First Amendment Mark43 — Redondo Beach City Council, October 14, 2025

AMENDMENT NO. 1 TO

SOFTWARE LICENSE AND SERVICES AGREEMENT
This Amendment No. 1 to the Software License and Services Agreement (this " Amendment"), is dated as of July 2nd, 2019, and is by and between Mark43, Inc.-, with offices at 28 E. 28th Street, 12th Floor, New York, NY 10016 Mark43") and the City of Redondo Beach, having a place of business at 410 Diamond Street, Redondo Beach, CA 90277 (" Subscriber", and together with Mark43, the " Parties;' and each, a A. WHEREAS, the Parties have entered into that certain Software License and Services Agreement, dated as of December 19, 2017 (the " Existing Agreement"); and
B. WHEREAS, the Parties hereto desire to amend the Existing Agreement to update Schedule A and C thereto, and to memorialize Schedule D, on the terms and subject to the conditions set forth herein.

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Definitions. Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the Existing Agreement.

2. Amendments to the.Existin¢ Agreement. As ofthe Amendment Effective Date ( defined below), the Existing Agreement is hereby amended or modified as follows:
a. Schedule A of the Existing Agreement is hereby amended by deleting it in its entirety and substituting the Schedule A attached to this Amendment. b. Schedule C of the Existing Agreement is hereby amended by deleting it in its entirety and substituting the Schedule C attached to this Amendment. c. Schedule D in the form attached to this Amendment is hereby added to the Existing Agreement as Schedule D thereto.
d. The new Statement ofWork attached to this Amendment is hereby added to the Existing Agreement as Appendix B thereto.

3. Date of Effectiveness: Limited Effect. This Amendment is effective as of the date first written above ( the Amendment Effective Date"). Except as expressly provided in this Amendment, all of the terms and provisions ofthe Existing Agreement are and will remain in full force and effect and are hereby ratified and confirmed by the Parties. Without limiting the generality ofthe foregoing, the amendments contained herein will not be construed as an amendment to or waiver of any other provision of the Existing Agreement or as a waiver of or consent to any further or future action on the part ofeither Party that would require the waiver or consent of the other Party. On and after the Amendment Effective Date, each reference in the Existing Agreement to " this Agreement," " the Agreement," " hereunder, " hereof," "herein," or words oflike, import, and each reference to the Existing Agreement in any other agreements, documents, or instruments executed and delivered pursuant to, or in connection with, the Existing Agreement, will mean and be a reference to the Existing Agreement as amended by this Amendment.

4. Representations and Warranties. Each Party hereby represents and warrants to the other Party that:
a. It has the full right, power, and authority to enter into this Amendment and to perform its obligations hereunder and under the Existing Agreement as amended by this Amendment. b. The execution of this Amendment by the individual whose signature is set forth at the end of this Amendment on behalf of such Party, and the delivery of this Amendment by such Party, have been duly authorized by all necessary action on the part of such Party. c. This Amendment has been executed and delivered by such Party and ( assuming due authorization, execution, and delivery by the other Party hereto) constitutes the legal, valid, and binding obligation of such Party, enforceable against such Party in accordance with its terms.

5. Miscellaneous.
a. This Amendment and all related documents including all exhibits attached hereto, and all matters arising out of or relating to this Amendment, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the laws of the State of California, without giving effect to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the applicatian of the laws of any jurisdiction other than those of the State of California. b. This Amendment shall inure to the benefit of and be binding upon each of the Parties and each of their respective successors and assigns.
c. The headings in this Amendment are for reference only and do not affect the interpretation of this Amendment.
d. This Amendment may be executed in counterparts, each of which is deemed an original, but all of which constitute one and the same agreement. Delivery of an executed counterpart of this Amendment electronically or by facsimile shall be effective as delivery of an original executed counterpart ofthis Amendment.
e. This Amendment constitutes the sole and entire agreement between the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter.
f. Each Party shall pay its own costs and expenses in connection with this Amendment (including the fees and expenses of its advisors, accountants, and legal counsel).

IN WITNESS WHEREOF. the Parties have executed this Amendment No. I as of the date first written above.

CITY OF REDONDO BEACH
Name: William C. Brand
Title: Mayor
ATTEST:

Eleanor Manzano4acr
APPROVED:

Jill Bu, holz, Risk Manager
APPROVED AS TO FORM:

Michael W. Webb, City Attorney
11 MARK43. INC.

Bv:

Name:, i
Title: qA>

SCHEDULE A
Services Schedule

1. Services. The Services covered by this Agreement consists of the following:
a. Professional Services:
i. RMS/ Evidence Interfaces ( subjectto consent and cooperation of the third parties and, Mark43)

1. Pulsium CAD Interface to Mark43 RMS — Included ( Not required if CAD and RMS Applications launch at the same time)

2. Livescan Interface to Mark43 RMS — Included

3. CrossRoads Interface to Mark43 - Included

4. COPLINK Interface to Mark43 — Included
ii. CAD Interfaces (subject to consent and cooperation of the third parties and Mark43)

1. CLETS ( CommSys) Interface to Mark43 CAD - Included

2. ANI/ALIIVesta / E911 Interface to Mark43 CAD — Included

3. Firehouse

4. SPIDR Tech

5. WestNeWtetron

6. Cry" Wolf
iii. The Data Migration to be provided is described as follows:

1. Redondo Beach PD RMS legacy data from Pulsium RMS — Included a. Pulsium will provide Redondo Beach PD RMS data to Mark43 in a SQL Server or MYSQL relational database).

2. Redondo Beach PD legacy reports ( in . PDF) from LaserFiche - Included b. SaaS Services:

I. The Applications to be provided are described as follows:

1. Records Management System (RMS)
Report, Writing
In -Station & Mobile Field Reporting
Incident, Offense & Arrest Reports
Field Contact Reports
Use of Force Reports
DUI Arrest
Active Error Validation
Smart Duplicate Data Entry Logic and Prevention
Unlimited Report Attachments
Auto -Validation of Fields, Locations and People
Word Processing Tools
Context -Sensitive Report Export Formats
Full Report Audit History
Email & In -App Notifications
User Specific Reports Dashboard
Case Management
Seamless Report Import
Active Master Entity Sync
Unlimited Case Attachments
Dashboard for Case Tracking
Configurable Task Lists by Case Type
Dynamic Master Entity Profiles
Email.& In -App Notifications
Context -Sensitive Case Export Formats
Property & Evidence
Mobile Device Application for Barcode Scanning, Audits & ID Capture Automatic Custodial Property Report Generation
Master Item Profile
Configurable Barcodes & Disposition Notifications
Bulk Item Filtering & Actioning
Dashboard for Inventory Management
Immutable Chain of Custody
Storage Location Setup and Customization
Email & In -App Notifications
Full Evidence Audit History
Chain of Custody Validations and Guardrails
Digitally capture signatures and photo ID's
Batch Label Printing
Support for Zebra Printing
Mobile Application (barcode scanning)
Automated disposition approval process with customizable retention periods Warrant Management
Linked Incidem/Arest Reports, Warrants, and Entity Records Dashboard for Warrant Tracking and Management
Configurable Warrant Number Format, Fields, and Permissions Context -Sensitive Warrant Export Formats
Booking Management
RMS -integrated booking with limited records/data duplication Linked Arrest Reports and Entity Records
Booking record creation and management
Booking records linked to MN
Live Scan Integration
Prisoner Property Management
Inmate Tracking and Activity Logs
Configurable Holding Areas and Intake Questionnaires
Department Personnel Linked to Booking Record
Context -Sensitive Booking Record Export Formats
Stat Reporting & Crime Analysis
Active Error Detection
Automatic SRS/NIBRS Code Mapping
Integrated Workspace for UCR Report Creation
Real -Time Dashboard for Platform-WideStats
Advanced CAD, RMS & Entity Search
Multi -Input & Fuzzy Match Search Filters
Comprehensive Analysis Filters
Data Visualization Support
System Administration
Configurable Permissions & Roles for Individual Users & Records Configurable Fields, Statutes, Codes & Validation Rules Shapefile Import
Configurable Street & Location Aliases
Configurable Department Alerts & Notifications
IP Address Whitelisting & Blacklisting for Enhanced Security Open API for Third -Party Connections
Custom Units, Teams and User Roles
Automatic UCR & NIBRS coding
Permission -based Rea / Write Privileges

2. Computer Aided Dispatch (CAD)
Dispatcher
Individualized Workstation Setup
Unit Management and Monitoring
Auto Complete Verified Event Locations & ANI/ALI Data
Prominent Alerts for New Information
Configurable Command Line Functionality
Bi -Directional Syncing of Historical RMS Data
Mutti-Layered AVL Map View
Real -Time Event Chat
Override Ability for Unit Recommendations
Event Management
First Responder (Mobile)
Seamless RMS Report Generation
Prominent Alerts for New Information
Bi -Directional Syncing of Historical RMS Data
Real -Time Event Chat
e Multi -Layered AVL Map View
Automatic & Manual Status -Setting Ability
Automatic Vehicle Location Mapping (Integration)
In -App Messaging
System Administrator
Desktop, Laptop & Tablet Agnostic
Web -Based & Installed Application Options
Vendor -Free Configurations
Scheduling System Integration
Seamless Data Exchange forExternal Databases
Full Event Log
IP Address Whitelisting & Blacklisting for Enhanced Security Open API for Third -Party Connections

3. Mark43 Business Intelligence (BI) Suite
The Parties agree to evaluate the requirements together and agree on a time frame for completion.

