Agenda packet — Lemoore City Council, December 6, 2022 (part 1 of 6)

MEETING AGENDA
Please silence all electronic devices as a courtesy to those in attendance. Thank you.

Regular Session will begin immediately following Study Session 5:30 p.m. STUDY SESSION
SS-1 Broadband Deployment (Gornick)

REGULAR SESSION
a. CALL TO ORDER
b. INVOCATION
c. PLEDGE OF ALLEGIANCE
d. ROLL CALL
f. AGENDA APPROVAL, ADDITIONS, AND/OR DELETIONS

PUBLIC COMMENT
Public comment will be in accordance with the attached policy. This time is reserved for members of the audience to address the City Council on items of interest that are not on the Agenda and are within the subject matter jurisdiction of the Council. It is recommended that speakers limit their comments to three (3) minutes each and it is requested that no comments be made during this period on items on the Agenda. The Council is prohibited by law from taking any action on matters discussed that are not on the Agenda. Prior to addressing the Council, any handouts for Council will be provided to the City Clerk for distribution to the Council and appropriate staff. The public will have an opportunity to comment on items on the agenda once the item has been called and the Mayor opens the item to the public.

CEREMONIAL / PRESENTATION – Section 1
1-1 Lemoore Volunteer Firefighter of the Year (American Legion) 1-2 Appreciation Award for David Brown (Olson)
DEPARTMENT AND CITY MANAGER REPORTS – Section 2
2-1 Department & City Manager Reports
CONSENT CALENDAR – Section 3
Items considered routine in nature are placed on the Consent Calendar. They will all be considered and voted upon in one vote as one item unless a Council member or member of the public requests individual consideration. 3-1 Approval – Minutes – Regular Meeting – November 15, 2022 3-2 Approval – Resolution 2022-41 – Authorizing Continued Use of Remote Teleconferencing Provisions (AB 361)
3-3 Approval – Budget Amendment – Upfitting of Two Police Vehicles

LEMOORE

CALIFORNIA

LEMOORE CITY COUNCIL

COUNCIL CHAMBER
429 C STREET
December 6, 2022
1 3-4 Approval – Budget Amendment – Additional Funds for Street Light Improvements 3-5 Approval – Change Order – CIP 5508 – Hess Basin Channel Drainage 3-6 Approval – Notice of Completion – CIP 5508 – Hess Basin Channel Drainage 3-7 Approval – Budget Amendment and Agreement between the City of Lemoore and Motorola Solutions for the Purchase and Implementation of Dispatch Communication and 9-1-1 Call Taking Equipment
3-8 Approval – Bid Award – Cimarron Lift Station – CIP 5309 3-9 Approval – Notice of Completion – CIP 5705 – Downtown Parking Lot Project 3-10 Approval – Budget Amendment – Lemoore Police Shoe Drive PUBLIC HEARINGS – Section 4
Report, discussion and/or other Council action will be taken. 4-1 Public Hearing – Resolution 2022-42 – Amending the Master User Fee Schedule to Revise and Update Fees Associated with Facility and Park Rentals (Greenlee) 4-2 Public Hearing – Amendment to Military Policy 709 (Kendall) NEW BUSINESS – Section 5
Report, discussion and/or other Council action will be taken. 5-1 Approval – Resolution 2022-43 – Declaring Fact of City Election and Statement of Election Results for November 8, 2022 (Avalos)
5-2 Administration of the Oath of Office (Avalos)
5-3 City Council Reorganization – Election of Mayor and Mayor Pro Tem (Avalos) BRIEF CITY COUNCIL REPORTS AND REQUESTS – Section 6
6-1 City Council Reports / Requests

ADJOURNMENT
Upcoming Council Meetings
• City Council Regular Meeting, Tuesday, December 20, 2022 – Cancelled • City Council Regular Meeting, Tuesday, January 3, 2022 Agendas for all City Council meetings are posted at least 72 hours prior to the meeting at the Council Chamber, 429 C Street and the Cinnamon Municipal Complex, 711 W. Cinnamon Drive. Written communications from the public for the agenda must be received by the City Clerk’s Office no less than seven (7) days prior to the meeting date. The City of Lemoore complies with the Americans with Disabilities Act (ADA of 1990). The Council Chamber is accessible to the physically disabled. Should you need special assistance, please call (559) 924-6744, at least 4 business days prior to the meeting.

PUBLIC NOTIFICATION
I, Marisa Avalos, City Clerk for the City of Lemoore, declare under penalty of perjury that I posted the above Regular City Council Agenda for the meeting of December 6, 2022 at Council Chamber, 429 C Street and Cinnamon Municipal Complex, 711 W. Cinnamon Drive, Lemoore, CA on December 1, 2022. //s//
Marisa Avalos, City Clerk
2 CITY OF LEMOORE

CITY COUNCIL REGULAR MEETING
DECEMBER 6, 2022 @ 5:30 p.m.

All upcoming regular and special City Council meetings will be open to members of the public on a first come, first served basis and via Zoom. The meeting may be viewed through the following options:
• Join Zoom Meeting
• Please click the link below to join the webinar:
• https://us06web.zoom.us/j/89058759372?pwd=SVJRYjluNGJacmtGTG1hQ2NXWmZxQT09 • Meeting ID: 890 5875 9372
• Passcode: 148882
• Phone: +1 669 900 6833
The City will also provide links to streaming options on the City’s website and on its Facebook page.

If you wish to make a general public comment or public comment on a particular item on the agenda, participants may do so via Zoom during the meeting or by submitting public comments by e-mail to: [email protected]. In the subject line of the e-mail, please state your name and the item you are commenting on. If you wish to submit a public comment on more than one agenda item, please send a separate e-email for each item you are commenting on. Please be aware that written public comments, including your name, may become public information.

Additional requirements for submitting public comments by e-mail are provided below.

General Public Comments & Comments on City Council Business Items For general public comments and comments regarding specific City Council Business Items, public comments can be made via Zoom during the meeting or all public comments must be received by e-mail no later than 5:00 p.m. the day of the meeting. Comments received by this time will be read aloud by a staff member during the applicable agenda item, provided that such comments may be read within the normal three (3) minutes allotted to each speaker. Any portion of your comment extending past three (3) minutes may not be read aloud due to time restrictions.

If a general public comment or comment on a business item is received after 5:00 p.m., efforts will be made to read your comment into the record. However, staff cannot guarantee that written comments received after 5:00 p.m. will be read. All written comments that are not read into the record will be made part of the meeting minutes, provided that such comments are received prior to the end of the City Council meeting.

Public Hearings
For public comment on a public hearing, all public comments must be received by the close of the public hearing period. All comments received by the close of the public hearing period will be read aloud by a staff member during the applicable agenda item, provided that such comments may be read within the normal three (3) minutes allotted to each speaker. Any portion of your comment extending past three (3) minutes may not be read aloud due to time restrictions. If a 3 comment on a public hearing item is received after the close of the public hearing, such comment will be made part of the meeting minutes, provided that such comment is received prior to the end of the meeting.
*PLEASE BE AWARE THAT ANY PUBLIC COMMENTS RECEIVED THAT DO NOT

SPECIFY A PARTICULAR AGENDA ITEM WILL BE READ ALOUD DURING THE GENERAL PUBLIC COMMENT PORTION OF THE AGENDA.*
The City thanks you for your cooperation in advance. Our community’s health and safety is our highest priority.
4 City of

LEMOORE

CALIFORNIA
711 West Cinnamon Drive  Lemoore, California 93245  (559) 924-6744 Staff Report
Item No: SS-1
To: Lemoore City Council
From: Marisa Avalos, City Clerk
Date: November 18, 2022 Meeting Date: December 6, 2022
Subject: Broadband Deployment
Strategic Initiative:
☐ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☒ Fiscally Sound Government ☒ Operational Excellence
☒ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motion:

Informational only.

Subject/Discussion:

Mr. Frank Gornick will be presenting on behalf of San Joaquin Valley Network regarding broadband deployment in California.

Financial Consideration(s):

N/A
Alternatives or Pros/Cons:

N/A
Commission/Board Recommendation:

None.

Staff Recommendation:

Information only.
5 Attachments: Review: Date: ☐ Resolution: ☒ Asst. City Manager 11/23/2022 ☐ Ordinance: ☒ City Attorney 11/29/2022 ☐ Maps ☒ City Clerk 11/30/2022 ☐ Contract ☒ City Manager 11/28/2022 ☐ Other: ☐ Finance 6 Item 3-1
November 15, 2022 Minutes
Lemoore City Council Meeting
Regular Session Meeting
CALL TO ORDER:

At 5:30 p.m., the meeting was called to order.

ROLL CALL: Mayor: LYONS
Mayor Pro Tem: MATTHEWS
Council Members: CHANEY, ORTH

Absent: GORNICK
City Staff and contract employees present: City Manager Olson; City Attorney Lerner; Public Works Director Rivera; Police Chief Kendall, Management Analyst Baley; Community Services Manager Greenlee; Maintenance Worker Miller; City Clerk Avalos.

AGENDA APPROVAL, ADDITIONS, AND/OR DELETIONS
No agenda additions or deletions.

PUBLIC COMMENT
Alex Walker expressed his gratitude and appreciation for everyone who attended the annual Rotary Crab Feed. The event was a success. He thanked the City and the Parks and Recreation Department for hosting and for all the help.

Tom Reed congratulated Mayor Lyons and Council Member Gornick for winning their 4 year terms. He requested a report in regards to the status of the Golf Course as we are approaching the one year mark.

Benjamin Kahikina, with Kings County Greater Chamber of Commerce informed everyone that the Chamber is organizing the upcoming Christmas parade being held on December 3rd from 6:00 p.m. to 9:00 p.m. in Downtown Lemoore. He invited the Council Members to attend and if they would like to participate, they can submit an application. They are seeking volunteers for this event. Invited the Council to join him in conversation to help play a larger role in the community going into 2023.

CEREMONIAL / PRESENTATION – Section 1
No Ceremonies or Presentations.

DEPARTMENT AND CITY MANAGER REPORTS – Section 2
Police Chief Kendall stated that they are coming up on their busy season for events. Reason for the Season shopping will be held at Walmart on December 3rd and 10th at 6:00 a.m. Gift wrapping will be on December 13th at the Lemoore Police Department. Reason for the Season will be on December 16th. Presents on Patrol is on December 20th. The department will be having Active Shooter Training on December 19th and December 23rd at Lemoore High School. Notices will go out to the surrounding neighborhoods.
7 Community Services Manager Greenlee stated that the Parks and Recreation department started a competition with a perpetual trophy between the Police Department and Fire Department.

Whoever came in first, will get the trophy. There will be a number of competitions throughout the year. The Police Department won this competition, as Office Rogers-Jones came in first place at the Veterans run. There was a total of 84 people signed up for the Veterans Walk/Run. The Jingle and Mingle event will be on November 27th in Downtown Lemoore. Flag football season ended on Saturday, November 12th. Baby Ballers has 52 registered kids and Mini Kickers has 66 registered kids. The department is working on a community wide survey to receive recommendations and feedback from the public. He thanked the Maintenance division for assisting with the events and flag football.

CONSENT CALENDAR – Section 3
3-1 Approval – Minutes – Regular Meeting – November 1, 2022 3-2 Approval – Resolution 2022-40 – Authorizing Continued Use of Remote Teleconferencing Provisions (AB 361)
3-3 Approval – Agreement between the City of Lemoore and Interwest Consulting Group 3-4 Approval – Adoption of the 2022 Building Standards Code Effective January 1, 2023 3-5 Approval – Subdivision Agreement and Final Map – Tract 920 Unit II – Lennar Homes of California, Inc.
3-6 Approval – Purchase of BIO ENERGIZER from Probiotic Solutions Item 3-5 was pulled for separate consideration.

Motion by Mayor Pro Tem Matthews, seconded by Council Member Orth, to approve the Consent Calendar, except item 3-5.

Ayes: Matthews, Orth, Chaney, Lyons

Absent: Gornick
3-5 Approval – Subdivision Agreement and Final Map – Tract 920 Unit II – Lennar Homes of California, Inc.

Motion by Council Member Orth, seconded by Mayor Pro Tem Matthews, to approve the Subdivision Agreement and Final Map – Tract 920 Unit II – Lennar Homes of California, Inc.

Ayes: Orth, Matthews, Chaney, Lyons

Absent: Gornick
PUBLIC HEARINGS – Section 4
4-1 Public Hearing – Revising and Updating the Master User Fee Schedule (Olson) This public hearing has been cancelled.

NEW BUSINESS – Section 5
No New Business.

BRIEF CITY COUNCIL REPORTS AND REQUESTS – Section 6
6-1 City Council Reports / Requests
8 City Manager Olson asked for consensus to cancel the December 20, 2022 meeting. Consensus was received.

Council Member Chaney commented on the trophy. He stated that it will look nice at the Police Department.

Council Member Orth thanked City staff for all the hard work they do. He stated that he likes to see the friendly competition between the departments. He wished everyone a Happy Thanksgiving.

Mayor Pro Tem Matthews attended the All Hazards Training with Kings County a couple of weeks ago. She stated that it was very informational. She also attended the Crab Feed, Avenal First Responders event, Veterans Day 5k Run/3k Walk, and closing ceremonies for flag football. She would like to see a friendly competition between her fellow Council Members. She informed everyone that the Jingle and Mingle is on November 27th. The KCAO food distribution is tomorrow, November 16th at West Hills. She wished everyone a happy and safe Thanksgiving.

Mayor Lyons thanked Mr. Reed, Mr. Walker, and Mr. Kahikina. He thanked City staff. and the Parks and Recreation Department. He is excited for the Jingle and Mingle event. There is a lot of things on the schedule during the event. He is really glad the Parks and Recreation department stepped up and planned this event.

ADJOURNMENT
At 6:02 p.m., Council adjourned.

Approved the 6th day of December 2022.

APPROVED:

Stuart Lyons, Mayor
ATTEST:

Marisa Avalos, City Clerk
9 City of

LEMOORE

CALIFORNIA
711 W. Cinnamon Drive  Lemoore, California 93245  (559) 924-6744 Staff Report
Item No: 3-2
To: Lemoore City Council
From: Nathan Olson, City Manager
Date: November 3, 2022 Meeting Date: December 6, 2022
Subject: Resolution 2022-41 – Authorizing Continued Use of Remote Teleconferencing Provisions (AB 361)
Strategic Initiative:
☐ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☐ Fiscally Sound Government ☒ Operational Excellence
☐ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motion:

Approve Resolution 2022-41, Authorizing the City Manager, or designee, to Continue with Teleconferenced Public Meetings Pursuant to Assembly Bill 361.

Subject/Discussion:

On September 16, 2021, the California legislature passed Assembly Bill (“AB”) 361, which amends Government Code, section 54953 and permits a local agency to use teleconferencing to conduct its meetings in any of the following circumstances: (A) the legislative body holds a meeting during a proclaimed state of emergency, and state or local officials have imposed or recommended measures to promote social distancing; (B) the legislative body holds a meeting during a proclaimed state of emergency for the purpose of determining, by majority vote, whether as a result of the emergency, meeting in person would present imminent risks to the health or safety of attendees; or (C) the legislative body holds a meeting during a proclaimed state of emergency and has determined, by majority vote, pursuant to subparagraph (B), that, as a result of the emergency, meeting in person would present imminent risks to the health or safety of attendees.

In order for the City Council to use teleconferencing as allowed by AB 361 after October 1, 2021, it must first adopt findings in a resolution, allowing the City Council to conduct teleconferenced meetings for a period of thirty (30) days. The City Council made such findings on May 23, 2022. In addition, AB 361 requires the City make specified findings every 30 days thereafter. Such additional findings were made by the City Council on June 15, 2022, July 5, 2022, August 2, 2022, August 16, 2022, September 6, 2022, October 4, 2022. November 1, 2022 and November 15, 2022.
10 Financial Consideration(s):

No substantial costs noted.

Alternatives or Pros/Cons:

Do not continue with virtual meetings.

Commission/Board Recommendation:

Not Applicable
Staff Recommendation:

Staff recommends City Council approve Resolution 2022-41, Authorizing the City Manager to Continue with Teleconferenced Public Meetings Pursuant to Assembly Bill 361.

Attachments: Review: Date:
☒ Resolution: 2022-41 ☒ Asst. City Manager 11/23/2022
☐ Ordinance: ☒ City Attorney 11/29/2022
☐ Map ☐ City Clerk 11/30/2022
☐ Contract ☒ City Manager 11/28/2022
☐ Other ☐ Finance
List:

11 RESOLUTION NO. 2022-41

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LEMOORE AUTHORIZING CONTINUED USE OF REMOTE TELECONFERENCING PROVISIONS (AB 361) WHEREAS, the City Council of the City of Lemoore (“City Council”) is committed to open and transparent government, and full compliance with the Ralph M. Brown Act (“Brown Act”); and
WHEREAS, the Brown Act generally requires that a public agency take certain actions in order to use teleconferencing to attend a public meeting virtually; and WHEREAS, the City Council recognizes that a local emergency persists due to the worldwide COVID-19 pandemic; and
WHEREAS, the California Legislature has recognized the ongoing state of emergency due to the COVID-19 pandemic and has responded by creating an additional means for public meetings to be held via teleconference (inclusive of internet-based virtual meetings); and WHEREAS, on September 16, 2021, the California legislature passed Assembly Bill (“AB”) 361, which amends Government Code, section 54953 and permits a local agency to use teleconferencing to conduct its meetings in any of the following circumstances: (A) the legislative body holds a meeting during a proclaimed state of emergency, and state or local officials have imposed or recommended measures to promote social distancing; (B) the legislative body holds a meeting during a proclaimed state of emergency for the purpose of determining, by majority vote, whether as a result of the emergency, meeting in person would present imminent risks to the health or safety of attendees; or (C) the legislative body holds a meeting during a proclaimed state of emergency and has determined, by majority vote, pursuant to subparagraph (B), that, as a result of the emergency, meeting in person would present imminent risks to the health or safety of attendees; and
WHEREAS, in order for the City Council to use teleconferencing as allowed by AB 361 after October 1, 2021, it must first adopt findings in a resolution, allowing the City Council to conduct teleconferenced meetings for a period of thirty (30) days. Such adoption occurred by the City Council on May 23, 2022; and
WHEREAS, AB 361 requires the City make specified findings every 30 days thereafter; and
WHEREAS, such additional findings were made by the City Council on May 23, 2022, June 15, 2022, July 5, 2022, August 2, 2022. August 16, 2022, September 6, 2022, October 4, 2022, November 1, 2022 and November 15, 2022 with the approval of Resolutions No. 2022-22, 2022-25, 2022-29, 2022-33, 2022-34, 2022-35, 2022-37, 2022-39 and 2022-40; and WHEREAS, Governor Gavin Newsom declared a state of emergency for the State of California due to the COVID-19 pandemic in his order entitled “Proclamation of a State of Emergency,” signed March 4, 2020; and/or
12 WHEREAS, the California Occupational and Safety Health Administration (OSHA) continues to recommend certain social distancing requirements, as described in detail in California Code of Regulations Title 8, section 3205 Covid Prevention; and/or WHEREAS, the County of Kings Department of Public Health in its August 28, 2021 press release urged “…everyone to physical distance themselves from others…” and further recommends as a “very effective” step that people can take: “Stay in your home as much as possible. The only exceptions should be for getting food and/or necessary household supplies, medications and medical treatments.”
WHEREAS, the City Council hereby finds that the state and local emergencies have caused and will continue to cause imminent risks to the health or safety of attendees; and WHEREAS, the City Council is conducting its meetings through the use of telephonic and internet-based services so that members of the public may observe and participate in meetings and offer public comment.

NOW THEREFORE, BE IT RESOLVED, that the recitals set forth above are true and correct and fully incorporated into this Resolution by reference.

BE IT FURTHER RESOLVED, that the City Council is conducting meetings during a state of emergency and OSHA recommends measures to promote social distancing; and/or BE IT FURTHER RESOLVED, that the City Council has determined that given the state of emergency, holding in-person only meetings would present imminent risks to the health or safety of attendees.

BE IT FURTHER RESOLVED, that the actions taken by the City Council through this resolution shall be applied to all City committees governed by the Brown Act unless otherwise desired by that committee.

BE IT FURTHER RESOLVED, the City Council authorizes the City Manager or their designee(s) to take all actions necessary to continue to conduct City Council meetings in accordance with Government Code section 54953(e) and all other applicable provisions of the Brown Act, using teleconferencing for a period of thirty (30) days from the adoption of this Resolution after which the City Council will again reconsider the circumstances of the state of emergency.
13 PASSED AND ADOPTED by the Lemoore City Council on this 6th day of December 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST: APPROVED:
_________________________ _________________________
Marisa Avalos Stuart Lyons
City Clerk Mayor
14 City of

LEMOORE

CALIFORNIA
711 West Cinnamon Drive  Lemoore, California 93245  (559) 924-6744 Staff Report
Item No: 3-3
To: Lemoore City Council
From Michael Kendall, Chief of Police
Date: November 7, 2022 Meeting Date: December 5, 2022
Subject: Budget Amendment – Upfitting of Two Police Vehicles Strategic Initiative:
☒ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☐ Fiscally Sound Government ☐ Operational Excellence
☐ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motions:

Approve a budget amendment in the amount of $40,264.13 for the upfitting two patrol vehicles and authorize the City Manager, or designee, to execute the budget amendment.

Subject/Discussion:

In 2021 the Lemoore Police Department budgeted for two new vehicles to replace one K9 vehicle and one patrol vehicle. This budget included the upfitting to include lights, siren, MDT, etc. The budgeted items were approved for fiscal year 2021-2022. The vehicles were received in March of 2022, however the upfitting equipment was on backorder due to COVID.

Due to the delays, a budget amendment is required to allocate the funds in the FY 2023 budget from the general fund reserve to the police asset replacement account.

Financial Consideration(s):

A budget amendment in the amount of $40,264.13 from the general fund to the police asset replacement account (4221-4840AR) for the uplifting of two new replacement police vehicles. The uplifting of vehicles were budgeted in fiscal year 2021-2022. The budget amendment will allocate the funds in the FY 2023 budget.

Alternatives or Pros/Cons:

Pros:
15 • Two new patrol vehicles will be rotated into the police fleet Cons:
• None.

Commission/Board Recommendation:

Not applicable.

Staff Recommendation:

Staff recommends that City Council approve a budget amendment in the amount of $40,264.13 for the upfitting of two new replacement police vehicles.

Attachments: Review: Date:
☐ Resolution: ☒ Asst. City Manager 11/17/2022
☐ Ordinance: ☒ City Attorney 11/29/2022
☐ Map ☒ City Clerk 11/30/2022
☐ Contract ☒ City Manager 11/28/2022
☐ Other: Budget Amendment ☐ Finance
16 Date: Request By:

Requesting Department:

TYPE OF BUDGET AMENDMENT REQUEST:

Appropriation Transfer within Budget Unit
All other appropriations (Attach Council approved Staff Report) FROM:

Fund Budget Unit Account Current Budget Proposed
Increase/Decrease: Proposed New Budget
001 1010 $ 40,264.13 $ 40,264.13
TO:

Fund Budget Unit Account Current Budget Proposed
Increase/Decrease: Proposed New Budget
001 4221 4840AR $ - $ 40,264.13 $ 40,264.13
$ -
$ -
APPROVALS:

Completed By: Date:

Department Head: Date:

City Manager: Date:

JUSTIFICATION FOR CHANGE/FUNDING SOURCE:

To allocate funds for the upfitting of vehicles leased FY 2022. 11/7/2022 Alvaro Santos
Police

CITY OF LEMOORE

BUDGET AMENDMENT FORM
17 City of

LEMOORE

CALIFORNIA
711 West Cinnamon Drive  Lemoore, California 93245  (559) 924-6744  Fax (559) 924-9003 Staff Report
Item No: 3-4
To: Lemoore City Council
From: Randon Reeder, Management Analyst
Date: November 22, 2022 Meeting Date: December 6, 2022
Subject: Budget Amendment – Additional Funds for Street Light Improvements Strategic Initiative:
☐ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☐ Fiscally Sound Government ☐ Operational Excellence
☒ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motion:

Approve the budget amendment in the amount of $18,000 for street light improvements at Cinnamon Drive and Lemoore Avenue and authorize the City Manager, or designee, to execute the budget amendment.

Subject/Discussion:

The City received a request from an Orientation and Mobility Specialist/Department of Rehabilitation for street light improvements to be installed at the intersection of Cinnamon Drive and Lemoore Avenue. A budget amendment is required, as this project was not budgeted for in FY 2023.

If approved, new accessible pedestrian pushbutton posts for streetlights at the intersection of Cinnamon Drive and Lemoore Avenue will be installed. The upgraded streetlights will benefit disabled residents and make crossing the street significantly safer.

Financial Consideration (s):

Traffic Safety fund (020) will be used for the street light improvements. The approximate fund balance for Fund 020 is $395,000. The budget amendment is required in order to allocate the expenditures in the FY 2023 budget.

18 Alternatives or Pros/Cons:

Pros:
• Safer crosswalks
Cons:
• None noted.

Commission/Board Recommendation:

N/A.

Staff Recommendation:

Approve the budget amendment in the amount of $18,000 for street light improvements at Cinnamon Drive and Lemoore Avenue and authorize the City Manager, or designee, to execute the budget amendment.

Requesting Department:

TYPE OF BUDGET AMENDMENT REQUEST:

Appropriation Transfer within Budget Unit
All other appropriations (Attach Council approved Staff Report) FROM:

Fund Budget Unit Account Current Budget Proposed
Increase/Decrease: Proposed New Budget
20 1010 Cash $ (18,000.00) $ (18,000.00)
- - $ -
- - $ -
- - $ -
- - $ -
TO:

Fund Budget Unit Account Current Budget Proposed
Increase/Decrease: Proposed New Budget
20 4722 4317 $ - $ 18,000.00 $ 18,000.00
- - $ -
- - $ -
- - $ -
$ -
APPROVALS:

Completed By: Date:

Department Head: Date:

City Manager: Date:

JUSTIFICATION FOR CHANGE/FUNDING SOURCE:

Reallocating funds to cover expenses for services.
11/22/2022 Randon Reeder
Streets

CITY OF LEMOORE

BUDGET AMENDMENT FORM
20 City of

LEMOORE

CALIFORNIA
711 West Cinnamon Drive  Lemoore, California 93245  (559) 924-6700 Staff Report
Item No: 3-5
To: Lemoore City Council
From: Frank Rivera, Public Works Director
Date: November 22, 2022 Meeting Date: December 6, 2022
Subject: Change Order – CIP 5508 – Hess Basin Channel Drainage Strategic Initiative:
☐ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☐ Fiscally Sound Government ☒ Operational Excellence
☐ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motion:

Approve the change order in the amount of $46,376 and authorize the City Manager or his designee to execute the document for recordation.

Subject/Discussion:

The City of Lemoore awarded the Hess Basin Channel Drainage project to Packaging Pro Tech on October 21, 2021.

The project consisted of installing 2,000 lineal feet of 48” storm drain line in lieu of surface drainage swale. This new line connects to a 24” line, which is the City’s main trunk line for the area, and will receive runoff from Enterprise Drive, along Commerce Way, and Iona Avenue. The project required additional water removal and raise utilities. In addition, the contractor had to install pipe anchors.

Financial Consideration(s):

Increase of $46,375 to the current contract for a total of $371,009. The project was approved by City Council with a project budget of 371,009.

Alternatives or Pros/Cons:

Not applicable.
21 Commission/Board Recommendation:

Not applicable.

Staff Recommendation:

Staff recommends that City Council approve the change order in the amount of $46,376 and authorize the City Manager, or designee, to execute the document for recordation.

Attachments: Review: Date:
☐ Resolution: ☒ Asst. City Manager 11/23/2022
☐ Ordinance: ☒ City Attorney 11/29/2022
☐ Map ☒ City Clerk 11/30/2022
☐ Contract ☒ City Manager 11/28/2022
☒ Other ☐ Finance
List: Change Order
22 CHANGE ORDER
Owner: City of Lemoore
Contract: Hess Basin
Contractor: Packagin Pro Tech Inc. dba Rockeez Engineering Change Order No.: 001
Date: November 22, 2022

IF NOT PREVIOUSLY DIRECTED, THE CONTRACTOR IS HEREBY DIRECTED TO PERFORM THE WORK REQUIRED BY THIS CHANGE ORDER.

DESCRIPTION OF AGREED CHANGES IN WORK OR CONTRACT (refer to attached pages, if necessary): Install pipe anchors and raise utilities TOTAL ADJUSTMENT TO CONTRACT PRICE BY THIS CHANGE ORDER: $46,376 TOTAL ADJUSTMENT TO CONTRACT TIME BY THIS CHANGE ORDER: 0 calendar days

SUMMARY OF ADJUSTMENTS TO CONTRACT PRICE (OTHER THAN ALLOWANCES OR CONTINGENCY):

Original Contract Price: $ 324,634.00
Prior City Council-Approved Change Orders: + $ 0.00
This Change Order (Subject to City Council Approval): + $ 46,376.00 Adjusted Contract Price: = $ 371,009.00

23 The compensation (time and cost) set forth in this change order comprises the total compensation due the Contractor for the change defined in the change order, including extra work and impact on unchanged work. Acceptance of this change order by Contractor constitutes a full and complete accord and satisfaction of any and all claims by Contractor arising out of or relating to the work and issues covered by the change order, including but not limited to claims for the following: Costs to perform the work; contract balance; contract retention; time; extended field, home office, and other overhead; acceleration, impact, disruption, and delay damages; any and all direct and indirect costs; claims by subcontractors and suppliers; and any and all other requests to the Owner for time or money, from any source and under any legal theory whatsoever, as to the subject of this change order. No signature under protest or accompanied by reservation of rights or protest language, or any other attempts to avoid such waiver shall be of any force or effect whatsoever. No additions or deletions to this change order shall be allowed, except with the approval of Owner’s governing body. No language contained in backup material to any change order shall constitute a waiver of anything in this paragraph or the next paragraph, and such backup material shall be interpreted as though such language does not exist.

CONTRACTOR EXPRESSLY UNDERSTANDS AND AGREES TO WAIVE THE

PROVISIONS OF, AND ALL RIGHTS AND BENEFITS AFFORDED BY, CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES IN FULL AS FOLLOWS:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE

CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE

RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
This Change Order is hereby agreed to, accepted, and approved, and will be binding and enforceable upon signature by Contractor and approval by the Owner’s governing body.

On behalf of Owner: On behalf of Contractor:
___________________________________ ___________________________________ Title Title
___________________________________ ___________________________________ Name Name
___________________________________ ___________________________________ Signature Signature
___________________________________ ___________________________________ Date Date
24 City of

LEMOORE

CALIFORNIA
711 West Cinnamon Drive  Lemoore, California 93245  (559) 924-6700 Staff Report
Item No: 3-6
To: Lemoore City Council
From: Frank Rivera, Public Works Director
Date: November 22, 2022 Meeting Date: December 6, 2022
Subject: Notice of Completion – CIP 5508 – Hess Basin Channel Drainage Strategic Initiative:
☐ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☐ Fiscally Sound Government ☒ Operational Excellence
☐ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motion:

Approve the filing of the Notice of Completion for CIP 5508 – Hess Basin Channel Drainage and authorize the City Manager, or designee, to execute the document for recordation.

Subject/Discussion:

The City of Lemoore awarded the Hess Basin Channel Drainage project to Packaging Pro Tech on October 21, 2021.

Financial Consideration(s):

The overall budget and cost of this project was $371,009.

Alternatives or Pros/Cons:

Pro:
• Filing of the Notice of Completion will allow time for creditors to notify the City of unpaid bills and allow for the release of some of the bonds for the Contractor. 25 Con:
• None noted
Commission/Board Recommendation:

Not applicable.

Staff Recommendation:

Staff recommends that City Council approve the filing of the Notice of Completion for CIP 5508 – Hess Basin Channel Drainage and authorize the City Manager or his designee to execute the document for recordation.
.

Attachments: Review: Date:
☐ Resolution: ☒ Asst. City Manager 11/23/2022
☐ Ordinance: ☒ City Attorney 11/29/2022
☐ Map ☒ City Clerk 11/30/2022
☐ Contract ☒ City Manager 11/28/2022
☒ Other ☐ Finance
List: Notice of Completion
26 RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:

City Clerk
City of Lemoore
711 W Cinnamon Drive
Lemoore, CA 93245
No Fee Per Government Code 6103

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN, pursuant to Civil Code Section 9204, that the interest or estate stated below herein in the real property herein described is owned by the CITY OF LEMOORE and that the City Council of the City of Lemoore, 711 W Cinnamon Drive, Lemoore, California, entered into an Agreement on October 21, 2021 with Packing Pro Tech Inc. DBA Rockeez Engineering for the Hess Basin Drain Channel Project, located on the northwest corner of the intersection of 19th Avenue and Idaho Avenue, in the City of Lemoore in Kings County, California 93245. Such work has been completed and accepted by the City of Lemoore on the 6th day of December.

CITY OF LEMOORE

Nathan Olson, City Manager
ATTEST:

Marisa Avalos, City Clerk

CERTIFICATE

STATE OF CALIFORNIA )
COUNTY OF KINGS ) ss.

CITY OF LEMOORE )
I, Frank Rivera, am the Public Works Director of the City of Lemoore. I have read the foregoing Notice of Completion and know the contents thereof, and I certify that the same is true of my knowledge except for those matters stated upon information and belief, and as to those matters, I believe them to be true and correct. I certify under penalty of perjury that the foregoing is true and correct.

EXECUTED this day of , 2022 at Lemoore, California.

Frank Rivera
Public Works Director
27 City of Lemoore

PUBLIC AGENCY ACKNOWLEDGEMENT

STATE OF CALIFORNIA )
COUNTY OF KINGS ) ss.

CITY OF LEMOORE )
On before me, Marisa Avalos, City Clerk,
personally appeared Nathan Olson, proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument, the person or the entity upon behalf of which the person acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

Marisa Avalos, City Clerk

PUBLIC AGENCY ACKNOWLEDGEMENT

STATE OF CALIFORNIA )
COUNTY OF KINGS ) ss.

CITY OF LEMOORE )
On before me, Marisa Avalos, City Clerk,
personally appeared Frank Rivera, proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument, the person or the entity upon behalf of which the person acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

Marisa Avalos, City Clerk
28 29

City of

LEMOORE

CALIFORNIA
711 West Cinnamon Drive  Lemoore, California 93245  (559) 924-6744 Staff Report
Item No: 3-7
To: Lemoore City Council
From Michael Kendall, Chief of Police
Date: November 21, 2022 Meeting Date: December 6, 2022
Subject: Budget Amendment and Agreement between the City of Lemoore and Motorola Solutions for the Purchase and Implementation of Dispatch Communication and 9-1-1 Call Taking Equipment
Strategic Initiative:
☒ Safe & Vibrant Community ☐ Growing & Dynamic Economy
☒ Fiscally Sound Government ☒ Operational Excellence
☐ Community & Neighborhood Livability ☐ Not Applicable
Proposed Motions:

Approve the budget amendment in the amount of $1,000,000 and Agreement between the City of Lemoore and Motorola Solutions for the purchase and implementation of dispatch communication and 9-1-1 call taking equipment and authorize the City Manager, or designee, to execute all related documentation.

Subject/Discussion:

In October of 2021 the City of Lemoore/Police Department applied for and received notification, awarding a $1,000,000 federal DOJ COPS Technology grant for the purchase of Motorola dispatching and 9-1-1 call taking equipment. In October of 2022, the city learned the grant was available for funding and the grant package in order to receive the funding was completed.

The grant included a line itemed budget which specifically approved the purchase of dispatching/9-1-1 call taking equipment and implementation through Motorola Solutions.

