clean filters, if applicable. 2.5 Measure, record, align, adjust the Infrastructure Equipment parameters in accordance with the

manufacturer’s service manuals and the Rules and Regulations of the Federal Communications Commission (FCC), where applicable.


3.1 Provide preferred schedule for Network Preventative Maintenance to Motorola. 3.2 Authorize and acknowledge any scheduled System downtime. 3.3 Maintain periodic backup of databases, Software applications and Firmware. 3.4 Establish and maintain a suitable environment (heat, light, and power) for the Equipment location and

provide the Servicer full, free, and safe access to the Equipment so that the Servicer may provide services. All sites shall be accessible by standard service vehicles.

3.5 Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Network Preventative Maintenance services to Customer.


Conventional Network Preventative Maintenance Checklist Conventional Infrastructure Operational Check (where applicable)

Transmitter modulation, RF power output/reflected RF Frequency Measured/adjusted Receiver Sensitivity Measured/Adjusted Audio Input & Output Levels Combiner & Circulator Loss Receiver Desense (Full Duplex Only)

Base Station(s), Repeater(s), Control Station(s)

Check Power Supply Voltages Audio Input & Output Levels Ethernet Operation Controller Power Supply Voltage, and AC Ripple Switches, Lights, CRT CEB Signal Levels Wiring and Grounding for each Position Check and Clean keyboards, CPU. CRT’s

Consoles Positions/Remotes

CEB diagnostics Audio Input & Output Levels Receiver Sensitivity Measured/Adjusted Comparator power supply voltage

Comparators (Voting) and /or Satellite Receivers

Check for proper signal voting Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch-Over Operations Switch to Generator Power Switch to Battery Power

Power UPS Generator AC to DC Power Unit (RF equipment) All Equipment Check Diagnostics/Alarms

Check all system printers Check all modems for proper levels & synchronization

Other Equipment

MBX/Other telco interface common equipment


Data – Network Preventative Maintenance Checklist

Data Infrastructure Operational Check (where applicable) RSSI Calibration Check (-90) Transmit Frequency Adjustments Transmitter Deviation Adjustments Transmitter modulation Compensation Transmitter Power out and Adjustments Reflect Power Measurement Receiver Sensitivity Test

Data Base Station (Quantar)

Receive Antenna De-sense Test RSSI Calibration Check VCO Calibration Check (.38Micro Volt) Injection Filter Adjustments Pre-selector/Image Filter Adjustments Transmit Frequency Adjustments RF Power out Measurements RF Forward and Reflect Trip adjust Transmit Deviation Adjustments Receiver Sensitivity Test

MSF 5000 Base Stations

Transmitter modulation Compensation RSSI Calibration Check Transmit Frequency Adjustments RF Power out Measurements RF Forward and Reflect Trip adjust Transmit Deviation Adjustments Receiver Sensitivity Test Transmitter modulation Compensation Power Supply Voltage Check

Gemini Base Station

Power Supply Ripple Voltage Check Power Supply In-take Fan Host connection check Message buffering

Radio Network Controllers

RF Interface Base Interface

Visually check system status and fault LEDs. Check SMIT for any module errors. Check each major modules Power Supply Voltage Check Visually check all cabling

Wireless Network Gateway

Capture all log and error reports Check for received line level Perform remote modem digital loopback test

UDS/Paradyne Modems

Check telco/microwave circuit

Check Batteries Switch-Over Operations

UPS

AC/DC Voltages


SMARTNET Network Preventative Maintenance Checklist SMARTNET Infrastructure Operational Check (where applicable)

Transmitter modulation, RF power output/reflected RF Frequency Measured/adjusted Receiver Sensitivity Measured/Adjusted Power Supplies Audio Input & Output Levels Combiner & Circulator Loss Receiver Desense (Full Duplex Only)

Repeater(s), Control Station(s)

Check Power Supply Voltages Audio Input & Output Levels Ethernet Operation CEB Power Supply Voltage, and AC Ripple Switches, Lights, CRT CEB Signal Levels Wiring and Grounding for each Position Check and Clean keyboards, CPU. CRT’s


CEB Diagnostics Central Controller and Power Supplies T Bar Switched Simulcast Controller Simulcast Remote Controller Distribution Amp DIGITAC Comparator Receiver Multi-Couplers Check for receiver to Comparator audio path. Check to see if equalization is required. Check for proper audio to Status Tone ratio

Central Controllers, DIGITAC Comparators

Confirm that all Receiver RX Notch Filters are either IN or OUT Roll to Redundant Receive Reference Module Frequency Standards (check 1 PPS, 5 MPPS, composite)

GPS

Check Power Supply Voltages Audio Network Analyzer Baseline Database Server System Manager Terminal

Site Equipment

Site Test/System Calibration Equipment Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch-Over Operations Switch to Generator Power Switch to Battery Power

POWER UPS Generator AC to DC Power Unit (RF equipment) All Equipment Check Diagnostics/Alarms


Other Equipment



SmartZone -Network Preventative Maintenance Checklist SmartZone Infrastructure Operational Check (where applicable)

Transmitter modulation RF power output/reflected RF Frequency Measured/adjusted Receiver Sensitivity Measured/Adjusted Audio Input & Output Level Check Low Speed Data Combiners & Circulator Loss Receiver Desense (Full Duplex Only)

Repeater(s), Control Station(s)

Power Supply voltages Audio Input & Output Level Ethernet Operation CEB Power Supply Voltage, and AC Ripple Switches, Lights, CRT CEB Signal Levels Wiring and Grounding for each Position Check and Clean keyboards, CPU. CRT’s


CEB Diagnostics Central Controller and Power Supplies T Bar Switched Simulcast Controller Simulcast Remote Controller Distribution Amp DIGITAC Comparator Receiver Multi-Couplers and Tower Mounted Amplifier Check for receiver to Comparator audio path. Check for proper audio to Status Tone ratio

Central Controllers, DIGITAC Comparators

Confirm that all Receiver RX Notch Filters are either IN or OUT Roll to Redundant Receive Reference Module Check Frequency Standards

GPS

Check Power Supply Voltages Audio Network Analyzer Baseline Database Server System Manager Terminal

Site Equipment

Site Test/System Calibration Equipment Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch-Over Operations Switch to Generator Power Switch to Battery Power

Power UPS Generator AC to DC Power Unit (RF equipment) All Equipment Check Diagnostics/Alarms


Other Equipment



ASTRO® LE -Network Preventative Maintenance Checklist Astro LE Infrastructure Operational Check (where applicable)

TX Frequency in Hz TX Power Output of Station (Forward/Reflected) TX Power Output out of Combiner (Forward/Reflected) TX Low Speed Deviation TX Test Pattern Deviation TX BER RX Tower/Rack Mounted Amplifier RX RF Level at 5% BER at Receiver and Through Multi-Coupler Receiver Desense/ Degradation do to Site Noise and TX Desense Wireline Audio Input & Output Levels Check Lights/Fan Operation Check/Align Frequency Standard Roll to Redundant Controller (pre-approved by customer) Test Site Trunking/Failsoft Modes (pre-approved by customer) Multiple Control Channel Switching (pre-approved by customer) Check Lights/Fan Operation Check Diagnostics/Alarms

CO-LOCATED/REMOTE SITE Repeater(s), Control Station(s) Site Controllers Router/Switches All Equipment

Power Supply Voltages Check Lights/Fan Operation Roll to Redundant Controller (pre-approved by customer) Check Lights/Fan Operation Check for receiver to Comparator audio path ACTAC 9600 Comparator All sites on line? V.24 link health-link delays Channel Bank/ transport health for all sites (diagnostics/alarms)

MASTER/PRIME SITE (RF Equipment) Master/Prime Site Controllers Router/Switches ASTRO-TAC Comparators Channel Bank