Subscriber understands and agrees that third party, service providers may impose additional license, warranty and other terns on Subscriber. Subscriber agrees to enter into additional agreements as reasonably required by such third parties and Mark43, including, without limitation, a differentwarranty/SLA addressing uptime and maintenance. BI Suite includes the following capabilities:

Interactive dashboards that update visualizations basedon filters and legends. e Drill into data points on visualizations for additional details and analysis.

Mark43 RMS clients will be able to link from the interactive dashboards directly to Mark43 RMS reports and cases.

Segment (Pivot) and Filter by any available data explorer field to narrow down queries.

Visualize IaUlong coordinates with pin and heat mapping functionality.

Visualize data with tables, column graphs, bar graphs, scatter plots, line graph, area graph, pie chart, single value, funnel, timelineand donut graphics..

Save dashboards for future access.

Share dashboards with other Analytics Viewer and Explorer users at the department.

Export data into a variety of formats (Text, Excel, CSV, JSON, HTML, Markdown and PNG).

Data from RMS/ CAD modules is available in near -real-time ii. Following go -live of each Application, Mark43 will provide Subscriber with the SaaS Services for the Fees set forth in Section 4 below (the'"Regular Usage Period"). The parties anticipate thatthe.Regular Usage Period for RMS, CAD and Evidence will commence on or about June 30, 2020.

2. Initial Term. The Initial Term commences on the Effective Date and concludes at the end of the five-year period of the Regular Usage Period of the RMS Application.

3. Renewal Terms. Any Renewal Terms shall be for a period of 1 year.

4. Fees.
a. Professional Services One -Time Fees (Total: $30,000):
i. Cry WolfInterface Development: $5,000
ii. Firehouse Interface Development: $ 1
iii. SPIDR Tech Interface Development: $5, 000
iv. N/estneUZetron Interface Development: $ 5,000
b. Professional Services Annual Fees for CAD Interface Support and Maintenance (Total:.$ 8, 000 per year, commencing with YearJ of the Regular Usage Period)
i. ANI/ALI: $ 0
H. Cry Wolf: $2,000
iii. Firehouse: $2,000
iv. SPIDR Tech: $2,000
v. Westnet/Zetron: $2,000
c. Subscription Fee:
i. RMS and Evidence: The Subscription Fee for the RMS / Evidence Applications for the Initial Term is 97;920 per year based on $ 85.00 per sworn officer per month during the Regular Usage Period of the RMS/Evidence Applications.
fl. CAD: The Subscription Fee for the CAD Application for the Initial Term is $97,920 per year based on

85.00 per sworn officer per month during the Regular Usage Period of the CAD Application. iii. BI Suite: The Subscription Fee for the Mark43 BI Suite for the Initial Term is $2, 500 per year for up to five 5) Explorer Licenses`, provided that the fee shall be waived for Year 1 of the Initial Term. With these Licenses, Subscriber is eligible to receive up to four (4) remote.training sessions on utilization the BI Suite (such
of
h training to occur during Year 1 of the Initial Term).

Explorer Licenses allow the designated users to access Mark43 BI Suite and create analytic dashboards. Such users can save, share, view and download such analytic dashboards. 11116rk43 Pricing is based on the number of sworn officers employed directly or indirectly bySubscriber at the time the Order Form is signed. In the event that Subscriber increases or decreases its number of employed sworn officers, which is currently 96, to more than 106 or lessthan 86, then the fee shall adjust by increasing or decreasing to $85 per swom officer per month for the updated number of sworn officers.

Mark43 will notify Subscriber of any changes to the Fees for a Renewal Term at least forty-five (45) days prior to the start of the Renewal Term.

S. Payment. Schedule.
a. Subscriber will pay the Fees for the Initial Term on the following schedule:

Year 1 Payment Schedule (RMS, Evidence and BI Suite)
Contract signing 0%
December 2
1 Project Kickoff - - - - 45%
J_a_ nuary 151'
Completion of Department 125 j
24,480.00
Total Year 1 Payments $
97,920.00
Years 2 through 5 Payment Schedule (RMS, Evidence and BI Suite) Year 2Payment Date
I
AmountDue.

September 2019
105, 920. 00
Year Payment. Date
Second anniversary of Amendment Effective Date 105, 920. 00 Year 3 Payment Date
SeptembDr202O 100,420.00
100,420.00
100,420.00
Year 4 Payment Date
September 2021
Year 5 Payment Date
September 2022
TotalYears 2 through 5 Payments 401, 680.00
Year Payment Schedule ( CAD)
of Year 1 Due
Effective Date i 25% _ — _ $ 31, 920.00
of Product 20%
n _
of Traininq 25%
Years 2 through 5 Payment Schedule (CAD)
05,584.00
25,584. QO

19. 188. 00
Annual Subscn tion & Interface Maintenance Costs Years 2S 105,920 Payment Dates by Year
Yearr22 Payment Date
Amount Due --
First anniversary of Amendment Effective Date 105, 920. 00 Year Payment. Date
Second anniversary of Amendment Effective Date 105, 920. 00 Year 4 Payment Date
CredittPercenta e
Third anniversary of. Amendment Effective Date 105,920.00

99. 8 -. 99. 0% 10%
Year 5 Payment Date
20%
April 30, 2023 105,920.00
TotalYears 2 through 5 Payments
423,680. 00
b. Renewal Tenn: Fees for any Renewal Term will be paid in full in advance on the first day of the Renewal Tenn.

6. Support Services. As part of the SaaS Services, subject to Section 2.4, Mark43 shall establish, sufficiently staff and maintain the organization and processes necessary to provide telephone and/or email based technical support, troubleshooting, error identification, isolation and remediation, and other assistance directly to Subscriber and its Authorized Users to supportSubscriber's use, deployment and validation of the SaaS Services on a 24x7 basis, and after normal business hours and, on holidays, as necessary to support Mark43' s obligations under this Agreement. The contact information for Mark43' s technical support organization is [email protected] and Mark43 will notify Subscriber in writing of any changes no less than 5 days in advance. Mark43.shall provide Subscriber with online access to its known -problem database and any other resource containing information that will aid in problem and error resolution and correction, as well as any other technical resources made electronically available to any of Mark43's other customers. The Mark43 account manager or primary point of contact for Subscriber with respect to this Agreement will be Matt Neal.

7. Service Levels. Mark43 shall provide the Applications in accordance with the following services levels. a. Service Levels for the Records Management System and Evidence Management Applications hereinafter, "RMS").

RMS Availability. During any calendar month of a Regular Usage Period, the RMS shall be available to users no less than 99.9% of the time on a 24x7 basis, excluding scheduled maintenance of the RMS RMS Scheduled Downtime"); provided, however, that Mark43 is not responsible for anydowntime of the RMS caused by Third Party Data services (e.g. Department of Motor Vehicles license plate database), or Third Party Components, and such Third Party downtime will not count against the service levels promised herein; provided, further, that Mark43 shall be responsible for any downtime of RMS caused by integrated Third Party Software (as defined, below) solely to the extentspecified in Section 71 below ("Service Levels for Integrated Third Party Software"). Mark43 shall provide Subscriber with prompt notification as soon as it becomes aware of any actual or potential unscheduled downtime (defined below) of the RMS, as well as continual periodic updates during the unscheduled downtime.regarding Mark43' s progress in remedying the unavailability and the estimated time at which the RMS shall be available.