Motorola Solutions is under H-GAC contract which has met the competitive bidding or competitive proposal process (attached). The City will not be required to publicly bid the purchase of the new equipment, as that process has already been conducted by H-GAC. 30 The agreement with Motorola Solutions provides for four (4) dispatch consoles, one (1) Verint Analog Voice Recorder, and seven (7) APX Consolettes. Our existing VHF and UHF repeaters will be upgraded with the GTR8000 Base Radios. Also included in the agreement is the Vesta 9-1-1 call taking system and Watson furniture. Implementation, training, and support is to be provided by Motorola.

Motorola offers an option for Cybersecurity and city IT personnel advised that we opt for the additional Cybersecurity. IT personnel is working to enhance onsite securities, with the intent that the service would be provided in-house at the end of the 5-year term.

Financial Consideration(s):

The following is a breakdown of contract fees:

Dispatching Equipment: $426,390.00
Project Services including installation: $308,879.00
Vesta 9-1-1: $446,918.03
5yr Cybersecurity Services (Optional): $134,449.84
Taxes: $63,314.83
Total: $1,379,951.67
A budget amendment is required to allocate the funds in the FY 2023 budget – CIP 5713.

This is a reimbursable grant. The remaining balance of this agreement will come from the $2,000,000 received from the State in 2021.

Alternatives or Pros/Cons:

City Council could decide not to proceed with the recommended contract. However, this would result in the loss of the DOJ COPS Technology grant in the amount of $1,000,000.00.

Commission/Board Recommendation:

Not applicable.

Staff Recommendation:

Staff recommends that City Council approve the contract with Motorola Solutions and the budget amendment in the amount of $1,000,000, and authorize the City Manager, or designee, to execute related documentation.

Attachments: Review: Date:
☐ Resolution: ☒ Asst. City Manager 11/23/2022
☐ Ordinance: ☒ City Attorney 11/29/2022
☐ Map ☒ City Clerk 11/30/2022
☒ Contract ☒ City Manager 11/28/2022
☒ Other: Budget Amendment ☐ Finance
31 Date: Request By:

Requesting Department:

TYPE OF BUDGET AMENDMENT REQUEST:

Appropriation Transfer within Budget Unit
All other appropriations (Attach Council approved Staff Report) FROM:

Fund Budget Unit Account Current Budget Proposed
Increase/Decrease: Proposed New Budget
001 1010 $ 1,000,000.00
TO:

Fund Budget Unit Account Current Budget Proposed
Increase/Decrease: Proposed New Budget
401 4220 5713 $ - $ 1,000,000.00 $ 3,770,641.00
$ -
$ -
APPROVALS:
11/23/2022 Michael Kendall
Police

CITY OF LEMOORE

BUDGET AMENDMENT FORM
equipment.

JUSTIFICATION FOR CHANGE/FUNDING SOURCE:

Funds to be moved for the use of the DOJ COPS Technology Grant and the agreement between City of Lemoore and Motoroal Solutions for the purchase and implementation of dispatching and 9-1-1 call taking Completed By: Date:

Department Head: Date: 11/21/22
City Manager: Date:
32 September 19, 2022
Lemoore 9-1-1 – Police Department
Attention: Chief Kendall
657 Fox Drive
Lemoore, CA 93245
RE: Proposal for VESTA Emergency Call Handling System
Dear Chief Kendall,
Motorola Solutions, Inc. (Motorola Solutions) appreciates the opportunity to provide Lemoore Police Department - (“Customer”) quality communications equipment and services. Motorola Solutions project team has taken great care to propose a solution to address your needs and provide exceptional value.

Motorola Solutions is pleased to provide you a proposal for a 4 answering position VESTA Emergency Call Handling customer premise-based system. The proposal includes a total of five years of support. As the incumbent solution provider Motorola Solutions is excited to assist Lemoore Police Department 911 Dispatch Center with this endeavor. This response package consists of all the requirements specifically outlined in our onsite conversations, along with optional features.

Motorola Solutions’ VESTA®
9-1-1 solution is tackling some of the toughest dilemmas by pioneering the consolidation of Next-Generation 9-1-1 call handling into an integrated solution to simplify your operations. Motorola Solutions’ NG911 architecture provides a robust, cost-effective system with implementation, maintenance and support that is exceptional in the industry.

This proposal is subject to the Houston-Galveston Area Council (“H-GAC”) agreement entered into between Motorola Solutions and H-GAC dated February 10, 2021, EC07-20, and the terms of the enclosed H-GAC Master Customer Agreement (“H-GAC MCA”) and its addenda, which operates as an End User Agreement under Article 2 of the H-GAC Contract Special Provisions. This proposal shall remain valid for 90 days from the date of this cover letter. Acceptance of this proposal may be made by delivering to Motorola a signed copy of the H-GAC MCA.

We thank you for the opportunity to furnish you with “best in class” solutions and we hope to strengthen our relationship in implementing this project. Our goal is to provide you with the best solutions and services available in the industry.

Should you have any questions or inquiries please contact your Motorola Solutions Representative, Jamie Johnson at 619-674-6599 or via email at [email protected].

Best regards,
Larsen Grabenkort
Area Sales Manager
Enclosure
33 Proposal
Lemoore 911 Police Department, California
VESTA 9-1-1 Call Handling
Single Backroom Configuration
September 19, 2022
34 Table of Contents
Section 1
Introduction............................................................................................................................... 4

1.1 Key System Capabilities and Advantages ......................................................................... 5

1.2 Enhancements VESTA 9-1-1 Brings to the PSAP.............................................................. 6 Section 2
Solution Description................................................................................................................. 1

2.1 VESTA 9-1-1 Call Handling.................................................................................................. 1

2.2 Summary of Offer ................................................................................................................ 2 Section 3
Product Description ................................................................................................................. 1

3.1 VESTA® 9-1-1 ....................................................................................................................... 1

3.1.1 Servers ..................................................................................................................................................... 2

3.1.2 Gateways.................................................................................................................................................. 3

3.1.3 Remote CAD Port Servers ....................................................................................................................... 4

3.1.4 Networking................................................................................................................................................ 4

3.1.5 Printing ..................................................................................................................................................... 5

3.1.6 Workstations............................................................................................................................................. 5

3.1.7 VESTA 9-1-1 Call Taking Position ........................................................................................................... 5

3.1.8 ESInet Interface Module (EIM)................................................................................................................. 6

3.1.9 VESTA SMS............................................................................................................................................. 6

3.1.10 Enhanced Data Window........................................................................................................................... 7

3.1.11 VESTA CommandPOST .......................................................................................................................... 7

3.2 Data Management................................................................................................................ 8

3.2.1 VESTA Analytics ...................................................................................................................................... 8

3.2.2 VESTA Analytics Front End ...................................................................................................................12

3.2.3 Call Detail Report (CDR) Interface.........................................................................................................13 Section 4
Optional Features ..................................................................................................................... 1

4.1 Geographic Information System (GIS) ............................................................................... 1

4.1.1 VESTA Map Local (Optional) ................................................................................................................... 1

4.2 Automated Abandoned Callback (Optional) ...................................................................... 3

4.3 CommandCentral Cloud-Based Services .......................................................................... 3

4.3.1 Citizen Input (Optional)............................................................................................................................. 3

4.3.2 Smart Transcription (Optional) ................................................................................................................. 5

4.4 Cybersecurity Services for VESTA 9-1-1 – Optional ......................................................... 6

4.4.1 Managed Detection and Response.......................................................................................................... 6 Section 5
Warranty Services .................................................................................................................... 1 35 Section 6
Statement of Work VESTA 9-1-1 .............................................................................................. 1

6.1 Implementation Methodology ............................................................................................. 1

6.2 Phase I - Planning................................................................................................................ 1

6.2.1 Project Kick-off Meeting ........................................................................................................................... 2

6.2.2 Project Workflow and Design Review Meeting ........................................................................................ 2

6.2.3 Project Plan Approval............................................................................................................................... 3

6.3 Phase II – Installation and Testing ..................................................................................... 4

6.3.1 Solution Staging ....................................................................................................................................... 4

6.3.2 Site Installation ......................................................................................................................................... 4

6.3.3 Testing...................................................................................................................................................... 5

6.3.4 Lockdown ................................................................................................................................................. 5

6.3.5 Customer Responsibilities During Installation.......................................................................................... 6

6.4 Phase III – Cutover............................................................................................................... 7

6.4.1 Motorola Solutions Responsibilities During Cutover ................................................................................ 7

6.4.2 Customer Responsibilities During Cutover .............................................................................................. 8

6.5 Phase IV – Project Closure ................................................................................................. 8

6.5.1 Site Installation and Verification Package ................................................................................................ 8 Section 7
Optional Statement of Work – Citizen Input and Smart Transcription................................. 1

7.1 Contract................................................................................................................................ 1

7.1.1 Contract Award......................................................................................................................................... 1

7.1.2 Contract Administration ............................................................................................................................ 1

7.1.3 Project Kickoff........................................................................................................................................... 2

7.2 Order Processing ................................................................................................................ 2

7.2.1 Process Equipment List............................................................................................................................ 2

7.3 Manufacturing and Staging................................................................................................. 3

7.3.1 Manufacture Motorola Solutions Equipment ............................................................................................ 3

7.3.2 Staging ..................................................................................................................................................... 3

7.4 System Installation.............................................................................................................. 3

7.4.1 Install Call Handling Equipment ............................................................................................................... 3

7.4.2 Fixed Call Handling Equipment Installation Complete ............................................................................. 4

7.5 Finalize ................................................................................................................................. 4

7.5.1 Resolve Punch List................................................................................................................................... 4

7.6 Project Administration ........................................................................................................ 4

7.6.1 Project Status Meetings ........................................................................................................................... 4

7.6.2 Change Order Process............................................................................................................................. 5 Section 8
Optional Statement of Work – Cybersecurity for VESTA 9-1-1 ............................................. 1

8.1 VESTA Managed Detection and Response........................................................................ 1

8.2 Scope Limitations & Clarifications..................................................................................... 3 36 Section 9
Equipment List.......................................................................................................................... 1

9.1 Lemoore Police Department PSAP..................................................................................... 1

9.2 Optional Feature Details.................................................................................................... 11

9.2.1 Automated Abandon Callback................................................................................................................11

9.2.2 VESTA Map Local ..................................................................................................................................12

9.2.3 CommandCentral Cloud Base Services Citizen Input and Smart Transcription....................................13

9.2.4 Cybersecurity Managed Detection and Response Services..................................................................14 Section 10
Pricing ....................................................................................................................................... 1

10.1 VESTA 9-1-1 Solution.......................................................................................................... 1

10.2 Payment Terms.................................................................................................................... 2 Section 11
Master Customer Agreement................................................................................................... 1 37 Section 1
Introduction
Motorola Solutions is proud to present the VESTA® 9-1-1 call handling solution in response to Lemoore Police Department’s request. As part of this proposal, Motorola Solutions has included the following options for your consideration:
• Cybersecurity for VESTA Managed Detection and Response Services • VESTA Map Local
• CommandCentral Cloud Base Services – Citizen Input and Smart Transcription • VESTA Automated Abandoned Callback
Motorola Solutions redesigned its industry leading 9-1-1 call handling platform from the ground up to specifically accommodate future emergency call handling formats. Our VESTA 9-1-1 solution is that Next Generation 9-1-1 (NG9-1-1) platform. Already selected by over 2500 agencies, the VESTA solution was designed to handle IP communications including Wireline, Wireless, VoIP, TDD/ TTY, SMS/Text.

Today, the VESTA 9-1-1 solution is the industry standard comprehensive NG9-1-1 solution. It offers PSAP’s increased product features, operational efficiencies, and reliability along with stable, centralized call handling for individual or multiple PSAP locations.

VESTA 9-1-1 is designed to meet emerging 9-1-1 technology and has evolved with the introduction of CommandCentral cloud-based services to accept additional technologies while maintaining our reputation for reliability and ease of use. The cloud-based services integrate with the existing VESTA 9- 1-1 solution and provides visual content including photos and real-time video and real-time transcription of call audio. This is an option in this proposal
Motorola Solutions offers a trusted, comprehensive suite of cybersecurity solutions to cost-effectively reduce risk and allow customers to focus on their mission instead of security. As cyber attacks become more frequent and sophisticated, and mission-critical communications systems become interconnected to other IP-based systems, prevention and proactive risk management are critical. In addition, finding and retaining qualified cybersecurity professionals is more challenging than ever. As a result, Public Safety Answering Points (PSAPs) must consider next-generation cybersecurity solutions to better detect and defend against advanced threats. Having security elements like antivirus, firewalls or unmonitored intrusion detection systems inspecting traffic is no longer enough. A cyber attack can not only bring your system down — it can also cost you millions of dollars in remediation, along with lost trust and damage to your reputation. Managed Detection and Response is part of the managed security services options we have purpose built for VESTA 9-1-1 direct customers.

The VESTA 9-1-1 solutions are designed to meet growing community needs and emerging 9-1-1 technology. Lemoore Police Department is assured the solutions proposed herein will comply and meet both the E9-1-1 requirements of today and the NG9-1-1 requirements of tomorrow. By selecting Motorola Solutions, Lemoore Police Department can be confident they are partnering with the leading provider of Public Safety 9-1-1 solutions and selecting the highest possible level of service to the visitors, citizens, and public safety professionals of their region. 38 1.1 Key System Capabilities and Advantages
The VESTA solution provides many significant advantages. Listed below are highlights of a few of the many unique standout capabilities of the VESTA 9-1-1 solution. • Operating Systems – Microsoft Windows 10 professional (64-bit), CentOS 4.9 (MDS), CentOS

6.5 (ASN), CentOS 7.2 (CFS), Windows Server 2012 R2 and VMware Hypervisor ESxi 6.0 Update 2.
• Database – The VESTA Analytics MIS uses Microsoft SQL Server Analysis Services (SSAS) – A database structure has been implemented that enables more efficient reporting and scalability for adding additional capabilities in the future as required. • Telecommunications – Motorola Solutions provides as a standard component, an industryleading soft-switch packaged with Media Gateway's from AudioCodes, which provides traditional telecom interfaces to the PSTN and Legacy CAMA interfaces as well as general administrative capabilities. The ESInet Interface Module (EIM) interface also provides emerging i3 Next Generation connectivity. The system is highly configurable to support 9-1-1, emergency, nonemergency and administrate telephony needs. • Call Handling Functions – The VESTA 9-1-1 solution call handling functions are very robust and include, multiple party conferencing, single button transfers, extensive dial directory, ALI displayed on the screen layout and/or IP telephone (if equipped), silent monitoring, barge-in, abandoned call management, pocket dialing call prevention, queue activity display and much more. • Sound Arbitration Module – Traditional headset and handset interfaces are provided via the Sound Arbitration Module (SAM) unit. The SAM unit is comprised of the module itself, a 39 headset/handset unit, an external speaker for system audio, and up to three jackboxes (console user, supervisor, and trainer). This provides all necessary analog interconnections for managing Call Taker/Dispatcher handsets/headsets, radio system integration and digital logging recorder outputs.
• Notifications – Another advantage of the integrated VESTA 9-1-1 deployment is the emergency notifications system. This system delivers critical information via phone, pager, fax, email, TTY and SMS text messaging. It can transfer notification recipients or inbound callers to a conference bridge, live operator, help desk or other phone lines. Authorized users can modify contacts, prepare messages and assess results, easily managing communications. • Call Recording – The VESTA 9-1-1 solution provides a short term recording capability for emergency, administrative and radio calls. The system records and stores all 9-1-1 calls for IRR purposes at each workstation. All call recordings are made available for playback from the console layout screen.
• Architecture - The system's components (such as servers and consoles) can operate on a Wide Area Network (WAN) and can support various deployment architectures, such as multi-site centralized, dual-site distributed, single-site centralized, and multi-site distributed. The system is deployed in a redundant configuration thus providing a High Availability (HA) architecture for centralization and integration of server applications. Firewalls are used on the system to terminate VPNs and to allow remote access to the site(s). Also, SMS and EIM interfaces are supported via Firewalls. In all deployments, a ruggedized laptop (CommandPOST) can provide remote emergency call handling functions outside an emergency call center. • COTS Design – Motorola Solutions is committed to utilizing off-the-shelf, yet highly configurable hardware solutions that eliminate costly implementations and excessive maintenance costs.

VESTA 9-1-1 standardizes with Cisco networking switches, HP workstation computer hardware, HP HA Servers, AudioCodes Gateways and Mitel Enhanced IP telephones. • Implementation – Single and/or hosted solution deployments are available. The system may be installed and serviced by Motorola Solutions. Customer agencies may also be trained to maintain the system if desired.
• Ease of Use – The VESTA 9-1-1 system offers the most intuitive, flexible and easy-to-use graphical interface available in the Public Safety industry today. Thus, providing significant time and cost savings in training new personnel.
• Support – Motorola Solutions provide quality, around-the-clock customer service with remote monitoring, patch management, anti-virus and disaster recovery options. At any time, day or night, a member of our highly skilled service team is available to assist customers with any questions or concerns.

1.2 Enhancements VESTA 9-1-1 Brings to the PSAP
Our systems refine and enhance workflow, while easing many of the issues commonly found in today's PSAPs and dispatch centers. The following address the issues core to the VESTA 9-1-1 platform:
• Customization – At the heart of this unified geospatial multimedia platform is a configurable desktop User Interface (UI) that gives Call Takers a richer, more intuitive user experience. The UI hosts multiple layouts and workflows to manage voice calls and integrated Text-to-9-1-1 messages.
40 • Full Voice and Text-to-9-1-1 Call Detail – A Queue Display on the UI shows voice and Text-to9-1-1 queues and their related data. This includes the number of agents logged in, their status, and the number of calls in queue and average wait times. Thresholds can be set, with visual and audible alerts configured at three levels (High, Medium, and Low). • Cost-Effective Scalability – The VESTA 9-1-1 solution serves PSAPs with 2 to 250 Call Takers, delivering cost-effective scalability as needs change. Its flexible, open architecture sustains single-site installations and geo-diverse, multi-site and multi-agency deployments. • Enhances PSAP Productivity – The Pocket Dial Filter reduces Call Taker’s workloads by filtering out “pocket dial” calls made by wireless callers. This allows Call Takers to focus on handling true emergency calls.
• Workflow – PSAP supervisors quickly adapt to changing operational requirements by configuring applications, information and workflows for each Call Taker role assignment.

Between this centralized administration and the ability to partition resources and users into agencies, 9-1-1 budget owners also have leverage for investment consolidation. • Internet Protocol for Robust Functionality – The VESTA 9-1-1 solution’s purpose-built Internet Protocol (IP) soft switch delivers uninterrupted SIP telephony. This includes IP voice support on i3 Emergency Services IP networks (ESInets), using Request for Assistance Interface (RFAI) protocol. It also supplies advanced telephony functions like Automatic Call Distribution (ACD) and dynamic conferencing.
• Reliability – High availability; no single point of failure with robust server connectivity recovery and accurate server connectivity status reporting. Optional geo-redundant host deployment.

Redundant connections at remotes, plus support for dual networks at the workstation(s).

Optional Local Survivability functionality that gives remote sites the ability to continue to take calls when connection to the host(s) sites is lost.
• Long Term Investment – Open, distributed IP architecture. Native ESInet connectivity.

Standards compliant (NENA i3). Forward migration path to NG9-1-1 with this integrated, geospatial multimedia platform.

VESTA 9-1-1 is an integral part of Motorola Solutions' end-to-end Public Safety Software Enterprise driving the integration of a complete Command Center suite. From answering thousands of emergency calls and text messages to processing video, disparate evidence and records, Motorola Solutions is helping agencies transform into intelligence-driven command centers, enabling them to make more informed decisions resulting in better outcomes. Learn more about Motorola Solutions' wide-ranging product portfolio.
41 42
Section 2
Solution Description

2.1 VESTA 9-1-1 Call Handling
The VESTA 9-1-1 Call Taking solution is a Next Generation 9-1-1, National Emergency Number Association (NENA), i3-based call processing system for advanced call centers seeking scalability and flexibility in their call handling, along with maximum system availability. Our state-of-the-art solution is modernizing the integration of Next Generation 9-1-1 (NG9-1-1) call handling, short message service (SMS), geographic information system (GIS) and the management information systems (MIS).

The VESTA 9-1-1 solution is built on a VoIP - IETF SIP architecture and is ready for NG9-1-1 deployment while supporting legacy E9-1-1 technologies as well. The call handling software application manages the receipt of emergency (and administrative) calls and seamlessly distributes them to Call Takers for disposition via the best user friendly GUI interface in the public safety industry.

Built for both today and tomorrow, the VESTA 9-1-1 solution offers a cost-effective i3-based solution today that will protect municipal investments as NENA develops and launches new standards for the NG9-1-1 Public Safety Answering Points (PSAP). These standards include higher interoperation between networks, PSAP applications and the call processing platform, resulting in significant improvements in efficiency and emergency response of all agencies involved. Motorola Solutions as an industry leader, is actively involved in NENA ICE to develop and understand these standards; and to ensure our products evolve as the Next Generation paradigm takes shape. 43 Fully Configurable VESTA 9-1-1 Solution

2.2 Summary of Offer
The proposal includes a comprehensive NG9-1-1 Call Handling solution for one PSAP location.

The configuration proposed is based on information provided by Lemoore Police Department during a review of system requirements. Any changes in the proposed system or equipment will require a change order, which may incur additional costs.

Lemoore 911 Police Department
• (2) Call Taker position(s) with single 24-inch Touchscreen monitor, VESTA 9-1-1 Enhanced Operations license
At each position:
- 24-key Genovation keypad with 25ft cable
- Sound Arbitration Unit (SAM) with Speaker Kit
- Handset and Cord
- VESTA® EIM per seat license
- VESTA® CDR per seat license
- VESTA® 9-1-1 IRR per seat license
- VESTA® Analytics Standard per seat license
• (1) Enhanced 911 IP phone with the following licenses - VESTA® CDR phone license
- VESTA® EIM phone license
- VESTA® Analytics Standard phone license
• (4) Enhanced 911 backup IP Phones
• VESTA® SMS - integrated Text-To-9-1-1 services – customer is responsible for TCC services and network charges
• RapidSOS Integration via the Enhanced Data Window
• (8) CAMA Trunks
• (8) FXO ports
• (1) VESTA 9-1-1 Admin Printer
• ESInet Interface Module (EIM) - NG9-1-1 core functions and capabilities for future ESInet deployment
• MIS - Call management and reporting system
- VESTA® Analytics Standard Media 3.6
 (1) User License
 (1) VESTA Analytics Standalone Workstation with 24” touchscreen monitor and generic configuration
- VESTA® 9-1-1 CDR Module Server license
• Time Synchronization NetClock and Antenna Kit
44 • (2) VESTA® CommandPOST – portable laptop position, docking station, 24-inch touchscreen monitor, keyboard and mouse, 24-key Genovation keypad, Sound Arbitration Unit (SAM) with Speaker Kit, VESTA 9-1-1 Advanced Enhanced Operations License - VESTA® 9-1-1 IRR per laptop license
- VESTA 9-1-1 CDR per laptop license
- VESTA® Analytics per laptop license
- ESInet Interface Module (EIM) per laptop license
Training provided
• VESTA 9-1-1 Agent
• VESTA 9-1-1 Admin for Standard
• VESTA Analytics Admin
• CommandPOST
• E-Learning VESTA 9-1-1 SMS Agent Delta
• E-Learning VESTA 9-1-1 SMS Admin Delta
• E-Learning VESTA SIP
• Cutover Coaching
Optional
• VESTA Automated Abandoned Callback
• VESTA Map Local – R5 Base License
- (2) 24” Touchscreen Monitor
- (2) VESTA Map Local per workstation license
- E-Learning VESTA Map Local Agent
- E-Learning VESTA Map Local GIS Data Hub
- (2) 8GB RAM for Zbook CommandPost
- (2) VESTA Map Local per Laptop License
• CommandCentral Citizen Input and Smart Transcription
- (10) Named Users Subscription for (2) Positions
• Spares
• Cybersecurity Services for VESTA 9-1-1
- Managed Detection and Response
Customer Provided
• Printer for the CDR application
45 System-wide
• Lemoore Police Department-wide data collection and reporting services on all 9-1-1 transactions
• System and component level monitoring, alarming, diagnostics and reporting services • Optional if purchased Basic GIS management services to support the VESTA Map implementation
• All-inclusive software support, updates, and upgrades for the contract term • 24/7/365 help desk, trouble ticketing and customer support services • Installation, testing, training, maintenance and on-site support services by Motorola Solutions • Project management services for the planning, design, testing, installation and operation of systems for contract term
46 Section 3
Product Description
The product description gives an overview of the features and benefits of VESTA 9-1-1. Some of these features are optional. Please refer to the Summary of Offer section listing features and functions that are included in this bid. Contact your sales professional if you have any questions.

3.1 VESTA® 9-1-1
The VESTA9-1-1 call handling solution is a mission-critical call management and response solution that is a NENA compliant, IETF standards-based, IP-centric implementation. In essence, the VESTA 9- 1-1 solution:
• Is a 9-1-1 ANI/ALI controller providing voice management and data (ALI) retrieval • Supports all of the standard telephony interfaces to simplify integrationinto existing telephony networks.
• Engineered to ensure that there is essentially no single point of failure, i.e.most of the hardware is duplicated within the system to ensure redundancy.

Below is a description of the minimum hardware components for a VESTA 9-1-1 system being shipped are as follows:
• Servers running Media Distribution Services (MDS)
• Servers running Data Distribution Services (DDS)
• FXS (Foreign eXchange Subscriber) gateways
• FXO (Foreign eXchange Office) gateways
• Managed Ethernet switches
• Firewall security appliance with VPN capability
• VESTA 9-1-1 workstations to manage and process incoming mission criticalcalls • Supported interfaces include:
• Analog 9-1-1 CAMA (wireline and wireless) trunks used only for incoming emergency calls • Administrative lines – Centrex, CLID, POTS
• Feature Group D (FGD)
• Ring-down lines: wet (battery provided by CO) and dry (battery seen by the CO) • Digital interfaces: T1 and PRI
• Automatic Location Identification (ALI) to identify caller information • CAD interface
• VoIP 9-1-1 interfaces using NENA I3 or Intrado RFAI protocol Specific features may or may not be available based on the options, call flow configurations and command assignments at the VESTA 9-1-1 workstations. Additionally, some features listed above 47 represent integration with other third party products that may not form part of the solution; these are denoted for reference purposes.

3.1.1 Servers
Media Distribution Services (MDS)
The VESTA 9-1-1 MDS are the software-based call-processing component of the VESTA 9-1-1 solution. The software extends telephony features and functions to packet telephony network devices such as VESTA 9-1-1 workstations and IP phones.

MDS servers provide the following feature/functionality:
• Support for 9-1-1 and Admin queues
• ACD schemes (Longest idle, Ring all, Circular and Linear) • Conferencing, transfer, and call overflow capabilities • Administrative phone features and services
• Auto attendant features
• Voice mail
MDS servers are always implemented in pairs and operate in an Active/Standby mode.

Data Distribution Services (DDS)
The VESTA 9-1-1 DDS provides advanced 9-1-1 call data handling and system monitoring services.

DDS servers provide the following feature/functionality:
• Retrieve and extract ALI from ALI databases, perform ALI rebids • Interfaces to CAD (Computer Aided Dispatch) systems
• Manages the transfer of call details to remote agencies • System activity events and logs for tracking, alarming and historical reporting • Management of overall system resources
• A client applications software distribution mechanism for VESTA 9-1-1 workstations, VESTA™ Analytics MIS solution, and Activity View management application • Real-time CDR (Call Detail Record) printing
DDS servers are always implemented in pairs and operate in an Active/Standby mode.

Advanced Services Node (ASN)
The Advanced Services Nodes (ASNs) are equipped to extend the functionality of the VESTA 9-1-1 system. These are deployed virtual machines, which may be hosted on the System Hypervisor servers or on a separate pair of Hypervisor servers.

The ASNs provide the following functionality:
• Support direct-connect capability for delivery of SMS/text calls utilizing MSRP protocol. • Provide additional tools for training purposes. This includes simulators for:
48 - Generating SMS/text calls
- Generating simulated voice calls
• Provide additional tools for diagnostic and configuration of the ASN.

ASNs are always implemented in pairs and operate in an Active/Active mode.

Virtualized Servers
The MDS, DDS and other peripheral servers may be implemented as virtual machines (VM’s) on one or more physical servers. This approach reduces the amount of back-room equipment, lowers power consumption and reduces thermal loading in the equipment room. VM’s also provide greater flexibility for future software upgrades, since the operating system and client software are now independent of the server hardware. Virtual servers are normally equipped with:
• Six-core Xenon CPU’s (minimum)
• 12 GB of RAM (minimum)
• Multiple disk drives in a minimum RAID 5 configuration • Multiple 10/100/1000 NIC’s
• Dual power supplies
Virtualized Server

3.1.2 Gateways
The VESTA 9-1-1 solution supports various gateways to interface to traditional (non-IP) telephone systems. Gateways convert non-VoIP circuits to standard, SIP-based VoIP.

Foreign Exchange Subscriber (FXS)
FXS gateways support the following interfaces:
• 2-wire CAMA 9-1-1 trunks
• “Dry” ring-down circuits
• Analog stations
• FAX machines/modems
• Web-based Graphical User Interface (GUI) for configuration Foreign Exchange Office (FXO)
FXO gateways provide the following functionality and interfaces:
49 • Loop-start CO lines
• Ground-start CO lines (M1K FXO GS modules only)
• “Wet” ring-down circuits
• Direct Inward Dialing (DID) circuits to specific endpoints (phone sets) • Web-based GUI for configuration
Mediant 1000 (M1K)
Mediant 1000 gateway chassis provides six expansion slots which can be equipped with any combination of FXO, FXS and/or T1/PRI interface modules. The Mediant 1000 chassis is also equipped with redundant power supplies and dual network interfaces (NICs).

The following features and circuit types are supported on these gateways:
• Interface to 2-wire analog CAMA 9-1-1 trunks
• Interface to 2-wire loop start administrative lines
• Interface to 2-wire ground-start administrative lines (requires GS FXO module) • Interface to either dry or wet ring-down lines
• Interface to standard T1/E1 circuits*
• Interface to standard ISDN-PRI circuits*
• Web-based GUI for configuration and management
*A maximum of four digital circuits may be equipped per M1K chassis (pre R6.0) or up to six (R6.x and later, with firmware upgrade).

3.1.3 Remote CAD Port Servers
In virtualized and/or geo-diverse hosts and/or remote PSAPs, RS232 Port Servers RS- 232-to-IP devices are deployed to extend serial CAD ports to the remote location.

These devices provide the following features:
• Four RS-232 ports per unit
• Each unit may communicate with multiple DDS servers
• Web-based GUI for configuration
For each PSAP equipped with a CAD interface, one set of the following will also be provided to allow for CAD port redundancy:
• Blackbox TL601A-R2 port arbitrator
• Blackbox TL159A-R4 8-port data sharing unit

3.1.4 Networking
The VESTA 9-1-1 system requires specific network capabilities in order to operate correctly.

Depending upon the price/performance desired by the customer, different managed network switches in 24- or 48-port configurations may be quoted. These are typically from either HP or Cisco. Network 50 switches may be either standard or Power over Ethernet (PoE) versions, depending on the configuration required.

3.1.5 Printing
The VESTA 9-1-1 system may be equipped with a variety of printers, depending upon the specific customer requirements. Printers may be either locally connected (to a workstation or server) or connected to the VESTA 9-1-1 LAN utilizing either an internal or external network interface.

3.1.6 Workstations
The workstation uses a mini PC providing users with full functionality and power in a space saving design. The clean and compact design allows for flexible deployment options and is small enough to be mounted to the back of a monitor. Dual monitors are supported.

Mini 800 G6 PC for VESTA 9-1-1 Clients
Genovation Keypad
The versatile, 24-key programmable keypad can be labeled to fit specific agency needs. The nonvolatile, programmable memory allows the keypad to connect to any USB port without installing resident software. The keypad is easy to program using the Windows compatible software provided.

Assembled with high quality key switches, the keys are durable, yet light and easy to press.

Genovation Keypad

3.1.7 VESTA 9-1-1 Call Taking Position
The VESTA 9-1-1 call taking position provides a GUI to allow Call Takers to quickly process emergency and non-emergency calls. Depending upon the specific customer requirements, VESTA 9-1-1 call taking positions may be implemented in a variety of ways:
• Using standard tower or small form factor (SFF) workstations • With one or more widescreen monitors. Workstations support up to two monitors natively using Display Port outputs. Adapters are optionally available to support other display types (VGA, HDMI, DVI, etc.).
51 • With optional Integrated Instant Recall Recorder (IRR) software. IRR software can be deployed as either single-channel (telephone only) or dual-channel (telephone and radio select audio) modes.
• With one or two Network Interface Cards (NICs). When deployed with two NICs, each NIC may operate independently (connected to two different networks) or be teamed for redundancy. • With a SAM (Sound Arbitration Module) connected to two standard 310-plug headset jack boxes, a headset/handset unit and a SAM Speaker.
• With optional Genovation 24- or 35-key programmable keypads • With optional widescreen touch screen monitor(s)

3.1.8 ESInet Interface Module (EIM)
The ESInet Interface Module (EIM) provides connectivity to NENA I3-compliant and RFAI VoIP networks for the delivery of 9-1-1 calls and related information. Several different versions of EIM are available, depending upon the kind of ESInet that the system will be interfaced with:
• NENA I3 – Comtech/TCS
• NENA I3 – InDigital Networks
• NENA I3 – Vesta Solutions NGCS
• West/Intrado RFAI
The ESInet is normally interfaced to the VESTA 9-1-1 system by way of a firewall device at each host location.

The following features are provided with the EIM module:
• Delivery of 9-1-1 voice to the system using VoIP technology • Delivery of the ANI as part of the call setup messages (SIP invite) • Delivery of ALI information in the PIDF-Lo fields (NENA I3 only) • Implementation of a “make busy” switch for PSAP evacuation/reroute (requires stand-alone FXS unit – switch to be provided by customer)

3.1.9 VESTA SMS
The VESTASMS solution allows VESTA 9-1-1 systems to connect directly to Text Control Centers (TCCs) using standards-based MSRP protocol for delivery of text messages directly to VESTA console users. Some of the features of the VESTA SMS solution are:
• Standards based Text-to-9-1-1 solution
• Easy and flexible to operate
• Supports multiple text queues
• Text capability may be assigned to user roles
• Allows transfer of text calls within a single multi-PSAP system 52 3.1.10 Enhanced Data Window
The Enhanced Data Window is available within the VESTA UI that displays supplemental data such as personal information, medical information, precise location information, and traffic conditions in the vicinity of the caller. This additional data helps call takers better assist 9-1-1 callers by increasing situational awareness. Data provided today comes from the RapidSOS NG9-1-1 Clearinghouse and is automatically delivered to the Enhanced Data Window based on the caller’s calling party number (CPN).

Motorola Solutions and RapidSOS understand that every second counts in an emergency and that Telecommunicators and first responders need location accuracy and other supplemental information to save lives. Through the integration of the RapidSOS NG911 Portal into VESTA, PSAPs now have the capability for improved situational awareness and improved decision making.