Roll to Redundant Power Supply (pre-approved by customer) Site Control Manager/Site Command Server (Clients) Backup Databases Terminal Server

MASTER/PRIME SITE (Servers)

Remote Access Test Roll to Redundant Receive Reference Module (pre-approved by customer) Frequency Standards (check 1 PPS, 5 MPPS, composite)

GPS

Check Power Supply Voltages Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch-Over Operations Switch to Generator Power (pre-approved by customer)

POWER UPS Generator


Switch to Battery Power (pre-approved by customer)

AC to DC Power Unit (RF equipment) All Equipment

Check Diagnostics/Alarms

Talkgroup Call Multigroup Call Private Call

TRUNKING TEST (Completed at all Sites)

Secure Call


ASTRO® 25 ARC4000, 6.x, & 7.x Network Preventative Maintenance Checklist ASTRO® 25 ARC4000, 6.x, & 7x Operational Check (where applicable)

Reference existing site PM documents for exact measurements

TX Frequency in Hz TX Power Output of Station (Forward/Reflected) TX Power Output out of Combiner (Forward/Reflected) TX Low Speed Deviation TX Test Pattern Deviation TX BER RX Tower/Rack Mounted Amplifier RX RF Level at 5% BER at Receiver and Through Multi-Coupler Receiver Desense/ Degradation do to Site Noise and TX Desense Wireline Audio Input & Output Levels Check Lights/Fan Operation Check/Align Frequency Standard Roll to Redundant Controller (pre-approved by customer) Test Site Trunking/Failsoft Modes (pre-approved by customer) Multiple Control Channel Switching (pre-approved by customer) Check Lights/Fan Operation Check Diagnostics/Alarms

CO-LOCATED/REMOTE SITE Repeater(s), Control Station(s) Site Controllers Router/Switches All Equipment

Power Supply Voltages Check Lights/Fan Operation Roll to Redundant Controller (pre-approved by customer) Check Lights/Fan Operation Check for receiver to Comparator audio path ACTAC 9600 Comparator All sites on line? V.24 link health- link delays Channel Bank/ transport health for all sites (diagnostics/alarms)

MASTER/PRIME SITE (RF Equipment) Master/Prime Site Controllers Router/Switches ASTRO-TAC Comparators Channel Bank

Roll to Redundant Power Supply (pre-approved by customer) Master Site Servers health (diagnostics/alarms) Complete backup of databases Roll to Redundant Zone Controller (pre-approved by customer) Remote Access Test Check all modems for proper levels & synchronization

MASTER/PRIME SITE (Servers) Misc Equipment

MBX/Other telco interface common equipment Roll to Redundant Receive Reference Module (pre-approved by customer) Frequency Standards (check 1 PPS, 5 MPPS, composite)

GPS

Check Power Supply Voltages Check Diagnostics/Alarms AC/DC Voltages/Batteries Switch-Over Operations Switch to Generator Power (pre-approved by customer) Switch to Battery Power (pre-approved by customer)

POWER UPS Generator AC to DC Power Unit (RF equipment) All Equipment Check Diagnostics/Alarms


Audio Input & Output Level Ethernet Operation CEB/MCC Power Supply Voltage, and AC Ripple Switches, Lights, CRT CEB/MCC Signal Levels Wiring and Grounding for each Position Check and Clean keyboards, CPU. CRT’s

CONSOLES POSITIONS/REMOTES

CEB/AEB/MCC diagnostics Talkgroup Test Multigroup Call Private Call

TRUNKING TEST (Completed at all sites)

Secure Call


E911 System Exhibit Infrastructure Type Operational Check (when applicable)

Power supply check -DC Voltage Processor card battery test Review of advisory log Inspect phone, handsets, cords, touch tone pads, lights, and telephone instruments at main PSAP and remote location. Test operation or each 911 trunk and administrative phone line Check ANI cable routing and verify all connections (tighten cable/connector strain relief devices, review punch block wiring) Verify dial-up access Verify any spare circuit boards are operational

ANI Controller

Inspect ANI cabinets (ventilation/cooling, secure covers) Verify no alarm status on call screen. Check alarm/event log Check size of call detail records, purge if necessary Size of hard space remaining and advise customer. Purge if necessary. Test operation of all servers, terminals/clients printers, at main PSAP and remote locations Make test 911 calls to verify ALI information is properly displayed on all terminals/clients at main PSAP and remote locations Verify any spare ALI equipment or devices are operational If system uses local ALI or TSL, verify system properly receives Telco subscriber updates as required Check ALI cable routing and verify all connections (tighten cable/connector strain relief devices where necessary) Inspect all computer and terminal equipment (fans, vents, keyboards, CRTs, etc) .

ALI Controller

Verify ALI components are receiving proper ventilation/cooling Generate test alarm and verify that Motorola NMO receives outbound alarms for Site Sentry Device (SEB) Verify inbound remote maintenance access of both ANI and ALI functions through all remote access devices (SEB or maintenance modems) Check and verify proper installation of all grounding cables and connectors. Verify operational status of surge suppression equipment

Other

Verify operational status of standby power systems (UPS equipment, AC generators)

Repair Service Advantage – Updated on 11/9/09 Reviewed NOVEMBER 2009

1

Statement of Work

Repair Service Advantage (Service Agreement)

End Users

1.0 Description

Repair Service Advantage provides board level service for the Equipment that is specifically named in the

applicable agreement to which this Statement of Work (SOW) is attached or any of the agreement’s subsequent

revisions. Services are performed at the Radio Support 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, Repair Service Advantage includes service on single mobile control heads provided that they are

required for normal operation of the Equipment and are included at the point of manufacture.

Repair Service Advantage excludes repairs to: optional accessories; standard mobile palm microphones; 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.

Engraving service is not covered under standard Repair Service Advantage. This service does not cover

defects, malfunctions, performance failures or damage to the unit resulting from physical, liquid, or chemical

damage. An estimate for non-covered repairs will be provided for units displaying extensive damage.

Repair Service Advantage is non-cancelable and non-refundable. If Equipment is added to the agreement

subsequent to the Start Date, these units are also non-cancelable and non-refundable for the agreement duration.

All Equipment must be in good working order on the Start Date or when additional Equipment is added to the

agreement. Equipment may only be added to the agreement, via a customer signed or emailed Motorola

Inventory Adjustment Form (IAF). Complete and accurate serial numbers and model descriptions must be

supplied.

All inventory adjustment requests for add-on subscriber units received prior to the 15th of the month will be

effective the 1st of the following month. Equipment add-on requests received after the 15

th of the month will be

effective the 1st of the next succeeding month.

Equipment deletions from the agreement may only be deleted under the following limited conditions:

a) Equipment was stolen and proof of theft is provided to Motorola; or

b) Motorola determines Equipment is damaged beyond repair; or

c) Motorola determines Equipment is no longer supportable or is obsolete; or

d) Equipment had already been under a previous contract for at least the twelve month requirement.

Equipment deletions, where applicable, will be effective at the end of the month in which the request was

received.

The terms and conditions of this Statement of Work are an integral part of the Motorola service agreement or

other applicable agreement to which it is attached and made a part thereof by this reference. If there are any

inconsistencies between the provisions of the Motorola service agreement or other applicable agreement and

this Statement of Work, the provisions of this Statement of Work shall prevail.

Repair Service Advantage – Updated on 11/9/09 Reviewed NOVEMBER 2009

2


2.1 Test and Restore the Equipment to Motorola factory specifications, including Factory Mutual (FM), and

Mine Hazard Safety 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 or code plug is not usable, a generic

template or code plug utilizing the latest Radio Service Software (RSS) or Customer Programming

Software (CPS) version for that Equipment will be used. The Equipment will require additional

programming by the Customer to Restore the original template. All Firmware is upgraded to the latest

release 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. Motorola will pay the inbound freight charges if the Customer uses the

Motorola designated delivery service.