RMS Service Credits. In the event that Mark43 fails to make the RMS available at least 99.9% of the time in any given month during the Regular Usage Period due to RMS Unavailability, (as defined below), Mark43 will credit the Subscriber's account for the unavailable RMS as follows:

RMS Availability (Monthly) CredittPercenta e
Above 99.9%. 0%

99. 8 -. 99. 0% 10%

98.9- 98.0% 20%
Below.97.9% 30%
RMS Unavailability" is defined as the percentage of minutes per month in which the RMS is completely and generally unavailable for Subscribers use (but not the use of any one Authorized User), provided that RMS Unavailability does not include any unavailability attributable to: (a) RMS Scheduled Downtime for maintenance ( whether by Mark43, by a vendor, or by Subscriber); (b) acts or omissions of Subscriber or any Subscriber user of the RMS; (c) server downtime related to connectivity issues resulting from Third Party -managed VPN access to hosted server or Subscriber internal network problems; (d) defects or bugs in the Applications or Software caused by Subscriber, any Authorized User, or any Affiliate, employee, agent or independent contractor of Subscriber; or (e) any other cause(s) beyond Mark43' s reasonable control, including but not limited to those caused by Third Party Data services (e.g. Department of Motor Vehicles license plate database), Third Party Components, overall internal congestion or a force majeure. Subscriber will be responsible for iriniediately notifying Mark43 of all Third Party -managed VPN, access and internal or external (e.g. intemet service provider) network problems that arise.

Credit Percentage" means the applicable percentage of the portion of the Fees attributable to Services in the calendar month inwhich the RMS Unavailability occurs. For example, if Subscriber has paid Mark43 $ 1, 000 for one year of a RegularUsage Period, and the RMS Availability falls to 99.5% during any calendar month in that year, then Mark43 will awe Subscriber a 10% credit on that month' s portion of the Fee; or. $1, 000/12= $83.33 per month, and 10% of $83.33 = $ 8:33. In this example, Mark43 would owe Subscriber $8. 33 in credit for the month in which RMS Availability fell to 99. 5%.

In order to receive this credit, Subscriber must notify Mark43 in writing within fifteen ( 15) days following the end of the month the RMS Unavailability occurred. All claims are subject to review and verification by Mark43 prior to any credits being granted. Mark43 will acknowledge credit requests within fifteen ( 15) business days of receipt and will inform Subscriber whether such claim request is approved or denied.

The issuance of RMS Service Credit by Mark43 hereunder is Subscriber's sole and exclusive remedy for any failure by Mark43 to satisfy the service levels set forth in this Section 7( a). b. Service Levels for the Computer Aided Dispatch Application (CAD).

CAD Availability. During any calendar month of a Regular Usage Period, CAD shall be available to Subscriber no less than 99.95% of the time on a 247 basis, excluding scheduled maintenance of CAD CAD Scheduled.Downtime"); provided; however, that Mark43 shall not be responsible for downtime of CAD under this section caused by ThirdParty Data services ( e.g. Department of Motor Vehicles license plate database), or Third 'Party Components, and such Third Party downtime will not count against the service levels promised herein. Any CAD Scheduled Downtime shall be scheduled on minimal traffic days whenever possible. The parties agree that the total amount of CAD Scheduled Downtime shall not exceed 60 minutes during any 30 -day period. Mark43 shall provide Subscriber with immediate telephone notification to the point of contact set forth in the Agreement as soon as it becomes aware of any actual or potential unavailability of CAD other than CAD Scheduled Downtime (" CAD Unscheduled Downtime"), as well as continual periodic. updates during the CAD Unscheduled Downtime regarding Mark43' s progress in remedying the unavailability and the estimated time at which the CAD shall be available.

Error Response and Resolution. When reporting a failure of the CAD to Mark43 ( a " CAD Error"), Subscriber shall identify the CAD Error as a Severity Level 1, 2, or 3 ( each defined below) based on Subscribers initial evaluation. If Mark43 becomes aware of a Seventy Level 1 or 2 CAD Error, Mark43 shall promptly, but in no event to exceed the Initial Response timeframe in the chart set forth below, notify Subscriber, and such notice shall identify the CAD Error as a Severity Level 1 or 2 CAD Error based on Mark43' s initial evaluation. Mark43 and Subscriber shall cooperate in good faith to jointly determine whether a CAD Error is aSeverity Level 1, 2, or 3 CAD Error; provided, however, that in the event that Mark43 and Subscriber cannot come to such joint determination despite such good faith cooperation, Mark4$' s determination shall control. Subscriber may report to Mark43 any Severity Level 1 or 2 CAD Error 24 hours per day, 7 days per week, and any Severity Level 3 CAD Error during Mark43' s normal business hours. Upon notification by Subscriber of a CAD Error, Mark43 shall commence and diligently pursue correction of such CAD Error, at all times employing at least the level of effort ("Level of Effort") designated in the chart set forth below and in all instances providing an Initial Response, temporary resolution or fix (a "Work Around") and a permanentfix I: a "Permanent Correction") to Subscriberwithin the timeframes in the chart set forth below, as measured from the easier of the time that Subscriber notifies Mark43 or Mark43 first becomes aware of a CAD Error. Mark43 shall provide. Subscriber with updates to the status of Mark43' s efforts (the "Status Updates") by telephone, email or such other means as may be reasonably designated by Subscriber from time to time, no less frequently than the timeframes identified in the chart set forth below. For the avoidance of doubt, a CAD Error does not include, and Mark43 will not be responsible for, any feature or functionality of the CAD that is not set forth in Section 1( b)( ix2) of this Schedule A or in a project plan created forSubscriber by Mark43.

1. " Severity Level 1 CAD Error" means any CAD Error that, for fifty percent ( 50%0) or more of Subscriber's dispatchers, renders the CAD or any material portion thereof inoperative, or materially impairs use of the CAD in a production environment. Examples of Severity Level 1 CAD Errors include, without limitation, situations in which the CAD are inoperable and causing dispatchers to 10 experience a total loss of service, continuous orfrequent instabilities, a loss of connectivity or inability to communicate as intended, or there is an inability to process transactions, the creation of a hazard or emergency, or the inability to use a primary feature or function of the CAD.

2. " Severity Level 2 CAD Error" means any CAD Error that, for fifty percent ( 50%) or more of Subscribers dispatchers, substantially impairs use of one or more features or functions of the CAD, which constitute. less than a material portion thereof, in a production environment, or any CAD Error occurring in a testing or other non -production environment that, if occurring in a production environment, would constitute a Severity Level 1 CAD Error. Examples of Severity Level 2 CAD Errors include, without limitation, situations in Which a CAD Error is causing intermittent impact to dispatchers, loss of redundancy, loss of routine' administrative or diagnostic capability, or inability to use a secondary feature or function of the CAD.

3. " Severity Level 3 CAD Error" means any CAD Error that, for fifty percent ( 50%) or more of Subscribers dispatchers, has a minimal impact on the performance or operation of the CAD. Examples of. Severity Level 3 CAD Error's include, Without limitation, a CAD Error having only a minimal impact on dispatchers and CAD Errors seen in a test or other non -production environment that, if deployed in a production environment, would not constitute a Severity Level 1 CAD Error.