RapidSOS Information Displays in the VESTA User Interface

3.1.11 VESTA CommandPOST
The VESTA CommandPOST call processing solution is a portable call-taking position designed to allow a call-taker to move to another location, reconnect to their host system, and begin taking 9-1-1 (with ANI/ALI) and administrative calls. All features of the traditional VESTA 9-1-1 position are persevered. In order to use Instant Recall Recording (IRR), the VESTA CommandPOST must be used with the SAM module. The VESTA CommandPOST call processing solution can connect to the host system via:
• Public Internet connection using VPN
• Private IP network with/without VPN connection
• IP satellite network with/without VPN connection
53 The VESTA CommandPOST typically consists of the following components:
• Hardened laptop computer (refer to hardware specification for latest model) • SAM (Sound Arbitration Unit)
• All required cables
• Weather-resistant rolling case with cut foam liner
• Docking station (optional)
• Additional battery (optional)
• External monitor (optional)
• External mouse & keyboard (optional)
CommandPOST Ruggedized Mobile Package

3.2 Data Management

3.2.1 VESTA Analytics
VESTA® Analytics is Motorola Solutions next-generation management information system (MIS). The VESTA Analytics solution is a sophisticated emergency call center application for PSAP management and is optimized for regional administrators and PSAP supervisors. 54 VESTA Analytics provides a number of new capabilities not previously existing in 9-1-1 reporting solutions that play an important role in improving efficiencies in staffing, operations, and information management.
• Enhanced operational management — VESTA Analytics improves the ability to gather, organize, data-mine, and report near real-time information. VESTA Analytics incorporates an advanced data warehouse for improved performance for creating custom reports and searching for data.
• Personnel management — VESTA Analytics includes 9-1-1 specific key performance indicators (KPIs) that help assess the performance within the call center for more informed decisionmaking regarding staffing. • Automated evidence organization — VESTA Analytics automatically associates related calls into the context of individual incidents. This approach simplifies the tasks involved with reconstructing, organizing, searching, and archiving historical incident information.

VESTA Analytics is built upon state-of-the-art technology, providing a foundation for future enhancements, and providing next-generation capabilities.

VESTA Analytics Standard provides the following features:
• Home page — VESTA Analytics Home page provides a simple calling party number (CPN) or date-time search, and one-click access to report apps. The following report apps are installed with VESTA Analytics as samples:
- Last Month Call Count by Call Types per Trunk Line
- Last Week Call Count by Day per Agent
- Last Week Wait Time Range per Call Category
- Previous 365 days Call Count by Month per Xfer Conf Target • Event display — The Event List and Event Details panes display information that VESTA Analytics captures from integrated systems. Custom filters can be created to find events meeting specific conditions.
• Trigger filtering — Events meeting user-defined criteria can be highlighted as they enter the event list, indicating a possible problem event or trend. • Scenario and event management — VESTA Analytics automatically associates related events gathered from integrated systems such as the call processing system. The Scenario Management system provides manual control over associations, and creates associations between complex scenarios.
• Microsoft SQL Server Analysis Services (SSAS) — A database structure has been implemented that enables more efficient reporting.
• Custom grouping and filtering — You can create custom groups and filters to generate advanced reports. VESTA Analytics also supports shift-based reporting. • Automatic data purging — VESTA Analytics Standard, Hosted, and Enterprise automatically removes data after 5 years to reduce the size of the database. This ensures that sites always have access to a 5-year sliding window for running historical reports, comparing trends, and maintaining performance.
• Reports and report layouts — VESTA Analytics includes many new reports offered in three bundles: standard, advanced, and analytical. Reports include custom logos, user-selectable layouts, graphs, and a description of the content of the report. Reports can be created, saved 55 with a user-defined name, and run with a single click. VESTA Analytics Product Brief – Standard 2 • Scheduled reports — You can create custom reports and store them for future generation or scheduled distribution. The Report Scheduler allows reports to be distributed by e-mail (requiring an e-mail server) or stored to a shared folder. • Ad hoc reports — Custom reports can be created from scratch and saved to the report library using an advanced ad hoc engine, or using the analytical solution. Ad hoc reporting has been enhanced with user-friendly data views based on agent status, agent perspective, caller perspective, and trunk-line perspective. Note VESTA Analytics includes a powerful ad hoc reporting engine built on SQL Reporting Services. Because ad hoc reporting is specific to the needs of a site, does not provide technical support for customized ad hoc reports. If you want to use the ad hoc reporting engine, consider obtaining advanced training on SQL reporting services or work with a firm that has this expertise.
• Standardization of call properties — The classifications applied to calls have been simplified and streamlined for more consistency between call platforms. For example, the origination of the call (Call Origin) is classified as incoming, outgoing, or internal. These classifications can then be used to provide more complete information when filtering or grouping on reports. • Perspective reporting — This feature allows for analysis of call handling data from different points of view. For example, a call analyzed from the caller perspective includes a ring time until the call was answered, whereas from the agent perspective, it only includes the ring time that occurs at the agent’s position. If the agent is on a call, that ring time does not exist from the agent’s perspective.
• Time parameters — Reports can be grouped by time-based parameters (by year, quarter, month, week, day, or hour). The requested data element is displayed based on the requested time period.
• Key performance indicators (KPIs) — VESTA Analytics includes 5 key performance indicators developed specifically for emergency call centers.
• SMS support — VESTA Analytics supports capturing and reporting on SMS sessions as a separate call type.
• Printing of configuration data — Configuration information for agents, consoles, lines, and so on can be printed from the App Manager.
• Centralized management of security — Groups, users, and permissions are automatically created when VESTA Analytics is installed. In addition, site administrators and technicians can manage user authorization from the App Manager Product Security page. • Role-based logon — VESTA Analytics supports the ability to accept an agency (site) name and role from the computer telephony integration (CTI) system and assign activities to the agency (site) and to the specific role (call taker, dispatcher, and so on). This information is then available for reporting and analysis.
• Browser-based application — VESTA Analytics does not need to be installed on remote workstations, thus eliminating possible disruptions to the call takers. It is Key features 3 a server-based application that is accessed from a browser on local or remote computers. • VESTA Analytics Data Migration Utility (VADMU) — A utility that, after a system upgrade is completed, migrates other multiple sites’ databases into the newly upgraded VESTA Analytics site database.
56 • VESTA Locate integration — Calls in the Event List can be selected and plotted on a VESTA Locate workstation.

Motorola Solutions also offers the following fee-based enhancements to VESTA Analytics:
• Advanced reporting — Advanced reports are next generation reports specifically developed for the 9-1-1 site. They are based on Analysis Services (a historical data warehouse, current to the last collection) and provide more complex information than standard reports. • Dashboard reporting — This reporting module provides drill-down features, the ability to obtain data based on user-defined parameters, and the ability to create special meters, graphs, and tables. In addition, this module provides pre-defined views of configurable data for review. • Enterprise and Hosted (multi-site) deployment — You can run reports for remote Enterprise and Hosted sites. Enterprise functionality is the ability for a single VESTA Analytics Enterprise server to collect call records from other VESTA Analytics servers and aggregate the data in a single database for enterprise-wide reporting. This functionality is similar to MagIC Data Repository (MDR) functionality, with the added ability to segment the data by site. Hosted functionality refers to the ability for multiple sites to share a common CTI system while controlling access to the data by site. In this way, users from one site cannot see data from another site. User authorization controls which users can see which site’s data. • Data Dictionary — provides a fee-based Data Dictionary to assist in understanding the database schema.

The reporting capabilities of the VESTA Analytics solution are highly robust, supplying several standard documents that provide facts on call counts, transfer averages, trunk and line utilization, etc., and can accommodate customization when needs are more specific. All reports can be scheduled and automatically distributed, or you may choose to create an ad hoc report. The VESTA Analytics MIS solution can automatically associate related events, which simplifies incident reconstruction, organization, searching and archiving.
57 VESTA Analytics Home Page with 4 to 8 Tabs

3.2.2 VESTA Analytics Front End
No dedicated client software is required to access the VESTA Analytics system. All access is performed using the Microsoft Internet Explorer 6.0 or later browser. The workstation accessing the VESTA Analytics system must:
• Have Microsoft .Net 2.0 or later software libraries installed. • Be connected to the same network as the VESTA Analytics server or have other dedicated, secure access to the VESTA Analytics server network (VPN, etc.) • One MS-SQL License per user accessing the VESTA Analytics MIS system is required. • One VESTA Analytics system access license is required per user accessing the VESTA Analytics MIS system is required.

The VESTA Analytics access licenses are “concurrent usage” licenses. Users may log into the system from any workstation connected to the network as long as the number of users concurrently logged in do not exceed the number of access licenses purchased.
58 VESTA MIS Solution

3.2.3 Call Detail Report (CDR) Interface
Depending upon the desired functionality in a VESTA 9-1-1 system, the optional Call Details Report Interface (CDR) port(s) may be implemented. CDR ports provide the following types of information to external devices:
• Call Detail Record. Shows a detailed listing of every action that has occurred (either automatically or by the call-taker) in the handling of the call. • Optionally may include the ALI (Automatic Location Information) of the caller. This will typically be the last ALI received on the call.
• Optionally may include any TDD/TTY conversations that occurred as part of the call. • Optionally may include call-taker log in/out and ready/not ready status changes. • One or more ports may be implemented. To provide CDR port redundancy, one port must be equipped on each DDS server. Ports are typically run through a BlackBox TL158A-R2 unit, which serves as a data arbitrator if the receiving service cannot perform its own arbitration. 59 Section 4
Optional Features

4.1 Geographic Information System (GIS)
To meet the needs of PSAPs of varying sizes, Motorola Solutions can provide a suite of geographic information systems (GIS) display and update products. Each GIS display product supports the following capabilities:
• Display wireline addresses based upon street centerline or point data • Accurately plot Phase I & II wireless calls, including showing the uncertainty (if provided) • Accurately plot SMS/Text-to-9-1-1 calls based on the location information provided with the call • Update the caller’s location when ALI or location information rebids are performed on the VESTA 9-1-1 call taker console
• Integration with Pictometry and aerial imagery (optional)

4.1.1 VESTA Map Local (Optional)
VESTA Map Local is a subset of VESTA Map that is run locally on the workstation, rather than being network dependent. This allows greater flexibility for use in smaller sites that may not have dedicated network resources to support the full VESTA Map product. VESTA Map Local provides all of the following features:
• Provides a detailed, easy-to-use interface for viewing and managing incidents on digital maps • Displays call types (wireline, Phase I and II, VoIP and Telematics) on the map using unique icons for a comprehensive view
• Supports Internet delivery of online and 3rd party data such as ArcGIS online, Rapid SOS, etc. 60 • Streamlines Call Handling processes by displaying 9-1-1 call type and location information as layers versus disparate system views.

VESTA Map Local
RapidSOS Enhanced Location
To help the PSAP gain greater location accuracy, the RapidSOS NG911 Clearinghouse data is available from the VESTA Map Local solution.

The benefit of integrating with the RapidSOS NG911 Clearinghouse includes:
• Security – The location is stored securely in the NG911 Clearinghouse, an access-controlled NENA i3 – compliant Location Information Server (LIS) and the Additional Data Repository (ADR)
• Speed of Delivery – Upon delivery of a 9-1-1 call, VESTA automatically queries the NG911 Clearinghouse, providing location information at the same time Phase 1 location data arrives • Location Display – RapidSOS supplemental location data is displayed alongside the ALI location (when available), not instead of the ALI location 61 RapidSOS Enhanced Location

4.2 Automated Abandoned Callback (Optional)
Automated Abandoned Callback (AAC) feature allows the VESTA 9-1-1 system to automatically call back serviceable abandoned 9-1-1 voice calls and verify if the caller needs assistance or not. If a caller responds that emergency service is still needed, the system will automatically queue the call for the next available call-taker. Otherwise, the call is marked as no further action required and released.

NOTE: This feature requires that Answer Supervision be enabled on all lines used to automatically return abandoned calls. The use of ISDN-PRI lines is recommended for this purpose, especially in larger, busy systems. Lines used for AAC will remain in use even after the call exits the AAC function if a caller responds that help is still needed. Sufficient lines will need to be configured for AAC use to ensure that there is no blocking during high traffic periods.

4.3 CommandCentral Cloud-Based Services

4.3.1 Citizen Input (Optional)
Offering PSAPs experience with cloud-based services in a flexible yet controlled environment, Citizen Input can be deployed with current CPE platforms extending capabilities with no impact to call handling functionality. Citizen Input allows a citizen to send video, photographs and data to the PSAP enhancing operations and improving call handling efficiency.

Citizen Input requires VESTA 9-1-1, Release 7.2 and above and a FortiGate 60E Firewall for each PSAP using the service.
62 Citizen Input provides the following features:
• Allows citizens to send video, photographs and data to the PSAP • No app download required on citizen's device
• Provides a controlled, permission-based approach to managing visual content • Stores visuals as part of the call detail history
• Content is approved by the PSAP before it can be submitted and viewed • Once authorized, an SMS containing a URL is sent to the citizen's phone that placed the 9-1-1 call. The citizen uses the URL to send the video or photo to the PSAP • Viewing can be stopped at any time and all content is captured as permanent records; storage and strong evidence protection protocols are enforced
• Visual content is linked to VESTA 9-1-1 call records for audit purposes and ease of tracking We know PSAPs are uncomfortable about allowing video and photographs into the PSAPs and we are addressing this concern with a controlled, permissions-based approach where visuals are not accepted unless the PSAP authorizes submission. All digital evidence collected from callers using Citizen Input is stored and tracked in a CommandCentral storage tool. Storage is included with a subscription to Citizen Input.

Unlimited access to user training videos and Quick Reference Cards (QRC) are included in the Citizen Input subscription service. The comprehensive videos are sufficient to educate each user and have them ready to begin using Citizen Input in a short amount of time. 63 4.3.2 Smart Transcription (Optional)
CommandCentral Smart Transcription is a cloud-based service that takes the 9-1-1 call audio and transcribes it real-time into a searchable transcript, making it available for live call monitoring to increase situational awareness across an entire agency. It preserves the transcript in long-term, secure storage for post-call analysis.

Smart Transcription is offered as a subscription service and works on VESTA 9-1-1, Release 7.2 and above.

Smart Transcription provides the following features:
• Integrated real-time audio transcription from VESTA 9-1-1 • Real-time and post-call transcription
• Keywords and full text search capability
• Quick search and review historical transcripts
• Agent, console and call metadata provided
• No app download required on citizen device
• Security processes built into the service to reduce the risk of cyberattacks • Ability for supervisors to monitor transcripts
• Transcripts stored, along with metadata, for investigations, case summaries or locating conversation patterns over time
• Short learning curve for call takers since there are no changes on how they answer voice and text calls today on their VESTA 9-1-1 system
• No impact to VESTA 9-1-1 call handling functionality
64 4.4 Cybersecurity Services for VESTA 9-1-1 – Optional Protecting people starts with protecting the PSAP, and public safety organizations need mission-critical systems to be fully available and resilient to cyber attacks. The risks to organizations both large and small are growing as threats like ransomware become increasingly profitable for cyber criminals.

VESTA Managed Detection and Response reduces the risk that a cybersecurity threat will impact system availability, integrity, and confidentiality. Qualified cybersecurity analysts with extensive experience working on VESTA 9-1-1 mission-critical systems will monitor the Customer’s system for signs of cybersecurity threats.

4.4.1 Managed Detection and Response

4.4.1.1 ActiveEye Security Management
Motorola Solutions’ ActiveEye Security Management platform collects and analyzes security event streams from ActiveEye Remote Security Sensors in the Customer’s VESTA 9-1-1 system, using security orchestration and advanced analytics to identify the most important security events from applicable systems.

The platform automates manual investigation tasks, verifies activity with external threat intelligence sources, and learns what events will require rapid response action. The goal is to reduce time to resolution and contain any security event.
65 The Customer will receive access to the ActiveEye platform as part of this service. ActiveEye will serve as a single interface to display system security information. Using ActiveEye, the Customer will be able to configure alerts and notifications, review security data, and perform security investigations.

ActiveEye Remote Security Sensor
One or more ActiveEye Remote Security Sensors (AERSS) will be deployed into the VESTA 9-1-1 system to deliver the service. These sensors monitor geo diverse sites in the system for security events and pass security information to the ActiveEye platform.

Log Collection / Analytics
The AERSS deployed in the system collect logs and other security information from applicable servers, workstations, switches, routers, and firewalls. This information is forwarded to the ActiveEye platform, which uses advanced analytics to identify signs of cybersecurity incidents.

Intrusion Detection System
The AERSS deployed in the system include an Intrusion Detection System (IDS) that constantly monitors traffic passing across, into, or out of the VESTA 9-1-1 system. The IDS analyzes traffic for signs of malicious activity in real time, and performs packet level and flow level analysis to enable communications modeling. This information is used to identify anomalous behavior that is not captured by pre-defined traffic signatures, including traffic using encrypted connections. The IDS forwards detected suspicious activity to the NSOC for further analysis.

Service Dependencies
It is mandatory that all VESTA Managed Detection and Response customers also subscribe to the Application Monitoring and Response service for VESTA 9-1-1. In the absence of an active Application Monitoring and Response service for VESTA 9-1-1, the VESTA Managed Detection and Response service cannot be delivered.
66 ActiveEye Platform Dashboard

4.4.1.2 Network and Security Operations Center
The VESTA Managed Detection and Response service is performed by Motorola Solutions’ Network and Security Operations Center (NSOC) using specialized monitoring elements. The NSOC’s expert cybersecurity analysts monitor for alerts 24x7x365. If an event that may represent a threat is detected, analysts will investigate and initiate an appropriate Customer engagement. Customer engagements may include, but are not limited to, requesting additional information from the Customer, continuing to monitor the event for further development, or informing the Customer to enact the Customer’s documented Incident Response plan.

Motorola’s cybersecurity analysts will develop threat reports and review them with the Customer.

Analysts perform threat intelligence gathering using a combination of automated and human methods.

They review threat intelligence findings during normal US business hours 8x5 on standard US business days: Monday through Friday 8AM to 5PM local time, excluding US Holidays. 67 Section 5
Warranty Services
Motorola Solutions has over 90 years’ experience supporting mission critical communications for public safety and public service agencies. Motorola’s technical and service professionals use a structured approach to life cycle service delivery and provide comprehensive maintenance and support throughout the life of the system. The value of support is measured by system availability, which is optimized through the use of proactive processes, such as preventive maintenance, fault monitoring and active response management. System availability is a function of having in place a support plan delivered by highly skilled support professionals, backed by proven processes, tools, and continuous training.

5.1 The Service Delivery Team

5.1.1 Customer Support Manager
Your Motorola Solutions Customer Support Manager provides coordination of support resources to enhance the quality-ofservice delivery and to ensure your satisfaction. The Customer Support Manager (CSM) is responsible to oversee the
execution of the Warranty and Service Agreement and ensure that Motorola meets its response and restoration cycle time commitments. The CSM will supervise and manage the
Motorola Authorized Servicer’s functions.

5.1.2 Motorola Local Service Provider
Motorola Solutions nationwide network of local Authorized Service Centers are staffed with Motorola Solutions factory trained technicians. They provide rapid response, repair, restoration, installation, removal, and scheduled preventive maintenance tasks for site based NG9-1-1 Call Taking
systems. Motorola’s Authorized Service Centers are assessed annually for technical and administrative competency to ensure quick and effective service delivery.

5.2 Warranty and Maintenance Services

5.2.1 OnSite Response
Motorola Solutions’ OnSite Response service gives you that advantage by making available our network of expert support resources located all across North America to provide on-site support when you need it. These Motorola Solutions certified field technicians arrive at your door equipped and ready to do what it takes to get your system running at optimum capacity.

Motorola has proven experience to
deliver mission critical network
support
 Extensive Experience–Motorola has over 90
years’ experience supporting mission critical
communications and the Public Safety
community.
 Capacity to Respond–Motorola’s network of
Authorized Service Centers, repair depots,
system support center and parts support
enable Motorola to provide quick and
effective service delivery.
 Flexibility and Scalability–Motorola’s
Support Plans are customized to meet
individual Customer needs.
 Skills and Process–Motorola uses a wellestablished, structured, and disciplined approach to provide service delivery.

Motorola’s team of well-trained and
committed people understands the
communications technology business.
68 Using Motorola Solutions-approved test equipment, service procedures and backed by Motorola Solutions centralized technical resources, technicians from your local authorized service center are dispatched to your site. The technicians perform diagnostics, remove components for repair, and reinstall new or reconditioned components. When it is a response to a call for help, Motorola Solutions OnSite Response service guarantees technician dispatch, site arrival, and problem resolution.

Motorola Solutions field technicians average 35-60 hours of technical training per year and 15-25 years of solution experience that aid in the quick and timely resolution of your service issues. Motorola Solutions on-site technicians are also backed up by technical consultants and field engineering support across the county when the situation calls for a more specialized expertise. We recognize that your communication system is critical to your operation and our support strategy of local and centralized support is our promise to you that we will do whatever it takes to keep it working at peak efficiency.

Motorola Solutions’ OnSite Response service is a vital component of an intelligent communication support plan that keeps your business running, your costs down, and helps you stay focused on your goals.

5.2.2 Network Security and Operation Center (NSOC)
Designed exclusively for Public Safety communications, the NSOC includes state-of-the-art technology, processes and tools all provided by our highly trained, dedicated team. With connectivity to the NSOC, our advanced systems facilitate true Emergency Services-grade monitoring and management.

5.2.2.1 Service Desk
The Service Desk is the central point of contact to report incidents and submit change requests. Colocated with the Technical Support Center within the Network and Security Operations Center (NSOC), the Service Desk maintains a holistic view of your service delivery environment.

The Service Desk will:
• Open a case and categorize the reported issue or request • Resolve incidents based on priority
• Perform analysis to assist in identifying a corrective action plan • Escalate the incident/request to technical or service experts when required • Engage the next level management to ensure timely problem resolution, when necessary
• Provide regular status updates for escalated incidents

5.2.2.2 Monitor and Response
With the proposed Monitoring and Response service, system thresholds, established during the Monitoring and Response service implementation, are continually monitored by the system. Anytime the system performance exceeds the threshold limit, Monitoring and Response is immediately notified via digital alarm. Motorola Solutions then notifies the designated maintenance provider via the means (email, phone, etc.) set up upon implementation. This is a very stringent process that takes place in seconds. Monitoring and Response provides pre-failure hardware notification, and generates alerts on service/device state changes, runaway processes, and memory leaks. It collects and stores userdefined performance counters, and stores event log messages, performance data, and configuration 69 data in a centralized database. Below are some of the features available through Monitoring and Response:
• Proactively monitors key systems to detect faults and mitigate risks to ensure highest possible system performance and availability
• Monitors each server, workstation and networking device for hardware alarms, software alarms and performance thresholds
• Minimizes risk and the possibility of service interruptions, predicting issues before they occur • Alarms the NSOC for remediation, notification and escalation, with most alarms resolved remotely

5.2.2.3 Anti Virus
• Delivers virus protection as a service, ensuring updates are tested and applied in a timely, efficient manner
• Provides a best-in-class antivirus solution, certified for our call handling platforms and continuously updated to automatically detect and remove the latest viruses.

5.2.2.4 Patch Management
• Deploys Microsoft® updates and patches after validating they are compatible with your solution • Helps ensure system integrity and security, especially when bundled with Virus Protection for comprehensive, hands-free care

5.2.2.5 Software Upgrades
Motorola Solutions, in conjunction with the customer, will oversee all approved hardware and software upgrades. Motorola Solutions will provide the customer notification of scheduled product updates and/or modifications via a Product Change Notice (PCN) or a Product Bulletin (PB). 70 Section 6
Statement of Work VESTA 9-1-1
Implementation Planning is an iterative process. It begins during the planning stage and continues until the Next Generation 9-1-1 (NG9-1-1) VESTA 9-1-1 system from Motorola Solutions, Inc. (Motorola Solutions) is formally migrated and accepted by the agency. The Project Manager (PM), working with the project team, is responsible for formulating the required plan to implement and communicate the support process for the VESTA 9-1-1 solution.

6.1 Implementation Methodology
Your VESTA 9-1-1 system is a large project involving complexity, contingencies, and collaborations with multiple parties. Successful implementation requires an organized and systematic approach to project management.

Your Project Manager and Motorola Solutions Project Manager will play a particularly important role in this process by communicating back to their teams the project plan, project status, risks, and next steps. The project will use an MS Project Schedule and Project Status Report, which will provide a consistent vehicle for communication, management, reporting of progress and detection of potential progress delays.

Our project management methodology is also based upon the Project Management Institute’s (PMI) Project Management Body of Knowledge (PMBOK). Our methodology will incorporate one primary goal; align the project with your overall expectations. Unless otherwise requested, Motorola Solutions will implement the project using a “phased” process.

PLANNING

IMPLEMENTATION
&

TESTING

TRAINING CUTOVER
Transition to
Support
Project Closure
Phase I Phase II Phase III Phase IV Phase V

6.2 Phase I - Planning
Phase I is the period in which the project is formally launched, the project design is finalized, the Project Management Plan (PMP) is finalized and resources are scheduled. Upon the agency contract award the Motorola Solutions PM coordinates Phase 1 activities with you to ensure that the project scope has been assessed, and that all deliverables have been captured in the Motorola Solutions Project Schedule. The PMP will be the control document for Motorola Solutions deliverables for the implementation, as will other critical dates or milestones that are integral to the project.

The specific objectives of the planning phase include:
71 • Expound on specific strategies and project options • Confirm NG9-1-1 project scope
• Finalize the solution design
• Finalize plans for solution delivery strategies and resources. The solution is reviewed to align each primary stakeholder with a common vision and strategy for unified team design and planning.
• Determine aspects of the 9-1-1 system that are subject to change within the scope of the project. Much of this entails identifying and collecting information from project stakeholders.

Prior to collecting the detailed information that will be used in the course of the project, it is important for the team to understand the overall project goals and the criteria that will govern their decision-making.

The project principles and constraints are communicated to all team members so that all design, integrations, and deployment decisions can be assessed. Guided by the project principles and constraints, more detail information is then collected. This includes conducting site visits and the Project Launch, Call Flow and Design Review Meeting.

The original configuration proposed was based on information provided by Lemoore Police Department during a review of system requirements. Any changes in the proposed system or equipment will require a change order, which may incur additional costs.

6.2.1 Project Kick-off Meeting
The project kick-off meeting is scheduled as soon as possible following receipt of the contract. One of the main objectives of the meeting is to ensure that all project participants begin the project with a clear and shared understanding of the project and project expectations. During this meeting:
• Process owners are identified
• Key project milestones and objectives are introduced and discussed • Review the overall project “As Purchased” design and Statement of Work (SOW). • First review of the draft project plan

6.2.2 Project Workflow and Design Review Meeting
The project call flow and design review meetings are scheduled with you to be held at the site. The purpose of the Call Flow and Design Review (CDR) meeting is to obtain a comprehensive understanding of your current operational environment and desired future workflow through interactive discussions. It is also to assist in understanding how the new VESTA 9-1-1 system can be configured to meet the operational needs.

During this meeting, Motorola Solutions will gather critical information with your agency to set up and program the VESTA 9-1-1 system, including detailed review of trunks, lines and circuits. Motorola Solutions will work with you to document the final system design elements that will be used for all aspects of the programming and configuration of your VESTA 9-1-1 system. Design discussions and decisions will include but are not limited to:
• Detailed review of the “As Purchased” system design
72 • Detailed review of call flow and system design
• Detail review of CommandPOSTs
• Detail review of Network Requirements
• Detail review of Network Components (routers and switches) • Detailed review of the project Roles and Responsibilities of the collective team • Site walks for Environmental Review & Intra-system interfaces - Environmental:
 Power: outlets, power draw, UPS, generator
 Cabling: positions, training room, backroom
- Adjuncts:
 CAD: ALI spill to CAD
 Recorder
 Mapping
 PBX
- Physical space, furniture, & logistics
- External interfaces: door access, alarms
It is important that your key operational decision makers participate in these design meetings. It is critical that you and Motorola Solutions understand the responsibilities of each entity in this process.

The detailed discovery and full disclosure of all facets of the Call Flow (how the different types of trunks, lines and circuits that are answered at the PSAP locations are routed to and answered by the current communications systems) and the Work Flow (how Call Takers and Dispatchers interact with callers and each other) is critical in the design of the new system. This will ensure a smooth and comprehensive transition.

6.2.3 Project Plan Approval
Once the system design has been finalized, the Motorola Solutions PM will schedule resources for site implementation.

Motorola Solutions resources will be scheduled and dates communicated to the team members via the Motorola Solutions Project Schedule. The Motorola Solutions Schedule will be drafted and forwarded to team members for review and comment. This “First Pass” schedule will be used to present you with the initial deployment schedule. Once all feedback and changes have been received and integrated into the schedule, the Master Project Schedule will be created and communicated by Motorola Solutions. Once published and a baseline established, the Master Schedule will only be changed as per appropriately submitted change requests.

The Planning Phase ends when:
• The Project Plan has been approved
• System design and Call Flow are complete
• The Master Project Schedule has been developed and a consensus among concerned parties reached regarding deliverables and milestones
73 • A draft site cut plan has been developed
• A draft Acceptance Test Plan has been developed
• The materials purchased from Motorola Solutions ship to the site

6.3 Phase II – Installation and Testing
Phase II is the period of time in which site preparation, site installation and testing take place. The project’s implementation is accomplished to the degree that is possible without actually going “live”, while minimizing disruption of the site’s ongoing operations. The Motorola Solutions PM will coordinate the Phase II activities with you to minimize interference with other site activities, while ensuring that Motorola Solutions’ implementation and testing are completed as per the Project Plan and the Master Project Schedule. Implementation and Testing milestones and deliverables will be documented and managed via the Master Project Schedule.

During this phase the components of the solution, including applications, servers, network components and data flow, are configured and readied for deployment. All network, regional and premise components are delivered, and the equipment rooms and other facilities are made ready.

6.3.1 Solution Staging
The process starts with the staging of the system equipment at Motorola Solutions. Your site equipment is assembled, configured and burned in with your specific site information, including but not limited to, system software, IP addresses, machine names, and line and trunk data. Your equipment is also quality-checked for any defects or errors, then packaged and shipped to site.

Staging increases efficiency by leveraging our technical expertise to help prevent out-of-box failures and performing initial configurations before equipment arrives on-site. Less on site installation time is required by staging and testing equipment in our facility. You have assurance that each site’s equipment is configured and tested, reducing the risk of onsite equipment issues.

Once staged your system will be shipped to your site for inventory and installation.

6.3.2 Site Installation
The following outlines the general steps that will be required for system installation. Additional detail and steps will be added during project meetings.
• Unpack and inventory equipment
• Placement of racks/cabinet
• If new cabling is required:
- Run cable from Motorola Solutions Connector Blocks to backboard for all 9-1-1 trunks - Run cable from Motorola Solutions Connector Blocks to backboard for all administrative lines
- Run LAN cables from Motorola Solutions rack/cabinet to all Motorola Solutions workstations; this includes providing an adequate number of cable runs for the voice/network, logging recorder, and any other equipment that may be required
74 - Run LAN cables from any IP phones to the Motorola Solutions rack (if applicable) • Physical installation of all new VESTA 9-1-1 servers and associated components at the identified backrooms (Host A & B)
• Physical installation of any network equipment required: switches, routers, etc. and associated cabling provided by Motorola Solutions
• Physical installation of all new peripheral devices at all sites • For each site, configure and make operable the system as documented in the Detail Design Document to include:
- Configure all new VESTA 9-1-1 system servers.
- Configure all new workstations purchased for the sites - Perform Router Configuration
- Perform Firewall Configuration
• Manage all appropriate data and accounts for the VESTA 9-1-1 system • Perform installation and configuration of the Motorola Solutions provided MIS solution.

6.3.3 Testing
Our plan includes performing various required tests using the agency's actual infrastructure, which is beneficial for the following reasons:
• Testing will be performed on the production solution – actual hardware • Testing will be performed in the actual environment
• Testing will allow you to easily observe the process
Testing is one of the major aspects of your VESTA 9-1-1 project and its success will require combined concentrated effort by your personnel and Motorola Solutions.

Upon contract award, Motorola Solutions PM will work closely with you to review the System Acceptance Test Plan and make mutual agreed upon changes to the Test Plan. At the completion of the implementation, your designated participants and Motorola Solutions will execute the test plan that displays the system is functioning and configured as designed and document test results.

6.3.4 Lockdown
The Implementation and Testing Phase ends when:
• Site Implementation is complete
• The site testing has been completed to the degree agreed upon during the project planning process
At the conclusion of the site’s implementation and testing, a lockdown (configuration freeze) period will begin and remain in effect until system cutover. During implementation and training, vendors/providers of each subsystem will have the opportunity to perform pre-approved nominal system testing without making any user application and configuration changes. The site lockdown will be scheduled via the Master Project Schedule.
75 6.3.5 Customer Responsibilities During Installation
Responsibilities shall include, but are not limited to:
• Use reasonable efforts to provide supporting information to aid in the solution of any problems discovered during installation, implementation or post installation phases of this project • Provide appropriate schedule notification and facility availability for VESTA 9-1-1 on-site services and training
• Notify and coordinate schedule changes with Motorola Solutions, which may require a Change Order (and potentially additional charges) dependent upon the change • Assume sole responsibility for the accuracy and completeness of Customer-supplied data • Provide dedicated (2) 20A 110V UPS protected power outlets for the facilities and appropriate grounding, or as determined by the site survey, for the proper operation of the emergency telephone and computer systems described herein
• Assume full responsibility for mutually approved base map file, including, but not limited to: X / Y coordinates, structure address, street centerlines, ESN boundaries, City boundaries; maintain this file and use it to update the VESTA 9-1-1 system
• Provide a complete ESRI-based GIS formatted map (shapefile) thirty to sixty days prior to onsite system installation • Updates to the base map file, performed by personnel designated, will be transferred to the system per Motorola Solutions instructions
• Provide a floor plan outlining where Motorola Solutions provided equipment is to be installed and position numbers for Call Taker, Dispatch, and Supervisor positions • Ensure the operating environment is fully functional and meets VESTA 9-1-1 minimum operating requirements
• Provide the applicable broadband service for the VESTA 9-1-1 Virtual Private Network (VPN) for remote monitoring, support and troubleshooting connectivity • Provide for, move, test and make operational or otherwise deliver CAMA trunks, administrative lines and other PSTN connections to the backboard demarcation at least 14 days prior to installation start date
• Provide for, move, test and make operational or otherwise deliver two (2) ALI circuit connections to the backboard demarcation at least 14 days prior to installation start date • Provide facility specific work and activity, including, but not limited to, construction, core drilling, grounding, and any electrical or conduit needed to support the implementation • Assist Motorola Solutions in securing any required security clearances, identification tags and other requirements for access to areas within the facility necessary for Motorola Solutions personnel to complete their project responsibilities under this agreement • Provide the tap to the network clock, if applicable. This includes all interfaces necessary, preferably to provide the name/address of a timeserver on the network. • Document and supply configuration information on the existing CPE • Make available at the equipment rack, all remote access lines terminated on RJ 11 or RJ 45 jacks or contract with Motorola Solutions as required
76 • Ensure that or contract with Motorola Solutions to guarantee Intermediate Distribution Frame (IDF), wall boards and/or interconnect points appear in the immediate area where VESTA 9-1-1 servers are installed

6.4 Phase III – Cutover
Cutover is the primary focus of your NG9-1-1 project, its success will require a methodical focus on planning, executing, and monitoring. The cutover plan includes the fallback process to restore the system to the pre-migration operation in the event of a catastrophic failure.

The Cutover Plan defines the sequenced procedures and steps that will occur in the Cutover Phase to bring new equipment to an operational state, as well to transition services from the current equipment to the new. Appropriate safeguards are built in to ensure a cutover with minimal operational impact.