2.5 Provide the Motorola repair request and Inventory Adjustment Form (IAF) via Motorola On Line (MOL).

2.6 Process inventory adjustment requests received by email or fax from Customer. If the request is received

by email, Motorola will email an acknowledgement to the sender.

2.7 Perform covered services as requested by Customer on the Motorola repair request form.

2.8 If applicable, notify Customer of changes in Motorola designated inventory adjustment email address or

fax number.

3.0 Customer has the following Responsibilities:

3.1 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

3.3 Access the Motorola repair request form and Inventory Adjustment Form (IAF) through Motorola On Line

(MOL).

3.4 Initiate service request via Motorola On Line (MOL) or complete a Motorola repair request form with

contract number referenced, and submit with each unit of Equipment sent in for service. Mobile control

heads or accessory items sent in must reference the serial number of the main unit.

3.5 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 applicable, 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 Adjustment Form (IAF) for all Equipment additions.

3.8 Local services or annual maintenance required for maintaining normal operation of the equipment, unless

specified on the service agreement.

Approved by Motorola Contracts & Compliance: July 22, 2009

SSTTAATTEEMMEENNTT OOFF WWOORRKK

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.


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.


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.


2.1 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.


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.



3.1 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.


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.




Severity 1 Response is provided Continuously

Major System failure

33% of System down

33% of Site channels down

• This level is meant to represent a major issue that results in an unusable

system, sub-system, Product, or critical features from the Customer’s

perspective. No Work-around or immediate solution is available.

Severity 2 � Response during Standard Business Day

� Significant System Impairment not to exceed 33% of system down

� System problems presently being monitored

� This level is meant to represent a moderate issue that limits a Customer's

normal use of the system, sub-system, product, or major non-critical

features from a Customer’s perspective

Severity 3 � Response during Standard Business Day

� Intermittent system issues

� Information questions

� Upgrades/Preventative maintenance

� This level is meant to represent a minor issue that does not preclude use of

the system, sub-system, product, or critical features from a Customer's

perspective. It may also represent a cosmetic issue, including

documentation errors, general usage questions, recommendations for

product enhancements or modifications, and scheduled events such as

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

1

Within 4 hours

from receipt of

Notification

Continuously

Within 2 hours

from receipt of

Notification

Continuously

Within 4 hours from

receipt of

Notification

Standard Business

Day

8 hours Time

provided

by

Servicer *

Severity

2

Within 4 hours

from receipt of

Notification

Standard Business

Within 4 hours

from receipt of

Notification

Standard Business

Within 4 hours from

receipt of

Notification

Standard Business

8 hours Time

provided

by

Servicer *


Severity

Level

Standard

Response Time

Premier Response

Time

Limited Response

Time Restoral

Off

Deferral

Day Day Day

Severity

3

Within 24 hours

from receipt of

Notification

Standard Business

Day

Within 24 hours

from receipt of

Notification

Standard Business

Day

Within 24 hours

from receipt of

Notification

Standard Business

Day

48 hours Time

provided

by

Servicer *

• Please note these are Standard Commitment times. The commitment times should be

based on the Customers Support Plan.

• Provide update before the specific contractual commitments come due.

* Note: Provide update to System Support Center before Deferral time comes due.

Connectivity Matrix

Private Network Connection

IP T1 (All Customers)

Public Internet Connection

IP T1 (Option Available only to Customers

outside of the US)

Standard solution for real-time Connectivity Non-standard solution for real-time Connectivity

Dedicated bandwidth configuration provided

to monitor Customers

No dedicated bandwidth provided to monitor

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


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 –

6.9)

Nortel; 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; 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

(Monitoring and managing

Security Elements is

dependent on Customer

purchasing Core Security

Management Server as

Equipment with the

Customer System)

Core Security Management Server; Firewall; Intrusion Detection Sensors;

Anti-virus Management application; Authentication Management

application; Centralized Logging Server


Statement of Work

Security Update Service (SUS)

1.0 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:

1.1 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.

1.2 System: The currently shipping Motorola ASTRO® 25 System Release and up to 5

releases prior, with the last eligible release starting at 7.4.

1.3 Supported Release: Security Update Service – Platinum is available on the currently

shipping Motorola ASTRO® 25 System Release and up to 5 releases prior, with the last

eligible release being 7.4. If a customer is on a System Release older than 7.4 (eg, 7.3,

7.2, 6.9, etc…), or is outside of the 5 release schedule, then they cannot purchase this

service.


With Security Update Service (“Service”), Motorola pretests the updated commercial anti

virus definitions for the Microsoft Windows based boxes on a System. This Service

includes Motorola obtaining Microsoft Security Updates for Windows operating system,

Solaris recommended patch bundles, Red Hat Linux security patches, anti-virus

definitions* and intrusion detection sensor updates for Motorola supplied equipment from

applicable original equipment manufacturer (OEM). Motorola will evaluate and pre-test

each update on Motorola’s ASTRO 25 test System components for operational impact.

Motorola’s verification and evaluation process for anti-virus definitions will consist of

applying each update to an appropriate ASTRO 25 system release that corresponds and is

consistent with supported** and fielded systems. Each assessment will consist of no less

than 36 hours of examination time to evaluate the impact each anti-virus update has to the

system. Upon satisfactory completion of the assessment pertaining to anti-virus

signatures, these updates will be provided on a weekly basis either automatically or

through connecting to Motorola’s secured extranet connection. When anti-virus


definitions classified as Category 4 (Severe, difficult to contain) and Category 5 (Very

Severe, very difficult to contain) by the commercial 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: Automatic anti-virus and IDS updates are only available through our network

security monitoring offering. 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 three 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 pushed automatically to the customer

ASTRO25 network only if network security monitoring is acquired 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. Security Update Service - Platinum does not include software for

system upgrades or implementation of any recommended remediation.

Inclusions: Security Update Service - Platinum is available on the currently shipping

Motorola ASTRO 25 System Release and up to 5 releases prior, with the last eligible

release being 7.4. If a customer is on a System Release older than 7.4 (eg, 7.3, 7.2, 6.9,

etc…), 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, MARVILS, 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.



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, not applicable to ASTRO 25

System, 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

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.


4.1 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.

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 Legal 11-20-09 page 1 of 2

Statement of Work Technical Support Service 1.0 Description of Services

The Technical Support service provides centralized remote telephone support for technical issues that require a high level of communications systems expertise or troubleshooting on Equipment. The Motorola System Support Center’s (SSC) Technical Support Operation is staffed with technologists who specialize in the diagnosis and resolution of system performance issues. Technical Support Service: (i) does not include software upgrades that may be required for issue resolution; (ii) does not include Customer training; (iii) is only available for those system types supported and approved by Technical Support Operations and (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, Wireless Broadband and Digital In-Car Video. 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.


2.1. 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, and Restoration which includes 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.

Approved by Legal 11-20-09 page 2 of 2

3.5. Allow Motorola remote access to the System by equipping the System with the necessary Connectivity.

3.6. Remove video from Digital In-Car Video equipment prior to contacting Motorola. If Technical Support assists the Customer in removing video, the Customer acknowledges, understands and agrees that Motorola does not guarantee or warrant that it will be able to extract any captured video or that any captured video will not be damaged, lost or corrupted.

3.7. Acknowledge that Cases will be handled in accordance with the times and priorities as defined in Remote Technical Support Response Times Table and the Severity Level defined in the Severity Definitions Table.

3.8. Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the Technical Support service to Customer.