Severity Level of Effort Initial ResponseMirk Permanent Status Updates Level Around . . Correction_
Continuous best
Immediate, but in Every 3 hours prior
1 ehours efforts, per I no event to 6 hours
3 calendar to a Work Around
day, 7 days per week exceed 3l) minutes days and every calendar day thereafter
Cornmercially Every 6 hours prior to
2 reasonable efforts, 24
1 hour 24 hours
5 calendar a Work Around and
hourser P day, Y 7 daysY days every calendar day
per week thereafter
Commercially Every 2 Business Days
reasonable efforts, 10 prior to a Work
3 during normal business 1 Business Day Business 20 BusinessAround and every 5 hours Days
Days
Business Days
thereafter
CAD Service Credits. Mark43' s failure to meet the CAD services levels set forth in Section 7(b) during any calendar month of a Regular Usage Period entitles Subscriber to Fee credits (the " CAD Service Credit(s)") calculated as set forth below. Any CAD Service Credits owed to Subscriber hereunder shall offset against anysubsequent Fees owed by Subscriber and shall be Subscribers sole and exclusive remedy with respect to Mark43' s failure to provide the CAD. If Mark43 fails to meet the CAD service levels, set forth in this Section 7( b) in any applicable calendar month during the Regular Usage Period, then Mark43 shall credit Subscriber five percent (5%) of the portion of the Fees attributable to CAD Services in the calendar month in which such CAD service level failure occurs. The applicable CAD Service Credits will be applied to the next invoice. Only one CAD Service, Credit for failure to meet the applicable service level shall be granted for each Service in a calendar month of the Regular Usage Period.
c. Service. Levels for Integrated Third Party Software. Notwithstanding anything else to the contrary contained herein, Mark43 shall be responsible for any downtime of or related to the Applications or Integrated Third Party Software ( as defined below) that is caused by Integrated Third Party Software solely to the extent specified in this Section 7(c). Credit Percentages Service Credits referenced elsewhere in this Contract shall not apply to downtime caused by Integrated Third Party Software or the integrations or connections to Integrated Third Party Software.

L Availability of Third Party Applications. The Statement of Work will outline specific Third Party Application integrations (the "Integrated Third Party Software") to be performed by Mark43 during the Professional Services Period, and the Subscriber's and.Mark43' s respective rights regarding acceptance of those Services. During the Regular Usage Period, the Integrated Third Party Software shall be operational no Jess than 99.9% of the time on a 24x7 basis, excluding any scheduled maintenance of the Integrated Third Party Software ( whether scheduled by Mark43 or by the third party provider, the Integration Scheduled Downtime"); provided, however, that Mark43 shall not be responsible for downtime caused by upgrades or updates to Integrated Third Party Software of which Mark43 does not II
receive the requisite advance notice, and such downtime will not count against the service levels promised herein. Mark43 agrees that it shall schedule any Integration Scheduled Downtime on minimal traffic days whenever possible. The Parties further agree that Mark43 shall not schedule in excess of 90 minutes of Integration Scheduled Downtime in during any 30 -day period. Mark43 shall provide Subscriber with immediate telephone notification to the point of contact set forth in the Contract as soon as it becomes aware of any actual or potential unavailability of an Integration otherthan Integration Scheduled Downtime Integration Unscheduled Downtime"), as well as continual periodic updates during the Integration Unscheduled Downtime regarding Mark43' s progress in remedying the unavailability and the estimated time at which the Integration shall be available.
ii. Responsibilities for Planned Updates. Subscriber shall provide Mark43 with prompt notice, and in no case fewer than forty-five ( 45) days' advance notice, of any update by the Third Party provider of Integrated Third Party Software. Mark43 shall undertake commercially reasonable efforts topatch, repair or update the Software in order to integrate it with the updated IntegratedThird. Party Software. iii. Responsibilities for Planned Upgrades. Subscriber shall provide Mark43 with prompt notice, and in no case fewer than ninety (90) days' advance notice, of any planned upgrade by the Third Party provider of Integrated Third Party Software. Mark43 shall evaluate the time and resources required to patch, repair or update the Software in order to integrate it with the upgraded Integrated Third Party Software. The Parties shall engage in good faith negotiations to agree on the terns ( including, without limitation, schedule and price) on which Mark43 would develop a patch, repair, update or Upgrade to integrate the Software with the Integrated Third Party Software.
12 N,4J
y
r
ss

SCHEDULE C
Technical Requirements
This Schedule lists the minimum technical requirements required forMark43's RMS, CAD, Evidence Management and Data Exchange applications. This also describes the requirements for Mark43 interface servers. Third Party Providers and subcontractors may have additional requirements that are not listed here.

1. MARK43 RMS

1. 1 RMS Workstation Requirements
Item Minimum Recommended
Operating System Windows 7+, Apple OS X 10.X Windows 10, Mac OS 1O.X Processor 1x dual -core processor 1 x dual -core processor or greater Architecture x64 / x86 x64
Memory 4 GB 6 GB+
Network Card 1x 2Mbps+ NIC 1x tOMbps+ NIC
Display(s) 1x 10.24x768 1 x 1920x1080
Hard Drive 1 GB available space 5 GB available space
Graphics Card WA I N/A
I Bandwidth 2 Mbps 5+-Mbps

1.. 2 RMS Workstation Site Internet Requirements
The Mark43 platform operates as a single -page application where most of the heavy download load is needed only on initial page load for each user. Mark43 recommends for the RMS application an overall intemet bandwidth connection of 1+ Mbps per concurrent user using that connection. Actual performance and usage may vary greatly depending on user usage of other intemet-connected applications and your ISP.

1. 3 RMS Browser Requirements
Mark43 RMS is web -based and requires a modem web browser to access the system. Mark43 RMS supports all versions of Microsoft Internet Explorer and Google Chrome that receive technical support and security updates from the browser vendor.

Google Chrome ( latest)
Microsoft. Internet Explorer: All versions of Microsoft Internet Explorer that receive technical support and browser updates. (As of 1/ 1/ 2019 this is IE 11+, Microsoft Edge)

1. 4 RMS Mobile Data Terminal Requirements
Item I Minimum Recommended
Operating System Windows 7+, Mac OS X 10.X Windows 10, Mac OS 10.X Processor 1 x dual -core processor 1 x dual -core processor or greater Architecture x64 / x86 I x64
Memory 2 GB 4 GB+
Network Card 2 Mbps (4G LTE) 57F Mbps (4G LTE)
Display(s) 1x 1024x768 1x 1024x768+
Hard Drive 1 GB_ available space 5 GB available space
Graphics Card N/A WA
3 saa.
13 2. MARK43 CAD

2. 1 CAD Call Taker/ Dispatcher Workstations
Mark43 recommends solely using the Mark43 CAD installed windows application for CAD call takers and dispatchers.

The installed application allows for mufti -window functionality and a more seamless user experience for power -users of the CAD application.
1 Item Minimum I Recommended
Operating System I Windows 7+, Mac OS X 10.X I Windows 10, Mac OS 10.X I Processor
Architecture
1 1 x dual -core processor
x64
1x quad -core processor or greater
x64
Memory 4 GIB 8 GB+
Network Card I1z 2Mbps+ NIC 1x 10 Mbps+ NIC
Dispwy(s) 1 x 1024x768 monitor 2x+ 1. 20x1080 monitors
Hard Drive 1 GB available space 5 GBavailable space
Graphics Card 1128 MB of video memory 2x 512MB NVIDIA Quadro NVS 310, 4 MON
Bandwidth 2 Mbps 10+ Mbps

2.2 CAD Call Taker/ Dispatcher Workstation Site Internet Requirements The Mark43 platform operates as a single -page application where most of the heavy download load is needed only on initial page load for each user. Mark43 highly recommends for the CAD application an overall intemet bandwidth connection of 2+ kbps per concurrent user using that connection and a backup ISP connection with automatic failover. Actual performance and usage may vary greatly depending on user usage of other intemet-connected applications and your ISP.
23 CAD First Responder Mobile Data Terminal Requirements Item Minimum I Recommended
Operating System Windows 7+, Mac OS X 10.X Windows 10, Mac OS 10.X Processor 1 1 x dual -core Processor 1 x dual -core processor or greater Architecture x64 x64
Memory
Network Card
2 GB
2 Mbps+ (4G LTE)
4 GB+
5 Mbps+ (4G LTE)
1 Display(s) 1 x 1024x768 1 x 1024 x 768
Hard Drive 1 GB available space 5 GB available space
Graphics Card 128 MB of video memory
2 N/A
Bandwidth Mbps+ (4G LTE) 5 Mbps+ (4G LTE)

2.4 Mark43 CAD Web Application ( First Responder & Dispatch) Mark43 CAD is also web -based and requires a modem web browser to access the system. Mark43 CAD is only supported for the latest version of Google Chrome. All other users are recommended to use the installed version of the application.
2: 5 GPS Pinger
Item mum I Recommended
Operating System
Architecture
I Windows 7+ 1 Windows 10
x32 x64
Network Card 2 Mbps+ (46 LTE) 1 5 Mbps+ (4G LTE)
Other requirements:
14,
0oa'no°d'
ri" g n: liN,-. A4M
Powershell that is installed with Windows 7+
Net Framework v.2.0.50727 or v.4.0
Java jre 8u162
To support legacy passthrough, com0cem driver required and dedicated COM ports set up Admin access is required for installation
Service account set up with " Log in as service" permissions Verified Hardware:

Getac machines with internal GPS (BAUD rate of 96k)
BU -35354 receivers that plug in
Supported:

GPS Receiver using NMEA standard ( that is to say $ GPxxx messages) with a dedicated COM port External Antenna strongly recommended

3. MARK43 EVIDENCE MANAGEMENT

3. 1 Evidence Workstation Requirements
Evidence workstation requirements mirror the RMS workstation requirements, as evidence is loaded as a module of the RMS: ...