The Cutover Phase is the major transition point for the project. Motorola Solutions provided systems are brought on line and site’s operations shift from the old equipment to the new equipment. Motorola Solutions’ PM will work with your team to minimize the disruption for each PSAP. To that end, during the Planning Phase the decision will be made for the cutover plan. Examples of cutover options are as follows:
• Flash Cut: A flash cut requires a coordinated migration of 9-1-1 traffic to the PSAPs.

Workstations at a site are cut over to the NG9-1-1. The benefit of a flash cut is that the PSAP personnel do not require temporary relocation to another PSAP that might not have the same radio or Computer Aided Dispatch (CAD) system, resulting in less disruption. • Relocation Cut: You may choose to vacate their PSAP and operate at the alternate PSAP while their PSAP is upgraded. Once the upgrade is finished the personnel would systematically move to the new VESTA 9-1-1 system
The Draft Cutover Plan will specify specific tasks and responsibilities for Motorola Solutions provided systems, materials, and services. The Cutover Phase will be scheduled via the Master Project Schedule.

6.4.1 Motorola Solutions Responsibilities During Cutover The Motorola Solutions PM will coordinate assignment of appropriate Motorola Solutions technical staff to support the transition to the new VESTA 9-1-1 system. Resource assignments will be planned and tracked via the Motorola Solutions Project Schedule.
• Pre-cut and Post-cut site testing will be performed in accordance with Motorola Solutions System Acceptance Test Plan that will be provided based on the type of system(s) purchased • The Motorola Solutions PM will track Motorola Solutions issues and/ or exceptions noted during the site cutover and report updates to your team for updates to the Issues Control Log • The Cutover Phase will end when the project team agrees that all cutover objectives have been met
At the conclusion of the Cutover Phase, a meeting will be held with the project team members to discuss the cutover, any remaining Motorola Solutions issues, and to review the Post-Cutover Support Plan.
77 6.4.2 Customer Responsibilities During Cutover
The agency is responsible for the following during cutover:
• Schedule appropriate personnel to support the cutover • Assume responsibility for cutover activities that are beyond the scope of Motorola Solutions deliverables as delineated in the approved Project Plan • Coordinate third party services and/or activities during the cutover that are not Motorola Solutions deliverables, but may affect Motorola Solutions systems and/ or services. This includes, but is not limited to Telco’s, third party venders, or other organizations that are participating in the cutover

6.5 Phase IV – Project Closure
Once all sites are operational and the post-cutover coverage is complete, the Project will move to closure phase. The project closure phase is the process of completing any open issues associated with the deployment of your project and to transition the project from Implementation to Support.

Project closure will occur when:
• All sites have cutover to the new VESTA 9-1-1 systems • All on-site post cutover support has been completed
• All System Acceptance Testing has been successfully executed and approved by Lemoore Police Department
• Lemoore Police Department has signed the Site Acceptance document The Motorola Solutions PM will ensure all issues have been resolved or assigned for resolution. Any open issues at time of closure are to be transitioned to Motorola Solutions Technical Support, Site Installation, and Verification Package.

6.5.1 Site Installation and Verification Package
Motorola Solutions will provide “as-built” documentation:
• CPE inventory, including a complete list of installed equipment • Solution Overview / Detailed System Document
• System Diagrams
• IP Schema and Naming Convention
• Bandwidth Estimates
• System Acceptance Test
• Other documentation as mutually agreed to by the parties 78 Section 7
Optional Statement of Work –
Citizen Input and Smart
Transcription
This Statement of Work (SOW) describes the deliverables to be furnished to Lemoore Police Department, and the tasks to be performed by Motorola Solutions, Inc, its subcontractors, and by Lemoore Police Department, in order to implement the cloud base service outlined in this proposal.

This SOW provides the most current understanding of the work required by both parties to ensure a successful project implementation.

It is understood that this SOW may be revised during contract negotiations or during the Contract Design Review (CDR), and through any other Change Orders that may occur during the execution of the project. If there are changes to the Scope of Work, those changes must be reflected in this SOW before becoming binding on either party. This SOW will be an Exhibit to the Contract negotiated between Motorola Solutions and Lemoore Police Department. After contract execution, changes to the SOW must be made through the formal contract Change Order process as set forth in the Contract.

7.1 Contract

7.1.1 Contract Award
Lemoore Police Department and Motorola Solutions execute the contract and both parties receive all the necessary documentation.

7.1.2 Contract Administration
Motorola Solutions Responsibilities
• Assign a Project Manager as the single point of contact with authority to make project decisions. • Assign resources necessary for project implementation. • Set up the project in the Motorola Solutions information system. • Schedule the project kickoff meeting with Lemoore Police Department.

Customer Responsibilities
• Assign a Project Manager as the single point of contact responsible for Lemoore Police Department -signed approvals.
• Assign other resources necessary to ensure completion of project tasks for which Lemoore Police Department is responsible.
79 Completion Criteria
• Motorola Solutions internal processes are set up for project management. • Both Motorola Solutions and Lemoore Police Department assign all required resources. • Project kickoff meeting is scheduled.

7.1.3 Project Kickoff
Motorola Solutions Responsibilities
• Conduct a project kickoff meeting during the Contract Design Review (CDR) phase of the project.
• Ensure key project team participants attend the meeting. • Review the roles of the project participants.
• Review the resource and scheduling requirements with Lemoore Police Department. • Review the Project Schedule with Lemoore Police Department to address upcoming milestones and/or events.

Customer Responsibilities
• Lemoore Police Department's key project team participants attend the meeting. • Review Motorola Solutions and Lemoore Police Department responsibilities.

Completion Criteria
• Project kickoff meeting completed.
• Meeting notes identify the next action items.

7.2 Order Processing

7.2.1 Process Equipment List
Motorola Solutions Responsibilities
• Validate Equipment List by checking for valid model numbers, versions, compatible options to main equipment, and delivery data.
• Enter order into Motorola Solutions' Configure Price Quote (CPQ) system. • Reconcile the equipment list(s) to the Contract.

Customer Responsibilities
• Provide shipping location(s).
• Complete and provide Tax Certificate information verifying tax status of shipping location.

Completion Criteria
• Verify that the Equipment List contains the correct model numbers, version, options, and delivery data.
80 • Trial validation completed.
• Bridge the equipment order to the manufacturing facility.

7.3 Manufacturing and Staging

7.3.1 Manufacture Motorola Solutions Equipment
Motorola Solutions Responsibilities
• Manufacture the Motorola Solutions and non-Motorola Solutions equipment necessary for the system based on equipment order.

Customer Responsibilities
• N/A
Completion Criteria
• Ordered equipment shipped to either the field or staging facility.

7.3.2 Staging
Motorola Solutions Responsibilities
• Pack for shipment to final destination.
• Arrange for shipment to the field.

Customer Responsibilities
• Lemoore Police Department to provide shipment location.

Completion Criteria
• Equipment ready for shipment to the field.

7.4 System Installation

7.4.1 Install Call Handling Equipment
Motorola Solutions Responsibilities
• Remote Field Engineering to complete all on-premise installation and configuration activities.

Customer Responsibilities
• Provide access to the sites, as necessary.
• Install and test internet connection that meets minimum requirement (100mbps). • Installation of the required firewall when applicable. 81 Completion Criteria
• Fixed Network Equipment installation completed and ready for optimization.

7.4.2 Fixed Call Handling Equipment Installation Complete • All fixed network equipment installed and accepted by the Lemoore Police Department.

7.5 Finalize

7.5.1 Resolve Punch List
Motorola Solutions Responsibilities
• Work with Lemoore Police Department to resolve punch list items, documented during the installation and configuration phase.

Customer Responsibilities
• Assist Motorola Solutions with resolution of identified punch list items by providing support, such as access to the sites, equipment and system, and approval of the resolved punch list item(s).

Completion Criteria
• All punch list items resolved and approved by Lemoore Police Department.

7.6 Project Administration

7.6.1 Project Status Meetings
Motorola Solutions Responsibilities
• Motorola Solutions’ Project Manager, or designee, will attend all project status meetings with Lemoore Police Department, as determined during the CDR. • Record the meeting minutes and provide reports as required. • The agenda will include the following:
- Overall project status compared to the Project Schedule. - Product or service related issues that may affect the Project Schedule. - Status of the action items and the responsibilities associated with them, in accordance with the Project Schedule.
- Any miscellaneous concerns of either Lemoore Police Department or Motorola Solutions.

Customer Responsibilities
• Attend meetings.
• Respond to issues in a timely manner.
82 Completion Criteria
• Completion of the meetings and submission of meeting minutes.

7.6.2 Change Order Process
Either Party may request changes within the general scope of this Agreement. If a requested change causes an increase or decrease in the cost or time required to perform this Agreement, the Parties will agree to an equitable adjustment of the Contract Price, Performance Schedule, or both, and will reflect the adjustment in a change order. Neither Party is obligated to perform requested changes unless both Parties execute a written change order.
83 Section 8
Optional Statement of Work –
Cybersecurity for VESTA 9-1-1
In accordance with the terms and conditions of the Agreement, this Statement of Work (SOW), including all of its subsections and attachments, defines the principal activities and responsibilities of all parties for the delivery of Motorola Solutions (“Motorola”) cybersecurity services as presented in this proposal to Lemoore Police Department (hereinafter referred to as “Customer”).

8.1 VESTA Managed Detection and Response
Motorola will provide cybersecurity monitoring continuously 24x7x365, and respond to detected events in accordance with the Priority Level Definitions and Response Times section.

Inclusions
Cybersecurity Monitoring provides Intrusion Detection System monitoring for traffic across the entire on-premises VESTA 9-1-1 system. Only select VESTA 9-1-1 on-premises system components support Log Collection / Analytics.

Motorola Responsibilities
• Provide, maintain, and when necessary, replace hardware and software required to monitor VESTA 9-1-1 system elements. This includes the ActiveEye Remote Security Sensors (AERSS) and all software operating on it.
• Coordinate with the Customer to maintain authentication credentials where necessary. • Coordinate with the Customer on any system changes necessary to integrate the AERSS into the system and establish necessary connectivity.
• Maintain trained and accredited technicians.
• Monitor the Customer’s system 24x7x365 for malicious or unusual activity. • Respond to cybersecurity incidents in the Customer’s system in accordance with the section, Priority Level Definitions and Response Times.
• Work with the Customer to ensure that all devices within the system that support logging have properly configured Syslog which is forwarding events to the AERSS.

Customer Responsibilities
• VESTA Managed Detection and Response requires a connection from the Customer’s system to Motorola’s NSOC and to the Internet. Establish connectivity with sufficient bandwidth before service commences.
84 • Allow Motorola continuous remote access to monitor the system. This includes keeping the connection plugged-in, providing passwords, and working with Motorola to understand and maintain proper privileges.
• Provide continuous utility service to any Motorola equipment installed or used at the Customer’s premises to support delivery of this service.
• Provide Customer contact information necessary to complete the Customer Support Plan. • Provide Motorola-dispatched field service technicians with physical access to service equipment when required.
• Comply with the terms of the applicable license agreements between Customer and the nonMotorola software copyright owners. • Cooperate with Motorola and perform all acts that are reasonable or necessary to enable Motorola to provide the services described in this SOW.

8.1.1 Cybersecurity Incidents
VESTA Managed Detection and Response excludes services to perform physical containment and/or remediation of confirmed cybersecurity incidents, remote or onsite. The Customer may choose to purchase additional Incident Response professional services to assist in the creation of and/or execution of a Customer’s Incident Response Plan.

A “Cybersecurity Incident” is defined as an observable event that Motorola Security Analysts have identified that actually or potentially jeopardizes the confidentiality, integrity, or availability of the system. Examples include ransomware or malicious use of PowerShell.

Motorola Responsibilities
• Upon the identification of a Cybersecurity Incident, notify Customer's documented contact and escalation plan.
• Take documented customer approved actions in an attempt to contain a Cybersecurity Incident to the extent enabled via Motorola Managed technology. Communicate to Customer what additional potential containment actions and incident response resources can be taken across Customer managed IT infrastructure.
• Perform investigation using the VESTA Managed Detection and Response integrated and enabled data sources in an initial attempt to determine the extent of a Cybersecurity Incident. • Document and share Indicators of Compromise and artifacts discovered during investigation.

Motorola will not perform on site data collection or official forensic capture activities on physical devices.
• Reasonably liaise with Customer’s Incident Response resources as a result of the Cybersecurity Incident supporting any service provider that is performing incident response and/or remediation related to the Cybersecurity Incident.

Customer Responsibilities
• Maintain one named Point of Contact (POC) to coordinate regular team discussions and organize data collection and capture across the Customer and Motorola teams. • If required, contract for Incident Response service provider to perform procedures beyond the scope of the VESTA Managed Detection and Response service such as forensic data capture, 85 additional malware removal, system recovery, ransomware payment negotiation, law enforcement engagement, insurance provider communications, identify patient zero, etc.

8.1.2 Priority Level Definitions and Response Times
Incident Priority Incident Definition Response Times
Critical P1 Security incidents that have caused, or are suspected of causing significant and/or widespread damage to the
functionality of or information stored within the system. Efforts to recover from the incident may be significant.

Examples:
• Malware that is not quarantined by anti-virus
• Evidence of communication with suspected malicious actors Response provided 24
hours, 7 days a week,
including US Holidays.

High P2 Security incidents that have localized impact, but have the potential to become more serious if not quickly addressed.

Effort to recover from the incident may be moderate to
significant.

Examples:
• Malware that is quarantined by anti-virus
• Multiple behaviors observed in the system that are
consistent with known attacker techniques
Response provided 24
hours, 7 days a week,
including US Holidays.

Medium P3 Security incidents potentially indicative of an attacker performing reconnaissance or initial attempts at accessing the system. Effort to recover from the incident may be low to moderate.

Examples include:
• Suspected unauthorized attempts to log into user accounts • Suspected unauthorized changes to system configurations (firewalls, user accounts, etc.)
• Observed failures of security components
Response provided 8 x 5 on
standard business days,
which is normally Monday
through Friday 8AM to 5PM
local time, excluding US
Holidays.

Low P4 These are typically informational in nature or are service requests from the Customer.

Examples include:
• User account creation or deletion
• Privilege change for existing accounts
Response provided 8 x 5 on
standard business days,
which is normally Monday
through Friday 8AM to 5PM
local time, excluding US
Holidays.

8.2 Scope Limitations & Clarifications
Service Limitations
Cybersecurity services are inherently limited and will not guarantee that the Customer's system will be error-free or immune to security breaches as a result of any or all of the services described in this proposal. Motorola does not warrant or guarantee that this service will identify all cybersecurity incidents that occur in the Customer’s system. Services and deliverables are limited by, among other 86 things, the evolving and often malicious nature of cyber threats, conduct/attacks, as well as the complexity/disparity and evolving nature of Customer computer system environments, including supply chains, integrated software, services, and devices.

Processing of Customer Data in the United States and/or other Locations Customer understands and agrees that data obtained, accessed or utilized in the performance of the services may be transmitted to, accessed, monitored, and/or otherwise processed by Motorola in the United States (US) and/or other Motorola operations globally. Customer consents to and authorizes all such processing and agrees to provide, obtain, or post any necessary approvals, consents, or notices that may be necessary to comply with applicable law.

Customer and Third-Party Information
The Customer understands and agrees that Motorola may obtain, use and/or create and use anonymized, aggregated and/or generalized Customer data, such as data relating to actual and potential security threats and vulnerabilities, for its lawful business purposes, including improving its services and sharing and leveraging such information for the benefit of Customer, other customers, and other interested parties. For purposes of this engagement, so long as not specifically identifying the Customer, Customer Data shall not include, and Motorola shall be free to use, share and leverage security threat intelligence and mitigation data generally, including without limitation, third party threat vectors and IP addresses, file hash information, domain names, malware signatures and information, information obtained from third party sources, indicators of compromise, and tactics, techniques, and procedures used learned or developed in the course of providing services. 87 Section 9
Equipment List

9.1 Lemoore Police Department PSAP
VESTA® 9-1-1
Qty. Part No. Description HGAC Price U/M Total
VESTA® 9-1-1
2 870899-0104R7.9 V911 R7.9 LIC/DOC/MED 2,002.60 EA $4,005.20 1 873099-03002 V911 CAD INTF KIT BB 120V 591.75 EA $591.75 1 870891-66101 V911 CAD INTFC LIC ONLY 294.76 EA $294.76 VM Medium Server Bundle
Note: The Medium Server Bundle is
for PSAP's up to 40 positions with an
annual call volume of 500,000 or less.
1 853031-DLSVRSG2 V-DL MED SVR BNDL SNGL 26,369.70 EA $26,369.70 2 06500-00201 2-POST RELAY RACK MNT KIT 416.42 EA $832.84 1 870890-75002 VIRTUAL MEDIA SET R7.0 016 0.00 EA $0.00 2 04000-68005 V-SVR BASIC SPT 1YR 102.52 EA Optional
2 04000-68009 V-SVR BASIC SPT 5YR 509.53 EA $1,019.06
VESTA® 9-1-1 Features
ESInet Interface Module (EIM)
Note: Pricing is provided for budgetary
purposes only. Equipment/service
requirements may change upon
selection of ESInet Service Provider.
2 873090-11102 V911 LIC EIM MOD 0.00 EA $0.00
2 03800-03070 FIREWALL 60F 637.98 EA $1,275.96
Note: Firewall supports Call and Text
Handling for ESInet Interface Module
(EIM), Text to 9-1-1 and Direct PSAP
Interconnect (DPI). EIM & SMS to
Share Firewall.
2 03800-03075 WARR FIREWALL 60F 5YR 661.13 EA $1,322.26 2 809800-00200 CFG NTWK DEVICE 168.49 EA $336.98
1 04000-00570
M800C HA PAIR PSAP BNDL W/1YR
SPT 10,017.32 EA $10,017.32
Note: An M800C Session Border
Controller (SBC) is required for all i3
deployments.
1 04000-00571 WARR M800C HA PAIR PSAP BNDL 1,676.41 EA $1,676.41 88 ADDTL 1YR
1 04000-00571
WARR M800C HA PAIR PSAP BNDL
ADDTL 1YR 1,676.41 EA $1,676.41
1 04000-00571
WARR M800C HA PAIR PSAP BNDL
ADDTL 1YR 1,676.41 EA $1,676.41
1 04000-00571
WARR M800C HA PAIR PSAP BNDL
ADDTL 1YR 1,676.41 EA $1,676.41
208 809800-17006 FIELD ENG-EXPRESS 79.17 EA $16,467.36
Note: FE for installing i3 EIM and/or
DPI, post VESTA installation.

Includes:
- Firewall Configuration
- EIM Configuration
- Carrier Failover Testing
- Operational Readiness Testing
2 809800-51009 PROJECT MGMT - SUPPORT 1,700.42 EA $3,400.84 VESTA® SMS
Note: Customer is responsible for
Text Control Center (TCC) services and
network charges.
2 870891-66301 VESTA 9-1-1 SMS LIC 0.00 EA $0.00
1 809810-00102 V911 ADV DATA LVL 1 ANNUAL SUB 0.00 EA $0.00 Note: Annual Subscription - Year 1
1 809810-00102 V911 ADV DATA LVL 1 ANNUAL SUB 0.00 EA $0.00 Note: Annual Subscription - Year 2
1 809810-00102 V911 ADV DATA LVL 1 ANNUAL SUB 0.00 EA $0.00 Note: Annual Subscription - Year 3
1 809810-00102 V911 ADV DATA LVL 1 ANNUAL SUB 0.00 EA $0.00 Note: Annual Subscription - Year 4
1 809810-00102 V911 ADV DATA LVL 1 ANNUAL SUB 0.00 EA $0.00 Note: Annual Subscription - Year 5
VESTA RapidSOS
1 809810-00103
V911 ADV DATA LVL 2 STD ANNUAL
SUB 884.28 EA $884.28
Note: Annual Subscription - Year 1
1 809810-00103
V911 ADV DATA LVL 2 STD ANNUAL
SUB 884.28 EA $884.28
Note: Annual Subscription - Year 2
1 809810-00103
V911 ADV DATA LVL 2 STD ANNUAL
SUB 884.28 EA $884.28
Note: Annual Subscription - Year 3
1 809810-00103
V911 ADV DATA LVL 2 STD ANNUAL
SUB 884.28 EA $884.28
Note: Annual Subscription - Year 4
1 809810-00103
V911 ADV DATA LVL 2 STD ANNUAL
SUB 884.28 EA $884.28
Note: Annual Subscription - Year 5
89 VESTA® 9-1-1 CDR Module
Note: Customer to provide CDR Printer
2 873099-00602 V911 CDR SVR LIC 1,290.67 EA $2,581.34
2 873099-01102 V911 CDR PER SEAT LIC 106.07 EA $212.14
VESTA® 9-1-1 Basic Operations
2 PS-0SQ-VSML VS BSC MLTP PER SEAT LIC 2,936.40 EA $5,872.80 2 SS-0SQ-VSSL-1Y SPT VS BSC 1YR 1,453.68 EA Optional
2 SS-0SQ-VSSL-5Y SPT VS BSC 5YR 5,654.40 EA $11,308.80
VESTA® 9-1-1 Basic/Prime to
VESTA® 9-1-1 Advanced Licenses
Note: Advanced licenses required for
RapidSOS & AAC
2 PA-0AD-VSSL VADV LIC ADD-ON 0.00 EA $0.00
2 SA-0AD-VSSL-1Y SPT VADV ADD-ON 1YR 396.36 EA Optional 2 SA-0AD-VSSL-5Y SPT VADV ADD-ON 5YR 1,542.00 EA $3,084.00 VESTA® 9-1-1 IRR Module
2 873099-00502 V911 IRR LIC/MED 1,177.91 EA $2,355.82
2 809800-35110 V911 IRR SW SPT 1YR 244.56 EA Optional
2 809800-35114 V911 IRR SW SPT 5YR 816.60 EA $1,633.20
VESTA® Workstation Equipment
2 61000-409620 DKTP ELITE MINI 800 G6 W/O OS 1,232.23 EA $2,464.46 2 04000-00448 WINDOWS 10 LTSC LIC 21H2 121.77 EA $243.54 4 63010-242801 MNTR HP 24IN TS 458.76 EA $1,835.04
2 64007-50022 KEYPAD 24-KEY USB CBL 25FT 203.98 EA $407.96 2 04000-13363 CBL DP M/M 25FT BLK 22.33 EA $44.66
2 853030-00302 V911 SAM HDWR KIT 2,514.50 EA $5,029.00
4 833401-00101G-15 CBL SAM JKBX 15FT 37.56 EA $150.24
2 853004-00401 SAM EXT SPKR KIT 207.06 EA $414.12
2 65000-00124 CBL PATCH 15FT 14.21 EA $28.42
2 02800-20501 HDST 4W MOD ELEC MIC BLK 39.59 EA $79.18
2 03044-20000 HDST CORD 12FT 4W MOD BLK 4.06 EA $8.12
2 809800-35109 V911 IWS CFG 266.95 EA $533.90
2 809800-35108 V911 IWS STG FEE 400.93 EA $801.86
1 870890-07501 CPR/SYSPREP MEDIA IMAGE 0.00 EA $0.00
VESTA® 9-1-1 Admin Printer
1 64040-60019 PRNTR USB/ETHERNET COLOR 318.99 EA $318.99 Note: Inkjet Color printer.

Recommended monthly volume, 7,500
pages.
1 65000-13403 CBL USB 2.0 A/B 10FT 4.70 EA $4.70
Network Equipment
Note: Firewall supports Remote and
Internet Access for Managed Services,
Remote position access and
RapidSOS.
90 1 03800-03070 FIREWALL 60F 637.98 EA $637.98
1 03800-03075 WARR FIREWALL 60F 5YR 661.13 EA $661.13
1 809800-00201 VPN CFG SVCS 194.88 EA $194.88
1 809800-00200 CFG NTWK DEVICE 168.49 EA $168.49
Switches
Note: Part number includes switch and
warranty.
2 04000-09206 SWITCH 9200 24-PORT W/24X7 5YR 5,982.78 EA $11,965.56 2 04000-02919 USB CONSOLE CBL 103.53 EA $207.06
Peripherals & Gateways
2 04000-00129 MED 1000B CHASSIS BNDL 3,184.72 EA $6,369.44 1 870890-74901 V911 M1KB FIRMWARE 0.00 EA $0.00
2 04000-00186 SW SPT M1000 GATEWAY 1YR 400.93 EA Optional 2 04000-00190 SW SPT M1000 GATEWAY 5YR 2,002.60 EA $4,005.20 2 04000-00116 MED 1000 FXO-LS BNDL 520.76 EA $1,041.52
2 04000-00119 MED 1000 FXS-O BNDL 497.26 EA $994.52
ALI/CAD Output
1 04000-00159 BLKBX TL159A 8-PORT DATACAST 746.36 EA $746.36 8 65000-00262 KIT CBL RJ11 ADPTR DB25 17.26 EA $138.08
Rack & Peripheral Equipment
1 06500-55053 7FT EQUIPMENT RACK 19IN 366.42 EA $366.42 1 63000-192610 MNTR LCD 19IN 479.40 EA $479.40
1 04000-00809 KVM 8-PORT SWITCH USB 698.42 EA $698.42
Time Synchronization Equipment
1 04000-09483 NETCLOCK 9483 8,512.64 EA $8,512.64
1 04000-08230 GPS/GNSS OUTDOOR ANTENNA 492.56 EA $492.56 1 04000-08231 GPS ANTENNA POST MT KIT 188.94 EA $188.94 1 04000-08236 GPS PVC POST MNT 143.82 EA $143.82
1 04000-08228 GPS ANTENNA SURG PROTECTR 301.46 EA $301.46 1 04000-20601 GND KIT FOR 8226 422.24 EA $422.24
2 04000-13150 CBL GPS ANTENNA 150FT 573.48 EA $1,146.96 Subtotal $156,356.44
VESTA® 9-1-1 IP Phones
Qty. Part No. Description HGAC Price U/M Total
VESTA® 9-1-1 Phones
1 870809-00901 IP PHN LIC ENH 353.94 EA $353.94
1 04000-16867 6867I PHN/ADPTR KIT 373.18 EA $373.18
1 04000-01685 685I KEY EXP MOD 316.78 EA $316.78
1 809800-10201 IP PHN CFG FEE PER PHN 66.99 EA $66.99
ESInet Interface Module (EIM)
91 1 873090-11102 V911 LIC EIM MOD 0.00 EA $0.00
VESTA® 9-1-1 CDR Module
1 873099-01102 V911 CDR PER SEAT LIC 106.07 EA $106.07
VESTA® Analytics - Standard Multi
Product Purchase
1 PA-MSG-ASSL V-ANLYT STD PER SEAT LIC 954.61 EA $954.61 1 SA-MSG-ALSL-1Y SPT V-ANLYT STD 1YR 171.96 EA Optional 1 SA-MSG-ALSL-5Y SPT V-ANLYT STD 5YR 667.80 EA $667.80
VESTA® 9-1-1 Backup 911 IP Phones
4 870809-00901 IP PHN LIC ENH 353.94 EA $1,415.76
4 04000-16867 6867I PHN/ADPTR KIT 373.18 EA $1,492.72
4 04000-01685 685I KEY EXP MOD 316.78 EA $1,267.12
4 809800-10201 IP PHN CFG FEE PER PHN 66.99 EA $267.96
Network Equipment for IP Phones
Note: Phones to be powered via the AC
power adapter that is included with the
phone.

Subtotal $7,282.93
VESTA® CommandPOST
Qty. Part No. Description HGAC Price U/M Total
ESInet Interface Module (EIM)
2 873090-11102 V911 LIC EIM MOD 0.00 EA $0.00
VESTA® 9-1-1 CDR Module
2 873099-01102 V911 CDR PER SEAT LIC 106.07 EA $212.14
VESTA® 9-1-1 Basic Operations
2 PS-0SQ-VSML VS BSC MLTP PER SEAT LIC 2,936.40 EA $5,872.80 2 SS-0SQ-VSSL-1Y SPT VS BSC 1YR 1,453.68 EA Optional
2 SS-0SQ-VSSL-5Y SPT VS BSC 5YR 5,654.40 EA $11,308.80
VESTA® 9-1-1 Basic/Prime to
VESTA® 9-1-1 Advanced Licenses
Note: Advanced licenses required for
RapidSOS
2 PA-0AD-VSSL VADV LIC ADD-ON 0.00 EA $0.00
2 SA-0AD-VSSL-1Y SPT VADV ADD-ON 1YR 396.36 EA Optional 2 SA-0AD-VSSL-5Y SPT VADV ADD-ON 5YR 1,542.00 EA $3,084.00 VESTA® 9-1-1 IRR Module
2 873099-00502 V911 IRR LIC/MED 1,177.91 EA $2,355.82
2 809800-35110 V911 IRR SW SPT 1YR 244.56 EA Optional
2 809800-35114 V911 IRR SW SPT 5YR 816.60 EA $1,633.20
92 CommandPOST Hardware
2 61050-G819605-5Y HP LAPTOP W/O OS & WARR 5YR 2,614.64 EA $5,229.28 2 04000-00448 WINDOWS 10 LTSC LIC 21H2 121.77 EA $243.54 2 65000-00263 DOCK STATION THUNDERBOLT KIT 543.03 EA $1,086.06 2 64021-10025 KYBD/MOUSE BNDL 72.38 EA $144.76
4 63010-242801 MNTR HP 24IN TS 458.76 EA $1,835.04
2 04000-13363 CBL DP M/M 25FT BLK 22.33 EA $44.66
2 64007-50022 KEYPAD 24-KEY USB CBL 25FT 203.98 EA $407.96 2 853004-00301 CPOST SAM HDWR KIT 3,384.00 EA $6,768.00 2 833401-00101G-15 CBL SAM JKBX 15FT 37.56 EA $75.12
2 853004-00401 SAM EXT SPKR KIT 207.06 EA $414.12
2 65000-00124 CBL PATCH 15FT 14.21 EA $28.42
2 809800-35109 V911 IWS CFG 266.95 EA $533.90
2 809800-35108 V911 IWS STG FEE 400.93 EA $801.86
VESTA® Analytics Licensing &
Support
2 PA-MSG-ASSL V-ANLYT STD PER SEAT LIC 954.61 EA $1,909.22 2 SA-MSG-ALSL-1Y SPT V-ANLYT STD 1YR 171.96 EA Optional 2 SA-MSG-ALSL-5Y SPT V-ANLYT STD 5YR 667.80 EA $1,335.60 Subtotal $45,324.30
VESTA® Analytics
Qty. Part No. Description HGAC Price U/M Total
VESTA® Analytics Standard - Multi
Product Purchase
1 873399-00103.6 V-ANLYT 3.6 MED 0.00 EA $0.00
1 873391-00501 V-ANLYT STD LIC 2,786.78 EA $2,786.78
1 873391-00301 V-ANLYT USER LIC 1,045.04 EA $1,045.04
2 PA-MSG-ASSL V-ANLYT STD PER SEAT LIC 954.61 EA $1,909.22 2 SA-MSG-ALSL-1Y SPT V-ANLYT STD 1YR 171.96 EA Optional 2 SA-MSG-ALSL-5Y SPT V-ANLYT STD 5YR 667.80 EA $1,335.60 VESTA® Analytics Standard Server
Equipment for Virtualized Server
Bundle
Note: Additional Hardware to be
installed in DDS-B Server.
1 BA-M00-ASA0-3 V-ANLYT STD ADD-ON 7,035.98 EA $7,035.98 VESTA® Analytics Standalone
Workstation Equipment
1 61000-409620 DKTP ELITE MINI 800 G6 W/O OS 1,232.23 EA $1,232.23 1 04000-00448 WINDOWS 10 LTSC LIC 21H2 121.77 EA $121.77 93 1 63010-242801 MNTR HP 24IN TS 458.76 EA $458.76
1 809800-00102 GENERIC WKST CFG FEE 459.80 EA $459.80
Subtotal $16,385.18
Managed Services
Qty. Part No. Description HGAC Price U/M Total
Monitoring & Response (M&R):

Activation Fee
1 809800-14150 M&R ACT FEE, SMALL SITE 1,821.93 EA $1,821.93 Monitoring, PM & AV Service:

Servers
Note: Includes (2) DDS Servers, (1)
VESTA Analytics Server
3 04000-00398 M&R SVR AGENT LIC 526.79 EA $1,580.37
3 809800-16361 M&R PM AV SVR SRVC 1YR 1,966.20 EA Optional 3 809800-16365 M&R PM AV SVR SRVC 5YR 8,588.40 EA $25,765.20 Monitoring, PM & AV Service:

Workstations
Note: Includes (2) Workstations, (1)
Management Console, (1) Analytics
Admin Workstations, (2) Laptop (In
order to provide Managed Services
offerings for CommandPOST positions,
they are required to be connected to the
VESTA 9-1-1 system and active at all
times.).
6 04000-00399 M&R WKST AGENT LIC 154.28 EA $925.68
6 809800-16377 M&R PM AV WKST SRVC 1YR 792.72 EA Optional 6 809800-16381 M&R PM AV WKST SRVC 5YR 3,541.80 EA $21,250.80 Monitoring, PM & AV Service: IP
Devices
Note: Includes (2) Virtual
Host/Machines, (2) MDS Servers, (1)
ASN Node, (1) ASN Repo, (1) ASN
Node 2, (2) Firewalls for EIM/SMS, (2)
SBC Gateway Devices for EIM, (1)
Firewall for Internet/Remote Access, (2)
Cisco Switches, (2) M1K Gateways, (1)
8TB NAS Device
17 04000-00400 M&R NETWORK/IP AGENT LIC 85.26 EA $1,449.42 17 809800-16343 M&R IP DEVICE SRVC 1YR 424.32 EA Optional 17 809800-16347 M&R IP DEVICE SRVC 5YR 1,825.80 EA $31,038.60 Subtotal $83,832.00
Optional
Parts/Spares
94 Qty. Part No. Description HGAC Price U/M Total
Gateways and Equipment
1 04000-00127-SP MED 1000B CHASSIS SPARE 2,625.42 EA Optional 1 870890-74901 V911 M1KB FIRMWARE 0.00 EA Optional
1 04000-00116 MED 1000 FXO-LS BNDL 520.76 EA Optional
1 04000-00119 MED 1000 FXS-O BNDL 497.26 EA Optional
Cables and Switches
Note: Part number includes switch and
warranty.
1 04000-09206 SWITCH 9200 24-PORT W/24X7 5YR 5,982.78 EA Optional 1 04000-02919 USB CONSOLE CBL 103.53 EA Optional
VESTA IP Phones
1 04000-16867 6867I PHN/ADPTR KIT 373.18 EA Optional
1 04000-01685 685I KEY EXP MOD 316.78 EA Optional
1 04000-51028 PWR SPLY 6867 PHN 34.78 EA Optional
1 809800-10201 IP PHN CFG FEE PER PHN 66.99 EA Optional ProDesk Mini Workstation
Equipment
1 61000-409620 DKTP ELITE MINI 800 G6 W/O OS 1,232.23 EA Optional 1 04000-00448 WINDOWS 10 LTSC LIC 21H2 121.77 EA Optional 1 63010-242801 MNTR HP 24IN TS 458.76 EA Optional
1 64007-50022 KEYPAD 24-KEY USB CBL 25FT 203.98 EA Optional 1 04000-13363 CBL DP M/M 25FT BLK 22.33 EA Optional
1 853030-00302 V911 SAM HDWR KIT 2,514.50 EA Optional
1 833401-00101G-15 CBL SAM JKBX 15FT 37.56 EA Optional
1 853004-00401 SAM EXT SPKR KIT 207.06 EA Optional
1 65000-00124 CBL PATCH 15FT 14.21 EA Optional
1 02800-20501 HDST 4W MOD ELEC MIC BLK 39.59 EA Optional 1 03044-20000 HDST CORD 12FT 4W MOD BLK 4.06 EA Optional 1 809800-00102 GENERIC WKST CFG FEE 459.80 EA Optional
1 04000-01594
WARR NBD 600/705/800/805
G2/G3/G4/G5/G6 5YR 123.83 EA Optional
Subtotal $0.00
Extended Warranties
Qty. Part No. Description HGAC Price U/M Total
Server Extended Warranty
Note: Includes (2) VESTA 9-1-1
Servers
2 04000-01621 WARR NBD DL380G10 5YR 3,149.55 EA $6,299.10 Note: Upgrade & uplift from 3 yr
warranty 9x5 NBD to 5 yrs, 9x5 NBD
response time.