Severity 1 Response is provided Continuously Major System failure 33% of System down 33% of Site channels down Site Environment alarms (smoke, access, temp, AC power). This level is meant to represent a major issue that results in an unusable

system, sub-system, Product, or critical features from the Customer’s perspective. No Work-around or immediate solution is available.

Severity 2 Response during Standard Business Day Significant System Impairment not to exceed 33% of system down System problems presently being monitored This level is meant to represent a moderate issue that limits a Customer's

normal use of the system, sub-system, product, or major non-critical features from a Customer’s perspective

Severity 3 Response during Standard Business Day Intermittent system issues Information questions Upgrades/preventative maintenance This level is meant to represent a minor issue that does not preclude use of

the system, sub-system, product, or critical features from a Customer's perspective. It may also represent a cosmetic issue, including documentation errors, general usage questions, recommendations for product enhancements or modifications, and scheduled events such as preventative maintenance or product/system upgrades.

Remote Technical Support Response Times Table

SEVERITY RESPONSE Severity 1 Within 1 Hour from receipt of Notification, Continuously Severity 2 Within 4 Hours from receipt of Notification, Standard Business Day Severity 3 Within next Business Day, Standard Business Day


Motorola Solutions Confidential Restricted Pricing Summary 7-1

SECTION 7

PRICING SUMMARY

7.1 KELLER OVERALL PRICING SUMMARY

The Infrastructure, Consoles, Installation, Civil and Site Development, System Integration and Subscribers summary is shown below. Proposal Pricing is based on a specific design and scope of services which will be detailed in our final proposal verbiage.

Item Description HGAC Pricing Fort Worth Pricing 1 Keller Infrastructure & System Integration Portion ‐ 1/6 of total $ 708,543.77 $ 644,066.28

2 Keller Dispatch Center $ 453,193.54 $ 404,410.06

3 Keller Flash Subscribers $ 157,242.91 $ 112,447.10

4 Keller APX Subscribers $ 712,828.58 $ 483,603.88

$ 2,031,808.80

Proposal and Add‐on

Incentives for Fort Worth and

Primary Users $ (387,281.47)

Price Validity June 29th,

2012 for Proposal Pricing and

all Incentives Offered

$ 1,644,527.33

Keller SummaryInfrastructure, Consoles, Subscribers and System Integration

*SYSTEM TOTAL BEFORE INCENTIVES

*Incentives based on the specific quantities and types of equipment proposed and changes to scope will

result in modifications to offered incentives. Through and including December 31, 2014, Motorola shall

offer additional equipment to the City at HGAC pricing with the following: (1) an additional 9.10%

discount on infrastructure, civil work, system services, and subscriber accessories, and (2) an additional

34.14% discount on all APX 6000, APX 6500, APX 7000, APX 7500, XTS, and XTL subscriber units and flash

kits. This pricing does not include any LTE equipment. No other promotions apply. If a third party enters

into a written agreement with Purchaser to use the System for the entity’s primary public safety

communications needs (“Third Party User”), the Third Party User will be entitled to pricing as set forth in

the Section 6(G) for equipment to be used primarily on the System for a period of time ending on June 29,

2012. From June 30, 2012 through and including December 31, 2014, Third Party Users will be entitled to

the following pricing: H‐GAC pricing with the following (1) an additional 9.10% on infrastructure, civil

work, system services, and subscriber accessories, and (2) an additional 20.0% discount on all APX 6000,

APX 6500, APX 7000, APX 7500, XTS, and XTL subscriber units and flash kits. Third Party Users will be

required to enter into a contract with Motorola substantially similar to the terms in this Agreement with

adjustments depending upon if the purchase will be equipment only or an add‐on to the System.

TOTAL SYSTEM COST AFTER INCENTIVES


7-2 Pricing Summary Motorola Solutions Confidential Restricted

7.2 KELLER DISPATCH CENTER DETAILED PRICING

The Infrastructure, Consoles, Installation, Civil and Site Development price tables are shown below.

Item Description HGAC Pricing

1 MCC7500 Console Equipment: Network, LAN/WAN, (6) Operators with 19" LCD Monitors, (24) Speakers $ 214,215.17

2 Site Monitoring, Surge Protection and Ancillary Equipment Included

3 Network Management Client with network equipment $ 9,584.00

4 Dispatch Spares $ 14,654.70

5 (1) GCP Controller and (2) CCGWs $ 21,402.50

6 Over‐the‐Air Logging: (63) Channel NICE NPX Logger, P25 Software, INFORM LITE Application and Services $ 126,558.17

7 (2) APX7500 Consolette with 100' Antenna Systems each $ 15,563.10

8 (1) CAD API Firewall $ 5,395.00

9 Equipment and Consolette Installation Services includes (4) XTL5000 Consolette Flash Kits $ 32,290.91

10 Program (2) Consolettes $ 181.82

11 Civil & Site Development Services: Surge Protection Installation, site and electrical work per SOW $ 13,348.18

$ 453,193.54

$ 404,410.06 Total Site with Fort Worth Pricing

P25 MCC7500 Console Site 2

Keller Dispatch Center

Total Site

Blue highlight indicates a description update only.


Motorola Solutions Confidential Restricted Pricing Summary 7-3

7.3 KELLER SUBSCRIBERS DETAILED PRICING TABLES

The Subscriber price tables for each agency are shown below.

Quantity Department Description HGAC Extended Price HGAC Unit Price

2 Public Works XTS1500 Flash Upgrades $ 640.00 $ 320.00

9 Dispatch XTL1500 Flash Upgrades 5,040.00$ $ 560.00

5 Public Works XTL1500 Flash Upgrades $ 2,800.00 $ 560.00

22 Police Department XTS2500 Flash Upgrades $ 21,384.00 $ 972.00

6 Public Works XTS2500 Flash Upgrades $ 7,752.00 $ 1,292.00

0 Control Stations XTL2500 Flash Upgrades Removed Removed

15 Police Department XTL2500 Flash Upgrades $ 14,280.00 $ 952.00

25 Public Works XTL2500 Flash Upgrades $ 23,800.00 $ 952.00

30 Public Works XTS5000 Flash Upgrades $ 36,360.00 $ 1,212.00

3 Fire Station XTL5000 Flash Upgrades $ 3,636.00 $ 1,212.00

1 Control Stations XTL5000 Flash Upgrades $ 1,212.00 $ 1,212.00

2 Police Department XTL5000 Flash Upgrades $ 2,424.00 $ 1,212.00

2 Public Works XTL5000 Flash Upgrades $ 2,424.00 $ 1,212.00

122 All Flash Subscribers $ 13,309.09 $ 109.09

122 All Program Subscribers 2x Touches $ 22,181.82 $ 181.82 $ 157,242.91 N/A

$ 112,447.10 N/A

Quantity Department Description HGAC Extended Price HGAC Unit Price

44 Police Department APX6000 Model 2.5 Portables with spare battery, RSM and single

unit chargers

$ 175,641.40 $ 3,991.85

8 Police Department APX6500 Mobile Dash Mount, 05 Control Head, 3dB Antenna $ 32,654.40 $ 4,081.80

60 Fire Department APX7000XE Ruggedized Model 2.5 Portables with RSM and Single

Unit Chargers

$ 293,580.00 $ 4,893.00

21 Fire Department APX7500 Mobile Remote Mount, 05 Control Head, 3db Antenna $ 100,606.80 $ 4,790.80

2 Fire Department APX7500 Mobile Dual Control Heads, 3db Antenna $ 10,493.60 $ 5,246.80

7 Fire Department APX7500 Consolettes, no antenna systems $ 43,402.80 $ 6,200.40

0 Fire Station APX7500 Consolette Removed Removed

0 Control Stations APX6500 Control Station Removed Removed

8 All Install PD Dash Mobiles $ 2,363.64 $ 295.45

21 All Install FD Remote Mobiles $ 14,318.18 $ 681.82

2 All Install FD Dual Control Head Mobiles $ 1,727.27 $ 863.64

7 All Install FD Consolettes $ 4,136.36 $ 590.91

4 All (4) 250' Antenna Systems for Fire Station Control Stations $ 11,831.40 $ 2,957.85

4 All Install (4) Fire Station Control Stations with Antenna Systems $ 9,163.64 $ 2,290.91

0 All Install APX Control Station, no antenna systems Removed Removed

142 All Program Subscriber 1x Touch $ 12,909.09 $ 90.91 $ 712,828.58 N/A

$ 483,603.88 N/A

Total Subscribers

Total Subscribers with Fort Worth Pricing

Total Subscribers with Fort Worth Pricing

Keller APX Subscribers

APX with P25, IV&D and POP25

Keller Flash Subscribers

Flash Kit Upgrades to P25, Integrated Voice & Data (IV&D) and Programming over P25 (POP25)

Total Subscribers

Blue highlights indicate a description update.