3.2 Evidence Smartphone Mobile Application
Platforms:
o Android version 5+
Recommended Device:
o Samsung Galaxy S7+

3. 3 Evidence Barcode Printer Requirements
Mark43 Evidence product requires a barcode printer to optimize the evidence management process. Mark43 integrates seamlessly with Zebra barcode printing hardware and requires the following printer:

ZD042 model number ZD42043-CO1 EOOEZ_
2000T label
5095 Premium Resin ribbon ( 05095CT11007)
o Ribbon roll -only (05095GS11007)

3. 4 Evidence Printer Server Requirements
The complexity with barcode printing stems from making our website communicate with physical hardware on premises with our clients. We cannot rely on Chrome/Intemet Explorer's built in printing functionality because they do not support the Zebra printing language we use for labels. In order to communicate with the barcode printers we will need an intermediate server to route printing requests. This machine can be the same machine as the Interface Servers speed below or standalone in which case it will need the following specifications:
2 GB RAM
32 GB HDD Storage
2 x 2. 0+ GHz Processors

4. MARK43. DATA EXCHANGE
The Mark43 Data exchange functionality is enabled through either the RMS or CAD applications. Additional interface servers may be required to support Mark43 Data Exchange data flows, depending on the department's size and complexity.

S. MARK43 INTERFACE SERVERS
If 3m party integrations are required, interface server(s) may be installed on site. The requirements of an interface server are as follows. The recommended number of interface servers needed depends on the interface requirements of the agency as well as the number of users supported by the data exchange product. 15*'
Item
pirating System
Minimum
Cerit057
Recommended
CentOS 7
I Processor speed & quantity 4x CPUs 8x+ CPUs
I Architecture x64 / x86 x64 / x86
1 Memory 8 GB 16+ GB
Network Card 1x 100 Mbps NIC 2x 1Gbps NICs
Display(s) N/A N/ A
Hard Drive 250 GB 500 GB_
Graphics Card N/A N/ A
16 SCHEDULE D
Additional Terms
Vendors:

Gooale: Users are bound by tie Google Maps/Google Earth Additional Terms of Service (including the Google Privacy Policy), available byfollowing these links:

Maps
Amazon:

Universal Service Terns: httos://aws.amazon.com/service-terms/ Acceptable Use: httos:// aWs. 6mazon. com/ auo/
it. Subcontractors:

Subscriber consents to Mark4$ s use of the following subcontractors: [any subcontractors to be determined at a later date and shall be subject to Subscriber's approvaij
17 Appendix B
Statement of Work (CAD)
t
I
Implementation
Statement of Work
Redondo Beach Police Department
Mark43
Account Executive: Terri Greene
Solutions Architect: Colleen McCanna
Implementation Mariagei:.Matt, N'eal
April. 24, 201.9

1. SOW OVERVIEW 2

2. PROJECT MANAGEMENT 2

2. 1 PROJECT MANAGEMENT OVERVIEW 2

2.2.PROJECT' MANAGEMENT SCOPE 3

2.3 PROJECT MANAGEMENT GOVERNANCE 4

2.4 PROJECT MANAGEMENT PHASES AND ACTIVITIES 6

2.4.1 PHASE 1`. Project Kick-off and Implementation Planning 6

2.4.2 PHASE 2: Project Implementation: Configuration and User Acceptance Testing (UAT) 6

2.4.3 PHASE 3: Training 7

2.4.4 PHASE 4: Cutover and Go -Live g
2:5 IMPLEMENTATION OPTIONS OVERVIEW 9

2.6 STATUS REPORTING 9

3. THIRD PARTY INTEGRATION SERVICES 9

3. 1 INTEGRATION TIERS 10

3. 2 INTEGRATION ACTIVITIES 11

4. TRAINING 12

4.1 TRAINING OVERVIEW 12

4.2 TRAINING SCOPE 12
S. INTERFACESERVER SPECIFICATIONS 13

6. TECH SPECS 14

7. NETWORKING/ FIREWALL SETUP 14
S. HYPERCARE 16

1. SOW OVERVIEW
This Statement of Work (this "SOWJ, outlines tasks required for Mark43 Project Team (hereafter Mark43 Project Team) to provide the Mark43 platform functionality purchased (hereafter Mark43 subscription) to the City of Redondo (hereafter Client) in accordance with the Software License and Services Agreement entered into between the parties (the "SLSA'). Mark43 Project Team shall perform in accordance with this SOW, which shall be effective from the Effective Date until Go Live of the Mark43 CAD. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the SLSA.

This document' s intention is to outline the implementation services, data conversion scope, and 3rd party integration scope that were purchased along with the Mark43 system/ that accompany the Mark43 software implementation. This document outlines project implementation scope, Mark43 responsibilities, Subscriber responsibilities, implementation governance, and aproject outline. Any changes to this document will be handled as specified in Section 2.14 (Authorized Changes) of the SLSA. If a service.is not listed in this document, it is not considered part of the project.

2. PROJECT MANAGEMENT

2. 1 PROJECT MANAGEMENT OVERVIEW
A Mark43 Implementation Lead will serve as Subscriber's main point of contact during implementation. The Implementation Lead will help guide Subscriber through the phases of implementation — from the initial kick-off call to cutover to live operations — and assist With any questions Subscriber might have throughout the process. The Implementation Lead aims to bring together recommended best practices, blending the implementation and project coordination processes to provide meaningful support throughout the project lifecycle.

While the Implementation Lead is responsible for driving the implementation process, assistance from Subscriber is necessary to facilitate the project. Subscriber's project team will need to set aside time for workflow and configurations validation sessions, data reconciliation, testing, and training.

The Implementation Lead will outline the scope of these responsibilities at the kickoff meeting for the project.

If Subscriber anticipates having limited availability, then Subscriber may want to purchase additional services from Mark43 to reduce the amount of time required from Subscriber. In addition, once, live on the Service; Subscriber may decide to implement additional functionality or modules. In such cases, the Subscriber should handle such requests through the Change Order (CO) process outlined in the Change Management section.

Once implementation has been completed, the Mark43 Customer Success Team will assume responsibility as the primary point of contact, and always be available to answer any questions that may come up as you begin using the Mark43 service. In addition, we staff a 24/ 7 Help Desk to assist With ground -level questions as they arise, and an online workflow portal that outlines out of the box Mark43 functionality. Support services are covered by your AnnualSubscription, Maintenance & Support Fees.

2.2 PROJECT MANAGEMENT SCOPE
As indicated above, the Implementation Lead will guide the Subscriber through the implementation.

Coordinated effort and cooperation from Subscriber is necessary to facilitate the implementation.

The following table breaks down general responsibilities for both Mark43. and Subscriber, outlining activities that are included in the scope of the Implementation. s Work with Subscriber resources to keep
the project.on schedule
Coordinate Mark43 resources
Collaborate, on developing, managing,
and maintaining the project
schedule/ timeline/plan
Regular status updates
Work with Subscriber to manage open
issues
Verifying product(s) configuration and
data conversion
Support the testing process
Compile any new requests for custom
development and work with the
Subscriber through the Change Order
process outlined in the Change
Management section
Manage expectations, questions, and
internal processes for implementation
Review procedures for transitioning
Subscriber to sustainment
e Basic cutover documentation and
assistance as outlined within this SOW
Transition Subscriber points of contact
to the Mark43 Customer Success Team.

The Customer Success Team will be the
ongoing point of contact for consulting
needs.