Workstation Extended Warranty
95 Note: Includes (2) Workstations, (1)
Management Console, (1) Analytics
Admin Workstations
4 04000-01594
WARR NBD 600/705/800/805
G2/G3/G4/G5/G6 5YR 123.83 EA $495.32
Note: Warranty upgrade from 3 yrs
warranty 9x5 NBD to 5 yrs 9x5 NBD.

Subtotal $6,794.42
VESTA® Services
Qty. Part No. Description HGAC Price U/M Total
Services to Support VESTA® SMS
90 809800-17006-
SMS FIELD ENG-EXPRESS SMS 79.17 EA $7,125.30
43 809800-51007-
SMS

PROJECT MGMT - REMOTE SMS
COORDINATION 100.49 EA $4,321.07
1 000001-06805-
SMS
E-LEARN V9-1-1 SMS ADMIN DELTA
TR - SMS SVC 530.85 EA $530.85
Note: Remote Field Engineering
support to perform the configuration of
VESTA SMS. Services include:
* Firewall Configuration
* VESTA 911 / VESTA SMS
configuration
* Import of VESTA SMS VM's (if
applicable)
* Preparation of screen layouts
* TCC Testing
* Carrier Testing
* Express Field Engineering Services
* Remote Project Management
* E-Learn SMS Admin Delta Training
Course
1 000001-06806
E-LEARN V9-1-1 SMS AGENT DELTA
TRNG 316.68 EA $316.68
Note: E-Learning for VESTA SMS
AGENT is a computer-based training
course. The course is for up to a
maximum of 10 students. E-Learning
course is available for each student for
365 days.

Project Management Services
5 809800-51009 PROJECT MGMT - SUPPORT 1,700.42 EA $8,502.10 Note: Support PM is Remote only.

MSI Direct Services
1 809800-17035 MSI DIRECT SITE READINESS SVCS 17,496.23 EA $17,496.23 Note: Cold Install/Rack and Stack
1 809800-51010 MSI DIRECT PM 3,960.00 EA $3,960.00
1 809800-00132 MSI DIRECT ENGINEERING 52,488.70 EA $52,488.70 96 SERVICES
1 809800-17041 MSI DIRECT MAINT SVC - 1YR 10,800.00 EA Optional 1 809800-17045 MSI DIRECT MAINT SVC - 5YR 54,000.00 EA $54,000.00 Training
2 000001-06701 V9-1-1 AGENT TRNG 1,298.19 EA $2,596.38
Note: VESTA® 9-1-1 Agent bundle
includes (1) 1/2 day class of Agent
training for up to 8 students. Includes
trainer's daily training expenses and
travel. VESTA® 9-1-1 Agent training
does not include training on the SIP
phones. SIP phone training is a
separate class and can be quoted upon
request.
1 000001-06704 V9-1-1 ADMIN FOR STD 4,325.93 EA $4,325.93 Note: VESTA® 9-1-1 Admin bundle
includes (1) 1 1/2 day class of Admin
training for up to 8 students. Includes
trainer's daily training expenses and
travel.
1 000001-06807 E-LEARN V9-1-1 SIP TRNG 316.68 EA $316.68 1 000001-06795 CPOST ON-SITE TRNG 0.00 EA $0.00
Note: On-site training included as
part of the VESTA® 9-1-1 Admin
training using customer equipment.

CommandPOST positions must be
configured to the network/firewall prior
to training. This is a 15 minute
demonstration on how to use the
CommandPOST position.
1 000002-24404 V-ANLYT ADMIN TRNG 2,162.97 EA $2,162.97 Note: VESTA® Analytics Admin
bundle includes (1) 1 day class of
Admin training for up to 8 students.

Includes trainer's daily training
expenses and travel.

Cutover Coaching
1 000001-08541 CUTOVER COACHING 3,751.44 EA $3,751.44
Note: Cutover Coaching includes (1)
8 hour session within a 24 hour day.

Includes trainer's daily training
expenses and travel.

Subtotal $161,894.33
97 9.2 Optional Feature Details

9.2.1 Automated Abandon Callback
VESTA® 9-1-1
Qty. Part No. Description HGAC Price U/M Total
Automated Abandoned Callback
1 870810-01302 VESTA 9-1-1 AAC PSAP MOD 6,484.63 EA $6,484.63 1 853031-
DLSVRCFS V-DL CFS SVR BNDL 9,110.64 EA $9,110.64
1 06500-00201 2-POST RELAY RACK MNT KIT 416.42 EA $416.42 2 04000-68005 V-SVR BASIC SPT 1YR 102.52 EA Optional
2 04000-68009 V-SVR BASIC SPT 5YR 509.53 EA $1,019.06
VESTA® 9-1-1 Basic/Prime to
VESTA® 9-1-1 Advanced Licenses
Note: Advanced Licenses required for
AAC
2 PA-0AD-VSSL VADV LIC ADD-ON 0.00 EA $0.00
2 SA-0AD-VSSL-1Y SPT VADV ADD-ON 1YR 396.36 EA Optional 2 SA-0AD-VSSL-5Y SPT VADV ADD-ON 5YR 1,542.00 EA $3,084.00 Subtotal $20,114.75
Managed Services
Qty. Part No. Description HGAC Price U/M Total
Monitoring, PM & AV Service: IP
Devices
Note: Includes (2) CFS Linux VMs,
(1) CFS Host
3 04000-00400 M&R NETWORK/IP AGENT LIC 85.26 EA $255.78 3 809800-16343 M&R IP DEVICE SRVC 1YR 424.32 EA Optional 3 809800-16347 M&R IP DEVICE SRVC 5YR 1,825.80 EA $5,477.40 Subtotal $5,733.18
Extended Warranties
Qty. Part No. Description HGAC Price U/M Total
Server Extended Warranty
Note: Includes (1) CFS Server
1 04000-01620 WARR 24X7 DL380G10 5YR 5,979.37 EA $5,979.37 Note: Upgrade & uplift from 3 yr
warranty 9x5 NBD to 5 yrs, 24x7, 4 hour
response time.

Subtotal $5,979.37
98 9.2.2 VESTA Map Local
VESTA® CommandPOST
Qty. Part No. Description HGAC Price U/M Total
VESTA® Map Local
2 871391-40101.0 VMAP LOCAL BASE LIC ONLY 2,947.56 EA $5,895.12 2 809800-46006 VMAP LOCAL BASE CONTRACT 1YR 483.14 EA Optional 2 04000-46006 VMAP LOCAL BASE SPT 1YR 0.00 EA Optional
2 809800-46010 VMAP LOCAL BASE CONTRACT 5YR 2,411.64 EA $4,823.28 2 04000-46010 VMAP LOCAL BASE SPT 5YR 0.00 EA $0.00
2 6400C-40053
8GB RAM ZBOOK POWER
G5/G6/G7/G8 309.56 EA $619.12
VESTA Map Local Installation
2 809800-17006 FIELD ENG-EXPRESS 79.17 EA $158.34
Note: Motorola Solutions Connectivity
FE remote installation/configuration of
VML software, map build per
workstation.

Subtotal $11,495.86
VESTA® Map Local
Qty. Part No. Description HGAC Price U/M Total
VESTA® Map Local
1 871399-40105.0 VMAP LOCAL R5 BASE LIC-KEY/MED 2,947.56 EA $2,947.56 1 871391-40101.0 VMAP LOCAL BASE LIC ONLY 2,947.56 EA $2,947.56 2 809800-46006 VMAP LOCAL BASE CONTRACT 1YR 483.14 EA Optional 2 04000-46006 VMAP LOCAL BASE SPT 1YR 0.00 EA Optional
2 809800-46010 VMAP LOCAL BASE CONTRACT 5YR 2,411.64 EA $4,823.28 2 04000-46010 VMAP LOCAL BASE SPT 5YR 0.00 EA $0.00
1 809800-44119 VMAP LOCAL GIS SVCS 6,421.00 EA $6,421.00 VESTA® Map Local - Additional
Hardware
2 63010-242801 MNTR HP 24IN TS 458.76 EA $917.52
VESTA Map Local Installation
10 809800-17006 FIELD ENG-EXPRESS 79.17 EA $791.70
Note: Motorola Solutions Connectivity
FE remote installation/configuration of
VML software, map build per
workstation.

VESTA Map Local Training
2 000001-69012

E-LEARN VESTA MAP LOCAL AGENT
TRNG 316.68 EA $633.36
99 Note: VESTA Map Local Agent
training course. Only offered as a
computer-based training course.

Maximum number of students per class
is 10.
1 000001-69014

E-LEARN VMAP LOCAL SYS GIS
DATA HUB TRNG 107.59 EA $107.59
Note: VESTA Map Local GIS Hub
training course. Only offered as a
computer-based training course.

Maximum number of students per class
is 5.

Subtotal $19,589.57

9.2.3 CommandCentral Cloud Base Services Citizen Input and Smart Transcription
CommandCentral Cloud Services
Qty. Part No. Description HGAC Price U/M Total
VESTA® 9-1-1 Citizen Input and Smart
Transcription
1 870899-60002.0 V911 CLOUD INTERFACE - NO API 0.00 EA $0.00 2 873090-11302 V911 SMART TRANSCPT LIC 0.00 EA $0.00
2 873090-11301 V911 CITIZEN INPUT LIC 0.00 EA $0.00
10 809800-35601 CI/ST BUNDLE NAMED USER 1YR 448.80 EA Optional 10 809800-35605 CI/ST BUNDLE NAMED USER 5YR 2,244.00 EA $22,440.00 VESTA® 9-1-1 Citizen Input and Smart
Transcription Implementation
Services
Note: System Implementation services
are required for installation of Citizen
Input / Smart Transcription bundle.
2 809800-16990 CI / ST BUND SYS IMP- PER POS 140.00 EA $280.00 1 809800-16991
CI / ST BUND SYS IMP- 1ST AGENCY/
SITE 7,160.00 EA $7,160.00
Note: Citizen Input, Smart Transcription
and Aware require a firewall (60E or
60F) per host for internet connectivity.

Subtotal $29,880.00
100

9.2.4 Cybersecurity Managed Detection and Response Services Advanced Cybersecurity Services
Qty. Part No. Description HGAC Price U/M Total
Managed Detection and Response - Small
1 CYBER-SM-SML1Y CYBERSECURITY SM, SML 1YR 25,000.00 EA Optional 1 CYBER-SM-SML5Y CYBERSECURITY SM, SML 5YR 132,728.40 EA $132,728.40 Cybersecurity FE Services
16 809800-17007 FIELD ENG-STANDARD 107.59 EA $1,721.44
Subtotal $134,449.84
101
Section 10
Pricing

10.1 VESTA 9-1-1 Solution
Summary - 5 YEAR
Singleback Room VESTA 9-1-1
Hardware/Software $ 155,910.43
Implementation, Project Management and Training $ 129,584.46 Software Support $ 122,891.26
24x7 Onsite Maintenance $ 54,000.00
Hardware Warranties $ 8,689.03
Extended Warranties $ 6,794.42
VESTA 9-1-1 $ 477,869.60
Optional Advanced Cybersecurity Services
Optional Advanced Cybersecurity Services $ 134,449.84
Optional Items
VESTA Map Local $ 31,085.43
Citizen Input & Smart Transcription $ 29,880.00
AAC $ 31,827.30
Summary - 1 YEAR
Singleback Room VESTA 9-1-1
Hardware/Software $ 155,910.43
Implementation, Project Management and Training $ 129,584.46 Software Support $ 28,997.74
24x7 Onsite Maintenance $ 10,800.00
Hardware Warranties $ -
Extended Warranties $ 6,794.42
VESTA 9-1-1 $ 332,087.05
Optional Advanced Cybersecurity Services
Optional Advanced Cybersecurity Services $ 26,721.44
102
Optional Items
VESTA Map Local $ 23,371.43
Citizen Input & Smart Transcription $ 11,928.00
AAC $ 24,517.56
* Quote is valid for 90 days from the date of this proposal.

10.2 Payment Terms
Total Contract Value selected from the above purchase options is___________________.

Except for a payment that is due on the Effective Date, Customer will make payments to Motorola within thirty (30) days after the date of each invoice. Customer will make payments when due in the form of a check, cashier’s check, or wire transfer drawn on a U.S. financial institution. If Customer has purchased additional Professional or Subscription services, payment will be in accordance with the applicable addenda. Payment for the System purchase will be in accordance with the following milestones.

1. 25% of the Contract Price due upon contract execution (due upon effective date);

2. 60% of the Contract Price due upon shipment of equipment;

3. 10% of the Contract Price due upon installation of equipment; and

4. 5% of the Contract Price due upon Final Acceptance.

Motorola shall make partial shipments of equipment and will request payment upon shipment of such equipment. In addition, Motorola shall invoice for installations completed on a site-by-site basis or when professional services are completed, when applicable.
103
Section 11
Master Customer Agreement
104
H-GAC Master Customer Agreement
This Master Customer Agreement (the “MCA”) is entered into between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”) and the entity set forth in the signature block below (“Customer”). Motorola and Customer will each be referred to herein as a “Party” and collectively as the “Parties”. This Agreement (as defined below) is effective as of the date of the last signature (the “Effective Date”).

WHEREAS, the Customer desires to purchase communications products and services; and WHEREAS, Motorola desires to sell communications products and services to Customer; 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 Customer) 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 No. EC07-20 executed on February 10, 2021, (the “H-GAC Contract”), which provided that End Users may purchase communications products and services from Motorola pursuant to certain terms contained therein;
WHEREAS, pursuant to Articles 2 and 6 of the Special Provisions of the H-GAC Contract, Motorola and Customer now wish to enter into this Agreement to delineate the specific terms of the purchase of communications products and services from Motorola by the Customer. For good and valuable consideration, the Parties agree as follows:

1. Agreement.

1.1. Scope; Agreement Documents. This MCA governs Customer’s purchase of Products (as defined below) and Services (as defined below) from Motorola. The H-GAC Contract, as amended, is attached hereto as Exhibit A and is incorporated into this Agreement in full by this reference. Additional terms and conditions applicable to specific Products and Services are set forth in one or more addenda attached to this MCA (each an “Addendum”, and collectively the “Addenda”). In addition, the Parties may agree upon solution descriptions, equipment lists, statements of work, schedules, technical specifications, and other ordering documents setting forth the Products and Services to be purchased by Customer and provided by Motorola and additional rights and obligations of the Parties (the “Ordering Documents”). To the extent required by applicable procurement law, a proposal submitted by Motorola in response to a competitive procurement process will be included within the meaning of the term Ordering Documents. This MCA, its exhibit, the Addenda, and any Ordering Documents collectively form the Parties’ “Agreement”.

1.2. Order of Precedence. In interpreting this Agreement and resolving any ambiguities, Exhibit A shall prevail over this entire Agreement in the event of a conflict. Each Addendum will control with respect to conflicting terms in the MCA, but only as applicable to the Products and Services described in such Addendum. Each Ordering Document will control with respect to conflicting terms in the MCA or any Addenda, but only as applicable to the Products and Services described on such Ordering Document.

2. Products and Services.
105

2.1. Products. Motorola will (a) sell hardware provided by Motorola (“Equipment”), (b) license software which is either preinstalled on Equipment or installed on Customer-Provided Equipment (as defined below) and licensed to Customer by Motorola for a perpetual or other defined license term (“Licensed Software”), and (c) license cloud-based software as a service products and other software which is either preinstalled on Equipment or installed on CustomerProvided Equipment, but licensed to Customer by Motorola on a subscription basis (“Subscription Software”) to Customer, to the extent each is set forth in an Ordering Document, for Customer’s own use in accordance with this Agreement. The Equipment, Licensed Software, and Subscription Software shall collectively be referred to herein as “Products”, or individually as a “Product”. At any time during the Term (as defined below), Motorola may substitute any Products at no cost to Customer, if the substitute is substantially similar to the Products set forth in the applicable Ordering Documents.

2.2. Services.

2.2.1. Motorola will provide services related to purchased Products (“Services”), to the extent set forth in an Ordering Document.

2.2.2. Integration Services; Maintenance and Support Services. If specified in an Ordering Document, Motorola will provide, for the term of such Ordering Document, (a) design, deployment, and integration Services in order to design, install, set up, configure, and/or integrate the applicable Products at the applicable locations (“Sites”), agreed upon by the Parties (“Integration Services”), or (b) break/fix maintenance, technical support, or other Services (such as software integration Services) (“Maintenance and Support Services”), each as further described in the applicable statement of work. Maintenance and Support Services and Integration Services will each be considered “Services”, as defined above.

2.2.3. Service Ordering Documents. The Fees for Services will be set forth in an Ordering Document and any applicable project schedules. A Customer point of contact will be set forth in the applicable statement of work for the Services. For purposes of clarity, each statement of work will be incorporated into, and form an integral part of, the Agreement.

2.2.4. Service Completion. Unless otherwise specified in the applicable Ordering Document, Services described in an Ordering Document will be deemed complete upon Motorola’s performance of all Services listed in such Ordering Document (“Service Completion Date”); provided, however, that Maintenance and Support Services may be offered on an ongoing basis during a given Ordering Document term, in which case such Maintenance and Support Services will conclude upon the expiration or termination of such Ordering Document.

2.3. Non-Preclusion. If, in connection with the Products and Services provided under this Agreement, Motorola makes recommendations, including a recommendation to purchase other products or services, nothing in this Agreement precludes Motorola from participating in a future competitive bidding process or otherwise offering or selling the recommended products or other services to Customer. Customer represents that this paragraph does not violate its procurement standards or other laws, regulations, or policies.

2.4. Customer Obligations. Customer will ensure that information Customer provides to Motorola in connection with receipt of Products and Services are accurate and complete in all material respects. Customer will make timely decisions and obtain any required management approvals that are reasonably necessary for Motorola to provide the Products and Services and 106
perform its other duties under this Agreement. Unless the applicable Ordering Document states otherwise, Motorola may rely upon and is not required to evaluate, confirm, reject, modify, or provide advice concerning any assumptions or Customer information, decisions, or approvals described in this Section. If any assumptions in the Ordering Documents or information provided by Customer prove to be incorrect, or if Customer fails to perform any of its obligations under this Agreement, Motorola’s ability to perform its obligations may be impacted and changes to the Agreement, including the scope, Fees, and performance schedule may be required.

2.5. Documentation. Products and Services may be delivered with documentation for the Equipment, software Products, or data that specifies technical and performance features, capabilities, users, or operation, including training manuals, and other deliverables, such as reports, specifications, designs, plans, drawings, analytics, or other information (collectively, “Documentation”). Documentation is and will be owned by Motorola, unless otherwise expressly agreed in an Addendum or Ordering Document that certain Documentation will be owned by Customer. Motorola hereby grants Customer a limited, royalty-free, worldwide, nonexclusive license to use the Documentation solely for its internal business purposes in connection with the Products and Services.

2.6. Motorola Tools and Equipment. As part of delivering the Products and Services, Motorola may provide certain tools, equipment, models, and other materials of its own. Such tools and equipment will remain the sole property of Motorola unless they are to be purchased by Customer as Products and are explicitly listed on an Ordering Document. The tools and equipment may 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. Customer will safeguard all tools and equipment while in Customer’s custody or control, and be liable for any loss or damage. Upon the expiration or earlier termination of this Agreement, Customer, at its expense, will return to Motorola all tools and equipment in its possession or control.

2.7. Authorized Users. Customer will ensure its employees and Authorized Users comply with the terms of this Agreement and will be liable for all acts and omissions of its employees and Authorized Users. Customer is responsible for the secure management of Authorized Users’ names, passwords and login credentials for access to Products and Services. “Authorized Users” are Customer’s employees, full-time contractors engaged for the purpose of supporting the Products and Services that are not competitors of Motorola, and the entities (if any) specified in an Ordering Document or otherwise approved by Motorola in writing (email from an authorized Motorola signatory accepted), which may include affiliates or other Customer agencies.

2.8. Export Control. Customer, its employees, and any other Authorized Users will not access or use the Products and Services in any jurisdiction in which the provision of such Products and Services is prohibited under applicable laws or regulations (a “Prohibited Jurisdiction”), and Customer will not provide access to the Products and Services to any government, entity, or individual located in a Prohibited Jurisdiction. Customer represents and warrants that (a) it and its Authorized Users are not named on any U.S. government list of persons prohibited from receiving U.S. exports, or transacting with any U.S. person; (b) it and its Authorized Users are not a national of, or a company registered in, any Prohibited Jurisdiction; (c) Customer will not permit its Authorized Users to access or use the Products or Services in violation of any U.S. or other applicable export embargoes, prohibitions or restrictions; and (d) Customer and its Authorized Users will comply with all applicable laws regarding the transmission of technical data exported from the U.S. and the country in which Customer, its employees, and the Authorized Users are located.

2.9. Change Orders. Unless a different change control process is agreed upon in writing by the Parties, a Party may request changes to an Addendum or an Ordering Document by 107
submitting a change order to the other Party (each, a “Change Order”). If a requested change in a Change Order causes an increase or decrease in the Products or Services, the Parties by means of the Change Order will make appropriate adjustments to the Fees, project schedule, or other matters. Change Orders are effective and binding on the Parties only upon execution of the Change Order by an authorized representative of both Parties.

3. Term and Termination.

3.1. Term. The term of this MCA (“Term”) will commence on the Effective Date and continue until six (6) months after the later of (a) the termination, expiration, or discontinuance of services under the last Ordering Document in effect, or (b) the expiration of all applicable warranty periods, unless the MCA is earlier terminated as set forth herein. The applicable Addendum or Ordering Document will set forth the term for the Products and Services governed thereby.

3.2. Termination. Either Party may terminate the Agreement or the applicable Addendum or Ordering Document if the other Party breaches a material obligation under the Agreement and does not cure such breach within thirty (30) days after receipt of notice of the breach or fails to produce a cure plan within such period of time. Each Addendum and Ordering Document may be separately terminable as set forth therein.

3.3. Suspension of Services. Motorola may terminate or suspend any Products or Services under an Ordering Document if Motorola determines: (a) the related Product license has expired or has terminated for any reason; (b) the applicable Product is being used on a hardware platform, operating system, or version not approved by Motorola; (c) Customer fails to make any payments when due; or (d) Customer fails to comply with any of its other obligations or otherwise delays Motorola’s ability to perform.

3.4. Effect of Termination or Expiration. Upon termination for any reason or expiration of this Agreement, an Addendum, or an Ordering Document, Customer and the Authorized Users will return or destroy (at Motorola’s option) all Motorola Materials and Motorola’s Confidential Information in their possession or control and, as applicable, provide proof of such destruction, except that Equipment purchased by Customer should not be returned. If Customer has any outstanding payment obligations under this Agreement, Motorola may accelerate and declare all such obligations of Customer immediately due and payable by Customer. Notwithstanding the reason for termination or expiration, Customer must pay Motorola for Products and Services already delivered. Customer has a duty to mitigate any damages under this Agreement, including in the event of default by Motorola and Customer’s termination of this Agreement.

4. Payment and Invoicing.

4.1. Fees. Fees and charges applicable to the Products and Services (the “Fees”) will be as set forth in the applicable Addendum or Ordering Document, and such Fees may be changed by Motorola at any time, except that Motorola will not change the Fees for Products and Services purchased by Customer during the term of an active Ordering Document or during a Subscription Term (as defined and further described in the applicable Addendum). The fees and charges include the H-GAC administrative fee. Motorola will pay H-GAC’s administrative fee in accordance with the payment terms of the H-GAC Contract. Changes in the scope of Services described in an Ordering Document may require an adjustment to the Fees due under such Ordering Document. If a specific invoicing or payment schedule is set forth in the applicable Addendum or Ordering Document, such schedule will apply solely with respect to such Addendum or Ordering Document. Unless otherwise specified in the applicable Ordering Document, the Fees for any Services exclude expenses associated with unusual and costly Site access requirements (e.g., if Site access requires a helicopter or other equipment), and 108
Customer will reimburse Motorola for these or other expenses incurred by Motorola in connection with the Services.

4.2. Taxes. The Fees do not include any excise, sales, lease, use, property, or other taxes, assessments, duties, or regulatory charges or contribution requirements (collectively, “Taxes”), all of which will be paid by Customer, except as exempt by law, unless otherwise specified in an Ordering Document. If Motorola is required to pay any Taxes, Customer will reimburse Motorola for such Taxes (including any interest and penalties) within thirty (30) days after Customer’s receipt of an invoice therefore. Customer will be solely responsible for reporting the Products for personal property tax purposes, and Motorola will be solely responsible for reporting taxes on its income and net worth.

4.3. Invoicing. Motorola will invoice Customer at the frequency set forth in the applicable Addendum or Ordering Document, and Customer will pay all invoices within thirty (30) days of the invoice date or as otherwise specified in the applicable Addendum or Ordering Document.

Late payments will be subject to interest charges at the maximum rate permitted by law, commencing upon the due date. Motorola may invoice electronically via email, and Customer agrees to receive invoices via email at the email address set forth in an Ordering Document.

Customer acknowledges and agrees that a purchase order or other notice to proceed is not required for payment for Products or Services.

5. Sites; Customer-Provided Equipment; Non-Motorola Content.

5.1. Access to Sites. Customer will be responsible for providing all necessary permits, licenses, and other approvals necessary for the installation and use of the Products and the performance of the Services at each applicable Site, including for Motorola to perform its obligations hereunder, and for facilitating Motorola’s access to the Sites. No waivers of liability will be imposed on Motorola or its subcontractors by Customer or others at Customer facilities or other Sites, but if and to the extent any such waivers are imposed, the Parties agree such waivers are void.

5.2. Site Conditions. Customer will ensure that (a) all Sites are safe and secure, (b) Site conditions meet all applicable industry and legal standards (including standards promulgated by OSHA or other governmental or regulatory bodies), (c) to the extent applicable, Sites have adequate physical space, air conditioning, and other environmental conditions, electrical power outlets, distribution, equipment, connections, and telephone or other communication lines (including modem access and interfacing networking capabilities), and (d) Sites are suitable for the installation, use, and maintenance of the Products and Services. This Agreement is predicated upon normal soil conditions as defined by the version of E.I.A. standard RS-222 in effect on the Effective Date.

5.3. Site Issues. Upon reasonable advanced written notice to Customer, Motorola will have the right to inspect the Sites and advise Customer of any deficiencies or non-conformities with the requirements of this Section 5 – Sites; Customer-Provided Equipment; Non-Motorola Content. If Motorola or Customer identifies any deficiencies or non-conformities, Customer will promptly remediate such issues or the Parties will select a replacement Site. If a Party determines that a Site identified in an Ordering Document is not acceptable or desired, the Parties will cooperate to investigate the conditions and select a replacement Site or otherwise adjust the installation plans and specifications as necessary. A change in Site or adjustment to the installation plans and specifications may cause a change in the Fees or performance schedule under the applicable Ordering Document.

5.4. Customer-Provided Equipment. Certain components, including equipment and software, not provided by Motorola may be required for use of the Products and Services (“Customer109 Provided Equipment”). Customer will be responsible, at its sole cost and expense, for providing and maintaining the Customer-Provided Equipment in good working order. Customer represents and warrants that it has all rights in Customer-Provided Equipment to permit Motorola to access and use the applicable Customer-Provided Equipment to provide the Products and Services under this Agreement, and such access and use will not violate any laws or infringe any third-party rights (including intellectual property rights). Customer (and not Motorola) will be fully liable for Customer-Provided Equipment, and Customer will immediately notify Motorola of any Customer-Provided Equipment damage, loss, change, or theft that may impact Motorola’s ability to provide the Products and Services under this Agreement, and Customer acknowledges that any such events may cause a change in the Fees or performance schedule under the applicable Ordering Document.

5.5. Non-Motorola Content. In certain instances, Customer may be permitted to access, use, or integrate Customer or third-party software, services, content, and data that is not provided by Motorola (collectively, “Non-Motorola Content”) with or through the Products and Services. If Customer accesses, uses, or integrates any Non-Motorola Content with the Products or Services, Customer will first obtain all necessary rights and licenses to permit Customer’s and its Authorized Users’ use of the Non-Motorola Content in connection with the Products and Services. Customer will also obtain the necessary rights for Motorola to use such Non-Motorola Content in connection with providing the Products and Services, including the right for Motorola to access, store, and process such Non-Motorola Content (e.g., in connection with Subscription Software), and to otherwise enable interoperation with the Products and Services. Customer represents and warrants that it will obtain the foregoing rights and licenses prior to accessing, using, or integrating the applicable Non-Motorola Content with the Products and Services, and that Customer and its Authorized Users will comply with any terms and conditions applicable to such Non-Motorola Content. If any Non-Motorola Content require access to Customer Data (as defined below), Customer hereby authorizes Motorola to allow the provider of such NonMotorola Content to access Customer Data, in connection with the interoperation of such NonMotorola Content with the Products and Services. Customer acknowledges and agrees that Motorola is not responsible for, and makes no representations or warranties with respect to, the Non-Motorola Content (including any disclosure, modification, or deletion of Customer Data resulting from use of Non-Motorola Content or failure to properly interoperate with the Products and Services). If Customer receives notice that any Non-Motorola Content must be removed, modified, or disabled within the Products or Services, Customer will promptly do so. Motorola will have the right to disable or remove Non-Motorola Content if Motorola believes a violation of law, third-party rights, or Motorola’s policies is likely to occur, or if such Non-Motorola Content poses or may pose a security or other risk or adverse impact to the Products or Services, Motorola, Motorola’s systems, or any third party (including other Motorola customers). Nothing in this Section will limit the exclusions set forth in Section 7.2 – Intellectual Property Infringement.

6. Representations and Warranties.

6.1. Mutual Representations and Warranties. Each Party represents and warrants to the other Party that (a) it has the right to enter into the Agreement and perform its obligations hereunder, and (b) the Agreement will be binding on such Party.

6.2. Motorola Warranties. Subject to the disclaimers and exclusions below, Motorola represents and warrants that (a) Services will be provided in a good and workmanlike manner and will conform in all material respects to the descriptions in the applicable Ordering Document; and (b) for a period of ninety (90) days commencing upon the Service Completion Date for one-time Services, the Services will be free of material defects in materials and workmanship. Other than as set forth in subsection (a) above, recurring Services are not warranted but rather will be subject to the requirements of the applicable Addendum or Ordering 110
Document. Motorola provides other express warranties for Motorola-manufactured Equipment, Motorola-owned software Products, and certain Services. Such express warranties are included in the applicable Addendum or Ordering Document. Such representations and warranties will apply only to the applicable Product or Service that is the subject of such Addendum or Ordering Document.

6.3. Warranty Claims; Remedies. To assert a warranty claim, Customer must notify Motorola in writing of the claim prior to the expiration of any warranty period set forth in this MCA or the applicable Addendum or Ordering Document. Unless a different remedy is otherwise expressly set forth for a particular warranty under an Addendum, upon receipt of such claim, Motorola will investigate the claim and use commercially reasonable efforts to repair or replace any confirmed materially non-conforming Product or re-perform any non-conforming Service, at its option.

Such remedies are Customer’s sole and exclusive remedies for Motorola’s breach of a warranty. Motorola’s warranties are extended by Motorola to Customer only, and are not assignable or transferrable.

6.4. Pass-Through Warranties. Notwithstanding any provision of this Agreement to the contrary, Motorola will have no liability for third-party software or hardware provided by Motorola; provided, however, that to the extent offered by third-party providers of software or hardware and to the extent permitted by law, Motorola will pass through express warranties provided by such third parties.

6.5. WARRANTY DISCLAIMER. EXCEPT FOR THE EXPRESS AND PASS THROUGH

WARRANTIES IN THIS AGREEMENT, PRODUCTS AND SERVICES PURCHASED HEREUNDER ARE PROVIDED “AS IS” AND WITH ALL FAULTS. WARRANTIES SET FORTH

IN THE AGREEMENT ARE THE COMPLETE WARRANTIES FOR THE PRODUCTS AND

SERVICES AND MOTOROLA DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS,

EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND QUALITY. MOTOROLA DOES NOT

REPRESENT OR WARRANT THAT USE OF THE PRODUCTS AND SERVICES WILL BE

UNINTERRUPTED, ERROR-FREE, OR FREE OF SECURITY VULNERABILITIES, OR THAT THEY WILL MEET CUSTOMER’S PARTICULAR REQUIREMENTS.

7. Indemnification.

7.1. General Indemnity. Motorola will defend, indemnify, and hold Customer harmless from and against any and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising from any actual third-party claim, demand, action, or proceeding (“Claim”) for personal injury, death, or direct damage to tangible property to the extent caused by Motorola’s negligence, gross negligence or willful misconduct while performing its duties under an Ordering Document or an Addendum, except to the extent the claim arises from Customer’s negligence or willful misconduct. Motorola’s duties under this Section 7.1 – General Indemnity are conditioned upon: (a) Customer promptly notifying Motorola in writing of the Claim; (b) Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise; and (c) Customer cooperating with Motorola and, if requested by Motorola, providing reasonable assistance in the defense of the Claim.

7.2. Intellectual Property Infringement. Motorola will defend Customer against any third-party claim alleging that a Motorola-developed or manufactured Product or Service (the “Infringing Product”) directly infringes a United States patent or copyright (“Infringement Claim”), and Motorola will pay all damages finally awarded against Customer by a court of competent jurisdiction for an Infringement Claim, or agreed to in writing by Motorola in settlement of an Infringement Claim. Motorola’s duties under this Section 7.2 – Intellectual Property Infringement are conditioned upon: (a) Customer promptly notifying Motorola in writing of the 111
Infringement Claim; (b) Motorola having sole control of the defense of the suit and all negotiations for its settlement or compromise; and (c) Customer cooperating with Motorola and, if requested by Motorola, providing reasonable assistance in the defense of the Infringement Claim.

7.2.1. If an Infringement Claim occurs, or in Motorola’s opinion is likely to occur, Motorola may at its option and expense: (a) procure for Customer the right to continue using the Infringing Product; (b) replace or modify the Infringing Product so that it becomes non-infringing; or (c) grant Customer (i) a pro-rated refund of any amounts pre-paid for the Infringing Product (if the Infringing Product is a software Product, i.e., Licensed Software or Subscription Software) or (ii) a credit for the Infringing Product, less a reasonable charge for depreciation (if the Infringing Product is Equipment, including Equipment with embedded software).

7.2.2. In addition to the other damages disclaimed under this Agreement, Motorola will have no duty to defend or indemnify Customer for any Infringement Claim that arises from or is based upon: (a) Customer Data, Customer-Provided Equipment, Non-Motorola Content, or third-party equipment, hardware, software, data, or other third-party materials; (b) the combination of the Product or Service with any products or materials not provided by Motorola; (c) a Product or Service designed, modified, or manufactured in accordance with Customer’s designs, specifications, guidelines or instructions; (d) a modification of the Product or Service by a party other than Motorola; (e) use of the Product or Service in a manner for which the Product or Service was not designed or that is inconsistent with the terms of this Agreement; or (f) the failure by Customer to use or install an update to the Product or Service that is intended to correct the claimed infringement. In no event will Motorola’s liability resulting from an Infringement Claim extend in any way to any payments due on a royalty basis, other than a reasonable royalty based upon revenue derived by Motorola from Customer from sales or license of the Infringing Product.