7-4 Pricing Summary Motorola Solutions Confidential Restricted

7.4 KELLER DISPATCH CONSOLES, NICE IP RECORDER, RADIOS & P25 FLASH PRICING WITH NETCO INFRASTRUCTURE

Pricing Summary HGAC Pricing Fort Worth Pricing

NETCO infrastructure $4,251,262.61 $3,864,397.71

Keller 1/6 Infrastructure & System Integration $708,543.77 $644,066.28

Equipment which includes (6) MCC-7500 IP Consoles and associated hardware, (2) Conventional Gateways, Phone & Radio NICE IP Logging Recording System, (2) Dispatch Consolettes, (11) XTL Control Station Flash Kits, Equipment Installation Services, Radio Installation, Flash and Programming and Site Enhancements

$459,445.54 $408,527.62

POLICE

Police Mobiles APX-6500’s & P25 Flash Kits $49,358.40 $32,507.44

Police Portables APX-6000’s, P25 Flash Kits, Spare Batteries, Remote Speaker Mics & Chargers

$197,025.40 $129,760.93

FIRE

Fire Mobiles APX-7500’s , APX-Consollettes Flash Station Antenna’s $158,139.20 $104,150.48

Fire Portables APX-7500’s, Additional Batteries, Remote Speaker Mics & Chargers

$293,580.00 $193,351.79

PUBLIC WORKS

PW Mobiles and Portables P25 Flash Kits $73,776.00 $48,588.87

Labor for all Radios & P25 Flash Kits above

Labor for all Mobile Install, Programming, Flash labor $91,940.49 $83,573.91

Keller System Total HGAC / Fort Worth Contract $2,031,808.80 $1,644,527.32

Keller Total $1,644,527.32

LESSEE FACT SHEET

Please help Motorola Solutions, Inc. provide excellent billing service by providing the following information: 1. Complete Billing Address City of Keller _________________________________________ ________________________________________ Attention: _________________________________________ Phone: _________________________________________ 2. Lessee County Location: _________________________________________ 3. Federal Tax I.D. Number _________________________________________ 4. Purchase Order Number to be referenced on invoice (if necessary) or other “descriptions” that may assist in

determining the applicable cost center or department: ________________________ 5. Equipment description that you would like to appear on your

invoicing:_________________________________________ Appropriate Contact for Documentation / System Acceptance Follow-up: 6. Appropriate Contact & _______________________________________ Mailing Address _______________________________________ _________________________________________ _________________________________________ Phone: _________________________________________ Fax: __________________________________________ 7. Payment remit to address: Motorola Credit Corp.

P.O. Box 71132 Chicago IL 60694-1132

Thank you

EQUIPMENT LEASE-PURCHASE AGREEMENT

Lease Number: 23289 LESSEE: LESSOR: City of Keller Motorola Solutions, Inc. 1100 Bear Creek Pkwy 1303 E. Algonquin Rd. Keller TX 76248 Schaumburg, IL 60196 Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor, the Equipment described in any Schedule A now or hereafter attached hereto ("Equipment") in accordance with the following terms and conditions of this Equipment Lease-Purchase Agreement ("Lease"). 1. TERM. This Lease will become effective upon the execution hereof by Lessor. The Term of this Lease will commence on date specified in Schedule A and unless terminated according to terms hereof or the purchase option, provided in Section 18, is exercised this Lease will continue until the Expiration Date set forth in Schedule B attached hereto ("Lease Term"). 2. RENT. Lessee agrees to pay to Lessor or its assignee the Lease Payments (herein so called), including the interest portion, in the amounts specified in Schedule B. The Lease Payments will be payable without notice or demand at the office of the Lessor (or such other place as Lessor or its assignee may from time to time designate in writing), and will commence on the first Lease Payment Date as set forth in Schedule B and thereafter on each of the Lease Payment Dates set forth in Schedule B. Any payments received later than ten (10) days from the due date will bear interest at the highest lawful rate from the due date. Except as specifically provided in Section 5 hereof, the Lease Payments will be absolute and unconditional in all events and will not be subject to any set-off, defense, counterclaim, or recoupment for any reason whatsoever. Lessee reasonably believes that funds can be obtained sufficient to make all Lease Payments during the Lease Term. It is Lessee's intent to make Lease Payments for the full Lease Term if funds are legally available therefor and in that regard Lessee represents that the Equipment will be used for one or more authorized governmental or proprietary functions essential to its proper, efficient and economic operation. 3. DELIVERY AND ACCEPTANCE. Lessor will cause the Equipment to be delivered to Lessee at the location specified in Schedule A ("Equipment Location"). Lessee will accept the Equipment as soon as it has been delivered and is operational. Lessee will evidence its acceptance of the Equipment by executing and delivering to Lessor a Delivery and Acceptance Certificate in the form provided by Lessor. Even if Lessee has not executed and delivered to Lessor a Delivery and Acceptance Certificate, if Lessor believes the Equipment has been delivered and is operational, Lessor may require Lessee to notify Lessor in writing (within five (5) days of Lessee’s receipt of Lessor’s request) whether or not Lessee deems the Equipment (i) to have been delivered and (ii) to be operational, and hence be accepted by Lessee. If Lessee fails to so respond in such five (5) day period, Lessee will be deemed to have accepted the Equipment and be deemed to have acknowledged that the Equipment was delivered and is operational as if Lessee had in fact executed and delivered to Lessor a Delivery and Acceptance Certificate. 4. REPRESENTATIONS AND WARRANTIES. Lessor acknowledges that the Equipment leased hereunder is being manufactured and installed by Motorola Solutions, Inc. pursuant to contract (the "Contract") covering the Equipment. Lessee acknowledges that on or prior to the date of acceptance of the Equipment, Lessor intends to sell and assign Lessor's right, title and interest in and to this Agreement and the Equipment to an assignee ("Assignee"). LESSEE FURTHER ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THE CONTRACT, LESSOR MAKES NO EXPRESS OR IMPLIED WARRANTIES OF ANY NATURE OR KIND WHATSOEVER, AND AS BETWEEN LESSEE AND THE ASSIGNEE, THE PROPERTY SHALL BE ACCEPTED BY LESSEE "AS IS" AND "WITH ALL FAULTS". LESSEE AGREES TO SETTLE ALL CLAIMS DIRECTLY WITH LESSOR AND WILL NOT ASSERT OR SEEK TO ENFORCE ANY SUCH CLAIMS AGAINST THE ASSIGNEE. NEITHER LESSOR NOR THE ASSIGNEE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER AS A RESULT OF THE LEASE OF THE EQUIPMENT, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, PROPERTY DAMAGE OR LOST PRODUCTION WHETHER SUFFERED BY LESSEE OR ANY THIRD PARTY.