Participate in all scheduled and recurring meetings
including but not limited to those relevant to
project status updates, project health, deliverables,
and milestones
Manages Subscriber resources to complete all
assigned tasks on time
Work with Mark43 to manage open issues
Collaborate on developing, managing, and
maintaining the project schedule/ timeline/ plan
Work with Mark43 on reviewing and approving
major milestones in accordance with
predetermined acceptance criteria
o Ensure technical requirements provided to
Subscriber by Mark43 are met
Introduce the Implementation Lead to third parties,
as necessary
Complete Mark43 templates, questionnaires, and
all other requirements or documents needed
Complete any assigned configuration tasks and
uploads of Subscriber data
Dedicate or mark available on an as -needed basis
appropriate resources to review system
configuration, workflows, or converted data
Mark43 recommends that representatives from all
affected user groups participate)
Migrate and populate Subscriber data as
applicable
Lead and support all testing processes, ensuring
completion as outlined within the project plan
Help verify products) configuration and data
conversion
The following activities and responsibilities are excluded from the scope of the implementation:

Implementation of products or delivery of services not included within this SOW or the contract
End user or train -the -trainer training for any employee or affiliate of the Subscriber unless purchased and outlined separately
Evaluation of the Subscriber's current state practices, policies, or procedures for the purpose of process improvement or performance improvement
Troubleshooting of any issues not related to Mark43 software, Mark43 development, or Mark43 integrations unless otherwise outlined
Migration of data to Mark43 from other systems or third parties other than those specified in this SOW or the contract
3-
e Interfacing, or integration, from or to Mark43 from other systems or third parties other than those specified in the order form or contract
e Installation of any non-Mark43 software, servers, workstations or any otherhardware Export of Mark43 data to other systems or third parties other than those specified in the order form or contract
For any tasks, deliverables, or services not included inscope that the. Subscriber wishes Mark43.to perform; the Subscriber must submit a Change Order ( CO) following the process outlined in the Change Management section.
23 PROJECT MANAGEMENT GOVERNANCE
Mark43 and Subscriberwill work together to outline a full Governance Structure document detailing the persons for each Mark43 and Subscriber Team role. This document should include an escalation path for issues on both sides, an executive sponsor, and detail, as much as possible, the members of each working group.

MARK43 TEAM
Responsibilify
Implementation Lead • Primary point of contact for the project Manages the project schedule/ timeline and provides regular status updates to all stakeholders
Coordinates and schedules Mark43 resources
Handles escalated issues
Implementation Analyst Primary point of contact for day -today functions of the project Ensures project tasks are on schedule and being completed Manages risks and escalates issues
Handles workflow and configuration issues and questions Technical Services Lead Primary technical point of contact for the project e Scopes, defines requirements, and schedules integrations, conversions, or any other technical services work
Manages integration and data conversion project schedule Coordinates and. schedules Mark43 technical resources
Handles escalated technical issues
Commu_nicateswith third -party vendors ( if any)
Technical Services Develops integrations and/ or data conversions Engineer a Escalates technical, workflow, or business issues Communicates and works with third -party developers and vendors ( if any) Triages and handles bugs reported
Customer Help Desk a Assist with general product questions and configuration activity Team
4-

2. 4 PROJECT MANAGEMENT PHASES AND ACTIVITIES

2. 4. 1 PHASE 1: Project Kick- off and Implementation Planning Phase 1 focuses on kicking off the, implementation, and planning installation of the Mark43 software. Mark43 will work closely with the Subscriber to outline the implementation, review project planning documentation, and analyze business process to help outline configuration needs. This includes meeting with identified working groups within the department, conducting research, and introducing individuals to how similar workflows will function in Mark43. The Subscriber will need to ensure full assembly of the Subscriber project team and working groups as well as completion of any questionnaires sent within one month of receipt.

The Subscriber agrees to use the file/ document sharing methodology proposed by Mark43. 1 "
a Has authority to represent the agency and provide or obtain sign -off on major decisions during the project
e Assists with change management and potential policy changes within the agency
a Helps govem relevantproject stakeholders / working_group leaders Project Lead o Primary point of contact for the agency
o Participates in regular check -ins and status updates with the team e Review and approve major milestones
e Manages and escalates issues
e Has authority to represent the agency and get sign -off on major decisions during the project
Business Point of a Has knowledge of existing workflows, processes, configurations, and Contact systems, or has the resources to find business users needed to provide knowledge
a Has authority to represent the agency and get sign -off on business decisions around workflows, configurations, integrations, and data conversions
o Helps define scope and requirements for configurations, integrations, and data conversions
Technical Point of o Has knowledge of existingsystems, integrations, and vendors/ parties Contact involved
e Has authority to represent the agency and get sign -off on major technical decisions
e Provides network, data, system, or other access deemed necessary for completion of integration and data conversion development work e Provides documentation and otherresources on data, schemas, systems as needed
Validation Point of o Has enough business and technical knowledge to be able to validate Contact and sign -off on acceptance of workflows, configurations, integrations, and data conversions
e Has authority to represent the agency and get sign -off on acceptance of integrations and data conversions
Working Group Leads a Primary points of contact for each affected user group area. There should, at least, be one person for sworn, IT, records, and each major module being implemented.

Training Point of.Contact_ o Primary.point of contact for user training

2. 4 PROJECT MANAGEMENT PHASES AND ACTIVITIES

The Subscriber agrees to use the file/ document sharing methodology proposed by Mark43. 1 "
Tasks Task .

Planning Foundation Questionnaire
Documentation Pre -Department Assessment Technical Questionnaire ( Integration and o Subscriber gains access to the lightly - configured tenant for some initial Data Conversion Scoping Questionnaires)
Project Governance Structure Document
Subscriber reviews and owns updating documentation
Background Checks
Sessions
Introduction to Integration Scoping and Planning
o Mark43 outlines standard UAT methodologies, timing, and logistics Introduction to Data Conversion Scoping and Planning
Department Foundation Questionnaire Results Review
Assessment Initial Product Demonstration
Mark43 Workflow Guide(s) Review
UCR Contact The Subscriber will need to workwith Mark43 to introduce and establish communication with theSubscriber UCR contact
Other Specialty For any otherspecialty areas, theSubscriber will need to work with Content Contact Mark43 to introduce and establish communication with the Subscriber point of contact (e.g. GIS experts)
Project Plan Introduction of base' project plan for Mark43 and Subscriber collaboration Mark43 will provide the Project Plan via Asana and Instagantt - unless otherwise determined/ specified by the. Agency

2.4:2 PHASE 2: Project Implementation: Configuration and User Acceptance Testing (UAT) Phase 2 involves introducing the, key working group leads and Super Users/ SMEs to system configuration scope and options for the implementation. The depth and breadth of configuration required will be determined during project planning and scoping in Phase 1 based on the questionnaires Mark43 sent to the Subscriber. Concurrently, Mark43 will deliver a User Acceptance Testing (UAT) plan and test script document for review and updating by the Subscriber. Data Migration/ Conversion and Interface (3rd Party Integrations) planning will also begin; for more information on these activities, please refer to the Data Conversion and 3rd Party Integration Scope sectionsof this document.

Tasks and deliverables within this phase may overlap with tasks, deliverables, or activities included in phase 3. Tasks within phases 2 and 3 may be concurrent.

Tasks
Configuration Conduct a system familiarization training overview with identified Super Overview Users/ SMEs in a tenant that has been lightly -configured for the participating agency/ Subscriber
o Subscriber gains access to the lightly - configured tenant for some initial workflow testing
o Mark43 provides Subscriber with Foundationworkflow guide, the Subscriber reviews and owns updating documentation
Configuration o Mark43 will hold a configuration training session for the Subscriber staff Sessions that will be assistingand reviewing confi uration.settin s UAT Introduction o Mark43 outlines standard UAT methodologies, timing, and logistics Subscriber is responsible for resource scheduling and logistics r

2. 4. 3 PHASE 3: Training
Phase - 3 includes Mark43 delivery of training documentation/ material, and assistance coordinating training logistics. This phase also includes Mark43 train - the - trainer courses. The Subscriber is responsible for incorporating feedback from workflow configuration and UAT sessions into training documents.

Tasks and deliverables within this phase may overlap with tasks, deliverables, or activities included in phase 2. Tasks within phases 2 and 3 may be concurrent.