7.2.3. This Section 7.2 – Intellectual Property Infringement provides Customer’s sole and exclusive remedies and Motorola’s entire liability in the event of an Infringement Claim. For clarity, the rights and remedies provided in this Section are subject to, and limited by, the restrictions set forth in Section 8 – Limitation of Liability below.

7.3. Customer Indemnity. Customer will defend, indemnify, and hold Motorola and its subcontractors, subsidiaries and other affiliates harmless from and against any and all damages, losses, liabilities, and expenses (including reasonable fees and expenses of attorneys) arising from any actual or threatened third-party claim, demand, action, or proceeding arising from or related to (a) Customer-Provided Equipment, Customer Data, or Non-Motorola Content, including any claim, demand, action, or proceeding alleging that any such equipment, data, or materials (or the integration or use thereof with the Products and Services) infringes or misappropriates a third-party intellectual property or other right, violates applicable law, or breaches the Agreement; (b) Customer-Provided Equipment’s failure to meet the minimum requirements set forth in the applicable Documentation or match the applicable specifications provided to Motorola by Customer in connection with the Products or Services; (c) Customer’s (or its service providers, agents, employees, or Authorized User’s) negligence or willful misconduct; and (d) Customer’s or its Authorized User’s breach of this Agreement. This indemnity will not apply to the extent any such claim is caused by Motorola’s use of CustomerProvided Equipment, Customer Data, or Non-Motorola Content in violation of the Agreement.

Motorola will give Customer prompt, written notice of any claim subject to the foregoing 112
indemnity. Motorola will, at its own expense, cooperate with Customer in its defense or settlement of the claim.

8. Limitation of Liability.

8.1. DISCLAIMER OF CONSEQUENTIAL DAMAGES. EXCEPT FOR PERSONAL INJURY

OR DEATH, MOTOROLA, ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE OFFICERS,

DIRECTORS, EMPLOYEES, SUBCONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “MOTOROLA PARTIES”) WILL NOT BE LIABLE IN CONNECTION WITH THIS AGREEMENT (WHETHER UNDER MOTOROLA’S INDEMNITY

OBLIGATIONS, A CAUSE OF ACTION FOR BREACH OF CONTRACT, UNDER TORT

THEORY, OR OTHERWISE) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY,

PUNITIVE, OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS OR

REVENUES, EVEN IF MOTOROLA HAS BEEN ADVISED BY CUSTOMER OR ANY THIRD

PARTY OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES AND WHETHER OR NOT SUCH DAMAGES OR LOSSES ARE FORESEEABLE.

8.2. DIRECT DAMAGES. EXCEPT FOR PERSONAL INJURY OR DEATH, THE TOTAL

AGGREGATE LIABILITY OF THE MOTOROLA PARTIES, WHETHER BASED ON A CLAIM IN

CONTRACT OR IN TORT, LAW OR EQUITY, RELATING TO OR ARISING OUT OF THE

AGREEMENT WILL NOT EXCEED THE FEES SET FORTH IN THE ORDERING DOCUMENT UNDER WHICH THE CLAIM AROSE. NOTWITHSTANDING THE FOREGOING, FOR ANY

SUBSCRIPTION SOFTWARE OR FOR ANY RECURRING SERVICES, THE MOTOROLA PARTIES’ TOTAL LIABILITY FOR ALL CLAIMS RELATED TO SUCH PRODUCT OR

RECURRING SERVICES IN THE AGGREGATE WILL NOT EXCEED THE TOTAL FEES PAID

FOR SUCH SUBSCRIPTION SOFTWARE OR RECURRING SERVICE, AS APPLICABLE, DURING THE CONSECUTIVE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT FROM WHICH THE FIRST CLAIM AROSE.

8.3. ADDITIONAL EXCLUSIONS. NOTWITHSTANDING ANY OTHER PROVISION OF

THIS AGREEMENT, MOTOROLA WILL HAVE NO LIABILITY FOR DAMAGES ARISING OUT

OF (A) CUSTOMER DATA, INCLUDING ITS TRANSMISSION TO MOTOROLA, OR ANY OTHER DATA AVAILABLE THROUGH THE PRODUCTS OR SERVICES; (B) CUSTOMERPROVIDED EQUIPMENT, NON-MOTOROLA CONTENT, THE SITES, OR THIRD-PARTY

EQUIPMENT, HARDWARE, SOFTWARE, DATA, OR OTHER THIRD-PARTY MATERIALS, OR THE COMBINATION OF PRODUCTS AND SERVICES WITH ANY OF THE FOREGOING; (C) LOSS OF DATA OR HACKING; (D) MODIFICATION OF PRODUCTS OR SERVICES BY ANY PERSON OTHER THAN MOTOROLA; (E) RECOMMENDATIONS PROVIDED IN CONNECTION WITH OR BY THE PRODUCTS AND SERVICES; (F) DATA RECOVERY SERVICES OR DATABASE MODIFICATIONS; OR (G) CUSTOMER’S OR ANY AUTHORIZED USER’S BREACH OF THIS AGREEMENT OR MISUSE OF THE PRODUCTS AND SERVICES.

8.4. Voluntary Remedies. Motorola is not obligated to remedy, repair, replace, or refund the purchase price for the disclaimed issues in Section 8.3 – Additional Exclusions above, but if Motorola agrees to provide Services to help resolve such issues, Customer will reimburse Motorola for its reasonable time and expenses, including by paying Motorola any Fees set forth in an Ordering Document for such Services, if applicable.

8.5. Statute of Limitations. Customer may not bring any claims against a Motorola Party in connection with this Agreement or the Products and Services more than one (1) year after the date of accrual of the cause of action.

9. Confidentiality.
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9.1. Confidential Information. “Confidential Information” means any and all non-public information provided by one Party (“Discloser”) to the other (“Recipient”) that is disclosed under this Agreement in oral, written, graphic, machine recognizable, or sample form, being clearly designated, labeled or marked as confidential or its equivalent or that a reasonable businessperson would consider non-public and confidential by its nature. With respect to Motorola, Confidential Information will also include Products and Services, and Documentation, as well as any other information relating to the Products and Services. The nature and existence of this Agreement are considered Confidential Information of the Parties. In order to be considered Confidential Information, information that is disclosed orally must be identified as confidential at the time of disclosure and confirmed by Discloser by submitting a written document to Recipient within thirty (30) days after such disclosure. The written document must contain a summary of the Confidential Information disclosed with enough specificity for identification purpose and must be labeled or marked as confidential or its equivalent.

9.2. Obligations of Confidentiality. During the Term and for a period of three (3) years from the expiration or termination of this Agreement, Recipient will (a) not disclose Confidential Information to any third party, except as expressly permitted in this Section 9 - Confidentiality; (b) restrict disclosure of Confidential Information to only those employees (including, employees of any wholly owned subsidiary, a parent company, any other wholly owned subsidiaries of the same parent company), agents or consultants who must access the Confidential Information for the purpose of, and who are bound by confidentiality terms substantially similar to those in, this Agreement; (c) not copy, reproduce, reverse engineer, de-compile or disassemble any Confidential Information; (d) use the same degree of care as for its own information of like importance, but at least use reasonable care, in safeguarding against disclosure of Confidential Information; (e) promptly notify Discloser upon discovery of any unauthorized use or disclosure of the Confidential Information and take reasonable steps to regain possession of the Confidential Information and prevent further unauthorized actions or other breach of this Agreement; and (f) only use the Confidential Information as needed to fulfill its obligations and secure its rights under this Agreement.

9.3. Exceptions. Recipient is not obligated to maintain as confidential any information that Recipient can demonstrate by documentation (a) is publicly available at the time of disclosure or becomes available to the public without breach of this Agreement; (b) is lawfully obtained from a third party without a duty of confidentiality to Discloser; (c) is otherwise lawfully known to Recipient prior to such disclosure without a duty of confidentiality to Discloser; or (d) is independently developed by Recipient without the use of, or reference to, any of Discloser’s Confidential Information or any breach of this Agreement. Additionally, Recipient may disclose Confidential Information to the extent required by law, including a judicial or legislative order or proceeding.

9.4. Ownership of Confidential Information. All Confidential Information is and will remain the property of Discloser and will not be copied or reproduced without the express written permission of Discloser (including as permitted herein). Within ten (10) days of receipt of Discloser’s written request, Recipient will return or destroy all Confidential Information to Discloser along with all copies and portions thereof, or certify in writing that all such Confidential Information has been destroyed. However, Recipient may retain (a) one (1) archival copy of the Confidential Information for use only in case of a dispute concerning this Agreement and (b) Confidential Information that has been automatically stored in accordance with Recipient’s standard backup or recordkeeping procedures, provided, however that Recipient will remain subject to the obligations of this Agreement with respect to any Confidential Information retained subject to clauses (a) or (b). No license, express or implied, in the Confidential Information is granted to the Recipient other than to use the Confidential Information in the manner and to the 114
extent authorized by this Agreement. Discloser represents and warrants that it is authorized to disclose any Confidential Information it discloses pursuant to this Agreement.

10. Proprietary Rights; Data; Feedback.

10.1. Data Definitions. The following terms will have the stated meanings: “Customer Contact Data” means data Motorola collects from Customer, its Authorized Users, and their end users for business contact purposes, including marketing, advertising, licensing and sales purposes; “Service Use Data” means data generated by Customer’s use of the Products and Services or by Motorola’s support of the Products and Services, including personal information, product performance and error information, activity logs and date and time of use; “Customer Data” means data, information, and content, including images, text, videos, documents, audio, telemetry, location and structured data base records, provided by, through, or on behalf of Customer, its Authorized Users, and their end users through the use of the Products and Services. Customer Data does not include Customer Contact Data, Service Use Data, or information from publicly available sources or other Third-Party Data or Motorola Data; “ThirdParty Data” means information obtained by Motorola from publicly available sources or its third party content providers and made available to Customer through the Products or Services; “Motorola Data” means data owned or licensed by Motorola; “Feedback” means comments or information, in oral or written form, given to Motorola by Customer or Authorized Users, including their end users, in connection with or relating to the Products or Services; and “Process” or “Processing” means any operation or set of operations which is performed on personal information or on sets of personal information, whether or not by automated means, such as collection, recording, copying, analyzing, caching, organization, structuring, storage, adaptation, or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

10.2. Motorola Materials. Customer acknowledges that Motorola may use or provide Customer with access to software, tools, data, and other materials, including designs, utilities, models, methodologies, systems, and specifications, which Motorola has developed or licensed from third parties (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de-compilations, disassemblies, or derivative works of the foregoing, whether made by Motorola or another party) (collectively, “Motorola Materials”). The Products and Services, Motorola Data, Third-Party Data, and Documentation, are considered Motorola Materials. Except when Motorola has expressly transferred title or other interest to Customer by way of an Addendum or Ordering Document, the Motorola Materials are the property of Motorola or its licensors, and Motorola or its licensors retain all right, title and interest in and to the Motorola Materials (including, all rights in patents, copyrights, trademarks, trade names, trade secrets, know-how, other intellectual property and proprietary rights, and all associated goodwill and moral rights). For clarity, this Agreement does not grant to Customer any shared development rights in or to any Motorola Materials or other intellectual property, and Customer agrees to execute any documents and take any other actions reasonably requested by Motorola to effectuate the foregoing. Motorola and its licensors reserve all rights not expressly granted to Customer, and no rights, other than those expressly granted herein, are granted to Customer by implication, estoppel or otherwise. Customer will not modify, disassemble, reverse engineer, derive source code or create derivative works from, merge with other software, distribute, sublicense, sell, or export the Products and Services or other Motorola Materials, or permit any third party to do so.

10.3. Ownership of Customer Data. Customer retains all right, title and interest, including intellectual property rights, if any, in and to Customer Data. Motorola acquires no rights to Customer Data except those rights granted under this Agreement including the right to Process and use the Customer Data as set forth in Section 10.4 – Processing Customer Data below and in other applicable Addenda. The Parties agree that with regard to the Processing of 115
personal information which may be part of Customer Data, Customer is the controller and Motorola is the processor, and may engage sub-processors pursuant to Section 10.4.3 – Subprocessors.

10.4. Processing Customer Data.

10.4.1. Motorola Use of Customer Data. To the extent permitted by law, Customer grants Motorola and its subcontractors a right to use Customer Data and a royalty-free, worldwide, non-exclusive license to use Customer Data (including to process, host, cache, store, reproduce, copy, modify, combine, analyze, create derivative works from such Customer Data and to communicate, transmit, and distribute such Customer Data to third parties engaged by Motorola) to (a) perform Services and provide Products under the Agreement, (b) analyze the Customer Data to operate, maintain, manage, and improve Motorola Products and Services, and (c) create new products and services. Customer agrees that this Agreement, along with the Documentation, are Customer’s complete and final documented instructions to Motorola for the processing of Customer Data. Any additional or alternate instructions must be agreed to according to the Change Order process. Customer represents and warrants to Motorola that Customer’s instructions, including appointment of Motorola as a processor or sub-processor, have been authorized by the relevant controller.

10.4.2. Collection, Creation, Use of Customer Data. Customer further represents and warrants that the Customer Data, Customer’s collection, creation, and use of the Customer Data (including in connection with Motorola’s Products and Services), and Motorola’s use of such Customer Data in accordance with the Agreement, will not violate any laws or applicable privacy notices or infringe any third-party rights (including intellectual property and privacy rights). Customer also represents and warrants that the Customer Data will be accurate and complete, and that Customer has obtained all required consents, provided all necessary notices, and met any other applicable legal requirements with respect to collection and use (including Motorola’s and its subcontractors’ use) of the Customer Data as described in the Agreement.

10.4.3. Sub-processors. Customer agrees that Motorola may engage sub-processors who in turn may engage additional sub-processors to Process personal data in accordance with this Agreement. When engaging sub-processors, Motorola will enter into agreements with the sub-processors to bind them to data processing obligations to the extent required by law.

10.5. Data Retention and Deletion. Except for anonymized Customer Data, as described above, or as otherwise provided under the Agreement, Motorola will delete all Customer Data following termination or expiration of this MCA or the applicable Addendum or Ordering Document, with such deletion to occur no later than ninety (90) days following the applicable date of termination or expiration, unless otherwise required to comply with applicable law. Any requests for the exportation or download of Customer Data must be made by Customer to Motorola in writing before expiration or termination, subject to Section 13.9 – Notices. Motorola will have no obligation to retain such Customer Data beyond expiration or termination unless the Customer has purchased extended storage from Motorola through a mutually executed Ordering Document.

10.6. Service Use Data. Customer understands and agrees that Motorola may collect and use Service Use Data for its own purposes, including the uses described below. Motorola may use Service Use Data to (a) operate, maintain, manage, and improve existing and create new 116
products and services, (b) test products and services, (c) to aggregate Service Use Data and combine it with that of other users, and (d) to use anonymized or aggregated data for marketing, research or other business purposes. Service Use Data may be disclosed to third parties. It is Customer’s responsibility to notify Authorized Users of Motorola’s collection and use of Service Use Data and to obtain any required consents, provide all necessary notices, and meet any other applicable legal requirements with respect to such collection and use, and Customer represents and warrants to Motorola that it has complied and will continue to comply with this Section.

10.7. Third-Party Data and Motorola Data. Motorola Data and Third-Party Data may be available to Customer through the Products and Services. Customer and its Authorized Users may use Motorola Data and Third-Party Data as permitted by Motorola and the applicable ThirdParty Data provider, as described in the applicable Addendum. Unless expressly permitted in the applicable Addendum, Customer will not, and will ensure its Authorized Users will not: (a) use the Motorola Data or Third-Party Data for any purpose other than Customer’s internal business purposes; (b) disclose the data to third parties; (c) “white label” such data or otherwise misrepresent its source or ownership, or resell, distribute, sublicense, or commercially exploit the data in any manner; (d) use such data in violation of applicable laws; (e) remove, obscure, alter, or falsify any marks or proprietary rights notices indicating the source, origin, or ownership of the data; or (f) modify such data or combine it with Customer Data or other data or use the data to build databases. Additional restrictions may be set forth in the applicable Addendum.

Any rights granted to Customer or Authorized Users with respect to Motorola Data or ThirdParty Data will immediately terminate upon termination or expiration of the applicable Addendum, Ordering Document, or this MCA. Further, Motorola or the applicable Third-Party Data provider may suspend, change, or terminate Customer’s or any Authorized User’s access to Motorola Data or Third-Party Data if Motorola or such Third-Party Data provider believes Customer’s or the Authorized User’s use of the data violates the Agreement, applicable law or Motorola’s agreement with the applicable Third-Party Data provider. Upon termination of Customer’s rights to use any Motorola Data or Third-Party Data, Customer and all Authorized Users will immediately discontinue use of such data, delete all copies of such data, and certify such deletion to Motorola. Notwithstanding any provision of the Agreement to the contrary, Motorola will have no liability for Third-Party Data or Motorola Data available through the Products and Services. Motorola and its Third-Party Data providers reserve all rights in and to Motorola Data and Third-Party Data not expressly granted in an Addendum or Ordering Document.

10.8. Feedback. Any Feedback provided by Customer is entirely voluntary, and will not create any confidentiality obligation for Motorola, even if designated as confidential by Customer.

Motorola may use, reproduce, license, and otherwise distribute and exploit the Feedback without any obligation or payment to Customer or Authorized Users and Customer represents and warrants that it has obtained all necessary rights and consents to grant Motorola the foregoing rights.

10.9. Improvements; Products and Services. The Parties agree that, notwithstanding any provision of this MCA or the Agreement to the contrary, all fixes, modifications and improvements to the Services or Products conceived of or made by or on behalf of Motorola that are based either in whole or in part on the Feedback, Customer Data, or Service Use Data (or otherwise) are the exclusive property of Motorola and all right, title and interest in and to such fixes, modifications or improvements will vest solely in Motorola. Customer agrees to execute any written documents necessary to assign any intellectual property or other rights it may have in such fixes, modifications or improvements to Motorola.

11. Force Majeure; Delays Caused by Customer.
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11.1. Force Majeure. Except for Customer’s payment obligations hereunder, neither Party will be responsible for nonperformance or delayed performance due to events outside of its reasonable control. If performance will be significantly delayed, the affected Party will provide notice to the other Party, and the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule.

11.2. Delays Caused by Customer. Motorola’s performance of the Products and Services will be excused for delays caused by Customer or its Authorized Users or subcontractors, or by failure of any assumptions set forth in this Agreement (including in any Addendum or Ordering Document). In the event of a delay under this Section 11.2 – Delays Caused by Customer, (a) Customer will continue to pay the Fees as required hereunder, (b) the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule, and (c) Customer will compensate Motorola for its out-of-pocket costs incurred due to the delay (including those incurred by Motorola’s affiliates, vendors, and subcontractors).

12. Disputes. The Parties will use the following procedure to resolve any disputes relating to or arising out of this Agreement (each, a “Dispute”):

12.1. Governing Law. All matters relating to or arising out of the Agreement are governed by the laws of the State of Illinois, unless Customer is the United States Government (or an agency thereof), in which case all matters relating to or arising out of the Agreement will be governed by the laws of the State in which the Products and Services are provided. The terms of the U.N.

Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act will not apply.

12.2. Negotiation; Mediation. Either Party may initiate dispute resolution procedures by sending a notice of Dispute (“Notice of Dispute”) to the other Party. The Parties will attempt to resolve the Dispute promptly through good faith negotiations, including timely escalation of the Dispute to executives who have authority to settle the Dispute (and who are at a higher level of management than the persons with direct responsibility for the matter). If a Dispute is not resolved through negotiation, either Party may initiate mediation by sending a notice of mediation (“Notice of Mediation”) to the other Party. The Parties will choose an independent mediator within thirty (30) days of such Notice of Mediation. Neither Party may unreasonably withhold consent to the selection of a mediator, but if the Parties are unable to agree upon a mediator, either Party may request that the American Arbitration Association nominate a mediator. Each Party will bear its own costs of mediation, but the Parties will share the cost of the mediator equally. Each Party will participate in the mediation in good faith and will be represented at the mediation by a business executive with authority to settle the Dispute. All in person meetings under this Section 12.2 – Negotiation; Mediation will take place in Chicago, Illinois, and all communication relating to the Dispute resolution will be maintained in strict confidence by the Parties. Notwithstanding the foregoing, any Dispute arising from or relating to Motorola’s intellectual property rights will not be subject to negotiation or mediation in accordance with this Section, but instead will be decided by a court of competent jurisdiction, in accordance with Section 12.3 – Litigation, Venue, Jurisdiction below.

12.3. Litigation, Venue, Jurisdiction. If the Dispute has not been resolved by mediation within sixty (60) days from the Notice of Mediation, either Party may submit the Dispute exclusively to a court in Cook County, Illinois. Each Party expressly consents to the exclusive jurisdiction of such courts for resolution of any Dispute and to enforce the outcome of any mediation.

13. General.

13.1. Compliance with Laws. Each Party will comply with applicable laws in connection with the performance of its obligations under this Agreement, including that Customer will ensure its 118
and its Authorized Users’ use of the Products and Services complies with law (including privacy laws), and Customer will obtain any FCC and other licenses or authorizations (including licenses or authorizations required by foreign regulatory bodies) required for its and its Authorized Users’ use of the Products and Services. Motorola may, at its discretion, cease providing or otherwise modify Products and Services (or any terms related thereto in an Addendum or Ordering Document), in order to comply with any changes in applicable law.

13.2. Audit; Monitoring. Motorola will have the right to monitor and audit use of the Products, which may also include access by Motorola to Customer Data and Service Use Data. Customer will provide notice of such monitoring to its Authorized Users and obtain any required consents, including individual end users, and will cooperate with Motorola in any monitoring or audit.

Customer will maintain during the Term, and for two (2) years thereafter, accurate records relating to any software licenses granted under this Agreement to verify compliance with this Agreement. Motorola or a third party (“Auditor”) may inspect Customer’s and, as applicable, Authorized Users’ premises, books, and records. Motorola will pay expenses and costs of the Auditor, unless Customer is found to be in violation of the terms of the Agreement, in which case Customer will be responsible for such expenses and costs.

13.3. Assignment and Subcontracting. Neither Party may assign or otherwise transfer this Agreement without the prior written approval of the other Party. Motorola may assign or otherwise transfer this Agreement or any of its rights or obligations under this Agreement without consent (a) for financing purposes, (b) in connection with a merger, acquisition or sale of all or substantially all of its assets, (c) as part of a corporate reorganization, or (d) to a subsidiary corporation. Subject to the foregoing, this Agreement will be binding upon the Parties and their respective successors and assigns.

13.4. Waiver. A delay or omission by either Party to exercise any right under this Agreement will not be construed to be a waiver of such right. A waiver by either Party of any of the obligations to be performed by the other, or any breach thereof, will not be construed to be a waiver of any succeeding breach or of any other obligation. All waivers must be in writing and signed by the Party waiving its rights.

13.5. Severability. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable, such provision will be deemed to be modified to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law. The remaining provisions of this Agreement will not be affected, and each such provision will be valid and enforceable to the full extent permitted by applicable law.

13.6. Independent Contractors. Each Party will perform its duties under this Agreement as an independent contractor. The Parties and their personnel will not be considered to be employees or agents of the other Party. Nothing in this Agreement will be interpreted as granting either Party the right or authority to make commitments of any kind for the other. This Agreement will not constitute, create, or be interpreted as a joint venture, partnership, or formal business organization of any kind.

13.7. Third-Party Beneficiaries. The Agreement is entered into solely between, and may be enforced only by, the Parties. Each Party intends that the Agreement will not benefit, or create any right or cause of action in or on behalf of, any entity other than the Parties. Notwithstanding the foregoing, a licensor or supplier of third-party software included in the software Products will be a direct and intended third-party beneficiary of this Agreement.

13.8. Interpretation. The section headings in this Agreement are included only for convenience The words “including” and “include” will be deemed to be followed by the phrase “without 119
limitation”. This Agreement will be fairly interpreted in accordance with its terms and conditions and not for or against either Party.

13.9. Notices. Notices required under this Agreement to be given by one Party to the other must be in writing and either personally delivered or sent to the address provided by the other Party by certified mail, return receipt requested and postage prepaid (or by a recognized courier service, such as FedEx, UPS, or DHL), and will be effective upon receipt.

13.10. Cumulative Remedies. Except as specifically stated in this Agreement, all remedies provided for in this Agreement will be cumulative and in addition to, and not in lieu of, any other remedies available to either Party at law, in equity, by contract, or otherwise. Except as specifically stated in this Agreement, the election by a Party of any remedy provided for in this Agreement or otherwise available to such Party will not preclude such Party from pursuing any other remedies available to such Party at law, in equity, by contract, or otherwise.

13.11. Survival. The following provisions will survive the expiration or termination of this Agreement for any reason: Section 2.4 – Customer Obligations; Section 3.4 – Effect of Termination or Expiration; Section 4 – Payment and Invoicing; Section 6.5 – Warranty Disclaimer; Section 7.3 – Customer Indemnity; Section 8 – Limitation of Liability; Section 9 – Confidentiality; Section 10 – Proprietary Rights; Data; Feedback; Section 11 – Force Majeure; Delays Caused by Customer; Section 12 – Disputes; and Section 13 – General.

13.12. Entire Agreement. This Agreement, including all Addenda and Ordering Documents, constitutes the entire agreement of the Parties regarding the subject matter hereto, and supersedes all previous agreements, proposals, and understandings, whether written or oral, relating to this subject matter. This Agreement may be executed in multiple counterparts, and will have the same legal force and effect as if the Parties had executed it as a single document.

The Parties may sign in writing or by electronic signature. An electronic signature, facsimile copy, or computer image of a signature, will be treated, and will have the same effect as an original signature, and will have the same effect, as an original signed copy of this document.

This Agreement may be amended or modified only by a written instrument signed by authorized representatives of both Parties. The preprinted terms and conditions found on any Customer purchase order, acknowledgment, or other form will not be considered an amendment or modification or part of this Agreement, even if a representative of each Party signs such document.

The Parties hereby enter into this MCA as of the Effective Date.

Motorola: Motorola Solutions, Inc. Customer: [___________] By: ______________________________ By: ______________________________ Name: ___________________________ Name: ____________________________ Title: ____________________________ Title: _____________________________ Date: ____________________________ Date: ____________________________

120
Exhibit A
H-GAC Contract No. EC07-20
121
Communications Systems Addendum
This Communications Systems Addendum (this “CSA”) is entered into between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”) and the entity set forth in the signature block below or in the MCA (“Customer”), and will be subject to, and governed by, the terms of the Master Customer Agreement entered into between the Parties, effective as of [________] (the “MCA”), and the applicable Addenda.

Capitalized terms used in this CSA, but not defined herein, will have the meanings set forth in the MCA or the applicable Addenda.

1. Addendum. This CSA governs Customer’s purchase of certain Motorola radio Products, including Communications Systems, and will form part of the Parties’ Agreement. A “Communications System” is a solution that includes at least one radio Product, whether devices, software, or infrastructure, and requires Integration Services to deploy such radio Product at a Customer Site or onto any Customer-Provided Equipment or Equipment provided to Customer. In addition to the MCA, other Addenda may be applicable to the Communications System or other software Products, including the Equipment Purchase and Software License Addendum (“EPSLA”), with respect to Licensed Software and Equipment, and the Subscription Software Addendum (“SSA”), with respect to Subscription Software, as further described below.

This CSA will control with respect to conflicting or ambiguous terms in the MCA or any other applicable Addendum, but only as applicable to the Communications System or other software Products purchased under this CSA and not with respect to other Products and Services.

2. Communications Systems; Applicable Terms and Conditions.

2.1. Communications System. If Customer purchases a Communications System, then, unless the Ordering Document(s) specify that any software is being purchased on a subscription basis (i.e., as Subscription Software), such Equipment and Licensed Software installed at Customer Sites, including on devices sold to Customer by Motorola or on Customer-Provided Equipment, are subject to the EPSLA. Communications Systems described in this Section qualify for the System Warranty as described in Section 5.2 – Communications System Warranty (the “System Warranty”). In connection with a Communications System, Customer may also purchase additional Subscription Software that integrates with its Communications System (e.g., Critical Connect) (each, an “Add-On Subscription”). Any Add-On Subscription will be subject to the terms and conditions of the SSA and excluded from the System Warranty.

2.2. Services.

2.2.1. Any Integration Services or Maintenance and Support Services purchased in connection with, or included as a part of, a Communications System are subject to the MCA, and as described in the applicable Ordering Document.

2.2.2. During the Warranty Period, in addition to warranty services, Motorola will provide Maintenance and Support Services for the Equipment and support for the Motorola Licensed Software pursuant to the applicable maintenance and support Ordering Document. Support for the Motorola Licensed Software will be in accordance with Motorola's established Software Support Policy (“SwSP”). Copies of the SwSP can be found at
https://www.motorolasolutions.com/content/dam/msi/secure/services/software_policy.pdf and will be sent by mail, email or fax to Customer upon written request. If Customer wishes to purchase (a) additional Maintenance and Support Services during the Warranty Period; or (b) continue or expand maintenance, software support, installation, and/or Motorola’s Lifecycle Management Services (“LMS”) after the Warranty Period, 122
Motorola will provide the description of and pricing for such services in a separate proposal document and such terms will be agreed upon in an Ordering Document.

Unless otherwise agreed by the Parties in writing, the terms and conditions in this Agreement applicable to maintenance, support, installation, and/or LMS, will be included in the Maintenance and Support Addendum, LMS Addendum, the applicable Ordering Documents, and the proposal (if applicable). These collective terms will govern the provision of such Services.

2.2.3. To obtain any additional Services, Customer will issue a purchase order referring to this Agreement and the separate proposal document. Omission of reference to this Agreement in Customer’s purchase order will not affect the applicability of this Agreement. Motorola’s proposal may include a cover page entitled “Service Agreement” or “Installation Agreement”, as applicable, and other attachments. These cover pages and other attachments are incorporated into this Agreement by this reference.

3. Communications System Acceptance.

3.1. Acceptance. Any Communications System described in an Ordering Document hereunder (including the Products, Integration Services, and all other components thereof) will be deemed completed upon successful completion of the acceptance procedures (“Acceptance Tests”) set forth in the Acceptance Test Plan attached as Exhibit B-4 – Acceptance Test Plan hereto (“System Acceptance”). Motorola will notify Customer at least ten (10) days before the Communications System testing commences. Upon System Acceptance, the Parties will memorialize this event by promptly executing a certificate documenting such System Acceptance as set forth in Exhibit C. If the Acceptance Test Plan includes separate tests for individual sub-Systems or phases of the Communications System, acceptance of the individual sub-System or phase will occur upon the successful completion of the Acceptance Tests for the sub-Communications System or phase, and the Parties will promptly execute an acceptance certificate for the sub-Communications System or phase. If Customer believes the Communications System has failed the completed Acceptance Tests, Customer will provide to Motorola a written notice that includes the specific details of the failure. If Customer does not provide to Motorola a failure notice within thirty (30) days after completion of the Acceptance Tests, System Acceptance will be deemed to have occurred as of the completion of the Acceptance Tests. Minor omissions or variances in the Communications System that do not materially impair the operation of the Communications System as a whole will not postpone System Acceptance or sub-Communications System acceptance, but will be corrected according to a mutually agreed punch list schedule. This Section applies to Products purchased as part of a Communications System notwithstanding the delivery provisions of the Addendum applicable to such Products, such as the SSA or EPSLA, and this Section will control over such other delivery provisions to the extent of a conflict.

3.2. Beneficial Use. Customer acknowledges that Motorola’s ability to perform its implementation and testing responsibilities may be impeded if Customer begins using the Communications System before System Acceptance. Therefore, Customer will not commence using the system before System Acceptance without Motorola’s prior written authorization, which will not be unreasonably withheld. Motorola is not responsible for Communications System performance deficiencies that occur prior to System Acceptance or use of the Communications System is otherwise authorized in writing by Motorola. Upon such date that Customer begins using the Communications System, Customer assumes responsibility for the use and operation of the Communications System.

4. Payment. Customer will pay invoices for the Products and Services covered by this CSA in accordance with the invoice payment terms set forth in the MCA. Additional payment terms are set forth hereto in Exhibit A – Payment.
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5. Warranty.

5.1. Radio Products Warranty. The warranties applicable to Motorola-manufactured Equipment set forth in Section 6 – Representations and Warranties; Liabilities of the EPSLA shall be applicable to all radio Equipment purchased hereunder whether or not such Equipment was manufactured by Motorola.

5.2. Communications System Warranty. Subject to the disclaimers in the MCA and any other applicable Addenda, Motorola represents and warrants that, on the date of System Acceptance, (a) such Communications System will perform in accordance with the descriptions in the applicable Ordering Documents in all material respects, and (b) if Customer has purchased any Equipment or Motorola Licensed Software (but, for clarity, excluding Subscription Software) as part of such on-Communications System, the warranty period applicable to such Equipment and Motorola Licensed Software will continue for a period of one (1) year commencing upon System Acceptance (the “Warranty Period”) instead of commencing upon delivery of the Products in accordance with the terms and conditions set forth in Section 6 – Representations and Warranties; Liabilities of the EPSLA. The warranties set forth in the applicable Addenda are not otherwise modified by this CSA.

6. Additional Equipment or Software with a Communications System. Following the date of System Acceptance, Customer may order additional Equipment or Software that is intended for use with the Communications System for an additional three (3) years, if it is then available. Each purchase order must refer to the Agreement, and must specify the pricing and delivery terms.

7. Broadband Enabled Devices. The terms set forth in this Section 7 – Broadband Enabled Devices apply to broadband-enabled devices.

7.1. Subscription Services. Customer’s purchase of any broadband-enabled radio devices, such as ApxNext radios, includes certain Subscription Software all of which are subject to the SSA. Customer’s purchase of any such broadband enable devices may include an initial or trial subscription to the Subscription Software included with purchase of the device; following expiration of such initial or trial term, Customer must purchase a subscription for continued use of such Subscription Software.

7.2. Flow-Down Terms. Additional license terms apply to third-party broadband services purchased in connection with a broadband enable Communications System, which are available online at: https://www.motorolasolutions.com/en_us/about/legal/motorola-solutions-customerterms/flow-down-terms.html Customer will comply, and ensure its Authorized Users comply, with all such additional license terms.

8. Critical Connect. The terms set forth in this Section 8 – Critical Connect apply to Motorola’s Critical Connect Product. Motorola’s Critical Connect Product is Subscription Software, and any purchase of such Product will be subject to the SSA.

8.1. Term. Notwithstanding the SSA, the Initial Subscription Period of the Critical Connect service shall be for a period of three (3) years from the date of delivery. Renewal Subscription Years shall be for subsequent three (3) year periods rather than twelve (12) month periods as set forth in the Section 4 – Term of the SSA, with such renewals to automatically occur unless one party notifies the other Party of its intent not to renew at least thirty (30) days before the conclusion of the then-current Subscription Term.

8.2. Cancellation Fees. If Customer terminates the Critical Connect subscription prior to the end of the then-current Subscription Term, Customer will be obligated to pay a cancellation fee 124
of fifty percent (50%) of the remaining three (3) year Initial Subscription Period or Renewal Subscription Year at list price.

8.3. Service Tiers. Customer can upgrade the Critical Connect Subscription Software to higher tiers or downgrade to a lower tier. Additionally, Customer can stack multiple tiers together (additional setup fees may be required if upgrading to higher capacity levels). When Customer performs a tier upgrade or downgrade, the Subscription Term will be reset and a new three (3) year Initial Subscription Period will commence.