Lessor is not responsible for, and shall not be liable to Lessee for damages relating to loss of value of the Equipment for any cause or situation (including, without limitation, governmental actions or regulations or actions of other third parties). 5. NON-APPROPRIATION OF FUNDS. Notwithstanding anything contained in this Lease to the contrary, in the event the funds appropriated by Lessee's governing body in any fiscal period of Lessee for Lease Payments or other amounts due under this Lease are insufficient therefor, this Lease shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee of any kind whatsoever, except as to the portions of Lease Payments or other amounts herein agreed upon for which funds shall have been appropriated and budgeted. The Lessee will immediately notify the Lessor or its Assignee of such occurrence. In the event of such termination, Lessee agrees to peaceably surrender possession of the Equipment to Lessor or its Assignee on the date of such termination, packed for shipment in accordance with manufacturer specifications and freight prepaid and insured to any location in the continental United States designated by Lessor. Lessor will have all legal and equitable rights and remedies to take possession of the Equipment. Notwithstanding the foregoing, Lessee agrees, to the extent not prohibited by law, that it will not cancel this Lease under the provisions of this Section if any funds are appropriated to it, or by it, for the acquisition, retention or operation of the Equipment for the fiscal period in which such termination occurs or the next succeeding fiscal period thereafter.

6. LESSEE CERTIFICATION. Lessee represents, covenants and warrants that: (i) Lessee is a state or a duly constituted political subdivision or agency of the state of the Equipment Location; (ii) it is the intent of Lessee and Lessor that the interest portion of the Lease Payments shall be excludable from Lessor's gross income pursuant to Section 103 of the Internal Revenue Code of 1986, as it may be amended from time to time ( the "Code"); (iii) the execution, delivery and performance by the Lessee of this Lease have been duly authorized by all necessary action on the part of the Lessee; (iv) this Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with its terms; (v) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, and such compliance shall include but not be limited to the execution of information statements requested by Lessor; (vi) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the Lease to be an arbitrage bond within the meaning of Section 148(a) of the Code; (vii) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, this Lease to be a private activity bond within the meaning of Section 141(a) of the Code; (viii) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the interest portion of the Lease Payments to be or become includible in gross income for Federal income taxation purposes under the Code; and (ix) Lessee will be the only entity to own, use and operate the Equipment during the Lease Term.

Lessee represents, covenants and warrants that (i) it will do or cause to be done all things necessary to

preserve and keep the Lease in full force and effect, (ii) it has complied with all public bidding and Bond Commission requirements (as defined in the Code) where necessary and by due notification presented this Lease for approval and adoption as a valid obligation on its part, and (iii) it has sufficient appropriations or other funds available to pay all amounts due hereunder for the current fiscal period.

If Lessee breaches the covenant contained in this Section, the interest component of Lease Payments may

become includible in gross income of the owner or owners thereof for federal income tax purposes. If such event occurs due to the action or inaction of Lessee, notwithstanding anything to the contrary contained in Section 11 of this Agreement, Lessee agrees to pay promptly after any such determination of taxability and on each Lease Payment date thereafter to Lessor an additional amount determined by Lessor to compensate such owner or owners for the loss of such excludibility (including, without limitation, compensation relating to interest expense, penalties or additions to tax), which determination shall be conclusive (absent manifest error). Notwithstanding anything herein to the contrary, any additional amount payable by Lessee pursuant to this Section 6 shall be payable solely from Legally Available Funds.

It is Lessor’s and Lessee’s intention that this Agreement not constitute a “true” lease for federal income tax purposes and, therefore, it is Lessor’s and Lessee’s intention that Lessee be considered the owner of the Equipment for federal income tax purposes.

7. TITLE TO EQUIPMENT; SECURITY INTEREST. Upon delivery of the Equipment to Lessee

hereunder, title to the Equipment will vest in Lessee; provided, however, that (i) in the event of termination of this Lease by Lessee pursuant to Section 5 hereof; (ii) upon the occurrence of an Event of Default hereunder, and as long as such Event of Default is continuing; or (iii) in the event that the purchase option has not been exercised prior to the Expiration Date, title will immediately vest in Lessor or its Assignee. In order to secure all of its obligations hereunder, Lessee hereby (i) grants to Lessor a first and prior security interest in any and all right, title

and interest of Lessee in the Equipment and in all additions, attachments, accessions, and substitutions thereto, and on any proceeds therefrom; (ii) agrees that this Lease may be filed as a financing statement evidencing such security interest; and (iii) agrees to execute and deliver all financing statements, certificates of title and other instruments necessary or appropriate to evidence such security interest. 8. USE; REPAIRS. Lessee will use the Equipment in a careful manner for the use contemplated by the manufacturer of the Equipment and shall comply with all laws, ordinances, insurance policies and regulations relating to, and will pay all costs, claims, damages, fees and charges arising out of the possession, use or maintenance of the Equipment. Lessee, at its expense will keep the Equipment in good repair and furnish all parts, mechanisms and devices required therefor. 9. ALTERATIONS. Lessee will not make any alterations, additions or improvements to the Equipment without Lessor's prior written consent unless such alterations, additions or improvements may be readily removed without damage to the Equipment and do not diminish the value of the Equipment. 10. LOCATION; INSPECTION. The Equipment will not be removed from, [or if the Equipment consists of rolling stock, its permanent base will not be changed from] the Equipment Location without Lessor's prior written consent which will not be unreasonably withheld. Lessor will be entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to inspect the Equipment or observe its use and operation.

11. LIENS AND TAXES. Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances except those created under this Lease. Lessee shall pay, when due, all charges and taxes (local, state and federal) which may now or hereafter be imposed upon the ownership, leasing, rental, sale, purchase, possession or use of the Equipment, excluding however, all taxes on or measured by Lessor's income. If Lessee fails to pay said charges and taxes when due, Lessor shall have the right, but shall not be obligated, to pay said charges and taxes. If Lessor pays any charges or taxes, Lessee shall reimburse Lessor therefor within ten days of written demand. 12. RISK OF LOSS: DAMAGE; DESTRUCTION. During the term of the Lease, Lessee assumes all risk of loss or damage to the Equipment from any cause whatsoever, and no such loss of or damage to the Equipment nor defect therein nor unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Lease Payments or to perform any other obligation under this Lease. In the event of damage to any item of Equipment, Lessee will immediately place the same in good repair with the proceeds of any insurance recovery applied to the cost of such repair. If Lessor determines that any item of Equipment is lost, stolen, destroyed or damaged beyond repair, Lessee at the option of Lessor will: either (a) replace the same with like equipment in good repair; or (b) on the next Lease Payment date, pay Lessor the sum of : (i) all amounts then owed by Lessee to Lessor under this Lease, including the Lease payment due on such date; and (ii) an amount equal to all remaining Lease Payments to be paid during the Lease Term as set forth in Schedule B. In the event that Lessee is obligated to make such payment with respect to less than all of the Equipment, Lessor will provide Lessee with the pro rata amount of the Lease Payment and the Balance Payment (as set forth in Schedule B) to be made by Lessee with respect to that part of the Equipment which has suffered the Event of Loss.