Tasks -
o Mark43 provides base workflow testing outline
UAT Document- o Mark43 will provide documentation detailingthe minimum scripts to be ation reviewed and tested
Data Conversion a Mark43 will work with the Subscriber and provide a. Data Migration Plan or Planning, Testing, Decision Document to determine the plan with Subscriber. Timing and and Completion milestones will be included in the project plan where appropriate Logistics
For further details reference the Data Conversion Scope section of this Train - thedocument
Integrations a Please reference the:3rd Party Integrations Section of this document for Planning, Testing, details on integration planning, documentation, testing, and completion. and Completion Timing and milestones will be included in the project plan where appropriate
Training Needs a Identify current department training infrastructure, resources, and Assessment methodologies
e Mark43 will provide the Subscriber with documentation outlining current Mark43 Course Offerings

Tasks and deliverables within this phase may overlap with tasks, deliverables, or activities included in phase 2. Tasks within phases 2 and 3 may be concurrent.

Tasks - i - Deliverables
Foundation a Mark43 will provide standardized workflow guides for the agency Training o Mark43 will provide access to our knowledge portal via Mark43 Help Document- Center
ation
Training o Where possible, Mark43 will assist and offer previous bestpractices on Logistics coordination of training logistics
Train - the- a Mark43 will providethe purchased number of train -the -trainer sessions Trainer
Additional a For any additional training outside of what is defined within this SOW or Training the contract, the Subscriber should follow the Change Order process outlined in the Change Management section to request additional training services

2.4.4 PHASE 4: Cutover and Go -Live
Phase 4 focuses on the final activities necessary for cutover to Mark43 production. Mark43 will provide a cutover checklist detailing tasks necessary for the client to cutover to the production tenant.

Mark43 and the Subscriber will hold a, go/ no-go meeting no less than 30 calendar days prior to the planned go -live date as outlined in the collaborative project plan to assess readiness.

TasWs Task Details _IDelivetables
Cutover Mark43 will provide a foundation cutover checklist for the Subscriber. TISis Checklist checklist details:

Implementation Onsite Schedule
Tasks necessary to cutover to Mark43
Technical Services Onsite Schedule
Go -live readiness steps
Quality Assurance on any Interface
Development
Any final changes needed before go -live
Quality Assurance on Any Data Migration
Mark43 will also provide guidance on navigating this plan and collaborate with the.

Subscriber to ensure. Subscriber can complete all tasks.

Go -live Mark43 andthe Subscriber will hold a joint go/ no-go meeting to assess the Readiness Subscriber's readiness to go -live and being use of Mark43 products.

Go=live and Mark43 will provide three (3) days of cutover support onsite between 0700-. 1800- Hypercare local. Reference 6. 0 - Hypercare below for additional information Customer The Mark43 Implementation Lead will introduce the Mark43 Customer Success Success Team to the Subscriber and outline:

Transition Maintenance plan
Issue escalation
Ongoing status updates

IS IMPLEMENTATION OPTIONS OVERVIEW
Implementation Expectations Table
SKU
Tasks
IAP 2
Frequency
Status Calls and Updates Cadence Every other week
Configuration Support In-person
Implementation Onsite Schedule Bi -Monthly, maximum
Technical Services Onsite Schedule Remote
Quality Assurance on any Interface
Development
Remote
Quality Assurance on Any Data Migration Remote
Foundation Training Documents Providid, minimal configuration Hypercare Presence In-person
Business Process Analysis In-person
Project Manager and Business Analyst
Resourcing
Shared Implementation Associate
Target Project Duration 8 months
2;6 STATUS REPORTING
Mark43' s Implementation Team will provide a bi-weekly status report that outlines the progress / status of the core project tracks, as well as a risk overview. The status report will highlight key accomplishments since the previous reporting period, and upcoming activities planned.

3. THIRD PARTY INTEGRATION SERVICES:

Mark43.supports a number of different integration methods to suit the varying needs of clients, vendors, and partners. Mark43 is built using service-oriented architecture; therefore, every system activity has a RESTful API call to accomplish a user action to transfer data to or from the system. In addition, for partners that prefer other methods of integration either through a direct database connection or file transfer, Mark43 supports those needs through a comprehensive set of generic and custom solutions.

3. 1 INTEGRATION TIERS
Mark43 provides 5 categories of integrations and ongoing maintenance:
9-
Task; Detalls Subscriber and Vendbr Task
Details
INT 11 Custom Level o Integrations on the "Mark43 Industry a Subscriber responsibilities 1 Standard Integration Types" list that o Provision Mark43 require minimal development work integration server
by Mark43 and may require: a Vendor responsibilities
o Custom development, data o Provide documentation
transformation, or configuration and assist with data
by Mark43 transformation and
o An on -premise integration configuration as
server installation needed/ available
o Maintenance of a regular job by
Mark43
a Mark43. responsibilities
o Install Mark43-custom software
on the integration server
o Complete data transformation,
configuration, and development
o Maintain job to post or pull data
from Mark43
INT 31 Custom Level o Custom integrations built by Mark43 e - Subscriber responsibilities 3 that require: o Provision Mark43
o Potentially multi -directional data integration server transfer between Mark43 and o Vendor responsibilities
the external system o Provide documentation
o An on -premise integration and assist with data
server installation transformation and
o Maintenance of a regular job configuration as
o Custom data transformation or needed/ available
configuration
9-

3. 2 INTEGRATION ACTIVITIES
Mark43 will provide integration services to the Subscriber. Mark43 will perform the work and tasks required to design, develop, optimize, test and integrate the Mark43 platform with 3rd party systems as outlined in this SOW.

Integration Name
CLETS
Mark43 responsibilities
o Install Mark43 custom software
on the integration server
o Complete data transformation,
configuration, and development
e ,
Bi- directional
Maintenance and Subject to the terms and conditions of the One way from CAD
Support MSA, Mark43 will provide Maintenance
One way from CAD
Firehouse
Services for all deployed interfaces.

One way from CAD
SPIDR
Maintenance Services shall consist of the
One way from CAD
ANI/ ALI Vesta / E911 Interface to
Mark43 CAD
following:

One way to CAD
Mark43 will maintain the application
software installed on the integration
server(s)
Mark43 will update the docker
containers on the integration
server(s) as part of the bi-weekly
Mark43 release cycle
Mark43 will resolve any defects in
the operation of the interface in a
timely manner

Integration Name
CLETS
Tic_r1SKU_
INT 3
e ,
Bi- directional
Cry Wolf INT 1 One way from CAD
WestNet / Zetron INT 1 One way from CAD
Firehouse INT 1 One way from CAD
SPIDR INT 1 One way from CAD
ANI/ ALI Vesta / E911 Interface to
Mark43 CAD
INT 1 One way to CAD
Scoping The purpose of the scoping phase is to establish and • Data Documentation sign -off on the agreed-upon scope of the integration. • Data Access Credentials This includes: • Sample/ Test Data
Discussions between Mark43, the Agency, and • Interface Control the Third -Party Vendor Document
Exchange of documentation on Mark43/ Third
Party Vendor APIs, databases, or data systems
Provisioning data access (i. e. database
connection, API credentials, file server location,
sample/ test data, etc.)
Completion and sign -off on Interface Control
t
Development The development phase constitutes the actual o Integration set-up and Two ( 2) onsite sessions
development work required to get the interface running running against test RMS Evidence
in a test environment. This includes: environment (if
One ( 1) onsite session
o Initial development work available)
System Administration
Initial testing/ validation
BI Suite One ( 1) onsite session
Integration running against test environment (if
One ( 1) remote session
CAD First Responder ( Includes Data Exchange)
available
Configuration The validation phase is ajoint effort between all parties o Sign -off on interface involved to validate and sign off on acceptance of the acceptance integration. This includes:

Performing of validation by the agency
Validation Lead and end user acceptance (if
applicable)
Reporting/ triaging of bugs
Bug fixes and re -test
Sign -off on interface acceptance/ completion
by the agency Validation Lead

4. TRAINING

4.1 TRAINING OVERVIEW
Mark43 will provide Train -the -Trainer courses and curriculum. The Training curriculum includes Train -the -Trainer courses designed to prepare Agency Trainers for end-user training and Administration courses designed to prepare Agency admin personnel to configure and support the System.
4:2 TRAINING SCOPE
The following traihings are included with the purchase of Mark43 subscription items.