8.4. Port Restrictions. The Motorola on-premise gateway utilizes an ISSI connection and port. This connection is to be used only by the Motorola on-premise gateway in accordance with this service. Use of this ISSI connection and port with any other non-approved gateway is strictly prohibited.

9. Transport Connectivity Services. Certain Communications Systems may include one or more transport connectivity services as specified in the Ordering Document. In additions to the terms of this CSA, transport connectivity services shall also be governed by the terms of Motorola’s standard Transport Connectivity Addendum.

10. Attachments. In the case of any Communications System sale, the Exhibits listed below will be attached hereto and incorporated into and made a part of this CSA:

Exhibit A “Payment”
Exhibit B Technical and Implementation Documents
B-1 “System Description” dated _______________
B-2 “Pricing Summary & Equipment List” dated _______________ B-3 “Implementation Statement of Work” dated _______________ B-4 “Acceptance Test Plan” or “ATP” dated _______________ B-5 “Performance Schedule” dated _______________
Exhibit C “System Acceptance Certificate”

11. Survival. The following provisions will survive the expiration or termination of this CSA for any reason: Section 1 – Addendum; Section 2 – Communications Systems; Applicable Terms and Conditions; Section 7 – Broadband Services; Section 8 – Critical Connect; Section 11– Survival.
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Equipment Purchase and Software License Addendum
This Equipment Purchase and Software License Addendum (this “EPSLA”) is entered into between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”) and the entity set forth in the signature block below or in the MCA (“Customer”), and will be subject to, and governed by, the terms of the Master Customer Agreement entered into between the Parties, effective as of [________] (the “MCA”).

Capitalized terms used in this EPSLA, but not defined herein, will have the meanings set forth in the MCA.

1. Addendum. This EPSLA governs Customer’s purchase of Equipment and license of Licensed Software (and, if set forth in an Ordering Document, related Services) from Motorola, and will form part of the Parties’ Agreement.

2. Delivery of Equipment and Licensed Software.

2.1. Delivery and Risk of Loss. Motorola will provide to Customer the Products (and, if applicable, related Services) set forth in an Ordering Document, in accordance with the terms of the Agreement. Motorola will, using commercially reasonable practices, pack the ordered Equipment and ship such Equipment to the Customer address set forth in the applicable Ordering Document or otherwise provided by Customer in writing, using a carrier selected by Motorola. Notwithstanding the foregoing, delivery of Equipment (and any incorporated Licensed Software) will occur, and title and risk of loss for the Equipment will pass to Customer, upon shipment by Motorola in accordance with Ex Works, Motorola’s premises (Incoterms 2020).

Customer will pay all shipping costs, taxes, and other charges applicable to the shipment and import or export of the Products and Services, as applicable, and Customer will be responsible for reporting the Products for personal property tax purposes. Delivery of Licensed Software for installation on Equipment or Customer-Provided Equipment will occur upon the earlier of (a) electronic delivery of the Licensed Software by Motorola, and (b) the date Motorola otherwise makes the Licensed Software available for download by Customer. If agreed upon in an Ordering Document, Motorola will also provide Services related to such Products.

2.2. Delays. Any shipping dates set forth in an Ordering Document are approximate, and while Motorola will make reasonable efforts to ship Products by any such estimated shipping date, Motorola will not be liable for any delay or related damages to Customer. Time for delivery will not be of the essence, and delays will not constitute grounds for cancellation, penalties, termination, or a refund.

2.3. Beta Services. If Motorola makes any beta version of a software application (“Beta Service”) available to Customer, Customer may choose to use such Beta Service at its own discretion, provided, however, that Customer will use the Beta Service solely for purposes of Customer’s evaluation of such Beta Service, and for no other purpose. Customer acknowledges and agrees that all Beta Services are offered “as-is” and without any representations or warranties or other commitments or protections from Motorola. Motorola will determine the duration of the evaluation period for any Beta Service, in its sole discretion, and Motorola may discontinue any Beta Service at any time. Customer acknowledges that Beta Services, by their nature, have not been fully tested and may contain defects or deficiencies.

3. Licensed Software License and Restrictions.

3.1. Licensed Software License. Subject to Customer’s and its Authorized Users’ compliance with the Agreement (including payment terms), Motorola hereby grants Customer and its Authorized Users a limited, non-transferable, non-sublicenseable, and non-exclusive license to 126
use the Licensed Software identified in an Ordering Document, in object code form only, and the associated Documentation, solely in connection with the Equipment provided by Motorola or authorized Customer-Provided Equipment (as applicable, the “Designated Products”) and solely for Customer’s internal business purposes. Unless otherwise stated in an Addendum or the Ordering Document, the foregoing license grant will be limited to the number of licenses set forth in the applicable Ordering Document and will continue for the life of the applicable Designated Product. Except as otherwise permitted in an applicable Addendum or Ordering Document, Customer may install, access, and use Licensed Software only in Customer’s owned or controlled facilities, including any authorized mobile sites; provided, however, that Authorized Users using authorized mobile or handheld devices may also log into and access the Licensed Software remotely from any location.

3.2. Subscription License Model. If the Parties mutually agree that any Licensed Software purchased under this EPSLA will be replaced with or upgraded to Subscription Software, then upon such time which the Parties execute the applicable Ordering Document, the licenses granted under this EPSLA will automatically terminate, and such Subscription Software will be governed by the terms of the applicable Addendum under this Agreement.

3.3. Customer Restrictions. Customers and Authorized Users will comply with the applicable Documentation in connection with their use of the Products. Customer will not and will not allow others, including the Authorized Users, to: (a) make the Licensed Software available for use by unauthorized third parties, including via a commercial rental or sharing arrangement; (b) reverse engineer, disassemble, or reprogram the Licensed Software or any portion thereof to a humanreadable form; (c) modify, create derivative works of, or merge the Licensed Software with other software or equipment; (d) copy, reproduce, distribute, lend, lease, or transfer the Licensed Software or Documentation for or to any third party without the prior express written permission of Motorola; (e) take any action that would cause the Licensed Software or Documentation to be placed in the public domain; (f) use the Licensed Software to compete with Motorola; or (g) remove, alter, or obscure, any copyright or other notice.

3.4. Copies. Customer may make one (1) copy of the Licensed Software solely for archival, back-up, or disaster recovery purposes during the term of the applicable Licensed Software license. Customer may make as many copies of the Documentation reasonably required for the internal use of the Licensed Software during such Licensed Software’s license term. Unless otherwise authorized by Motorola in writing, Customer will not, and will not enable or allow any third party to: (a) install a licensed copy of the Licensed Software on more than one (1) unit of a Designated Product; or (b) copy onto or transfer Licensed Software installed in a unit of a Designated Product onto another device. Customer may temporarily transfer Licensed Software installed on a Designated Product to another device if the Designated Product is inoperable or malfunctioning, if Customer provides written notice to Motorola of the temporary transfer and identifies the device on which the Licensed is transferred. Temporary transfer of the Licensed Software to another device must be discontinued when the original Designated Product is returned to operation and the Licensed Software must be removed from the other device. Customer must provide prompt written notice to Motorola at the time temporary transfer is discontinued.

3.5. Resale of Equipment. Equipment contains embedded Licensed Software. If Customer desires to sell its used Equipment to a third party, Customer must first receive prior written authorization from Motorola and obtain written acceptance of the applicable Licensed Software license terms, including the obligation to pay relevant license fees, from such third party. 127

4. Term.

4.1. Term. The term of this EPSLA (the “EPSLA Term”) will commence upon either (a) the Effective Date of the MCA, if this EPSLA is attached to the MCA as of such Effective Date, or (b) the EPSLA Date set forth on the signature page below, if this EPSLA is executed after the MCA Effective Date, and will continue until the later of (i) three (3) years after the first order for Products is placed via an Ordering Document, or (ii) the expiration of all applicable warranty periods (as set forth in Section 6.1 – Motorola Warranties below) under this EPSLA, unless this EPSLA or the Agreement is earlier terminated in accordance with the terms of the Agreement.

4.2. Termination. Notwithstanding the termination provisions of the MCA, Motorola may terminate this EPSLA (and any Ordering Documents hereunder) immediately upon notice to Customer if Customer breaches Section 3 – Licensed Software License and Restrictions of this EPSLA, or any other provision related to Licensed Software license scope or restrictions set forth in an Ordering Document, EULA, or other applicable Addendum. For clarity, upon termination or expiration of the EPSLA Term, all Motorola obligations under this EPSLA (including with respect to Equipment and Licensed Software delivered hereunder) will terminate.

If Customer desires to purchase additional Services in connection with such Equipment or Licensed Software, Customer may enter into a separate Addendum with Motorola, governing such Services. Customer acknowledges that Motorola made a considerable investment of resources in the development, marketing, and distribution of the Licensed Software and Documentation, and that Customer’s breach of the Agreement will result in irreparable harm to Motorola for which monetary damages would be inadequate. If Licensee breaches this Agreement, in addition to termination, Motorola will be entitled to all available remedies at law or in equity, including immediate injunctive relief and repossession of all non-embedded Licensed Software and associated Documentation.

4.3. Equipment as a Service. In the event that Customer purchases any Equipment at a price below the MSRP for such Equipment in connection Customer entering into a fixed- or minimum required-term agreement for Subscription Software, and Customer or Motorola terminates the Agreement, this EPSLA, or other applicable Addendum (such as the Addendum governing the purchase of such Subscription Software) prior to the expiration of such fixed- or minimum required-term, then Motorola will have the right to invoice Customer for, and Customer will pay, the amount of the discount to the MSRP for the Equipment or such other amount set forth in the applicable Addendum or Ordering Document. This Section will not limit any other remedies Motorola may have with respect to an early termination.

5. Payment. Customer will pay invoices for the Products and Services provided under this EPSLA in accordance with the invoice payment terms set forth in the MCA. Generally, invoices are issued after shipment of Equipment or upon Motorola’s delivery of Licensed Software (in accordance with Section 2.1 – Delivery and Risk of Loss), as applicable, but if a specific invoicing or payment schedule is set forth in the applicable Ordering Document, EULA or other Addendum, such schedule will control with respect to the applicable Products and Services referenced therein. Motorola will have the right to suspend future deliveries of Products and Services if Customer fails to make any payments when due.

6. Representations and Warranties; Liability.

6.1. Motorola Warranties. Subject to the disclaimers and exclusions set forth in the MCA and this EPSLA, (a) for a period of one (1) year commencing upon the delivery of Motorolamanufactured Equipment under Section 2.1 – Delivery and Risk of Loss, Motorola represents and warrants that such Motorola-manufactured Equipment, under normal use, will be free from 128
material defects in materials and workmanship; (b) to the extent permitted by the providers of third-party software or hardware included in the Products and Services, Motorola will pass through to Customer any warranties provided by such third parties, which warranties will apply for the period defined by the applicable third party; and (c) for a period of ninety (90) days commencing upon the delivery of Motorola-owned Licensed Software under Section 2.1 – Delivery and Risk of Loss, Motorola represents and warrants that such Licensed Software, when used in accordance with the Documentation and the Agreement, will be free from reproducible defects that prevent operation of features critical to the primary functionality or successful operation of the Motorola-developed Licensed Software (as determined by Motorola). The warranty set forth in subsection (c) will be referred to as the “Motorola Licensed Software Warranty”. As Customer’s sole and exclusive remedy for any breach of the Motorola Licensed Software Warranty, Motorola will use commercially reasonable efforts to remedy the material defect in the applicable Licensed Software; provided, however, that if Motorola does not remedy such material defect within a reasonable time, then at Motorola’s sole option, Motorola will either replace the defective Licensed Software with functionally-equivalent software, provide substitute software to Customer, or terminate the applicable software license and refund any paid license fees to Customer on a pro-rata basis. For clarity, the Motorola Licensed Software Warranty applies only to the most current version of the Licensed Software issued by Motorola, and issuance of updated versions of any Licensed Software does not result in a renewal or extension of the Motorola Licensed Software Warranty beyond the ninety (90) day warranty period.

6.2. ADDITIONAL EXCLUSIONS. IN ADDITION TO THE EXCLUSIONS FROM DAMAGES

SET FORTH IN THE MCA, AND NOTWITHSTANDING ANY PROVISION OF THE

AGREEMENT TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY FOR (A)

DEFECTS IN OR DAMAGE TO PRODUCTS RESULTING FROM USE OTHER THAN IN THE NORMAL AUTHORIZED MANNER, OR FROM ACCIDENT, LIQUIDS, OR NEGLECT; (B)

TESTING, MAINTENANCE, REPAIR, INSTALLATION, OR MODIFICATION BY PARTIES OTHER THAN MOTOROLA; (C) CUSTOMER’S OR ANY AUTHORIZED USER’S FAILURE TO COMPLY WITH INDUSTRY AND OSHA OR OTHER LEGAL STANDARDS; (D) DAMAGE TO RADIO ANTENNAS, UNLESS CAUSED BY DEFECTS IN MATERIAL OR WORKMANSHIP; (E) EQUIPMENT WITH NO SERIAL NUMBER; (F) BATTERIES OR CONSUMABLES; (G) FREIGHT COSTS FOR SHIPMENT TO REPAIR DEPOTS; (H) COSMETIC DAMAGE THAT DOES NOT AFFECT OPERATION; (I) NORMAL WEAR AND TEAR; (J) ISSUES OR

OBSOLESCENCE OF LICENSED SOFTWARE DUE TO CHANGES IN CUSTOMER OR AUTHORIZED USER REQUIREMENTS, EQUIPMENT, OR SYSTEMS; (K) TRACKING AND LOCATION-BASED SERVICES; OR (L) BETA SERVICES.

6.3. Voluntary Remedies. Motorola is not obligated to remedy, repair, replace, or refund the purchase price for the disclaimed or excluded issues in the MCA or Section 6.2 – Additional Exclusions above, but if Motorola agrees to provide Services to help resolve such issues, Customer will reimburse Motorola for its reasonable time and expenses, including by paying Motorola any Fees set forth in an Ordering Document for such Services, if applicable.

7. Copyright Notices. The existence of a copyright notice on any Licensed Software will not be construed as an admission or presumption of publication of the Licensed Software or public disclosure of any trade secrets associated with the Licensed Software.

8. Survival. The following provisions will survive the expiration or termination of this EPSLA for any reason: Section 3 – Licensed Software License and Restrictions; Section 4 – Term; Section 5 – Payment; Section 6.2 – Additional Exclusions; Section 8 – Survival. 129

MAINTENANCE, SUPPORT ADDENDUM
This Maintenance, Support Addendum (this “MSA”) is entered into between Motorola Solutions, Inc., with office at 500 W. Monroe, suite 4400, Chicago, IL 60661 (“Motorola”) and the entity set forth in the signature block below or in the MCA (“Customer”) and will be subject to, and governed by, the terms of the Master Customer Agreement entered into between the Parties, effective as of [______] the (“MCA”). Capitalized terms used in this MSLMA, but not defined herein, will have the meanings set forth in the MCA.

1. Addendum. This MSA governs Customer’s purchase of Maintenance and Support (as defined below) services (and, if set forth in an Ordering Document, related Services) from Motorola and will form part of the Parties’ Agreement. In addition to the MCA, other Addenda may be applicable to the MSA, including the Equipment Purchase and Software License Addendum (“EPSLA”), with respect to Licensed Software and Equipment, and the Communications System Addendum (“CSA”) as further described below. This MSA will control with respect to conflicting or ambiguous terms in the MCA or any other applicable Addendum, but only as applicable to the Maintenance and Support services purchased under this MSA and not with respect to other Products and Services.

2. Scope
Motorola will provide break/fix maintenance, technical support, or other Services (such as software integration Services) (“Maintenance and Support Services”) as further described in the applicable Ordering Documents.

3. Maintenance and Support services

3.1 Purchase Order Acceptance. Purchase orders for additional, continued, or expanded maintenance and software support, during the Warranty Period or after the Warranty Period, become binding only when accepted in writing by Motorola.

3. 2 Start Date. The “Start Date” for Maintenance and Support Services will be indicated in the applicable Ordering Documents.

3. 3 Auto Renewal. Unless the applicable Ordering Documents specifically state a termination date or one Party notifies the other in writing of its intention to discontinue the Maintenance and Support Services, this Agreement will renew for an additional one (1) year term on every anniversary of the Start Date. At the anniversary date, Motorola may adjust the price of the Services to reflect the renewal rate.

3. 4 Termination. Written notice of intent to terminate must be provided thirty (30) days or more prior to the anniversary date. If Motorola provides Services after the termination or expiration of this MSA, the terms and conditions in effect at the time of 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. 130
This provision survives the expiration or termination of the Agreement and applies notwithstanding any contrary provision.

3. 5 Equipment Definition. For maintenance and support services, Equipment will be defined to mean the hardware specified in the applicable Ordering Documents.

3. 6 Additional Hardware. If Customer purchases additional hardware from Motorola that becomes part of the Communications System, the additional hardware may be added to this MSA and will be billed at the applicable rates after the warranty period for that additional equipment expires. Such hardware will be included in the definition of Equipment.

3. 7 Maintenance. Equipment will be maintained at levels set forth in the manufacturer’s product manuals and routine procedures that are prescribed by Motorola will be followed. Motorola parts or parts of equal quality will be used for Equipment maintenance.

3. 8 Equipment Condition. All Equipment must be in good working order on the Start Date or when additional equipment is added to the MSA. 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 maintenance and support fees for this Equipment will terminate at the end of the month in which Motorola receives the written notice. If Equipment cannot, in Motorola’s reasonable opinion, be properly or economically maintained for any reason, Motorola may modify the scope of Services related to that Equipment; remove that Equipment from the Agreement; or increase the price to maintain that Equipment.

3. 9 Equipment Failure. 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 MSA and applicable Ordering Documents.

3. 10 Intrinsically Safe. Customer must specifically identify any Equipment that is labeled intrinsically safe for use in hazardous environments.

3. 11 Excluded Services.
a) 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. b) Unless specifically included in this MSA or applicable Ordering Documents, 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 131
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 the transmission medium.

3. 12 Time And Place. Service will be provided at the location specified in this MSA and/or the applicable Ordering Documents. When Motorola performs maintenance, support, or installation 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 MSA or applicable Ordering Documents, 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 MSA or applicable Ordering Documents, 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.

3. 13 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.

3.14 If Customer terminates this Maintenance and Support service and contractual commitment before the end of the __ year term, for any reason other than Motorola’s default, then the Customer will pay to Motorola a termination fee equal to the discount applied to the last three years of service payments related to the __ year commitment.

4. Payment

4.1 Unless alternative payment terms are stated in the applicable Ordering Documents, Motorola will invoice Customer in advance for each payment period. All other charges will be billed monthly, and the 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 MSA (except income, profit, and franchise taxes of Motorola) by any governmental entity.

4.2 INFLATION ADJUSTMENT. For multi-year agreements, at the end of the first year of the Agreement and each year thereafter, a CPI percentage change calculation shall be performed using the U.S. Department of Labor, Consumer Price Index, “All Items,” Unadjusted Urban Areas (CPI-U). Should the annual inflation rate increase greater than 3% during the previous year, Motorola shall have the right to increase all future 132
maintenance prices by the CPI increase amount exceeding 3%. “All Items,” not seasonally adjusted shall be used as the measure of CPI for this price adjustment. The adjustment calculation will be based upon the CPI for the most recent twelve (12) month increment beginning from the most current month available as posted by the U.S.

Department of Labor (http://www.bls.gov) immediately preceding the new maintenance year. For purposes of illustration, if in Year 5 the CPI reported an increase of 8%, Motorola may increase the Year 6 price by 5% (8%-3% base). 133
Cyber Security Services Addendum
This Cyber Security Services Addendum (this “Cyber SSA”) is entered into between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”) and the entity purchasing Products or Services (as defined below) from Motorola (“Customer”), and will be subject to, and governed by, the terms of the Master Customer Agreement ("MCA") entered into between the Parties, effective as of the earlier of (a) the first purchase of a Product or Service from Motorola, and (b) the date of the last signature on the first Ordering Document (as defined below) between the Parties (the “MCA”), and the applicable Addenda. Capitalized terms used in this Cyber SSA, but not defined herein, will have the meanings set forth in the MCA or the applicable Addenda.

1. Addendum. This Cyber SSA governs Customer’s purchase of cyber security services, including (i) Remote Security Update Service, Security Update Service, and Managed Detection & Response subscription services, among other subscription services, (ii) professional services, and/or (iii) retainer services (i.e., professional services when expressly purchased as a block of pre-paid hours for use, subject to expiration, within a specified period across certain offered service categories (“Retainer Services”), the nature and scope of which are more fully described in an Ordering Document and will form part of the Parties’ Agreement. Additional Addenda or other terms and conditions may apply to certain related products, software or services, where such terms are provided or presented to Customer.

2. Cyber Security Services.

2.1 Cyber Security Services often require active customer engagement. In addition to items or actions that may be set out in an applicable Ordering Document, Customer will assist, provide or perform items or actions as reasonably requested by Motorola in the course of performance and necessary to ensure timely and efficient performance of the Services. Customer will ensure that information Customer provides to Motorola in connection with receipt of Services is accurate and complete in all material respects.

2.2 Customer will make timely decisions and obtain any required management approvals that are reasonably necessary for Motorola to provide the products and Services and perform its other duties under any applicable ordering document and this Cyber SSA. Unless an applicable ordering document states otherwise, Motorola may rely upon and is not required to evaluate, confirm, reject, modify or provide advice concerning any assumptions or Customer information, decisions, or approvals. Cyber Security Services and Deliverables are limited by, among other things: nature of the security threats, the accuracy and completeness of information provided to Motorola; the level of effort utilized; and subjective judgments relating to relative risk and mitigation priorities which are inherent in any such services and may or may not be correct.

2.3 Customer shall take any actions necessary to mitigate risk to its operations and protect and preserve its computer systems, data environment, networks and Customer Data, including creation of operational workarounds, backups and redundancies. Customer shall inform Motorola in advance to the extent adequate backups and redundancies are not possible for certain elements of its systems or data. Customer acknowledges and agrees that Services may impact, disrupt or damage information systems, data environments, data or Customer Data. Motorola disclaims 134
responsibility for costs in connection with any such disruptions of and/or damage to Customer’s or a third party’s information systems, equipment, voice transmissions, data and Customer Data, including, but not limited to, denial of access to a legitimate system user, automatic shut-down of information systems caused by intrusion detection software or hardware, or failure of the information system resulting from the provision or delivery of the Service

2.4 Inherent Limitations on Scope of Services. Because of the evolving, often malicious and often highly sophisticated nature of cyber security threats, as well as the evolving complexity and customization inherent in many customer computer system environments, among other things, the protections offered by Cyber Security Services are necessarily limited. Motorola does not represent that it will identify, fully recognize, discover or resolve all security events or threats, system vulnerabilities, malicious codes, files or malware, indicators of compromise or internal threats or concerns. Motorola does not guarantee that any recommendations it makes will be successful.

2.5 Motorola may modify Services and any related systems so long as their functionality (as described in the applicable Ordering Document) is not materially degraded. Documentation for the Services, if any, may be updated to reflect such modifications. For clarity, new features or enhancements that are added to any subscription Services may be subject to additional fees.

2.6 Delivery. During the applicable Term (as defined below), Motorola will provide to Customer the Cyber Security Services set forth in an Ordering Document, in accordance with the terms of the Agreement. Motorola will provide Customer advance notice (which may be provided electronically) of any planned downtime of subscription Services. Delivery of subscription Services will occur upon Customer’s receipt of credentials required for access to the subscription Services or upon Motorola otherwise providing access to the subscription Services platform. If agreed upon in an Ordering Document, Motorola will also provide services related to such subscription Services.

2.7 User Credentials. If applicable, Motorola will provide Customer with administrative user credentials for the subscription Services, and Customer will ensure such administrative user credentials are accessed and used only by Customer’s employees with training on their proper use. Customer will protect, and will cause its Authorized Users to protect, the confidentiality and security of all user credentials, including any administrative user credentials, and maintain user credential validity, including by updating passwords. Customer will be liable for any use of the subscription Services through such user credential (including through any administrative user credentials), including any changes made to the subscription Services or issues or user impact arising therefrom. To the extent Motorola provides Services to Customer in order to help resolve issues resulting from changes made to the subscription Services through user credentials, including through any administrative user credentials, or issues otherwise created by Authorized Users, such Services will be billed to Customer on a time and materials basis, and Customer will pay all invoices in accordance with the payment terms of the MCA.

2.8 Beta or Proof of Concept Services. If Motorola makes any beta version of its Services (“Beta Service”) available to Customer, or provides Customer a trial period or proof of concept period (or other demonstration) of the Services at reduced or no charge (“Proof of Concept” or “POC” Service), Customer may choose to use such Beta or POC Service at its own discretion, provided, however, that Customer will use the Beta or POC Service solely for purposes of Customer’s evaluation of such Beta or POC Service, and for no other purpose. Customer acknowledges and agrees that all Beta or POC Services are offered “as-is” and without any representations or warranties or other commitments or protections from Motorola. Motorola will 135
determine the duration of the evaluation period for any Beta or POC Service, in its sole discretion, and Motorola may discontinue any Beta or POC Service at any time. Customer acknowledges that Beta Services, by their nature, have not been fully tested and may contain defects or deficiencies.

Notwithstanding any other provision of this Agreement, to the extent a future paid Service has been agreed upon subject to and contingent on the Customer’s evaluation of a Proof of Concept Service, Customer may cancel such future paid Service as specified in the Ordering Document or, if not specified, within a reasonable time before the paid Service is initiated.

3. Subscription Cyber Security Services License and Restrictions.

3.1 Subscription Cyber Security Services License. Subject to Customer’s and its Authorized Users’ compliance with the Agreement, Motorola hereby grants Customer and its Authorized Users a limited, non-transferable, non-sublicenseable, and non-exclusive license to use the subscription Services identified in an Ordering Document, if any, and the associated Documentation, solely for Customer’s internal business purposes. The foregoing license grant will be limited to use in the territory and to the number of licenses set forth in an Ordering Document (if applicable), and will continue for the applicable Subscription Term. Customer may access, and use the subscription Services only in Customer’s owned or controlled facilities, including any authorized mobile sites; provided, however, that, if applicable, Authorized Users using authorized mobile or handheld devices may also log into and access the subscription Services remotely from any location. No custom development work will be performed under this CYBER SSA.

3.2 End User Licenses. Motorola may use, engage, resell, or otherwise interface with thirdparty software, hardware or services providers (such as, for example, third-party end point detection and response providers) and other sub-processors, who in turn may engage additional sub-processors to process personal data and other Customer Data. Customer agrees that such third-party software or services providers, sub-processors or their respective sub-processors may process and use personal and other Customer Data in accordance with and subject to their own respective licenses or terms and in accordance with applicable law. Customer authorizes and will provide and obtain all required notices and consents, if any, and comply with other applicable legal requirements, if any, with respect to such collection and use of personal data and other Customer Data by Motorola, and its subcontractors, sub-processors and/or third-party software, hardware or services providers. Notwithstanding any provision to the contrary, to the extent the use or performance of certain Services is governed by any separate license, data requirement, EULA, privacy statement, or other applicable agreement, including terms governing third-party software, hardware or services, including open source software, Customer will comply, and ensure its Authorized Users comply, with any such agreements or terms, which shall govern any such Services.

3.3 Customer Restrictions. Customers and Authorized Users will comply with the applicable Documentation and the copyright laws of the United States and all other relevant jurisdictions (including the copyright laws where Customer uses the Services) in connection with their use of the Services. Customer will not, and will not allow others including the Authorized Users, to make the Services available for use by unauthorized third parties, including via a commercial rental or sharing arrangement; reverse engineer, disassemble, or reprogram software used to provide the Services or any portion thereof to a human-readable form; modify, create derivative works of, or merge the Services or software used to provide the Services with other software; copy, reproduce, distribute, lend, or lease the Services or Documentation for or to any third party; take any action that would cause the Services, software used to provide the Services, or Documentation to be placed in the public domain; use the Services to compete with Motorola; remove, alter, or obscure, 136
any copyright or other notice; share user credentials (including among Authorized Users); use the Services to store or transmit malicious code; or attempt to gain unauthorized access to the Services or its related systems or networks.

3.4 Professional Services Delivery. All Professional Services will be performed in accordance with the performance schedule included in an Ordering Document. Delivery of hours purchased as Retainer Services is at the onset of the applicable retainer period. Hours purchased as Retainer Services expire and are forfeited if not used within the Retainer period, subject to terms of use, expiration and extension, if any, as set out in the applicable Ordering Document. Professional Services described in an Ordering Document will be deemed complete upon Motorola’s performance of such Services or, if applicable, upon exhaustion or expiration of the Retainer Services hours, whichever occurs first.

4. Term.

4.1 Term. The term of this CYBER SSA will commence upon the either (a) the Effective Date of the MCA, if this CYBER SSA is attached to the MCA as of such Effective Date, or (b) the CYBER SSA Date set forth on the signature page below, if this CYBER SSA is executed after the MCA Effective Date. Unless earlier terminated in accordance with the terms of the Agreement, the term of this CYBER SSA will continue until the later of (a) the expiration or termination of all Subscription Terms, or (b) the last applicable Service Completion Date under this CYBER SSA.

4.2 Order Periods. Non-recurring or non-subscription Services described in an Ordering Document will be deemed complete upon Motorola’s performance of all Services listed in such Ordering Document (“Service Completion Date”). The duration of Customer’s subscription to its initial order of subscription Services, if any, will commence upon delivery of such subscription Services and will continue for a twelve (12) month period or such longer period identified in an Ordering Document (the “Initial Subscription Period”). Following the Initial Subscription Period, Customer’s subscription to the subscription Services will automatically renew for additional twelve (12) month periods (each, a “Renewal Subscription Year”), unless either Party notifies the other Party of its intent not to renew at least sixty (60) days before the conclusion of the then-current Subscription Term. (The Initial Subscription Period and each Renewal Subscription Year will each be referred to herein as a “Subscription Term”.) Motorola may increase fees prior to any Renewal Subscription Year. In such case, Motorola will notify Customer of such proposed increase no later than sixty (60) days prior to commencement of such Renewal Subscription Year. Unless otherwise specified in the applicable Ordering Document, if Customer orders any additional subscription Services under this CYBER SSA during an in-process Subscription Term, the subscription for each new subscription Service will (a) commence upon delivery of such subscription Service, and continue until the conclusion of Customer’s then-current Subscription Term (a “Partial Subscription Year”), and (b) automatically renew for Renewal Subscription Years thereafter, unless either Party notifies the other Party of its intent not to renew at least sixty (60) days before the conclusion of the then-current Subscription Term. Thus, unless otherwise specified in the applicable Ordering Document, the Subscription Terms for all subscription Services hereunder will be synchronized.

4.3 Termination. Motorola may terminate this Cyber SSA (or any Addendum or Ordering Documents hereunder), or suspend delivery of Services, immediately upon notice to Customer if (a) Customer breaches Section 3 – Subscription Cyber Services License and Restrictions of this CYBER SSA, or any other provision related to Services license scope or restrictions set forth in 137
an Addendum or Ordering Document, or (b) it determines that Customer’s use of the Services poses, or may pose, a security or other risk or adverse impact to any Services, Motorola, Motorola’s systems, or any third party (including other Motorola customers). Customer acknowledges that Motorola made a considerable investment of resources in the development, marketing, and distribution of the Services and Documentation, and that Customer’s breach of the Agreement will result in irreparable harm to Motorola for which monetary damages would be inadequate. If Customer breaches this Agreement, in addition to termination, Motorola will be entitled to all available remedies at law or in equity (including immediate injunctive relief).

4.4 Wind Down of Subscription Cyber Services. In addition to the termination rights in the MCA, Motorola may terminate any Ordering Document and Subscription Term, in whole or in part, in the event Motorola plans to cease offering the applicable subscription Services to customers. To the extent Equipment is purchased on an installment basis, any early termination of the installment period will cause the outstanding balance to become immediately due.

5. Payment.

5.1 Payment. Unless otherwise agreed, an Ordering Document shall set out an agreed upon price and/or fee schedule applicable to the Services ordered. The parties acknowledge that pricing is dependent on the full term or subscription periods specified in any such Ordering Document.

Unless otherwise provided in an Ordering Document, Customer will prepay an annual subscription Fee set forth in an Ordering Document for each subscription Service, before the commencement of each Subscription Term. For any Partial Subscription Year, the applicable annual subscription Fee will be prorated based on the number of months in the Partial Subscription Year. The annual subscription Fee for subscription Services may include certain one-time Fees, such as start-up fees, license fees, or other fees set forth in an Ordering Document. Motorola will have the right to suspend the Services if Customer fails to make any payments when due.

5.2 Customer Data. For avoidance of doubt, so long as not specifically identifying the Customer, “Customer Data,” as defined in the MCA, shall not include, and Motorola shall be free to use, share and leverage security threat intelligence and mitigation data generally, including without limitation, third party threat vectors and IP addresses, file hash information, domain names, malware signatures and information, information obtained from third party sources, indicators of compromise, and tactics, techniques, and procedures used, learned or developed in the course of providing Services.

5.3 License True-Up. If applicable, Motorola will have the right to conduct an audit of total user licenses credentialed by Customer for any subscription Services during a Subscription Term, and Customer will cooperate with such audit. If Motorola determines that Customer’s usage of the subscription Services during the applicable Subscription Term exceeded the total number of licenses purchased by Customer, Motorola may invoice Customer for the additional licenses used by Customer, pro-rated for each additional license from the date such license was activated, and Customer will pay such invoice in accordance with the payment terms in the MCA.

5.4 Future Regulatory Requirements. The Parties acknowledge and agree that this is an evolving technological area and therefore, laws and regulations regarding Services may change.

Changes to existing Services required to achieve regulatory compliance may be available for an additional fee. Any required changes may also impact the price for Services. 138

6. Liability.

6.1 ADDITIONAL EXCLUSIONS. IN ADDITION TO THE EXCLUSIONS FROM DAMAGES

SET FORTH IN THE MCA, AND NOTWITHSTANDING ANY PROVISION OF THE AGREEMENT

TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY FOR (A) INTERRUPTION OR FAILURE OF CONNECTIVITY, VULNERABILITIES, OR SECURITY EVENTS; (B) DISRUPTION OF OR DAMAGE TO CUSTOMER’S OR THIRD PARTIES’ SYSTEMS, EQUIPMENT, OR DATA,

INCLUDING DENIAL OF ACCESS TO USERS, OR SHUTDOWN OF SYSTEMS CAUSED BY INTRUSION DETECTION SOFTWARE OR HARDWARE; (C) AVAILABILITY OR ACCURACY OF

ANY DATA AVAILABLE THROUGH THE SERVICES, OR INTERPRETATION, USE, OR MISUSE THEREOF; (D) TRACKING AND LOCATION-BASED SERVICES; OR (E) BETA SERVICES.

6.2 Voluntary Remedies. Motorola is not obligated to remedy, repair, replace, or refund the purchase price for the disclaimed or excluded issues in the MCA or Section 6.1 – Additional Exclusions above, but if Motorola agrees to provide Services to help resolve such issues, Customer will reimburse Motorola for its reasonable time and expenses, including by paying Motorola any Fees set forth in an Ordering Document for such Services, if applicable.

6.3 Motorola as a Controller or Joint Controller. In all instances where Motorola acts as a controller of data, it will comply with the applicable provisions of the Motorola Privacy Statement at https://www.motorolasolutions.com/en_us/about/privacy-policy.html#privacystatement, as may be updated from time to time. Motorola holds all Customer Contact Data as a controller and shall Process such Customer Contact Data in accordance with the Motorola Privacy Statement. In instances where Motorola is acting as a joint controller with Customer, the Parties will enter into a separate Addendum to the Agreement to allocate the respective roles as joint controllers.