13. INSURANCE. Lessee will, at its expense, maintain at all times during the Lease Term, fire and extended coverage, public liability and property damage insurance with respect to the Equipment in such amounts, covering such risks, and with such insurers as shall be satisfactory to Lessor, or, with Lessor's prior written consent, Lessee may self-insure against any or all such risks. All insurance covering loss of or damage to the Equipment shall be carried in an amount no less than the amount of the then applicable Balance Payment with respect to such Equipment. The initial amount of insurance required is set forth in Schedule B. Each insurance policy will name Lessee as an insured and Lessor or it’s Assigns as an additional insured, and will contain a clause requiring the insurer to give Lessor at least thirty (30) days prior written notice of any alteration in the terms of such policy or the cancellation thereof. The proceeds of any such policies will be payable to Lessee and Lessor or it’s Assigns as their interests may appear. Upon acceptance of the Equipment and upon each insurance renewal date, Lessee will deliver to Lessor a certificate evidencing such insurance. In the event that Lessee has been permitted to self-insure, Lessee will furnish Lessor with a letter or certificate to such effect. In the event of any loss, damage, injury or accident involving the Equipment, Lessee will promptly provide Lessor with written notice thereof and make available to Lessor all information and documentation relating thereto. 14. INDEMNIFICATION. Lessee shall, to the extent permitted by Texas law, indemnify Lessor against, and hold Lessor harmless from, any and all claims, actions, proceedings, expenses, damages or liabilities,

including attorneys' fees and court costs, arising in connection with the Equipment, including, but not limited to, its selection, purchase, delivery, possession, use, operation, rejection, or return and the recovery of claims under insurance policies thereon. 15. ASSIGNMENT. Without Lessor's prior written consent, Lessee will not either (i) assign, transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this Lease or the Equipment or any interest in this Lease or the Equipment or; (ii) sublet or lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. Lessor may assign its rights, title and interest in and to this Lease, the Equipment and any documents executed with respect to this Lease and/or grant or assign a security interest in this Lease and the Equipment, in whole or in part. Any such assignees shall have all of the rights of Lessor under this Lease. Subject to the foregoing, this Lease inures to the benefit of and is binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. Lessee covenants and agrees not to assert against the Assignee any claims or defenses by way of abatement, setoff, counterclaim, recoupment or the like which Lessee may have against Lessor. No assignment or reassignment of any Lessor's right, title or interest in this Lease or the Equipment shall be effective unless and until Lessee shall have received a notice of assignment, disclosing the name and address of each such assignee; provided, however, that if such assignment is made to a bank or trust company as paying or escrow agent for holders of certificates of participation in the Lease, it shall thereafter be sufficient that a copy of the agency agreement shall have been deposited with Lessee until Lessee shall have been advised that such agency agreement is no longer in effect. During the Lease Term Lessee shall keep a complete and accurate record of all such assignments in form necessary to comply with Section 149(a) of the Code, and the regulations, proposed or existing, from time to time promulgated thereunder. No further action will be required by Lessor or by Lessee to evidence the assignment, but Lessee will acknowledge such assignments in writing if so requested. After notice of such assignment, Lessee shall name the Assignee as additional insured and loss payee in any insurance policies obtained or in force. Any Assignee of Lessor may reassign this Lease and its interest in the Equipment and the Lease Payments to any other person who, thereupon, shall be deemed to be Lessor's Assignee hereunder. 16. EVENT OF DEFAULT. The term "Event of Default", as used herein, means the occurrence of any one or more of the following events: (i) Lessee fails to make any Lease Payment (or any other payment) as it becomes due in accordance with the terms of the Lease, and any such failure continues for ten (10) days after the due date thereof; (ii) Lessee fails to perform or observe any other covenant, condition, or agreement to be performed or observed by it hereunder and such failure is not cured within twenty (20) days after written notice thereof by Lessor; (iii) the discovery by Lessor that any statement, representation, or warranty made by Lessee in this Lease or in writing ever delivered by Lessee pursuant hereto or in connection herewith is false, misleading or erroneous in any material respect; (iv) proceedings under any bankruptcy, insolvency, reorganization or similar legislation shall be instituted against or by Lessee, or a receiver or similar officer shall be appointed for Lessee or any of its property, and such proceedings or appointments shall not be vacated, or fully stayed, within twenty (20) days after the institution or occurrence thereof; or (v) an attachment, levy or execution is threatened or levied upon or against the Equipment. 17. REMEDIES. Upon the occurrence of an Event of Default, and as long as such Event of Default is continuing, Lessor may, at its option, exercise any one or more of the following remedies: (i) by written notice to Lessee, declare all amounts then due under the Lease, and all remaining Lease Payments due during the Fiscal Year in effect when the default occurs to be immediately due and payable, whereupon the same shall become immediately due and payable; (ii) by written notice to Lessee, request Lessee to (and Lessee agrees that it will), at Lessee's expense, promptly return the Equipment to Lessor in the manner set forth in Section 5 hereof, or Lessor, at its option, may enter upon the premises where the Equipment is located and take immediate possession of and remove the same; (iii) sell or lease the Equipment or sublease it for the account of Lessee, holding Lessee liable for all Lease Payments and other amounts due prior to the effective date of such selling, leasing or subleasing and for the difference between the purchase price, rental and other amounts paid by the purchaser, Lessee or sublessee pursuant to such sale, lease or sublease and the amounts payable by Lessee hereunder; and (iv) exercise any other right, remedy or privilege which may be available to it under applicable laws of the state of the Equipment Location or any other applicable law or proceed by appropriate court action to enforce the terms of the Lease or to recover damages for the breach of this Lease or to rescind this Lease as to any or all of the Equipment. In addition, Lessee will remain liable for all covenants and indemnities under this Lease and for all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to Lessor.

18. PURCHASE OPTION. Upon thirty (30) days prior written notice from Lessee to Lessor, and provided that no Event of Default has occurred and is continuing, or no event, which with notice or lapse of time, or both could become an Event of Default, then exists, Lessee will have the right to purchase the Equipment on the Lease Payment dates set forth in Schedule B by paying to Lessor, on such date, the Lease Payment then due together with the Balance Payment amount set forth opposite such date. Upon satisfaction by Lessee of such purchase conditions, Lessor will transfer any and all of its right, title and interest in the Equipment to Lessee as is, without warranty, express or implied, except that the Equipment is free and clear of any liens created by Lessor. 19. NOTICES. All notices to be given under this Lease shall be made in writing and mailed by certified mail, return receipt requested, to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notice shall be deemed to have been received five days subsequent to such mailing. 20. SECTION HEADINGS. All section headings contained herein are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Lease. 21. GOVERNING LAW. This Lease shall be construed in accordance with, and governed by the laws of, the state of the Equipment Location. 22. DELIVERY OF RELATED DOCUMENTS. Lessee will execute or provide, as requested by Lessor, such other documents and information as are reasonably necessary with respect to the transaction contemplated by this Lease. 23. ENTIRE AGREEMENT; WAIVER. This Lease, together with the Delivery and Acceptance Certificate and other attachments hereto, and other documents or instruments executed by Lessee and Lessor in connection herewith, constitutes the entire agreement between the parties with respect to the Lease of the Equipment, and this Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of the Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of the Lease. The waiver by Lessor of any breach by Lessee of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach thereof. 24. EXECUTION IN COUNTERPARTS. This Lease may be executed in several counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement as of the _____ day of May, 2012 LESSEE: LESSOR: CITY OF KELLER MOTOROLA SOLUTIONS, INC. By:___________________________ By:_____________________________ Title:__________________________ Title:____________________________

OPINION OF COUNSEL With respect to that certain Equipment Lease-Purchase Agreement #23289 dated May ______, 2012 by and between Motorola Solutions, Inc. and the Lessee, I am of the opinion that: (i) that, within the meaning of Seciton 103 of the Internal Revenue Code of 1986, the Lessee is a state or a fully constituted political subdivision or agency of the State in which the Equipment is located (Equipment Location) described in Schedule A hereto; (ii) the execution, delivery and performance by the Lessee of the Lease have been duly authorized by all necessary action on the part of the Lessee and (iii) the Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with its terms. ______________________________________________________________________ Attorney for CITY OF KELLER

SCHEDULE A EQUIPMENT LEASE-PURCHASE AGREEMENT

Schedule A Lease Number:

23289

This Equipment Schedule dated as of _______ is being executed by MOTOROLA SOLUTIONS, INC. ("Lessor") and CITY OF KELLER (Lessee"), as a supplement to, and is hereby attached to and made a part of that certain Equipment Lease-Purchase Agreement Number 23289 dated as of _______ ("Lease"), between Lessor and Lessee. Lessor hereby leases to Lessee under and pursuant to the Lease, and Lessee hereby accepts and leases from Lessor under and pursuant to the Lease, subject to and upon the terms and conditions set forth in the Lease and upon the terms set forth below, the following items of Equipment QUANTITY DESCRIPTION (Manufacturer, Model, and Serial Nos.) Refer to attached Equipment List.