Course
RMS Fundamentals
Format
Two (2) onsite sessions
RMS Mobile Two ( 2) onsite sessions
RMS Case Management Two (2) onsite sessions
RMS Evidence One ( 1) onsite session
RMS Warrants One ( 1) onsite session
Records Group/ Compliance One ( 1) onsite session
System Administration One ( 1) onsite session
BI Suite One ( 1) onsite session
Data Lake One ( 1) remote session
CAD First Responder ( Includes Data Exchange) One ( 1) onsite session CAD Dispatch (Includes Data Exchange One ( 1) onsitesession S. INTERFACE SERVER SPECIFICATIONS
Interface servers are on -premise servers which Mark43 uses to run integrations developed by Mark43. These servers allow Mark43 integrations to access on -premise agency systems. Mark43 supports these servers from the VM up and ensures that interfaces running on these servers are maintained.and monitored.

Support
The preferred model is that the agency provision these servers and maintain them from hardware/ vm up through the operating system. Mark43 will maintain the application software installed on this server, which consists of:
e Docker
o This runs all the application software in an easily manageable way Rancher
o This orchestrates and applies updates to the scripting logic that the docker containers run
Note: The agency may choose to install other software (e. g. monitoring software) on this server as long as it does not interfere with the operation of the Mark43 provided application software.

Releases:

The docker containers running on the interface server update themselves as part of the normal Mark43 release cycle. This is to ensure compatibility with any API changes made to the internal Mark43 API.

Maintenance:

If the agency needs to apply patches to the interface server this can be done safely by rotating servers in & out. Mark43 doesaskto be notified when this happens, to ensure the the docker service running the integration scripts restarts successfully when the server is restarted.

6. TECH SPECS:

Number 2 servers per agency ( only 1 high -availability of integration is not required)
OS Ubuntu 16.04
RAM 8 GB
CPU 4 core
HDD 128 GB SSD
Network 1 NIC at 100 MBPS (2 NICs at 1 GBPS or greater preferred)

7. NETWORKING/ FIREWALL SETUP:

Inbound
SSH over client VPN
HTTPS over client VPN
All. other IPs/ ports inbound from public internet should be closed Outbound:

TCP 443,5000 to 0.0. 0:0/ 0
VPN:

Mark43 will SSH to this server over the client VPN to install docker and do any maintenance tasks that can't be completed by the automatic script updates User Accounts,
Mark43 will need sudo access on this server to do the docker installation.

Assigning Static IP Addresses:

The agency should do this:

1. Log in to the server with the username and password.

2. Enter the following command sudo nano / etc/ network/ interface_s

3. Delete the line:iface enol inet dhcp

4. Add the following lines. Replace the text in <> with your network appropriate information. We recommend using 8. 8. 8.8 and 8.8.4.4 for your DNS server:
iface enol inet.static
address <ip address>
netmask <subnet mask>
gateway<default gateway>
dns-search <DNS search domain>
dns-nameservers <dns server> <optional secondary dns server>

5. Type control+x to exit

6. press yto save

7. Press enter to confirm the name / etc/ network/ interfaces.

8. Type sudo reboot to restart the server.
13-
NWBI:

Allows agencies to inw;stigate and report of their
data within 1143
M43 Web API:

Allows agency and contractor IT staff to interact
with CAD/RMS data, Comonly used to auiomate
workflows and build integrations. Also used by
M43 to build integrations.

M43 Datalake:

Read-only database access to all agency data in
the application. Commonly used for BI,
datawarehousing and large data pulls.

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B. HYPERCARE
Upon cutover to Mark43, Contractor personnel will assist the Agency in placing the System into production use. Contractor personnel will be on-site at least one ( 1) day prior to live operations and will provide post -cutover on-site support for three (3) days during standard business hours ( 0700 - 1800)., Mark43 personnel will help answer system and functional questions as they arise onsite, and any questions/ issues discovered outside of standard business hours will be routed to Mark43' s 24/ 7 Customer Help Desk.

Agency Trainers will be scheduled to provide knowledgeable Agency support to all shifts during the first few days after cutover to live operations in conjunction with the scheduled Contractor staff.

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AC6ROe
111. i _ _ _ _ _ _ CERTIFICATE OF LIABILITY INSURANCE 1/ 26/ 2020 en ( MMIDD/ VPYY)
6/ 18/ 2019
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLYAND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW: THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER._. _ IMPORTANT: If: thecertificate holder is an ADDITIONAL INSURED, the policy(les) must have -ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION is WAIVED, Bu6ject to the terms and conditions of the polity, certain policies may require an endorsement. A statement on this certificate does not confer rights :to the Certificate holder In lieu of such endorsements)..

PRODUCER Locktoo Companies
1185 Avenue of the Americas. Suite 2010
New York NY 10036
646- 57h7300

CONTACT NAME, PHONE FAX
IAIC No. Arc No:

EauIL ADDRESS:

INSURERS AFFORDING COVERAGE NAICa
1/ 26/ 2019
INSURER A: CO t' nental Casualty man 20443
EACH OCCURRENCE S 1000000
INSURED Mark43Inc.
1440826 INSURER B: Valley Folgelnsuran an 20508
28 East 28thStreet. 12 Floor INSURER C:

New York NY 10016 INSURER D:

INSURER E:

INSURER F:

GUVERAGES CERTIFICATE NUMBER: ISOR9516RFVI.Cinlu NIIMRFR. l'YVYYvv THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE : BEEN ISSUED TO THE INSURED' NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR LTR I TYPE OF INSURANCE

ADDLISUBA

INSDPOLICY NUMBER
POLICY EFF MM1ODNYY`YI M1WDDFfYYYI POLICY EXP. LIMITS

A X COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE 51 OCCUR
y Y 6056688404 1/ 26/ 2019 126/ 2020 EACH OCCURRENCE S 1000000 PREMISES ( Ea occuro nce) S 100, 000
MED EXP (Any one person) S 15, 000
PERSONAL B ADV INJURY S $ 1, 000,000

GEN' L AGGREGATE LIMIT APPLIES PER

POLICY EJE LOC
GENERAL AGGREGATE S 2000000
PRODUCTS - COMP/OP AGG S 2000000
OTHER:

B AUTOMOBILE LIABILITY N N 6056688399 1/ 26/ 2019 1262020 COMBINEDStNGLr LI IT $ 1, 000,000

ANY AUTO
OWNED . EDULED

AUTOSONLYNASCVOS
BODILY INJURY (Per person) S Xxxxxxx
BODILvINJURY Perarodo. t) S XXXXXXX
X. AUTOS ONLY HIRED
AUUT $ ONLDY PeROPERTY Wester DAMAGES XXXXXXX•
X 1, 000 Com $ I, 000.CoII_ XXXXXXX
A X UMBRELLA LAB X OCCUR N N 6056688449 126/2019 1/ 26/2020 EACH OCCURRENCE S 10, 000,000 EXCESS LIAR CLAIMS -MADE AGGREGATE S 10, 000, 000
DED I_.. - RETENTIONS SIR S 10. 000

A WORKERS AND EMPLOYERS' COMPENSATION LIABILITY YIN
ANY PROPRIETORIPARTNERIEXECUTIVEE. OFFICERIMEMBER EXCLUDED? NIA ry 6056688435( AOS) 1/ 26/2019 1/ 26/2020 X. STATUTE
ERH
L, EACH ACCIDENT S 1, 000,000
mandatory E . DISEASE - EA EMPLOYEE SIn NH)
itOrCRIPTION tleecnbe untler OF OPERATIONS below. - E. L. DISEASE - POLICY LIMIT S I 00000 A Tech/ E& 0 N N EON 02901274A 002 126/ 2019 1/ 26/2020 5M each claim/$5M agg.

A Property 6056688404IProperty) 1/ 26/2019 126/2020 Ded $ BPI' i26, 25M530Ded:$ each claim1, 000 THIS TI1i5 CF:NI IFICATETEOPERATIONS;/ SUPERSEDES ALLLOCATIONS/ PREVIOUSLYVEHICLES ( ISSUED CERTIFICATES ACORD '181, FOR THIS TIi1S HOLDER. Remark. APPLICABLE APPLICABLE. ETTO THE ('CARRIERS ARRIER$ SITSIE LISI' F.DANAND THE POLICY' POL l1iRM(S) REFERENCED 415 DIAMOND STREET
REDONDO BEACH CA 90277
ACORD 25 (2016/ 03)

SHOULD ANY OF THE ABOVE' DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF,- NOTICE' IMLL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
0 The ACORD name and logo are registered marks of ACORD All Holds reserved.

Redondo Beach City CouncilOctober 14, 2025

Redondo Beach City Council
October 14, 2025