6.4 DIRECT DAMAGES. For avoidance of doubt, notwithstanding the limitation set out in Section 8.2 of the MCA, the direct damages limitation for services provided under this Cyber SSA and limited to the fees, or the portion of fees, relating only to the Cyber Security Services under this Cyber SSA, even if such Services are offered or bundled with other Motorola services. 7 Survival. The following provisions will survive the expiration or termination of this CYBER SSA for any reason: Section 4 – Term; Section 5 – Payment; Section 6.1 – Additional Exclusions; Section 6.4 – Direct Damages; Section 7 – Survival. 139
ECH Add-on Cloud Interface Software Addendum
This ECH Add-on Cloud Software as a Service Addendum (this “Interface Addendum”) is entered into between Motorola Solutions Connectivity, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”), a wholly owned subsidiary of Motorola Solutions, Inc. (“MSI”) and the entity set forth in the signature block below or in the Subscription Software Agreement or Master Customer Agreement, as applicable (“Customer”), and will be subject to, and governed by, the terms of the Subscription Software Agreement, or the Master Customer Agreement, including the Subscription Software Addendum, as applicable, entered into between the Parties, effective as of _____________________ (the applicable Agreement referred to herein as the “Agreement”), and the applicable Addenda. Capitalized terms used in this Interface Addendum, but not defined herein, will have the meanings set forth in the Agreement or the applicable Addenda.

1. Scope. This Interface Addendum covers certain add-on cloud products listed in EXHIBIT 1 (the “Add-on Cloud Products”) and will control with respect to conflicting terms in the Subscription Software Agreement or any other applicable Addendum, but only as applicable to the products and Services purchased under this Interface Addendum. A list of the on-premise software available for license under this Interface Addendum is attached hereto as EXHIBIT 2 (collectively, the “Cloud Interface Software”). In connection with the Add-on Cloud Products, Customer may also purchase certain Add-On Cloud Services as described in Section 2.2 Services hereto.

2. Applicable Terms and Conditions.

2.1. Cloud Interface Software

2.1.1. Software License. Subject to Customer’s and its Authorized Users’ compliance with the Agreement (including payment terms), Motorola hereby grants Customer and its Authorized Users a limited, non-transferable, non-sublicenseable, and nonexclusive license to use the Cloud Interface Software identified in an Ordering Document, in object code form only, and the associated Documentation, solely in connection with the equipment provided by Motorola, or Customer-Provided Equipment (as applicable, the “Designated Products”) and solely for Customer’s internal business purposes. Unless otherwise stated in an Addendum or the Ordering Document, the foregoing license grant will be limited to the number of licenses set forth in the applicable Ordering Document and will continue for the life of the applicable Designated Product. Except as otherwise permitted in an applicable Addendum or Ordering Document, Customer may install, access, and use Cloud Interface Software only in Customer’s owned or controlled facilities, including any authorized mobile sites; provided, however, that Authorized Users using authorized mobile or handheld devices may also log into and access the Cloud Interface Software remotely from any location.

2.1.2. End User Licenses. Notwithstanding any provision to the contrary in the Agreement, certain Cloud Interface Software is governed by a separate license, end-user license agreement, or other agreement, including terms governing third-party equipment or software, such as open source software, included in the Cloud Interface Software. Customer will comply, and ensure its Authorized Users comply, with any such additional terms applicable to third-party equipment or software.
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2.1.3. Customer Restrictions. Customers and Authorized Users will comply with the applicable Documentation in connection with their use of the Cloud Interface Software Customer will not and will not allow others, including the Authorized Users, to: (a) make the Cloud Interface Software available for use by unauthorized third parties, including via a commercial rental or sharing arrangement; (b) reverse engineer, disassemble, or reprogram the Cloud Interface Software or any portion thereof to a human-readable form; (c) modify, create derivative works of, or merge the Cloud Interface Software with other software or equipment; (d) copy, reproduce, distribute, lend, lease, or transfer the Cloud Interface Software or Documentation for or to any third party without the prior express written permission of Motorola; (e) take any action that would cause the Cloud Interface Software or Documentation to be placed in the public domain; (f) use the Cloud Interface Software to compete with Motorola; or (g) remove, alter, or obscure, any copyright or other notice.

2.1.4. Copies. Customer may make one (1) copy of the Cloud Interface Software solely for archival, back-up, or disaster recovery purposes during the term of the applicable Cloud Interface Software license. Customer may make as many copies of the Documentation reasonably required for the internal use of the Cloud Interface Software during such Cloud Interface Software’s license term. Unless otherwise authorized by Motorola in writing, Customer will not, and will not enable or allow any third party to: (a) install a licensed copy of the Cloud Interface Software on more than one (1) unit of a Designated Product; or (b) copy onto or transfer Cloud Interface Software installed in a unit of a Designated Product onto another device. Customer may temporarily transfer Cloud Interface Software installed on a Designated Product to another device if the Designated Product is inoperable or malfunctioning, if Customer provides written notice to Motorola of the temporary transfer and identifies the device on which the Cloud Interface Software is transferred. Temporary transfer of the Cloud Interface Software to another device must be discontinued when the original Designated Product is returned to operation and the Cloud Interface Software must be removed from the other device. Customer must provide prompt written notice to Motorola at the time temporary transfer is discontinued.

2.1.5. Motorola Warranties. Subject to the disclaimers and exclusions set forth in this Interface Addendum, (a) to the extent permitted by the providers of thirdparty software included in the Add-on Cloud Products and Services, Motorola will pass through to Customer any warranties provided by such third parties, which warranties will apply for the period defined by the applicable third party, and (b) for a period of ninety (90) days commencing upon delivery of Motorola-owned Cloud Interface software, Motorola represents and warrants that such Cloud Interface Software, when used in accordance with the Documentation and the Interface Addendum, will be free from reproducible defects that prevent operation of features critical to the primary functionality or successful operation of the Motorola-developed Cloud Interface Software (as determined by Motorola). The warranty set forth in subsection (b) will be referred as the “Motorola Licensed Software Warranty”. As Customer’s sole and exclusive remedy for any breach of the Motorola Licensed Software Warranty, Motorola will use commercially reasonable efforts to remedy the material defect in the applicable Cloud 141
Interface Software; provided, however, that if Motorola does not remedy such material defect within a reasonable time, then at Motorola’s sole option, Motorola will either replace the defective Cloud Interface Software with functionally-equivalent software, provide substitute software to Customer, or terminate the applicable software license and refund any paid license fees to Customer on a pro-rata basis. For clarity, the Motorola Licensed Software Warranty applies only to the most current version of the Cloud Interface Software issued by Motorola, and issuance of updated versions of any Cloud Interface Software does not result in a renewal or extension of the Motorola Licensed Software Warranty beyond the ninety (90) day warranty period.

2.1.6. WARRANTY DISCLAIMER. EXCEPT FOR THE EXPRESS AND PASS

THROUGH WARRANTIES IN THIS INTERFACE ADDENDUM, PRODUCTS AND SERVICES PURCHASED HEREUNDER ARE PROVIDED “AS IS”
AND WITH ALL FAULTS. WARRANTIES SET FORTH IN THE

INTERFACE ADDENDUM ARE THE COMPLETE WARRANTIES FOR THE

SOFTWARE AND SERVICES AND MOTOROLA DISCLAIMS ALL OTHER

WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING

IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE, AND QUALITY. MOTOROLA DOES NOT

REPRESENT OR WARRANT THAT USE OF THE PRODUCTS AND

SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF

SECURITY VULNERABILITIES, OR THAT THEY WILL MEET
CUSTOMER’S PARTICULAR REQUIREMENTS.

2.1.7. ADDITIONAL EXCLUSIONS. IN ADDITION TO THE EXCLUSIONS FROM

DAMAGES SET FORTH IN THIS AGREEMENT, AND NOTWITHSTANDING

ANY PROVISION OF THE AGREEMENT AND THIS INTERFACE

ADDENDUM TO THE CONTRARY, MOTOROLA WILL HAVE NO LIABILITY

FOR (A) TESTING, MAINTENANCE, REPAIR, INSTALLATION, OR

MODIFICATION BY PARTIES OTHER THAN MOTOROLA, OR (B)

TRACKING AND LOCATION-BASED SERVICES

2.2. Services.

2.2.1. Motorola will provide services related to purchased Add-on Cloud Products (“Add-on Cloud Services”), to the extent set forth in an Ordering Document.

2.2.2. Service Ordering Documents. The Fees for Add-on Cloud Services will be set forth in an Ordering Document and any applicable project schedules. A Customer point of contact will be set forth in the applicable statement of work for the Add-on Cloud Services. For purposes of clarity, each statement of work will be incorporated into, and form an integral part of, the Interface Addendum.

2.2.3. Integration Services. If specified in an Ordering Document, Motorola will provide, for the term of such Ordering Document, (a) design, deployment, and integration Services in order to design, install, set up, configure, and/or integrate the applicable Add-on Cloud Products at the applicable locations, agreed upon by the Parties (“Integration Services”) as further described in the applicable statement of work.
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2.2.4. Completion of Integration Services. Unless otherwise specified in the applicable Ordering Document, Integration Services described in an Ordering Document will be deemed complete upon the earlier of Customer’s (or the applicable Authorized User’s) (i) Beneficial Use (as defined below) of the applicable Add-on Cloud Products or (ii) Motorola’s functional demonstration to Customer of the installation and integration of the Add-On Services. For clarity, if the Add-On Cloud Products are comprised of more than one product, Motorola may notify Customer that the installation and integration for a particular product have been completed, and Customer may have Beneficial Use of such Add-On Product prior to having Beneficial Use of other Add-On Products. In such case, the installation and integration applicable to such product will be deemed complete upon Customer’s Beneficial Use of the product. As used in this Section, “Beneficial Use” means the ability to use the material features and functionalities of a product in material conformance with product descriptions in the applicable Ordering Document.

2.2.5. Post-Installation Support and Maintenance Services. Motorola agrees to provide Customer support services, if purchased, as identified in the applicable accepted Order Document and in accordance with the applicable Motorola support documentation. Support for Motorola proprietary software and firmware is available pursuant to Motorola’s Next Generation 9-1-1 Software Support Program, a copy of which is attached hereto as EXHIBIT 3 and incorporated herein by reference. Motorola’s Managed Services such as Remote Monitoring, AntiVirus Definition Update Services, Disaster Recovery Services and Patch Management Services are available, if purchased, pursuant to the terms and conditions of the Motorola’s Managed Services Offerings Policy which is attached hereto as EXHIBIT 4 and incorporated herein by reference. The purchase of Add-on Cloud Products includes Cloud Interface Software that allows connectivity to the cloud services. If Customer currently has or purchases a new Monitoring and Response agreement for VESTA 9-1-1, technical support will be included for Add-on Cloud Products. Monitoring of Add-on Cloud Products events will be included as long as additional appropriate application licenses have been acquired and installed.
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EXHIBIT 1 – ADD-ON CLOUD PRODUCTS
CommandCentral Citizen Input (“Citizen Input”)
CommandCentral Smart Transcription (“Smart Transcription”) CommandCentral Aware (“Aware”)
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EXHIBIT 2 –CLOUD INTERFACE PRODUCTS
Console Transcription Application (CTA)

VESTA API
VESTA Edge
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EXHIBIT 3 - NEXT GENERATION 9-1-1 SOFTWARE SUPPORT PROGRAM [see attached]
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EXHIBIT 4 - MANAGED SERVICES OFFERINGS POLICY
[see attached]
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H-GAC
Houston-Galveston Area Council
P.O. Box 22777 · 3555 Timmons · Houston, Texas 77227-2777 Cooperative Agreement - Motorola Solutions, Inc. - Public Services -

GENERAL PROVISIONS
This Agreement is made and entered into, by and between the Houston-Galveston Area Council hereinafter referred to as H-GAC having its principal place of business at 3555 Timmons Lane, Suite 120, Houston, Texas 77027 and Motorola Solutions, Inc., hereinafter referred to as the Contractor, having its principal place of business at 500 West Monroe Street, 44th Floor, Chicago, IL 60661.

WITNESSETH:

WHEREAS, H-GAC hereby engages the Contractor to perform certain services in accordance with the specifications of the Agreement; and
WHEREAS, the Contractor has agreed to perform such services in accordance with the specifications of the Agreement;
NOW, THEREFORE, H-GAC and the Contractor do hereby agree as follows:

ARTICLE 1: LEGAL AUTHORITY
Both parties warrant and assure that each possesses adequate legal authority to enter into this Agreement. The governing body, where applicable, has authorized the signatory official(s) to enter into this Agreement and bind the respective parties to the terms of this Agreement and any subsequent amendments hereto.

ARTICLE 2: APPLICABLE LAWS
The Contractor agrees to conduct all activities under this Agreement in accordance with all applicable rules, regulations, directives, standards, ordinances, and laws, in effect or promulgated during the term of this Agreement, including without limitation, workers’ compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When required, the Contractor shall furnish H-GAC with satisfactory proof of its compliance therewith.

ARTICLE 3: INDEPENDENT CONTRACTOR
The execution of this Agreement and the rendering of services prescribed by this Agreement do not change the independent status of H-GAC or the Contractor. No provision of this Agreement or act of H- GAC in performance of the Agreement shall be construed as making the Contractor the agent, servant or employee of H-GAC, the State of Texas or the United States Government. Employees of the Contractor are subject to the exclusive control and supervision of the Contractor. The Contractor is solely responsible for employee related disputes and discrepancies, including employee payrolls and any claims arising therefrom.

ARTICLE 4: WHOLE AGREEMENT
The General Provisions, Special Provisions, and Attachments, as provided herein, constitute the complete Agreement (“Agreement”) between the parties hereto, and supersede any and all oral and written agreements between the parties relating to matters herein. Except as otherwise provided herein, this Agreement cannot be modified without written consent of the parties.

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2 ARTICLE 5: SCOPE OF SERVICES
The services to be performed by the Contractor are outlined in an Attachment to this Agreement.

ARTICLE 6: PERFORMANCE PERIOD
This Agreement shall be performed during the period which begins Jul 01 2020 and ends Jun 30 2022.

All services under this Agreement must be rendered within this performance period, unless directly specified under a written change or extension provisioned under Article 15, which shall be fully executed by both parties to this Agreement.

ARTICLE 7: PAYMENT OR FUNDING
Payment provisions under this Agreement are outlined in the Special Provisions.

ARTICLE 8: REPORTING REQUIREMENTS
If the Contractor fails to submit to H-GAC in a timely and satisfactory manner any report required by this Agreement, or otherwise fails to satisfactorily render performances hereunder, H-GAC may terminate this agreement with notice as identified in Article 16 of these General Provisions. H-GAC has final determination of the adequacy of performance and reporting by Contractor. Termination of this agreement for failure to perform may affect Contractor’s ability to participate in future opportunities with H-GAC. The Contractor's failure to timely submit any report may also be considered cause for termination of this Agreement.

Any additional reporting requirements shall be set forth in the Special Provisions of this Agreement.

ARTICLE 9: INSURANCE
Contractor shall maintain insurance coverage for work performed or services rendered under this Agreement as outlined and defined in the attached Special Provisions.

ARTICLE 10: SUBCONTRACTS and ASSIGNMENTS
Except as may be set forth in the Special Provisions, the Contractor agrees not to subcontract, assign, transfer, convey, sublet or otherwise dispose of this Agreement or any right, title, obligation or interest it may have therein to any third party without prior written approval of H-GAC, which will not be unreasonably withheld. The Contractor acknowledges that H-GAC is not liable to any subcontractor or assignee of the Contractor. The Contractor shall ensure that the performance rendered under all subcontracts shall result in compliance with all the terms and provisions of this Agreement as if the performance rendered was rendered by the Contractor. Contractor shall give all required notices, and comply with all laws and regulations applicable to furnishing and performance of the work. Except where otherwise expressly required by applicable law or regulation, H-GAC shall not be responsible for monitoring Contractor's compliance, or that of Contractor’s subcontractors, with any laws or regulations.

ARTICLE 11: AUDIT
Notwithstanding any other audit requirement, H-GAC reserves the right to conduct or cause to be conducted an independent audit of any transaction under this Agreement, such audit may be performed by the H-GAC local government audit staff, a certified public accountant firm, or other auditors designated by H-GAC and will be conducted in accordance with applicable professional standards and practices. The Contractor understands and agrees that the Contractor shall be liable to the H-GAC for any findings that result in monetary obligations to H-GAC. In no circumstances will Contractor be required to create or maintain documents not kept in the ordinary course of its business operations, nor will Contractor be required to disclose any information, including but not limited to product cost data, which it considers confidential or proprietary.

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3 ARTICLE 12: EXAMINATION OF RECORDS
The Contractor shall maintain during the course of the work complete and accurate records of all of the Contractor's invoices and pertinent documentation of items which are chargeable to H-GAC under this Agreement. H-GAC, through its staff or designated public accounting firm, the State of Texas, and United States Government, shall have the right at any reasonable time to inspect, copy and audit those pertinent records on or off the premises by authorized representatives of its own or any public accounting firm selected by H- GAC. The right of access to records is not limited to the required retention period, but shall last as long as the records are retained. Failure to provide access to records may be cause for termination of the Agreement.

The Contractor further agrees that the examination of records outlined in this article shall be included in all subcontractor or third-party agreements.

ARTICLE 13: RETENTION OF RECORDS
The Contractor and its subcontractors shall maintain all records pertinent to this Agreement for a period of seven (7) years from the later of the date of acceptance of the final payment or until all audit findings have been resolved. If any litigation, claim, negotiation, audit or other action involving the records has been started before the expiration of the retention period, the records shall be retained until completion of the action and resolution of all issues which arise from it, or until the end of the seven (7) years, whichever is later, and until any outstanding litigation, audit, or claim has been fully resolved.

ARTICLE 14: CHANGES AND AMENDMENTS
A. Any alterations, additions, or deletions to the terms of this Agreement, which are required by changes in federal or state law or by regulations, are automatically incorporated without written amendment hereto, and shall become effective on the date designated by such law or by regulation.

B. To ensure the legal and effective performance of this Agreement, both parties agree that any amendment that affects the performance under this Agreement must be mutually agreed upon and that all such amendments must be in writing. After a period of no less than 30 days subsequent to written notice, unless sooner implementation is required by law, such amendments shall have the effect of qualifying the terms of this Agreement and shall be binding upon the parties as if written herein.

ARTICLE 15: TERMINATION PROCEDURES
The Contractor acknowledges that this Agreement may be terminated for Convenience or Default.

A. Convenience
H-GAC may terminate this Agreement at any time, in whole or in part, with or without cause, whenever H-GAC determines that for any reason such termination is in the best interest of H- GAC, by providing thirty (30) days written notice by certified mail to the Contractor. Upon receipt of notice of termination, all services hereunder of the Contractor and its employees and subcontractors shall cease to the extent specified in the notice of termination.

The Contractor may cancel or terminate this Agreement upon submission of thirty (30) days written notice, presented to H-GAC via certified mail. The Contractor may not give notice of cancellation after it has received notice of default from H-GAC.

B. Default
H-GAC may, by written notice of default to the Contractor, terminate the whole or any part of the Agreement, in any one of the following circumstances:
(1) If the Contractor fails to perform the services herein specified within the time specified

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4 herein or any extension thereof; or
(2) If the Contractor fails to perform any of the other provisions of this Agreement for any reason whatsoever, or so fails to make progress or otherwise violates the Agreements that completion of services herein specified within the Agreement term is significantly endangered, and in either of these two instances does not cure such failure within a period of fifteen (15) days (or such longer period of time as may be authorized by H-GAC in writing) after receiving written notice by certified mail of default from H-GAC.

ARTICLE 16: SEVERABILITY
H-GAC and Contractor agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect.

ARTICLE 17: FORCE MAJEURE
To the extent that either party to this Agreement shall be wholly or partially prevented from the performance of any obligation or duty placed on such party by reason of or through strikes, stoppage of labor, riot, fire, flood, acts of war, insurrection, accident, order of any court, act of God, or specific cause reasonably beyond the party's control and not attributable to its neglect or nonfeasance, in such event, the time for the performance of such obligation or duty shall be suspended until such disability to perform is removed. The party affected by the Force Majeure will notify the other within fifteen (15) days. Determination of force majeure shall rest solely with H-GAC.

ARTICLE 18: CONFLICT OF INTEREST
No officer, member or employee of the Contractor or subcontractor, no member of the governing body of the Contractor, and no other public officials of the Contractor who exercise any functions or responsibilities in the review or Contractor approval of this Agreement, shall participate in any decision relating to this Agreement which affects his or her personal interest, or shall have any personal or pecuniary interest, direct or indirect, in this Agreement.

ARTICLE 19: FEDERAL COMPLIANCE
Contractor agrees to comply with all applicable federal statutes relating to nondiscrimination, labor standards, and environmental compliance. Additionally, for work to be performed under the Agreement or subcontract thereof, including procurement of materials or leases of equipment, Contractor shall notify each potential subcontractor or supplier of the Contractor's federal compliance obligations. These may include, but are not limited to: (a) Title VI of the Civil Rights Act of 1964 (P.L. 88-352) which prohibits discrimination on the basis of race, color or national origin; (b) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; (c) the Fair Labor Standards Act of 1938 (29 USC 676 et. seq.), (d) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of handicaps and the Americans with Disabilities Act of 1990; (e) the Age Discrimination in Employment Act of 1967 (29 USC 621 et. seq.) and the Age Discrimination Act of 1974, as amended (42 U.S.C. §§ 6101-6107), which prohibits discrimination on the basis of age; (f) the Drug Abuse Office and Treatment Act of 1972 (P.L. 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; (g) the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (P.L. 91-616), as amended, relating to the nondiscrimination on the basis of alcohol abuse or alcoholism; (h) §§ 523 and 527 of the Public Health Service Act of 1912 (42 U.S.C. 290 dd-3 and 290 ee- 3), as amended, relating to confidentiality of alcohol and drug abuse patient records; (i) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; (j) any other nondiscrimination provisions in any specific statute(s) applicable to any Federal funding for this Agreement; (k) the requirements of any other nondiscrimination statute(s) which may apply to this Agreement; (l)

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5 applicable provisions of the Clean Air Act (42 U.S.C. §7401 et seq.), the Federal Water Pollution Control Act, as amended (33 U.S.C. §1251 et seq.), Section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and the Environmental Protection Agency regulations at 40 CPR Part 15; (m) applicable provisions of the Davis• Bacon Act (40 U.S.C. 276a - 276a-7), the Copeland Act (40 U.S.C. 276c), and the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-332), as set forth in Department of Labor Regulations at 20 CPR 5.5a; (n) the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (P.L. 94-163).

ARTICLE 20: CRIMINAL PROVISIONS AND SANCTIONS
The Contractor agrees to perform the Agreement in conformance with safeguards against fraud and abuse as set forth by the H-GAC, the State of Texas, and the acts and regulations of any related state or federal agency. The Contractor agrees to promptly notify H-GAC of any actual or suspected fraud, abuse, or other criminal activity through the filing of a written report within twenty-four (24) hours of knowledge thereof. Contractor shall notify H-GAC of any serious accident or incident requiring medical attention arising from its activities under this Agreement within twenty-four (24) hours of such occurrence. Theft or willful damage to property on loan to the Contractor from H-GAC, if any, shall be reported to local law enforcement agencies and H-GAC within two (2) hours of discovery of any such act.

The Contractor further agrees to cooperate fully with H-GAC, local law enforcement agencies, the State of Texas, the Federal Bureau of Investigation and any other duly authorized investigative unit, in carrying out a full investigation of all such incidents.

The Contractor shall notify H-GAC of the threat of lawsuit or of any actual suit filed against the Contractor pertaining to this Agreement or which would adversely affect the Contractor’s ability to perform services under this Agreement.

ARTICLE 21: INDEMNIFICATION AND RECOVERY
H-GAC’s liability under this Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or otherwise, is limited to its order processing charge. In no event will H-GAC be liable for any loss of use, loss of time, inconvenience, commercial loss, lost profits or savings or other incidental, special or consequential damages to the full extent such use may be disclaimed by law.

Contractor agrees, to the extent permitted by law, to defend and hold harmless H-GAC, its board members, officers, agents, officials, employees and indemnities from any and all claims, costs, expenses (including reasonable attorney fees), actions, causes of action, judgements, and liens arising as a result of Contractor’s negligent act or omission under this Agreement. Contractor shall notifyH-GAC of the threat of lawsuit or of any actual suit filed against Contractor relating to this Agreement.

ARTICLE 22: LIMITATION OF CONTRACTOR’S LIABILITY
Except as specified in any separate writing between the Contractor and an END USER, Contractor’s total liability under this Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or otherwise, but excluding its obligation to indemnify H-GAC, is limited to the price of the particular products/services sold hereunder, and Contractor agrees either to refund the purchase price or to repair or replace product(s) that are not as warranted. In no event will Contractor be liable for any loss of use, loss of time, inconvenience, commercial loss, loss of profits or savings or other incidental, special or consequential damages to the full extent such use may be disclaimed by law. Contractor understands and agrees that it shall be liable to repay and shall repay upon demand to END USER any amounts determined by H-GAC, its independent auditors, or any agency of State or Federal government to have been paid in violation of the terms of this Agreement.

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6 ARTICLE 23: TITLES NOT RESTRICTIVE
The titles assigned to the various Articles of this Agreement are for convenience only. Titles shall not be considered restrictive of the subject matter of any Article, or part of this Agreement.

ARTICLE 24: JOINT WORK PRODUCT
This Agreement is the joint work product of H-GAC and the Contractor. This Agreement has been negotiated by H-GAC and the Contractor and their respective counsel and shall be fairly interpreted in accordance with its terms and, in the event of any ambiguities, no inferences shall be drawn against any party.

ARTICLE 25: DISPUTES
All disputes concerning questions of fact or of law arising under this Agreement, which are not addressed within the Whole Agreement as defined pursuant to Article 4 hereof, shall be decided by the Executive Director of H-GAC or his designee, who shall reduce his decision to writing and provide notice thereof to the Contractor. The decision of the Executive Director or his designee shall be final and conclusive unless, within thirty (30) days from the date of receipt of such notice, the Contractor requests a rehearing from the Executive Director of H-GAC. In connection with any rehearing under this Article, the Contractor shall be afforded an opportunity to be heard and offer evidence in support of its position. The decision of the Executive Director after any such rehearing shall be final and conclusive. The Contractor may, if it elects to do so, appeal the final and conclusive decision of the Executive Director to a court of competent jurisdiction. Pending final decision of a dispute hereunder, the Contractor shall proceed diligently with the performance of the Agreement and in accordance with H• GAC's final decision.

ARTICLE 26: CHOICE OF LAW: VENUE
This Agreement shall be governed by the laws of the State of Texas. Venue and jurisdiction of any suit or cause of action arising under or in connection with the Agreement shall lie exclusively in Harris County, Texas. Disputes between END USER and Contractor are to be resolved in accordance with the law and venue rules of the state of purchase. Contractor shall immediately notify H-GAC of such disputes.

ARTICLE 27: ORDER OF PRIORITY
In the case of any conflict between or within this Agreement, the following order of priority shall be utilized: 1) General Provisions, 2) Special Provisions, 3) Scope of Work, and, 4) Other Attachments.

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SIGNATURES:

H-GAC and the Contractor have read, agreed, and executed the whole Agreement as of the date first written above, as accepted by:

Motorola Solutions, Inc.

Signature $docusign:SignHere::Customer1
Name Dan Twohig

Title Vice President, Next Gen Core Svcs
Date docusign:DateSigned::Customer1
H-GAC
Signature $docusign:SignHere::InternalSigner
Name Chuck Wemple
Title Executive Director
Date $docusign:DateSigned::InternalSign

154
H-GAC
Houston-Galveston Area Council
P.O. Box 22777 · 3555 Timmons · Houston, Texas 77227-2777 Cooperative Agreement - Motorola Solutions, Inc. - Public Services - 18-00196

SPECIAL PROVISIONS
Incorporated by attachment, as part of the whole agreement, H-GAC and the Contractor do, hereby agree to the Special Provisions as follows:

ARTICLE 1: BIDS/PROPOSALS INCORPORATED
In addition to the whole Agreement, the following documents listed in order of priority are incorporated into the Agreement by reference: Bid/Proposal Specifications and Contractor’s Response to the Bid/Proposal.

ARTICLE 2: END USER AGREEMENTS (“EUA”)
H-G AC acknowledges that the END USER may choose to enter into an End User Agreement (“EUA”) with the Contractor through this Agreement, and that the term of the EUA may exceed the term of the current H-GAC Agreement. H-GAC’s acknowledgement is not an endorsement or approval of the End User Agreement’s terms and conditions. Contractor agrees not to offer, agree to or accept from the END USER, any terms or conditions that conflict with those in Contractor’s Agreement with H-GAC. Contractor affirms that termination of its Agreement with H-GAC for any reason shall not result in the termination of any underlying EUA, which shall in each instance, continue pursuant to the EUA’s stated terms and duration. Pursuant to the terms of this Agreement, termination of this Agreement will disallow the Contractor from entering into any new EUA with END USERS. Applicable H-GAC order processing charges will be due and payable to H-GAC on any EUAs, surviving termination of this Agreement between H-GAC and Contractor.

ARTICLE 3: MOST FAVORED CUSTOMER CLAUSE
If at any time during this Agreement, Contractor develops a regularly followed standard procedure of entering into agreements with other governmental customers within the State of Texas, and offers the same or substantially the same products/services offered to H-GAC on a basis that provides prices, warranties, benefits, and or terms more favorable than those provided to H-GAC, Contractor shall notify H-GAC within ten (10) business days thereafter, and this Agreement shall be deemed to be automatically retroactively amended, to the effective date of Contractor’s most favorable past agreement with another entity. Contractor shall provide the same prices, warranties, benefits, or terms to H-GAC and its END USER as provided in its most favorable past agreement. H-GAC shall have the right and option at any time to decline to accept any such change, in which case the amendment shall be deemed null and void. If Contractor claims that a more favorable price, warranty, benefit, or term that was charged or offered to another entity during the term of this Agreement, does not constitute more favorable treatment, than Contractor shall, within ten (10) business days, notify H-GAC in writing, setting forth the detailed reasons Contractor believes the aforesaid offer is not in fact most favored treatment. H-GAC, after due consideration of Contractor’s written explanation, may decline to accept such explanation and thereupon this Agreement between H-GAC and Contractor shall be automatically amended, effective retroactively, to the effective date of the most favored agreement, to provide the same prices, warranties, benefits, or terms to H-GAC and the END USER.

EXCEPTION: This clause shall not be applicable to the sale of large communications systems (one

155
million dollars ($1,000,000.00) and above). The term “Communication Systems” shall refer to a project that includes the sale of infrastructure hardware and/or software, user devices, and Contractor engineering and installation service. The contract for a “Communication System” will always have a Statement of Work and an Acceptance Test Plan. This clause shall also not be applicable to pre-existing contracts Contractor has in the State of Texas. The term ”pre-existing” shall refer to contracts in existence as of the effective date of this Agreement.

ARTICLE 4: PARTY LIABILITY
Contractor’s total liability under this Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or otherwise, is limited to the price of the particular products/services sold hereunder.

Contractor agrees either to refund the purchase price or to repair or replace product(s) that are not as warranted.

Contractor accepts liability to repay, and shall repay upon demand to END USER, any amounts determined by H-GAC, its independent auditors, or any state or federal agency, to have been paid in violation of the terms of this Agreement.

ARTICLE 5: GOVERNING LAW & VENUE
Contractor and H-GAC agree that Contractor will make every reasonable effort to resolve disputes the END USER in accord with the law and venue rules of the state of purchase. Contractor shall immediately notify HGAC of such disputes.

ARTICLE 6: SALES AND ORDER PROCESSING CHARGE
Contractor shall sell its products to END USERS based on the pricing and terms of this Agreement. H-GAC will invoice Contractor for the applicable order processing charge when H-GAC receives notification of an END USER order. Contractor shall remit to H-GAC the full amount of the applicable order processing charge, after delivery of any product or service and subsequent END USER acceptance. Payment of the Order Processing Charge shall be remitted from Contractor to H-GAC, within thirty (30) calendar days or ten (10) business days after receipt of an END USER’s payment, whichever comes first, notwithstanding Contractor’s receipt of invoice. For sales made by Contractor based on this Agreement, including sales to entities without Interlocal Agreements, Contractor shall pay the applicable order processing charges to H-GAC. Further, Contractor agrees to encourage entities who are not members of H-GAC’s Cooperative Purchasing Program to execute an H-GAC Interlocal Agreement. H-GAC reserves the right to take appropriate actions including, but not limited to, Agreement termination if Contractor fails to promptly remit the appropriate order processing charge to H-GAC. In no event shall H-GAC have any liability to Contractor for any goods or services an END USER procures from Contractor. At all times, Contractor shall remain liable to pay to H-GAC any order processing charges on any portion of the Agreement actually performed, and for which compensation was received by Contractor.

ARTICLE 7: LIQUIDATED DAMAGES
Any liquidated damage terms will be determined between Contractor and End User at the time End User’s purchase order is placed.

ARTICLE 8: INSURANCE
Unless otherwise stipulated in Section B of the Bid/Proposal Specifications, Contractor must have the following insurance and coverage:
a. General liability insurance with a Single Occurrence limit of at least $1,000,000.00, and a General Aggregate limit of $2,000,000.

Product liability insurance with a Single Occurrence limit of at least $1,000,000.00, and a

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General Aggregate limit of at least two times the Single Occurrence limit for all Products except Automotive Fire Apparatus. For Automotive Fire Apparatus, see Section B of the Bid/Proposal Specifications.

Property Damage or Destruction insurance is required for coverage of End User owned equipment while in Contractor's possession, custody or control. The minimum Single Occurrence limit is $500,000.00 and the General Aggregate limit must be at least two times the Single Occurrence limit. This insurance may be carried in several ways, e.g. under an Inland Marine policy, as part of Automobile coverage, or under a Garage Keepers policy. In any event, this coverage must be specifically and clearly listed on insurance certificate(s) submitted to H-GAC.
b. Insurance coverage shall be in effect for the length of any contract made pursuant to the Bid/Proposal, and for any extensions thereof, plus the number of days/months required to deliver any outstanding order after the close of the contract period. c. PDF Insurance Certificates must be furnished to H-GAC after contract execution and at policy renewal during term of contract, showing Contractor as the insured and showing coverage and limits for the insurances listed above.
d. If any Product(s) or Service(s) will be provided by parties other than Contractor, all such parties are required to carry the insurance coverages specified herein, and if requested by HGAC, a separate insurance certificate must be submitted for each such party.

ARTICLE 9: PERFORMANCE AND PAYMENT BONDS FOR INDIVIDUAL ORDERS H-GAC’s contractual requirements DO NOT include a Performance & Payment Bond (PPB); therefore, Contractor shall offer pricing that reflects this cost savings. Contractor shall remain prepared to offer a PPB to cover any order if so requested by the END USER. Contractor shall quote a price to END USER for provision of any requested PPB, and agrees to furnish the PPB within ten business (10) days of receipt of END USER's purchase order.

ARTICLE 10: CHANGE OF STATUS
Contractor shall immediately notify H-GAC, in writing, of ANY change in ownership, control, dealership/franchisee status, Motor Vehicle license status, or name. Contractor shall offer written guidance to advise H-GAC if this Agreement shall be affected in any way by such change. H-GAC shall have the right to determine whether or not such change is acceptable, and to determine what action shall be warranted, up to and including cancellation of Agreement.

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Lemoore City CouncilDecember 6, 2022

Lemoore City Council
December 6, 2022