Equipment Location: TX

Initial Term: ____ Months Commencement Date: 5/1/2012 First Payment Due Date: 12/1/2013 __ annual payment of $______followed by ___ annual payments of $____ as outlined in the attached Schedule B, plus Sales/Use Tax of $0.00, payable on the Lease Payment Dates set forth in Schedule B. EXECUTED as of the date first herein set forth. LESSEE: LESSOR:

CITY OF KELLER Motorola Solutions, Inc. By: ________________________________ By:___________________________ Title: _______________________________ Title:_________________________

INITIAL INSURANCE REQUIREMENT: $________ Except as specifically provided in Section five of the Lease hereof, Lessee agrees to pay to Lessor or its assignee the Lease Payments, including the interest portion, in the amounts and dates specified in the above payment schedule. LESSEE: LESSOR: CITY OF KELLER Motorola Solutions, Inc. By: ________________________________ By: ______________________________ Title: ________________________________ Title: ______________________________ Date: ________________________________ Date: ______________________________

CERTIFICATE OF INCUMBENCY I, ______________________________________ do hereby certify that I am the duly elected or (Signature of Secretary/Clerk ) appointed and acting Secretary or Clerk of the CITY OF KELLER, an entity duly organized and existing

under the laws of the State of Texas that I have custody of the records of such entity, and that, as of the date

hereof, the individuals named below are the duly elected or appointed officers of such entity holding offices set

forth opposite of their respective names. I further certify that (i) the signatures set opposite their respective

names and titles are their true and authentic signatures and (ii) such officers have the authority on behalf of such

entity to enter into that certain Equipment Lease Purchase Agreement number 23289 dated ________, and

Schedule A number 23289 dated ________, between CITY OF KELLER and Motorola Solutions, Inc. .

Name Title Signature _______________________ _______________________ _______________________

(Individual who signed Lease documents should be listed here and sign where applicable) IN WITNESS WHEREOF, I have executed this certificate and affixed the seal of CITY OF KELLER, hereto this ______ day of ________________, 2012. By: ______________________________________ (Signature of Secretary/Clerk)

SEAL

EVIDENCE OF INSURANCE

Fire, extended coverage, public liability and property damage insurance for all of the Equipment listed on Schedule A number 23289 dated ___________ to that certain Equipment Lease Purchase Agreement number 23289 dated ____________ will be maintained by the CITY OF KELLER as stated in the Equipment Lease Purchase Agreement. This insurance shall name MOTOROLA SOLUTIONS, INC. or its assignee as additional insured and loss payee for the term of the Schedule A number 23289 dated ______________. This insurance is provided by: _____________________________________________________ Name of insurance provider _____________________________________________________ Address of insurance provider _____________________________________________________ City, State and Zip Code _____________________________________________________ Phone and fax numbers of insurance provider _____________________________________________________ Email address of insurance provider In accordance with the Equipment Lease Purchase Agreement Number 23289 , CITY OF KELLER, hereby certifies that following coverage are or will be in full force and effect: Type Amount Effective Expiration Policy Date Date Number Fire and Extended Coverage __________ __________ __________ _____________________ Property Damage __________ __________ __________ _____________________ Public Liability __________ __________ __________ _____________________ Lessee: CITY OF KELLER By: _______________________________ Its: _______________________________ Date: _______________________________

STATEMENT OF ESSENTIAL USE/SOURCE OF FUNDS

To further understand the essential governmental use intended for the equipment together with an understanding of the sources from which payments will be made, please address the following questions by completing this form or by sending a separate letter: 1. What is the specific use of the equipment?

2. Why is the equipment essential to the operation of CITY OF KELLER? 3. Does the equipment replace existing equipment? If so, why is the replacement being made? 4. Is there a specific cost justification for the new equipment? If yes, please attach outline of justification. 5. What is the expected source of funds for the payments due under the Lease for the current fiscal year and future fiscal years? Lessee: CITY OF KELLER By: __________________________________________ Its: __________________________________________ Date: __________________________________________

EQUIPMENT LEASE PURCHASE AGREEMENT DELIVERY AND ACCEPTANCE CERTIFICATE

The undersigned Lessee hereby acknowledges receipt of the Equipment described below (“Equipment”) and Lessee hereby accepts the Equipment after full inspection thereof as satisfactory for all purposes of lease Schedule A to the Equipment Lease Purchase Agreement executed by Lessee and Lessor. Equipment Lease Purchase Agreement Date: ___________________________ Lease Schedule A Date: ____________________________________ Equipment Lease Purchase Agreement No.: 23289 Lease Schedule A No. : 23289

EQUIPMENT INFORMATION

QUANTITY MODEL NUMBER EQUIPMENT DESCRIPTION

Equipment referenced in lease Schedule A# 23289 dated ___________. See Schedule A for a detailed Equipment List.

LESSEE: CITY OF KELLER

By: ______________________________________ Date: ____________________________________

Bank Qualified THIS LEASE IS A QUALIFIED TAX-EXEMPT OBLIGATION IN ACCORDANCE WITH SECTION 265(b)(3) OF THE CODE AND THE LESSEEHAS NOT DESIGNATED MORE THAN $10,000,000 OF ITS OBLIGATIONS AS QUALIFIED TAX-EXEMPT OBLIGATIONS IN ACCORDANCE WITH SUCH SECTION FOR THE CURRENT CALENDAR YEAR AND THE LESSEE REASONABLY ANTICIPATES THAT THE TOTAL AMOUNT OF TAX-EXEMPT OBLIGATIONS TO BE ISSUED BY LESSEE DURING THE CURRENT CALENDAR YEAR WILL NOT EXCEED $10,000,000.

Lessee: CITY OF KELLER By:_____________________________ Title____________________________

LESSEE RESOLUTION

At a duly called meeting of the Governing Body of the Lessee (as defined in the Lease Agreement) held on __________, 2012 the following resolution was introduced and adopted. BE IT RESOLVED by the Governing Board of Lessee as follows: 1. Determination of Need. The Governing Body of Lessee has determined that a true and very real need

exists for the acquisition of the Equipment or other personal property described in the Lease Schedule dated as of __________, 2012, between CITY OF KELLER(Lessee) and Motorola Solutions, Inc. (Lessor).

2. Approval and Authorization. The Governing body of Lessee has determined that the Lease Agreement, substantially in the form presented to this meeting, is in the best interests of the Lessee for the acquisition of such Equipment or other personal property, and the Governing Board hereby approves the entering into of the Lease Agreement by the Lessee and hereby designates and authorizes the following person(s) to execute and deliver the Lease Agreement on Lessee’s behalf sith such changes thereto as such person deems appropriate, and any related documents, including any escrow agreement, necessary to the consummation of the transactions contemplated by the Lease Agreement.

Authorized Individual(s):_____________________________________________________________ Printed or typed name(s) and title(s) of Individual(s) authorized to execute the Lease Agreement.

3. Adoption of Resolution. The signatures below from the designated individuals for the Governing Body

of the Lessee evidence the adoption by the Governing Body of this Resolution.

Signature: _________________________ Attested By: _______________ Name and Title : ______________________ Name and Title: _____________

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